Efile Aut Application

EFILE AUTHORIZATION APPLICATION

Parties and Purpose

This Efile Authorization Application (the "Application") is entered into by the Applicant and the Service Provider as of the Effective Date set forth below.

Applicant Name:    Federal Tax ID / EIN:

Service Provider Name:    Provider Contact:

Applicant Address:

Recitals

WHEREAS, Applicant wishes to authorize Service Provider to prepare, transmit, and manage the electronic filing and transmission of Applicant's tax and related compliance documents to authorized filing authorities on Applicant's behalf; and

WHEREAS, Service Provider maintains the systems, software, and credentials necessary to perform electronic filing services and agrees to perform such services in accordance with applicable law and accepted industry standards; and

WHEREAS, the parties desire to set forth the terms, conditions and limitations of the authorization, including scope, fees, confidentiality, and termination procedures.

Scope of Work

Authorization Details

Authorization Type: E‑File E‑Pay (electronic payment) Third‑party Transmitter Authorization

Filing Entities Covered:

Payment Terms

Application / Setup Fee: $

Per‑Return / Per‑Transmission Fee: $    OR    Monthly Subscription: $

Payment Schedule:

Late Payment: Unpaid amounts shall accrue interest at and Service Provider may suspend e‑filing services after days' written notice.

Term and Termination

Effective Date:    Term End Date:

Either party may terminate this Application for convenience upon days' prior written notice. Termination for cause may be immediate if the non‑breaching party provides written notice and the breach remains uncured for days.

Upon termination, Service Provider shall cease electronic transmissions on behalf of Applicant and shall, at Applicant's direction, return or destroy Applicant's confidential information as set forth below.

Confidentiality

Definition: "Confidential Information" means non‑public information disclosed by one party to the other in connection with this Application, including tax records, account credentials, financial data, and any proprietary software or methods.

Obligations: Each party shall (i) hold Confidential Information in strict confidence, (ii) use Confidential Information solely to perform its obligations under this Application, and (iii) restrict access to those employees or contractors who require access for performance and who are bound by confidentiality obligations no less protective than those herein.

Exceptions: Confidential Information does not include information that is (a) publicly known through no breach hereof, (b) independently developed without use of the other party's Confidential Information, or (c) required to be disclosed by law, provided the disclosing party gives prompt notice to the other and limits disclosure to the extent legally required.

Representations, Warranties and Certifications

Applicant represents and warrants that it has the full power and authority to authorize electronic filing for the entities and tax matters identified herein and that the information provided to Service Provider is true, complete, and current. Applicant certifies it will promptly provide any additional authorizations or documentation reasonably requested by Service Provider.

Service Provider represents and warrants that it will perform electronic filing services in a professional manner consistent with applicable law, maintain reasonable security controls, and promptly notify Applicant of any filing failures or rejections.

Electronic Consent and Notifications

Applicant hereby authorizes Service Provider to submit electronic filings, enroll in electronic services, and receive electronic notices on Applicant's behalf. Applicant consents to receiving communications and filing acknowledgements in electronic form at the following contact:

Governing Law and Dispute Resolution

This Application shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of laws principles. The parties agree to submit disputes arising under this Application to binding arbitration in the county seat of the foregoing state unless otherwise mutually agreed in writing.

Indemnification and Limitation of Liability

Indemnification: Each party shall indemnify, defend and hold harmless the other from third‑party claims arising from its gross negligence or willful misconduct in performing its obligations under this Application.

Limitation of Liability: Except for liability arising from a party's gross negligence, willful misconduct, or breach of confidentiality, neither party shall be liable for consequential, incidental, special, or punitive damages, and aggregate liability shall not exceed the amounts paid to Service Provider under this Application during the preceding twelve (12) months.

Entire Agreement

This Application, together with any exhibits or attachments executed by the parties, constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals and communications, whether oral or written. Any amendment must be in writing signed by both parties.

Acknowledgment and Authorization

By signing below, Applicant authorizes Service Provider to act as Applicant's agent for the limited purposes described in this Application. Applicant represents that the individual signing on Applicant's behalf has full authority to bind Applicant.

Applicant authorizes Service Provider to retain copies of submitted returns and related documents for the shorter of the period required by law or unless otherwise instructed in writing.

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