AUDIT SHIELD SUPPLEMENTAL TERMS AND CONDITIONS
These Audit Shield Supplemental Terms and Conditions (“Audit Shield Terms”) govern Customer’s access to and use of the Audit Shield feature (“Audit Shield” or the “Service”) offered by TRS Holdings, Inc. (“TRS Holdings”) through its 1099online platform.
These Audit Shield Terms supplement and form part of the applicable TRS Holdings Software as a Service Terms and Conditions (the “SaaS Terms”) and applicable Quote governing Customer’s use of the Services. Capitalized terms not defined in these Audit Shield Terms have the meanings given to them in the SaaS Terms.
Except as expressly set forth in these Audit Shield Terms, the SaaS Terms apply to Audit Shield without modification. If there is a conflict between these Audit Shield Terms and the SaaS Terms, these Audit Shield Terms will control solely with respect to the Audit Shield-specific subject matter addressed herein.
“Protected Submission” means a submission made through 1099online that includes one or more original returns for forms supported by 1099online, for which Customer has selected and paid the applicable Audit Shield fee, and only with respect to the filings within that submission that are accepted by the IRS, subject to the eligibility requirements and exclusions set forth in these Audit Shield Terms. “Calendar Year” means the twelve (12) consecutive calendar-month period commencing on January 1 and ending on December 31 of the same calendar year.
Audit Shield applies to eligible IRS and state tax authority notices and penalty notices relating to a Protected Submission (“Eligible Notice”).
Audit Shield applies at the federal level and in all U.S. states for which 1099online supports the applicable filings, and Puerto Rico filings, subject to the applicable eligibility requirements and exclusions.
For an Eligible Notice, TRS Holdings personnel will provide non-regulated assistance that includes:
Customer is eligible for Audit Shield only where:
Coverage for each eligible filing within a Protected Submission begins only after TRS Holdings receives payment of the applicable fees including the filing fee, audit shield fee as well as any other add ons required, and that the IRS accepts that filing. Coverage for that accepted filing begins on the date of IRS acceptance and continues for three (3) years from that date.
All Audit Shield fees are non-refundable, except as otherwise determined by TRS Holdings in its sole discretion.
In addition to Customer’s obligations under the SaaS Terms, Customer must:
Failure to satisfy the foregoing requirements may limit or prevent TRS Holdings’ ability to provide Audit Shield assistance, and TRS Holdings will not be responsible for any missed deadline or resulting consequence to the extent caused by Customer’s delay in notifying TRS Holdings or providing requested information or documentation.
Submission of a notice or other Eligible Notice to TRS Holdings does not transfer responsibility for any governmental deadline to TRS Holdings.
Where TRS Holdings requests a tax transcript or other tax information in connection with Audit Shield assistance, Customer will timely provide, and will cause the applicable payer or taxpayer to provide, any signed authorization, consent, or form reasonably required for TRS Holdings to obtain such information, including IRS Form 8821, Form 4506-C, or any successor or equivalent authorization, as applicable. Customer represents that it has authority to provide or procure such authorization. Failure to provide the required authorization may limit or prevent TRS Holdings from obtaining the applicable transcript or providing related Audit Shield assistance.
Audit Shield is a technology-enabled support service under which TRS Holdings personnel provide non-regulated assistance in connection with Eligible Notices. Audit Shield does not constitute legal, accounting, tax advisory, audit defense, or other regulated professional services and does not create an attorney-client, accountant-client, tax adviser-client, or other regulated professional relationship.
TRS Holdings will not appear for, represent, or act as Customer’s representative before the IRS, any state tax authority, or any other governmental authority. Unless expressly stated otherwise in the applicable Audit Shield product description, Audit Shield does not include administrative appeals, litigation, or negotiation with a governmental authority on Customer’s behalf.
Audit Shield does not guarantee that Customer will avoid a notice, audit, examination, inquiry, assessment, penalty, or other governmental action; that a governmental authority will accept any filing, response, explanation, or position; or that any penalty, interest, assessment, or other liability will be waived, reduced, or avoided.
Notwithstanding the limitation of liability provisions in the SaaS Terms, solely with respect to claims arising from Audit Shield, to the maximum extent permitted by applicable law, TRS Holdings’ total aggregate liability arising out of or relating to Audit Shield, whether in contract, tort (including negligence), statute, or otherwise, including any claims, disputes, damages, losses, or liabilities, shall in no event exceed the fees actually paid by the Customer for the applicable Audit Shield coverage giving rise to such claim, subject to an absolute maximum liability cap of four dollars and ninety-nine cents (US $4.99).
Audit Shield does not apply to:
TRS Holdings may determine, in its sole discretion, that particular tax topics, business types, situations, notices, or matters are not supported by Audit Shield and may decline to provide Audit Shield assistance for such matters, subject to applicable law and the SaaS Terms.
TRS Holdings will not audit or otherwise verify information provided by Customer. Customer remains responsible for the completeness and accuracy of such information and for any taxes, penalties, or interest resulting from disallowed positions, omitted or unreported information, or inaccurate or incomplete information provided to TRS Holdings. TRS Holdings provides reporting functionality and does not perform tax calculations on Customer’s behalf. Accordingly, Audit Shield does not include reimbursement for penalties or interest based on alleged calculation errors.
For clarity, using the Audit Shield services does not constitute a guarantee, indemnity, insurance arrangement, or commitment to pay Customer’s taxes, penalties, interest, assessments, or other governmental charges.
TRS Holdings does not use artificial intelligence or automated functionality in providing the Audit Shield assistance described in these Supplemental Terms.
Customer represents that it has all rights, permissions, authorizations, and consents required under applicable law to provide information and documentation submitted in connection with Audit Shield and to authorize TRS Holdings to process such information for purposes of providing Audit Shield assistance.
TRS Holdings may limit the availability of Audit Shield functionality where providing such functionality would require TRS Holdings to obtain a professional license, registration, authorization, or regulatory approval that TRS Holdings does not hold. Nothing in these Audit Shield Terms requires TRS Holdings to engage in the unauthorized practice of law, accounting, tax representation, or another regulated professional activity.
Except for the Audit Shield-specific provisions expressly set forth in these Audit Shield Terms, the SaaS Terms remain unchanged and apply to Customer’s use of Audit Shield.