Effective Date: September 2, 2026
Last Updated: September 2, 2026
This Service Bureau and Enterprise Licence Agreement (the "Agreement") is entered into between TaxPulse Incorporated, a company registered in Fajardo, Puerto Rico ("TaxPulse," "we," "us"), and the organization identified on the invoice issued for this programme ("Licensee," "you").
This Agreement governs the Service Bureau and Enterprise licence programmes only. It sits on top of our Terms of Service, which continue to apply to every account opened under it. Where this Agreement and the Terms of Service conflict on a matter of licensing, this Agreement controls. Where they conflict on anything else, the Terms of Service control.
A licence is the right to open and operate one account on the TaxPulse platform for the length of a Term. There are two kinds:
The number of each kind you have bought is stated on your invoice. You may not open more accounts than the numbers stated there.
Every Term ends on 31 October. A Term runs for a minimum of three (3) months, so an agreement signed close to 31 October runs through 31 October of the following year rather than expiring within weeks of being signed. Your Term end date is stated on your invoice.
Licences do not carry over between Terms. Renewal is addressed in section 9.
Each Bureau Licence carries its own allowance of fifteen (15) Office Licences. That allowance belongs to the Service Bureau it opened and does not draw on any Office Licences held by the Enterprise above it. An Enterprise that buys five (5) Bureau Licences and twelve (12) Office Licences is therefore buying five bureaus that may open fifteen offices each, plus twelve offices the Enterprise runs itself.
A Service Bureau may issue Office Licences only from its own allowance, and only for the Term in which they are issued.
This section describes the term most often misunderstood, and you should read it before you buy.
A licence is consumed at the moment it is issued, whether by invitation or by grant, and it stays consumed for the remainder of the Term. It is not a seat that frees up when an office stops using it.
Consequently: revoking an office cuts off that office's access to the platform, but the slot it occupied is not returned to your pool and cannot be reissued to another office until the next Term. Cancelling an invitation before it is claimed does return the slot. Licences are non-refundable, in whole or in part, for the Term in which they were issued.
We surface the consumed and remaining counts inside the platform so you can see your position at any time before issuing another licence.
Licence fees are payable in advance. The fee is the amount stated on your invoice, and the invoice is due on receipt. We issue licences once the invoice is paid. No account is opened, and no licence may be issued to an office beneath you, before payment clears.
A Term begins when the fee is paid. Its end date does not move to account for time between the invoice being issued and being paid, so an invoice left unpaid shortens the Term it buys rather than extending it.
You set your own client pricing. Nothing in this Agreement limits what a Licensee or an office beneath it charges its own clients for tax preparation or any other service.
Where the platform is configured to apply an override, a stated percentage of the preparation fees recorded by an office is attributed to the Service Bureau or Enterprise above it, and the platform records that split on each fee. The override percentage in effect for your programme is the one configured on your account. An override is a record of an agreed commercial split between you and your downline; it is not a fee payable to TaxPulse, and TaxPulse does not collect, disburse, guarantee or arbitrate it.
Every office you open is an independent user of the platform, and you are responsible for it. Specifically, you are responsible for:
TaxPulse has no contractual relationship with your downline offices beyond the Terms of Service each of them accepts, and is not a party to any agreement between you and them.
TaxPulse provides software. It does not prepare tax returns, does not act as a tax preparer, and does not review the substance of any return prepared on the platform.
You and each office beneath you remain solely responsible for holding and maintaining every credential required to do this work, including a PTIN for each preparer and an EFIN where returns are transmitted electronically; for the accuracy of every return; for compliance with IRS Circular 230, the due-diligence requirements of IRC section 6695(g), and the safeguarding obligations of the Gramm-Leach-Bliley Act and IRS Publication 4557; and for any consent required under IRC section 7216 before taxpayer information is used or disclosed.
A licence issued under this Agreement is not a representation by TaxPulse that an office is qualified, credentialed, or permitted to prepare returns in any jurisdiction.
We may suspend or terminate a licence, or this Agreement, on written notice if: a renewal or other fee falls due and is not paid, the initial fee being payable in advance under section 5; you or an office you licensed breaches this Agreement or the Terms of Service; or continued access presents a legal, security or regulatory risk that cannot be addressed by narrower means.
Where the breach can be cured, we will give you fifteen (15) days' written notice and an opportunity to cure it before terminating, except where the risk is immediate.
Effect on downline offices. If this Agreement terminates, the licences you issued terminate with it. Because those offices hold client records and returns of their own, we will, on request and where we are lawfully able, offer each affected office a direct account with TaxPulse on our standard terms so that it may retain access to its own data. We are not obliged to offer that office your pricing.
You may terminate this Agreement at any time on written notice. Fees already paid are not refunded, in line with section 4.
This Agreement does not renew automatically. We will contact you before your Term ends with renewal pricing, which may differ from your current pricing. If the Agreement is not renewed before the Term ends, licences issued under it lapse and the accounts they opened lose access.
Data belonging to a lapsed account is retained and made available for export in accordance with the Terms of Service and our Data Processing Agreement.
Client records, tax returns and documents created by an office belong to that office, not to the Service Bureau or Enterprise that licensed it. Your ability to see a downline office's data is limited to what the platform grants you, and licensing an office does not by itself give you the right to access its clients' tax information for any purpose of your own. Where you do access it, you do so as a party subject to the same section 7216 consent requirements as any other person handling that information.
Our handling of personal data under this Agreement is governed by the Privacy Policy and the Data Processing Agreement.
You may state that your offices operate on TaxPulse, and may use our name and marks for that purpose in a form we have approved in writing. You may not present yourself as TaxPulse, as an agent of TaxPulse, or as authorised to bind TaxPulse. You may not make claims about the platform that we have not published ourselves, including claims about e-filing capability, IRS acceptance, refund timing, or the availability of any bank product.
The platform is provided as described in the Terms of Service, and the warranty disclaimers and limitations of liability in the Terms of Service apply to this Agreement in full. Nothing in this Agreement increases our aggregate liability beyond the cap stated there.
You will indemnify us against claims brought by an office you licensed, or by that office's clients, to the extent the claim arises from your acts or omissions, from a commercial arrangement between you and that office, or from returns prepared by you or your downline.
You may not assign this Agreement or transfer any licence issued under it, including by sale of your business, without our prior written consent, which we will not unreasonably withhold. We may assign this Agreement to a successor in connection with a merger, acquisition or sale of substantially all of our assets.
This Agreement, the invoice issued for your programme, the Terms of Service, the Privacy Policy and the Data Processing Agreement are the entire agreement between us on this subject and replace any prior proposal or conversation.
Where they conflict, the order of precedence is: (1) the commercial terms stated on your invoice, being the counts, the amount and the Term end; (2) this Agreement; (3) the Terms of Service.
This Agreement is governed by the laws of the Commonwealth of Puerto Rico, without regard to its conflict of laws principles. Any dispute will be resolved through binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, seated in Puerto Rico. Each party waives any right to a jury trial or to participate in a class action.
This Agreement is accepted when you pay the invoice issued for your programme. Because fees are payable in advance, payment is the first act under this Agreement, and continued use of any account opened under it is further acceptance. If you are accepting on behalf of an organization, you represent that you have authority to bind it.
Questions about this Agreement:
TaxPulse Incorporated
Fajardo, Puerto Rico
Email: support@taxpulse.biz