DRAFT — PENDING COUNSEL REVIEW

Terms of Service

Last updated: July 2026 · Version 0.1 (draft)

These terms govern access to and use of Taxly. They are written to be read, not to hide the important parts in capital letters. This is a pre-launch draft pending review by legal counsel; the binding version will be presented before your firm activates an account.

1Agreement

By creating an account or using Taxly, the firm and the individuals it authorizes agree to these terms. If you are accepting on behalf of a firm, you represent that you have authority to bind it. If you do not agree, do not use the service.

2The service

Taxly is practice-management software for accounting firms: client onboarding, a branded client portal, document collection, AI-assisted bookkeeping, recurring work-item tracking, and in-house e-signature. Features marked “early access” — including Plaid bank feeds and e-signature — are provided as they mature and may change or be gated while we complete review.

Taxly does not replace your tax-preparation software and is not a substitute for professional judgment. You remain responsible for the accuracy of the work product you deliver to your clients.

3Accounts and access

  • You are responsible for the credentials and activity of the users you authorize.
  • Notify us promptly of any unauthorized access or security concern.
  • Access is per-seat; you agree not to share individual logins across people.
  • Client portal access is provided to your clients under your firm’s control.

4Acceptable use

You agree not to:

  • Use Taxly to violate the law or the rights of others.
  • Upload malware, or attempt to breach, probe, or disrupt the service or its tenant isolation.
  • Reverse-engineer the service except to the extent the law permits.
  • Resell or provide the service to third parties outside your firm’s own clients.

5Your data

As between you and Taxly, your firm owns the data it and its clients put into the service. You grant us the limited rights needed to host, process, secure, and display that data to operate the service for you. We handle it per our Privacy & Data Practices, including field-level encryption of sensitive identifiers, tenant isolation, a complete audit trail, and a commitment not to train AI models on your clients’ data. You can export your data; we do not sell it.

6Electronic signatures

Taxly’s e-signature is designed to the ESIGN and UETA framework: explicit consumer consent to electronic records, signer authentication through the portal login, an intent affirmation, and a tamper-evident, cryptographically sealed certificate of completion. It is offered in early access while our counsel completes final review, and we gate it accordingly. IRS Form 8879 e-file authorization is on the roadmap and is not part of the current service. You are responsible for determining that electronic signature is appropriate for a given document and jurisdiction.

7Third-party services

The service integrates third parties, including AWS (hosting and AI inference) and Plaid (bank data, for connected accounts). Your use of features that depend on them is also subject to those providers’ terms. We are not responsible for third-party services we do not control.

8Fees

Taxly is priced per seat; your firm’s clients and their portal access are free, and e-signatures, document requests, and questionnaires are not metered. Founding firms that join during early access lock their rate in writing. Specific fees, billing cycle, and terms are set out in your order or subscription agreement.

9Availability

We work to keep Taxly available and performant but do not guarantee uninterrupted service during early access. We may perform maintenance and will aim to minimize disruption. Early-access features are provided “as is” as they develop.

10Termination

You may stop using Taxly at any time. We may suspend or terminate access for material breach of these terms, non-payment, or misuse that endangers the service or other firms. On termination, you may export your data for a reasonable period, after which we delete or de-identify it per our Privacy notice and applicable record-keeping law.

11Disclaimers and liability

To the extent permitted by law, Taxly is provided without warranties beyond those we expressly make, and our aggregate liability is limited as set out in your subscription agreement. Nothing here limits liability that cannot be limited by law. This draft will carry the finalized disclaimer and limitation language after counsel review.

12Changes and contact

We may update these terms as the product evolves; material changes will be communicated to firm administrators. Questions: hello@taxly.com.

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