Last modified: December 18, 2014

The following terms of engagement (this “Agreement”) shall govern your terms engagement with Team Holly CPA & Co. (“Company” or “We“) for the professional services rendered by the Company on your behalf.

This Agreement, together with our Privacy Policy and Terms of Use govern those services you have selected to be performed by the Company when you visited the website (our “Website“) as such services may be extended, modified, reduced or terminated.

Pursuant to this Agreement, the Company shall provide the services you have selected, as detailed in our service page. It is your responsibility under this Agreement to provide the Company with all the information necessary to complete the services.

It is your responsibility to provide all the information required for the Company to provide complete and accurate services. You are responsible for maintaining an adequate and efficient accounting system for the proper recording of transactions in the books of accounts, for the safeguarding of assets, and for the substantial accuracy of the financial records. You should retain all the documents, canceled checks, and other data that form the basis of income and deductions. These may be necessary to prove the accuracy and completeness of the returns to a taxing authority. You have the final responsibility for your income tax returns, and other documents completed (whether or not filed with the IRS) and, therefore, you should review them carefully before you sign them.

The Company’s work does not include any procedures designed to discover defalcations or other irregularities, should any exist. Unless otherwise specifically engaged to do so, the Company will not audit or otherwise verify the data you submit. Accordingly, the Company’s engagement cannot be relied upon to disclose errors, fraud, or other illegal acts that may exist. However, it may be necessary to ask you for clarification of some of the information you provide, and we will inform you of any material errors, fraud, or other illegal acts that come to the Company’s attention.

We will use professional judgment in resolving questions where the tax law is unclear, or when conflicts exist between the taxing authorities’ interpretations of the law and other supportable positions. Unless otherwise instructed by you, we will resolve such questions in your favor whenever possible.

Pursuant to standards prescribed in IRS Circular 230 and IRC 6694, we are precluded from signing a tax return unless we have reasonable belief that a tax position taken on the return will have a more likely than not probability of being sustained on its merit unless we disclose this tax position on a separate attachment to the tax return. However, under no circumstances will we sign a tax return with a tax position for which there is no reasonable basis.

Certain communications involving tax advice between you and the Company may be privileged and not subject to disclosure to the IRS. By disclosing the contents of those communications to anyone, or by turning over information about these communications to the government, you may be waiving this privilege. To protect this right to privileged communication, please consult with the Company or your attorney prior to disclosing any information about our tax advice.

Without disclosure in the return itself of the specific position taken on a given issue, We must have a reasonable belief that it is more likely than not the position will be held to be the correct position upon examination by taxing authorities. If We do not have reasonable belief, We must be satisfied that there is at least a reasonable basis for the position, and in such a case the position must be formally disclosed on Form 8275 or 8275-R, which would be filed as part of the return. If we do not believe there is a reasonable basis for the position, either the position cannot be taken or we cannot sign the return. In order for us to make these determinations, we must rely on the accuracy and completeness of the relevant information you provide us. In the event we and/or you are assessed penalties due to our reliance on your inaccurate, incomplete, or misleading information you supplied to the Company (with or without your knowledge or intent), you will indemnify Company, defend the Company, and hold the Company harmless as to those penalties.

To the extent the services selected include preparation of tax returns; your returns may be selected for examination by the taxing authorities. If your tax returns are subsequently selected for examination by the taxing authorities, please be aware that you have certain rights in connection with any tax examination. The Company’s fee does not include our representation on your behalf at any tax examination. In the event of such government tax examination or inquiry we will be available upon request to represent you or respond to such inquiry. At that time, we will provide you subsequent terms of engagement to clarify the nature and extend of services we will provide regarding the tax examination or inquiry response and will render additional invoices for these services and expenses incurred.

You are responsible for adopting sound accounting policies, for maintaining an adequate and efficient accounting system, for safeguarding assets, for authorizing transactions, for retaining supporting documentation for those transactions, and for devising a system of internal controls that will, among other things, help assure the preparation of proper income tax returns. Furthermore, you are responsible for all management decisions and performing all management functions, and for designating a competent individual who possesses suitable skill, knowledge, or experience to oversee the tax and accounting services we provide. In addition, you are responsible for evaluating the adequacy and results of the tax and accounting services performed and accepting responsibility for such services.

In connection with this engagement, we may communicate with you or others via email transmission. As emails can be intercepted and read, disclosed, or otherwise used or communicated by an unintended third party, or may not be delivered to each of the parties to whom they are directed and only to such parties, we cannot guarantee or warrant that emails from us will be properly delivered and read only by the addressee. Therefore, we specifically disclaim and waive any liability or responsibility whatsoever for interception or unintentional disclosure of emails transmitted by us in connection with the performance of this engagement. In that regard, you agree that we shall have no liability of any loss or damage to any personal or entity resulting from the use of email transmissions, including any consequential, incidental, direct, indirect, or special damages, such as loss of revenues or anticipated profits, or disclosure or communication of confidential or proprietary information.

If the income tax returns we are to prepare in connection with this engagement are joint returns, each individual is a client. You will both be required to sign the tax returns. You acknowledge that there is no expectation of privacy from the other spouse concerning of our services in connection with this engagement and that we are at liberty to share with either of you any and all documents or other information concerning the preparation of your returns without the prior consent of the other.

In the event we are required to respond to a subpoena, court order or other legal process for the production of the documents and/or testimony relative to information we obtained and/or prepared during the course of this engagement, you agree to compensate us for the time expended in connection with such response, and to reimburse us for all of our out-of-pocket costs incurred in that regard.

We may also provide you with interim and year-end planning services on issues that you specifically bring to our attention in writing. Our ability to provide you with the appropriate guidance on such issues will be entirely dependent on the timeliness, accuracy, and completeness of the relevant information bearing on the issue which we will rely on you to provide us.

Although we may orally discuss tax planning issues with you from time to time, such discussions will not constitute advice upon which we intend for you to rely on for any purpose. Rather, any advice upon which we intend for you to rely, and upon which you will rely, will be embodied in a written report or correspondence from us to you, and any such writing will supersede any prior oral representations between parties on the issue.

In accordance with the Company’s current document retention policy, we will retain our file and other pertinent work papers that should be part of your books and records. If you should need replacements we will provide additional copies at our standard copying fees. All of your original records will be returned to you. After seven (7) years, the Company’s papers and files will no longer be available. Physical deterioration or catastrophic events may shorten the time during which my records will be available. The working papers and files of my firm are not a substitute for the original records. It is agreed and understood that in connection with the performance of this engagement by the Company that the work papers prepared by the Company shall remain property of the Company.

These engagement terms and conditions are contractual in nature, and include all of the relevant terms that will govern the engagement for which it has been prepared. The terms supersede any prior oral or written representations or communications by or between the parties. Any material changes or additions to the terms set forth in the terms and conditions will only become effective if evidence by a written amendment to these terms and conditions, signed by all parties.

The Company’s services are provided in consideration of a monthly fee as further detailed in our pricing sheet (business or individual). You acknowledge that by agreeing to this Agreement and the fees set forth herein, you are authorizing the Company to charge the credit card or debit the debit card account that you have specified in the amount of the balance due as set forth on our pricing sheet (business or individual). You agree that the payment card specified by you for automatic bill payments to the Company is, and will continue to be, an account that you own, and that you will maintain sufficient availability under your credit card limit, or sufficient funds in the account linked to your debit card, as applicable, to pay for the services subject to this Agreement. The automatic charge to your credit card or debit to your debit card account will occur on or after the first day of the applicable month. Once the payment has been processed, you will receive an electronic (email) notification that payment has been applied to your card and/or a paid invoice as a receipt from us. This Agreement will constitute your copy of your recurring payment authorization to the Company. You should print and retain a copy of this recurring payment authorization for your records.

You may cancel your recurring payment authorization to the Company at any time. However, you acknowledge and agree that you must pay and will be charged on the authorized credit or debit card, any remaining balance for the services covered under this Agreement. The remaining balance will be equal to 12 months of billing charges.

By accepting and acknowledging this Agreement you are accepting personal financial responsibility for payment. If any disputes arise among the parties, you agree to try first in good faith to settle the dispute by mediation administered by the American Arbitration Association (AAA) under its Commercial Mediation Rules. All unresolved disputes shall then be decided by final and binding arbitration in accordance with the Commercial Arbitration Rules of the AAA. Fees charged by any mediators, arbitrators, of the AAA shall be shared equally by all parties. IN AGREE TO ARBITRATION, YOU AND THE COMPANY BOTH ACKNOWLEDGE THAT IN THE EVENT OF A DISPUTE OVER FEES, EACH PARTY IS GIVING UP THE RIGHT TO HAVE THE DISPUTE DECIDED IN A COURT OF LAW BEFORE A JUDGE OR JURY AND INSTEAD WE ARE ACCEPTING THE USE OF ARBITRATION FOR RESOLUTION.