Tax Debt Settlement Agreement

TAX DEBT SETTLEMENT AGREEMENT

Parties and Identification

Tax Period(s) or Reference No.:    Settlement Effective Date:

Entity Type and Tax Identification

Entity Type (select applicable):
Individual / Sole Proprietor   C Corporation   S Corporation   Partnership
Trust / Estate   LLC   Other:

Recitals

WHEREAS, Taxpayer represents that Taxpayer is liable for certain tax liabilities, penalties, interest, and collection costs described above (collectively, the "Tax Debt"); and

WHEREAS, Taxpayer and the Taxing Authority (or its designated representative) have agreed to resolve the Tax Debt on the terms set forth in this Agreement; and

NOW, THEREFORE, in consideration of the mutual covenants contained in this Agreement, the parties agree as follows:

Settlement Terms

1. Settlement Amount. Taxpayer shall pay a total settlement amount of $ (the "Settlement Amount"). Payment shall be made in accordance with the payment schedule below.

2. Payment Structure:
Lump-sum payment    Installment plan

If installment plan is selected:
Number of installments:    Installment amount: $    First payment due on:

Release, Representations and Warranties

3. Release. Upon receipt of the full Settlement Amount as provided herein, the Taxing Authority shall execute a written release of the specified Tax Debt or otherwise provide written acknowledgment that the Tax Debt identified in this Agreement is satisfied in full to the extent of the Settlement Amount. Nothing in this paragraph limits the Taxing Authority’s right to collect amounts not covered by the Settlement Amount (for example, liabilities for tax periods or obligations not set forth in this Agreement).

4. Representations and Warranties. Taxpayer represents and warrants that: (a) Taxpayer has the full legal capacity and authority to enter into and perform this Agreement; (b) the information provided to induce the settlement, including tax periods and identification numbers, is true, correct, and complete; and (c) no material facts have been omitted that would render such information misleading.

Default and Remedies

5. Default. Failure to make any payment when due, or material breach of any covenant in this Agreement, shall constitute an Event of Default. Upon an Event of Default, the Taxing Authority (or its successor) may pursue all available remedies at law or in equity, including rescission of this Agreement and reinstatement of the full original liability, subject to any limitations of applicable law.

6. Accrual of Interest and Additional Obligations. Unless expressly waived in writing, interest, penalties, and administrative costs may continue to accrue as allowed by applicable law until the Settlement Amount is paid in full. Taxpayer acknowledges that any amount forgiven or reduced by this Agreement may be treated as taxable income under applicable law.

Miscellaneous

7. Governing Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of law principles. Venue for disputes shall be in the courts located in that state unless otherwise agreed in writing.

8. Entire Agreement; Amendment. This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior negotiations and agreements. This Agreement may be amended only by a written instrument executed by the party bound thereby.

9. Severability. If any provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement shall remain in full force and effect and the invalid or unenforceable provision shall be replaced by a valid provision that most closely reflects the parties’ original intent.

Certifications and Perjury Statement

Under penalties of perjury, I certify the following:

1. The taxpayer identification number provided on this form is correct to the best of my knowledge and belief.

2. I have the authority to execute this Agreement on behalf of the taxpayer identified above and to bind the taxpayer to the terms set forth herein.

3. The statements and representations made in this Agreement are true, complete, and accurate and do not omit any material facts that would render them misleading.

4. I understand that false statements, omissions, or misrepresentations may subject me to civil or criminal penalties under applicable law.

Acknowledgment

By signing below, Taxpayer acknowledges that Taxpayer has read and understands this Agreement, has had the opportunity to obtain independent advice, and consents to be bound by its terms.

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