Terms of Service

FARO TAX LLC is a limited liability company registered in the State of Wyoming, United States. In these Terms, “FARO”, “we”, “us” and “our” mean FARO TAX LLC. “You” means the person using our site or services and, if you act for a company, trust, partnership or other entity, that entity as well.

These Terms cover:

• the website at farotax.com and its subdomains (the “Site”);
• the FARO client portal, your account and any application we offer (the “Portal”);
• our free tools, guides, calculators, quizzes, downloads, newsletters and our free 30-minute consultation (the “Consultation”) (together, the “Free Resources”); and
• the paid tax, company formation, compliance, bookkeeping and advisory services we provide under an engagement letter (the “Services”).

Each engagement has its own engagement letter, which may include a proposal, quote or order form. The engagement letter sets the scope, price and specific conditions of that engagement. If an engagement letter and these Terms say different things about the same point, the engagement letter applies to that engagement. Our Privacy Policy explains how we handle personal information and forms part of these Terms.

By using the Site, creating an account, booking a consultation, downloading a Free Resource or signing an engagement letter, you accept these Terms. If you do not agree with them, please do not use the Site or the Services.

You must be at least 18 years old to accept these Terms. If you accept them on behalf of a company or other entity, you confirm that you have authority to bind that entity, and “you” then includes the entity.

We may update these Terms from time to time. When we do, we will post the new version on the Site with a new effective date. For material changes, we will also notify you by email or through the Portal if you have an account. Changes apply from their effective date and do not alter the price or scope of an engagement letter you have already signed. If you keep using the Site or the Services after the effective date, you accept the updated Terms.

Tax services by credentialed professionals

FARO prepares U.S. federal and state tax returns, information returns and applications (for example EIN and ITIN applications), keeps books, and advises on the U.S. tax consequences of your decisions. Tax filings we prepare are signed by a paid preparer with a valid IRS PTIN, as U.S. law requires, and reviewed by an Enrolled Agent. Our Enrolled Agents are licensed to practice before the IRS under Treasury Department Circular 230. When your engagement includes Certifying Acceptance Agent services for an ITIN application, we verify your identity documents under our agreement with the IRS.

We are not a law firm

We do not give legal advice, and using the Site or the Services does not create an attorney-client relationship. When you ask us to form a U.S. company, we prepare and file the formation documents for the entity and state you choose, based on the information you give us, and we advise on the tax side of that choice. We do not advise on liability protection, contracts, immigration, licensing, intellectual property or other legal matters. If you need legal advice, please consult a licensed attorney. We can work alongside yours.

We are not a bank

We can guide you through opening a U.S. business bank account and introduce you to banks or financial technology providers. Whether an account is opened, kept open or closed is the provider’s decision under its own terms. We cannot guarantee approval or timing.

Financial statements

Where your engagement includes bookkeeping, the financial statements we prepare are for your management and tax purposes. They are not audited, reviewed or compiled under attestation standards, and third parties such as banks, landlords or immigration authorities should not rely on them as if they were.

We are not an investment, immigration or insurance adviser

Nothing on the Site or in our Free Resources is a recommendation to buy, sell or hold any investment, or advice on visas or insurance.

We advise on U.S. tax

Unless your engagement letter says otherwise, we do not advise on the tax, corporate, exchange-control or reporting rules of your home country or of any country other than the United States. Those obligations remain yours, and we encourage you to get local advice. Where it helps, we can coordinate with your local adviser at your request.

General information is not advice

Articles, guides, tools, our book and the answers you receive in a consultation are general information, based on the rules in force when they were written or given. They do not take your full situation into account and are not a substitute for advice under an engagement letter. Tax law changes often, and we cannot promise that every page is current at all times.

The Consultation is a conversation to understand your situation and explain how FARO could help. It is general guidance, not a review of your documents, and it does not create an engagement or a professional relationship. Consultations are booked through a third-party scheduling tool and are subject to availability. We may limit consultations to people who could reasonably use our Services.

Our Free Resources, for example our country and state guides, are provided for information only. They are a starting point for a conversation, not a recommendation for you.

Any price shown by a tool, on the Pricing page or in a proposal is an estimate until it appears in an engagement letter. The price that binds us is the one in your signed engagement letter. Prices on the Site may change; changes do not affect an engagement letter you have already signed.

You can unsubscribe from the newsletter at any time using the link in each email.

You may need an account to book, buy or receive Services. When you create one, you agree to:

• give us accurate, current and complete information, and keep it updated;
• keep your login credentials confidential and use the security features we offer;
• tell us right away at admin@farotax.com if you suspect unauthorized use of your account;
• use one account per person, adding the entities you manage under it rather than creating separate accounts; and
• add other people to your account (for example a business partner or a bookkeeper) only if you have authority to give them access. You are responsible for what authorized users do in your account.

We may suspend or close an account that is used in breach of these Terms, that we cannot verify, or when the law or our professional obligations require it. If we do, we will still return your documents and give you access to any filing we completed and you paid for, as section 16 describes.

The Portal is where we exchange documents, deadlines and messages. We may change, add or remove Portal features. We work to keep the Portal available, but we do not promise uninterrupted access: maintenance, outages and third-party failures happen. Keep your own copies of anything important.

An engagement with FARO starts when three things have happened:

1. 1we send you a quote or proposal for a defined scope of work;
2. 2you sign the engagement letter electronically; and
3. 3we receive the payment due at that stage.

We usually do not start work, and we never file anything with a government agency, before these three steps are complete.

The engagement letter states what is included and, where useful, what is not. Work outside that scope (for example an additional state return, an amended return, a response to an IRS notice, or a tax year we did not agree to cover) needs a new quote or an addendum that you approve before we start.

We may decline an engagement, or part of one, at our discretion. Common reasons include that we cannot verify your identity, that the work falls outside our expertise, that a conflict of interest exists, or that continuing would breach the law, sanctions rules or professional standards.

We may use qualified staff, contractors and service providers to perform parts of the Services under our supervision and under confidentiality obligations. Section 11 explains when U.S. law requires your separate consent before your tax return information is shared.

Our work is only as good as the information we receive. During an engagement you agree to:

• give us complete and accurate information and documents, and tell us if anything changes;
• respond to our requests within the time we ask, so that deadlines can be met;
• review every return, filing and document before you approve it, and sign the required authorizations (for example Form 8879, the IRS e-file signature authorization) only after you have reviewed the final version;
• tell us about anything that may affect your filings, including foreign bank accounts, foreign companies, cryptocurrency, U.S. real estate, days spent in the United States, and any notice you receive from the IRS or a state;
• keep your own records, because the IRS or a state may ask you to support what you report; and
• pay our fees when they are due.

Under U.S. law, you remain accountable for the accuracy of your own tax return even when a professional prepares it. Our filings rely on what you tell us. We do not audit or independently verify your information unless the engagement letter says we will, although we may ask questions when something looks inconsistent.

If a deadline is missed, or a filing is late, inaccurate or incomplete because information arrived late, incomplete or wrong, the resulting tax, penalties and interest are your responsibility. Section 10 explains what we do when the error is ours.

You are also responsible for every obligation that is not listed in your engagement letter, even when it relates to a company we formed or a return we prepared. Examples of obligations that are not included unless your engagement letter says so:

• the annual Form 5472 with pro forma Form 1120 that a foreign-owned single-member LLC must file, and the penalty for filing it late;
• state annual reports, franchise taxes and business license renewals for your company;
• registered agent renewals, whether you contracted the agent directly or through us;
• sales tax registration and returns in any state;
• beneficial ownership reports where they still apply to your company;
• FBAR and other foreign account or asset reports, unless your engagement covers them;
• payroll registrations and filings if your company hires anyone;
• reporting your US company, its income or your US filings in your home country; and
• responding to an IRS or state notice, and any tax year not named in your engagement letter.

If you are not sure whether something is included, ask us before the deadline. We are happy to quote it.

Flat fees, quoted before we start

Our fees are flat and quoted as a total before we start. We do not bill by the hour. Your engagement letter states the fee and what it covers.

Government and third-party fees

State filing fees, registered agent fees, IRS fees, bank charges, courier, notary and apostille costs are set by others. Your quote states whether they are included. When they are not, we either ask you to pay them directly or add them to your invoice at cost. If an agency changes a fee between the quote and the filing, we will tell you before charging the difference.

When payment is due

Payment terms are stated in your engagement letter: usually the full fee when you sign, or a deposit when you sign and the balance before we file. Prices are in U.S. dollars. We accept the payment methods shown at checkout, processed by a third-party payment provider; we do not store your full card details. Your bank may charge currency conversion or transfer fees, which are yours.

Services that renew

For services that repeat each period (for example annual compliance, bookkeeping or registered agent coordination), we will send you a quote or a renewal notice before each new period. Prices for future periods may change. A new price applies only after you approve it or, for automatically renewing services, after we have given you at least 30 days’ notice and you have not cancelled.

Late or missed payments

If a payment is late, we may pause work and delivery until it is received. We always return the documents you gave us. Where professional rules allow, we may hold a deliverable we prepared (for example a completed return) until the fee for it is paid. If you dispute a charge with your card issuer without contacting us first, we may suspend the Services while the dispute is resolved.

Taxes on our fees

Our fees do not include any sales, value-added or withholding tax that your country may apply to payments to a U.S. company. If your country requires you to withhold tax on a payment to us, the amount we receive must equal the invoiced amount unless your engagement letter says otherwise.

When work starts

We consider work started when your file moves to the status “In preparation” in the Portal. We change it to that status only after we have received your completed questionnaire and documents, reviewed them, and a preparer has begun working on your return or filing. We notify you by email when that happens. Before that point, we may review what you have sent and ask questions; that is not work started.

What is refundable

You can cancel an engagement at any time by writing to us at admin@farotax.com. What we refund depends on the stage of your file:

• before your file is “In preparation”: the full fee, minus any third-party fees we already paid on your behalf;
• after “In preparation” but before we deliver a draft for your review: 50 percent of the fee, minus third-party fees already paid; and
• after we deliver a draft, or after we submit anything to a government agency, bank or other third party on your behalf: no refund.

Third-party fees (for example a state filing fee or a registered agent fee) are not refundable once paid.

Refunds we initiate

If we end an engagement before completing it for a reason other than your breach of these Terms or the engagement letter (for example because of a conflict of interest or a professional restriction), we will refund the part of the fee that corresponds to work not performed, at our reasonable assessment, minus third-party fees already paid.

If you stop responding

If we cannot obtain the information we need for 90 days after asking for it, we may close the engagement. Fees for work already started remain non-refundable. Where possible, we will warn you before closing it.

Refunds are made to the original payment method within 10 business days of our confirmation. Where the consumer protection laws of your country give you rights that cannot be limited by contract, this section applies only to the extent those laws allow. Our Refund Policy explains this rule in detail.

Deadlines

We can meet a deadline only if we receive complete information and your approval with enough time before it. Your engagement letter or the Portal will tell you when we need things. If information arrives late, we may need to file an extension, which extends the time to file but not the time to pay any tax due, or we may not be able to file on time.

Government agencies and third parties

The IRS, state agencies, banks, registered agents and other third parties set their own processing times and make their own decisions. We cannot guarantee when an EIN or ITIN will be issued, whether a bank will open an account, or how long a state will take to approve a formation. We will tell you what we know and follow up on your behalf where that is part of the engagement.

ITIN applications

As a Certifying Acceptance Agent, we verify your identity documents in an interview (in person or by video) and submit your application with the required certificate. The IRS decides whether to issue the ITIN, sets its own processing times, and may request additional or original documents or reject an application for reasons outside our control. We will tell you what the IRS asks for and help you respond. A delay, request or rejection by the IRS does not entitle you to a refund of our fee, although we will resubmit at no charge when the reason for rejection was our error.

No guarantee of outcome

We cannot promise a specific tax result, refund amount, treaty benefit, penalty abatement or outcome of an IRS or state review. What we can promise is careful work by qualified professionals, applied to the facts you give us.

When the error is ours

If a filing we prepared contains an error that is ours, we will correct it at no additional charge. If a penalty results solely from our error, we will help you request penalty relief and reimburse the part of the penalty that is not abated, up to the fee you paid for that engagement. The underlying tax and interest remain yours, because you would have owed the tax in any case. To benefit from this section, tell us as soon as you learn of the error and give us the opportunity to fix it.

Confidentiality

We keep your information confidential. We use it to provide the Services, to keep you informed about deadlines and, where U.S. tax law requires your consent before we use your tax return information for another purpose, only with that consent. We may also use it as the law allows or requires. We do not sell your information. Our Privacy Policy has the details.

Tax return information

U.S. law (Internal Revenue Code section 7216) limits how a tax return preparer may use or disclose your tax return information. Some of our team members and service providers work from outside the United States. Where the law requires your written consent before your tax return information is shared with a person located outside the United States, or before we use it for a purpose other than preparing your returns, we will ask for that consent in a separate document that meets IRS requirements. That document will explain what the consent covers and whether we can perform the Services without it. These Terms are not that consent.

Security

We protect your information with administrative, technical and physical safeguards, and we maintain a written information security plan, as U.S. law requires of tax professionals under the FTC Safeguards Rule. No system is perfectly secure. If we learn of a security incident that affects your information, we will notify you and the relevant authorities as the law requires.

Service providers

We use third-party providers to run the Portal, store documents, sign documents electronically, process payments, schedule consultations, prepare tax returns and communicate with you. They process your information under agreements that require confidentiality and security, and only to provide those services to us.

Your documents and records

You can download your documents from the Portal during the engagement and for 12 months after it ends. We keep copies of the returns we prepare for at least the period federal law requires, and we may keep your file for longer as our Privacy Policy describes. Please keep your own copies. We are not an archive service.

Feedback

If you give us feedback about the Site or the Services, we may use it to improve them without owing you anything. We will not publish your name or identifiable details without your permission.

By using the Site, the Portal or the Services, you agree that:

• we may send notices, invoices, drafts, engagement letters, consents and other communications electronically, through the Portal, by email, or through the messaging channels you choose (for example WhatsApp or SMS);
• electronic signatures on engagement letters, consents, authorizations and filings have the same effect as handwritten signatures;
• you will keep your email address and phone number up to date and check the Portal for messages; and
• you can withdraw your consent to electronic delivery by writing to us, although this may mean we cannot provide some Services, which depend on electronic exchange.

You need a device with internet access, a current browser and a way to read and save PDF files. If the Portal or a PDF does not work with your assistive technology, our Accessibility Statement explains the alternatives we offer. A message sent to the email address or Portal account you gave us is considered received when it is sent, unless the law says otherwise. If you choose to receive text messages, your carrier’s standard rates may apply, and you can stop them at any time by replying STOP or by telling us.

The Services rely on third parties: government agencies, registered agents, banks and payment providers, e-signature and document platforms, scheduling tools and tax software. Some of them, for example your registered agent or your bank, will have their own terms with you. We are not responsible for their acts, omissions, fees, availability or decisions. Links on the Site to third-party websites are provided for convenience and do not mean that we endorse them.

We may receive a referral fee or commission from some providers we introduce you to, for example banks, financial technology companies or registered agents. This does not change what you pay them, and it does not affect the advice we give you.

The Site, the Portal, our guides, tools, templates, checklists, the book, and the FARO name, logo and trademarks belong to FARO or our licensors. You may read, download and print our content for your own personal or internal business use, with our copyright notice intact. You may not copy, republish, sell, scrape, use to train automated systems, or create derivative works from our content without our written permission. Quoting a short passage with attribution and a link to the source page is welcome.

The tax returns, applications, formation documents and reports we prepare for you are yours to use once the engagement is paid. Our working papers, templates, checklists, methods and internal notes remain ours. We may reuse the general know-how we gain from serving you, without using your confidential information.

You agree not to use the Site, the Portal or the Services to do anything unlawful or fraudulent; provide false information or documents; impersonate anyone; upload malware or interfere with security; attempt to access other clients’ data; use automated tools to scrape or copy the Site; or resell or provide the Services to third parties without our written agreement. We may investigate and act on breaches, including by suspending access and informing the authorities where the law requires.

By you

You can close your account or end an engagement at any time by writing to us. Section 9 and our Refund Policy explain what is refundable.

By us

We can end an engagement or close your account with written notice if you breach these Terms or the engagement letter, do not pay, do not respond for an extended period, ask us to do something we consider unlawful or contrary to professional standards, or if a conflict of interest or a legal requirement prevents us from continuing. Where we can, we will give you reasonable notice and tell you about approaching deadlines.

What happens afterwards

We will return the documents you gave us and give you access to any filing we completed and you paid for. Where reasonable, we will help with the transition to another adviser. Fees for work performed remain due. Sections that by their nature should survive (fees owed, confidentiality, intellectual property, disclaimers, limitation of liability, indemnification, dispute resolution and general terms) continue to apply after the relationship ends.

We will perform the Services with reasonable care and skill, consistent with applicable professional standards. Beyond that promise, and to the extent the law allows:

• the Site, the Portal and the Free Resources are provided “as is” and “as available”, without warranties of any kind, express or implied, including implied warranties of merchantability, fitness for a particular purpose and non-infringement;
• we do not warrant that the Site or the Portal will be error-free, secure or uninterrupted, or that content is complete or current at all times;
• we do not guarantee any tax, legal, banking, immigration or business outcome; and
• information that comes from third parties, including government agencies, is provided as we receive it.

Some jurisdictions do not allow certain disclaimers for consumers. If you are a consumer in such a jurisdiction, these disclaimers apply only to the extent permitted there.

To the extent the law allows:

• FARO and its members, managers, employees and contractors are not liable for indirect, incidental, consequential, special or punitive damages, or for lost profits, lost business, lost data or reputational harm, arising from these Terms, the Site, the Portal or the Services, even if we were told such damages were possible;
• our total liability for all claims relating to an engagement is limited to the fees you paid us for that engagement; and
• our total liability for claims relating to the Site, the Portal or the Free Resources, where no engagement exists, is limited to US$100.

These limits do not apply to liability that cannot be limited by law, for example liability for fraud or willful misconduct. Section 10 describes what we do when a filing error is ours; that commitment is within these limits.

Any claim relating to these Terms or the Services must be started within one year after the event that gave rise to it, unless the law does not allow this limit.

You agree to defend and compensate FARO and its members, managers, employees and contractors for losses, penalties and reasonable legal costs that arise from: information or documents you gave us that were false, incomplete or misleading; your breach of these Terms or of the law; your use of the Site, the Portal or the Services in a way that harms others; or claims by third parties, including the tax authorities of any country, that relate to your affairs and not to our error.

Talk to us first

Most concerns can be solved with a conversation. If you have a problem with our work, write to admin@farotax.com describing the issue and what you would like us to do. We will respond within 10 business days. Both of us agree to try in good faith to resolve any dispute informally for at least 30 days after that written notice before starting an arbitration or a court claim.

Governing law

These Terms, and any dispute arising from them or from the Site, the Portal or the Services, are governed by the laws of the State of Wyoming, United States, without regard to its conflict-of-laws rules. The Federal Arbitration Act governs the arbitration agreement below.

Binding individual arbitration

If informal resolution does not work, you and FARO agree that any dispute, claim or controversy arising out of or relating to these Terms, the Site, the Portal, the Services or our relationship, including whether a claim must be arbitrated, will be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules when the AAA determines that they apply, and otherwise under its Commercial Arbitration Rules. The rules are available at adr.org. A single arbitrator will decide the dispute, apply Wyoming law and these Terms, and may award the same individual relief that a court could award. The seat of the arbitration is Sheridan County, Wyoming. Hearings, if any, will be held by video conference unless the arbitrator decides otherwise under the applicable rules. Arbitration fees are allocated as the AAA rules provide; where those rules require it, FARO will pay the fees beyond a consumer’s share. The arbitrator’s award is final and may be entered in any court with jurisdiction.

Class action waiver

Each of us may bring claims only in our own individual capacity, and not as a plaintiff or class member in any class, consolidated or representative proceeding. The arbitrator may not consolidate the claims of more than one person. If this waiver is found unenforceable for a particular claim, that claim, and only that claim, will be decided by a court, and the rest of this section continues to apply.

Exceptions

Either of us may bring an individual claim in small claims court if it qualifies. Either of us may ask a court for an injunction or other urgent relief to protect intellectual property or confidential information. Nothing in these Terms prevents you from raising a concern with a government agency or regulator.

Opting out of arbitration

You may opt out of this arbitration agreement by sending an email to admin@farotax.com within 30 days after you first accept these Terms, stating your name, the email address of your account and that you opt out of arbitration. Opting out does not affect any other part of these Terms. If you opt out, or where arbitration does not apply, disputes will be brought in the state or federal courts located in Wyoming. Each of us consents to their jurisdiction, waives any objection to venue there and, to the extent permitted, waives a jury trial.

Consumers outside the United States

If you live in a country whose consumer laws give you the right to bring claims before your local courts or under your local law, and that right cannot be waived by contract, nothing in this section takes it away.

Most of our clients live outside the United States. You are responsible for complying with the laws of the country where you live or operate, including its tax, exchange-control, reporting and consumer laws, and for any local taxes on payments to us. We do not represent that the Site or the Services are appropriate or available in every country, and we may decline to serve residents of certain countries where U.S. sanctions or other laws require it.

These Terms are written in English. If we provide a Spanish or other translation, it is for convenience only; the English version controls if there is a difference.

• Entire agreement. These Terms, your engagement letters and our Privacy Policy are the entire agreement between us on their subject matter and replace prior discussions and proposals. If there is a conflict, the engagement letter applies first for its engagement, then these Terms, then the Privacy Policy.
• Assignment. You may not transfer your rights under these Terms without our written consent. We may assign these Terms to a successor to our business and will tell you if we do.
• Events outside our control. Neither of us is liable for delays caused by events beyond reasonable control, for example natural disasters, government shutdowns, IRS or state system outages, internet failures, strikes, war or epidemics. Payment obligations for work performed remain. We will work to reduce the effect of such events on your deadlines.
• No waiver. If either of us does not enforce a provision, that is not a waiver of the right to enforce it later.
• Severability. If any provision is found invalid, the rest of these Terms continues to apply, and the invalid provision applies to the extent permitted.
• No third-party beneficiaries. These Terms benefit only you and FARO, except that FARO’s members, managers, employees and contractors may rely on sections 18 and 19.
• Independent relationship. We are an independent service provider. Nothing in these Terms creates a partnership, joint venture, employment or general agency relationship, except that we act as your authorized representative for the filings and applications you engage us to handle, under the authorizations you sign.
• Notices. Notices to FARO go to admin@farotax.com or by mail to the address in section 23. Notices to you go to the email address of your account or through the Portal.
• Headings and summary. Headings and “The short version” are for convenience only. The full text governs.

Questions about these Terms are welcome. Questions about your own tax situation are what the Consultation is for.