General terms and conditions
Expatfile.tax LLC is a limited liability company organized in the state of Delaware, the United States of America, having its registered office at 1201 Orange Street Suite 600, One Commerce Center, Wilmington 19801, Delaware; registered with the Secretary of the State of Delaware under file number 7453323 (ʺExpatfileʺ).
What Expatfile does
- Expatfile offers a platform to natural persons who reside outside of the United States of America (“expats”), and have an obligation to file their tax returns with the Internal Revenue Services of the United States of America (ʺIRSʺ). The platform provides access to our online filing application (the ʺApplicationʺ). The Application is an approved tax software and online provider that interacts directly with the Modernized e-File Platform (the ʺMeF Platformʺ) of the IRS.
- Expatfile offers expats a simple solution to file one (1) federal tax return by providing you (the ʺUserʺ) a set of questions, and to generate based on the answers to those questions, a digital tax return (the ʺTax Returnʺ), which Tax Return can be filed directly by the User on its own behalf and for its own account with the MeF Platform of the IRS on the Application (the ʺServicesʺ). The Services are available on Expatfile’s website https://expatfile.tax (the ʺWebsiteʺ).
- For each filing of a Tax Return, the User will be charged a fee before the Tax Return can be submitted to the IRS (the ʺUser Feeʺ). The payment is processed through Stripe, Inc., and its affiliates (ʺStripeʺ).
What Expatfile does not do
- Expatfile does not verify if the information submitted by the User is correct, and is not liable for the submission and correctness of any information. This is the responsibility of the User. Expatfile solely provides a method to submit the Tax Return.
- Expatfile does not submit the Tax Return on behalf of the User. The Application is connected to the MeF Platform of the IRS and by using the Application and our Services, the User submits the Tax Return on their own behalf and for their own risk and account.
- Expatfile is and will not be part of any communication between the User and the IRS relating to the submission of a Tax Return. Any communication, including but not limited to amendments, discussions, and/or disputes relating to a Tax Return, should be addressed by the User directly with the IRS and will be addressed by the IRS to the User. Expatfile will not in any way be part of, or will be responsible for processing and/or forwarding, such communication.
- Expatfile will provide the Services to the User as an independent contractor. Expatfile shall not act as agent, proxy holder, representative, partner, joint venturer or advisor of the User. Neither the User nor Expatfile has any right, or power or authority to bind the other.
- Expatfile does not render any advice with respect to the Tax Return. The User should consult its own (tax) advisor for advice relating to the Tax Return.
Terms and conditions
- This document sets out the general terms and conditions (the ʺTerms and Conditionsʺ) for the use of the Application and the use of the Services, and the tools offered by Expatfile on the Website and/or on its Application.
- By subscribing and using the Website and/or using the Services, including the tools made available through the Website and/or the Application, the User accepts and consents with the Terms and Conditions.
- The User shall respect at all times the obligations imposed thereby by Expatfile.
- Expatfile will provide the Services to the User in accordance with the requirements Expatfile is subjected by or pursuant to law. The User shall respect at all times the obligations imposed thereby by Expatfile.
- Expatfile may subcontract portions of the Services to third parties, who may deal with the User directly. Nevertheless, Expatfile alone will be responsible to the User for the Reports (as defined below), the performance of the Services, and Expatfile’s other obligations in connection with the Services.
- Expatfile will not assume any management responsibilities in connection with the Services. Expatfile will not be responsible for the use, or implementation of the output of the Services.
Responsibilities of the User
- All information provided by the User when using the Services and/or the Application (the ʺClient Informationʺ) will be accurate and complete in all material aspects. User shall not provide any information that is incorrect, incomplete, fraudulent, false or misleading.
- The User shall provide (or cause others to prove) to Expatfile promptly, the information, resources and assistance that are reasonable required to perform the Services and/or use the tools as part of the Services.
- The User will be responsible for the completeness, correctness and correct submission of the Client Information when using the Services. Expatfile and the User expressly agree that Expatfile shall have no responsibility to evaluate, verify or advise on any and all Client Information submitted by the User. Expatfile shall not be responsible for any and all damages and/or penalties incurred by the User as a result of incorrect Client Information or incorrect submission of Client Information when using the Services, including any tools.
- Any information, advise, outcomes, analyses, recommendations or other content of any automatically generated reports, writings, reports, presentations or other communications, Expatfile provides, makes available via the Website and the Application or makes available via the tools on the Website and/or the Application (ʺReportsʺ), other than Client Information, are for the User’s use only.
Limitations of liability
- The User acknowledges and agrees that, to the maximum extent permitted by law, the entire risk arising out of the User’s access to and the use of the Website and/or the Application, the User’s Tax Return, the User’s participation in the payment service and the use of the MeF Platform, or any other interaction the User has, remains with the User. Neither Expatfile nor any other party involved in creating, producing or delivering the Services, including the Website and the Application, will be liable to the User for any incidental, special, exemplary or consequential damages, including loss of profits, loss of data or loss of goodwill, service interruption, computer damage, system failure, the costs of substitute products or services or for any damages for personal or bodily injury or emotional distress arising out of or in connection with (i) these Terms and Conditions, (ii) from the use of or inability to use the Services, including the Website and the Application, (iii) from any communications, interactions or meetings as a result of the use of the Services, including the Website and the Application, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory and whether or not Expatfile has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose.
- Expatfile shall not be liable to the User for losses, damages, costs and expenses of the User (and the User’s affiliates), including reasonable external and internal legal costs, resulting from delays, faults, errors, inaccuracies and/or any other flaws of the IRS and/or Stripe.
The User (and any others to whom Services are provided) may not recover from Expatfile, in contract or tort, under statute or otherwise, any damage with respect to loss of profit, data or goodwill, or any other consequential, incidental, indirect, punitive or special damages in connection with claims arising out of the rendering of Services and/or use of the tools made available on the Website and/or on the Application, or otherwise relating to the Services and/or tools made available on the Website and/or on the Application, whether or not the likelihood of such loss or damage was contemplated.
- lf Expatfile is liable to the User (or to any others for whom Services are provided) in connection with the Services, for loss or damage to which any other persons have also contributed, Expatfile’s liability to the User shall be several, and not joint, with such others, and shall be limited to Expatfile’s fair share of that total loss or damage, based on Expatfile’s contribution to the loss and damage relative to the others’ contributions. No exclusion or limitation on the liability of other responsible persons imposed or agreed at any time shall affect any assessment of Expatfile’s proportionate liability hereunder, nor shall settlement of or difficulty enforcing any claim, or the death, dissolution or insolvency of any such other responsible persons or their ceasing to be liable for the loss or damage or any portion thereof, affect any such assessment.
- The User may not make a claim or bring proceedings either from on any grounds, including but not limited to claims for tort, against any of Expatfile’s subcontractors, members, shareholders, directors, officers, partners, principals or employees (the “Expatfile Persons“). The User shall make any claim or bring proceedings only against Expatfile. All of the Expatfile Persons shall be entitled to enforce these Terms and Conditions.
- To the fullest extent permitted by applicable law, the User shall indemnify Expatfile, and the Expatfile Persons, against all claims by third parties (including the User’s affiliates) and resulting liabilities, losses, damages, costs and expenses (including reasonable external and internal legal costs) arising out of the disclosure of any Report, or a third party’s use of or reliance on any Report.
- To the fullest extent permitted by applicable law, the User shall indemnify Expatfile against all claims by third parties (including the User’s affiliates) and resulting liabilities, losses, damages, costs and expenses (including reasonable external and internal legal costs) resulting from the provision of incorrect, incomplete, misleading, or false Client Information.
Intellectual property rights
- Expatfile uses data, software, designs, utilities, tools, models, systems and other methodologies and know-how (“Materials“) that Expatfile owns or license in performing the Services. Notwithstanding the delivery of any Reports, Expatfile retains all intellectual property rights in the Materials (including any improvements or knowledge developed while performing the Services), and in any working papers compiled in connection with the Services (but not Client Information reflected in them).
- The User may disclose the Tax Return to any person. Expatfile may not disclose to third parties the content generated pursuant to the rendering of the Services or any information provided by or on behalf of the other that ought reasonably to be treated as confidential and/or proprietary. Expatfile, however, may disclose such information to the extent that it:
- is or becomes public other than through a disclosure by Expatfile;
- is subsequently received by the recipient from a third party who, to the recipient’s knowledge, owes no obligation of confidentiality to the disclosing party with respect to that information;
- was known to the recipient at the time of disclosure or is thereafter created independently;
- is disclosed as necessary to enforce the recipient’s rights under the Terms and Conditions;
must be disclosed under applicable law;
- is requested by any public authority in the United States of America or the jurisdiction in which the User generated income;
- is necessary, at the discretion of Expatfile, in case the recipient acts on its own behalf in disciplinary, criminal or civil proceedings to which such information or material may be relevant.
- Both Expatfile and the User may use electronic media to correspond or transmit information and such use will not in itself constitute a breach of any confidentiality obligations set forth herein.
- Unless prohibited by applicable law, Expatfile may disclose Client Information within Expatfile, and to persons associated with Expatfile, third parties providing services on Expatfile’s behalf who may collect, use, transfer, store or otherwise process it (collectively “Process“) in the various jurisdictions in which they operate for purposes related to the provision of the Services, to comply with regulatory requirements, to check conflicts, or for quality, risk management or financial accounting purposes and/or for the provision of other administrative and IT support services (collectively “Process Purposes“). Expatfile shall maintain a dossier containing copies of relevant documents; the dossier shall be Expatfile’s property.
- The User hereby explicitly gives its consent, for the Process Purposes, that Expatfile, persons associated with Expatfile and third parties providing services on Expatfile’s behalf may Process Client Information that can be linked to specific individuals (“Personal Data“) in various jurisdictions in which Expatfile and any of them operate. Expatfile will process the Personal Data in accordance with applicable law. Expatfile will require any service provider that Processes Personal Data on Expatfile’s behalf to adhere to such requirements.
- The User warrants that it has the authority to provide the Personal Data to Expatfile in connection with the performance of the Services and that the Personal Data provided to Expatfile has been Processed in accordance with applicable law.
Fees and expenses
- The User shall pay the User Fee in the amount and currency as set forth in the Application. For each Tax Return, a User Fee shall be paid. No Tax Return shall be submitted in case the User Fee has not been paid.
- Expatfile may charge additional fees if events beyond Expatfile’s control (including the User’s acts or omissions) affect Expatfile’s ability to perform the Services as originally planned or if the User asks Expatfile to perform additional tasks.
- If Expatfile is required by applicable law, legal processor government action to produce information or personnel as witnesses with respect to the Services, the User shall reimburse Expatfile for any professional time and expenses (including reasonable external and internal legal costs) incurred to respond to the request unless, Expatfile is a party to the proceeding or the subject of the investigation.
Both Expatfile and the User shall not be liable for breach of the Terms and Conditions (other than payment obligations) caused by circumstances beyond Expatfile’s or the User’s reasonable control.
Term and termination
- The Services provided by Expatfile to the User, and access to the Website, the Application and the tools available on the Website and/or the Application granted by Expatfile to the User, shall be for the preparation and/or submission of one (1) Tax Return for the User.
- Both Expatfile and the User may terminate any particular or all Services, upon written notice to the other. In case of a termination by the User of the Services after a Tax Return has been submitted, the User shall remain responsible for payment of the User Fee.
- Expatfile may terminate the Services and cancel access to the Website, the Application and/or the tools available therein.
- Termination by the User shall not result in a refund in view of the tools made available by Expatfile and the Services rendered by Expatfile during the period the prior to the termination by the User.
- The confidentiality obligations under the Terms and Conditions that give rights or obligations beyond their termination shall continue indefinitely following the termination of the Services.
- The Terms and Conditions constitute the entire agreement between Expatfile and the User as to the Services and the other matters it covers, and supersedes all prior agreements, understandings and representations with respect thereto, including any confidentiality agreements previously delivered. These Terms and Conditions apply to any future agreements or further legal or other acts performed by Expatfile with, on behalf of or vis-à-vis the User arising therefrom. Following the first application of Terms and Conditions, they will apply without further notice to all subsequent agreements between Expatfile and the User, unless expressly excluded.
- Both Expatfile and the User may not assign its rights, obligations or claims under the Terms and Conditions.
- If any provision of the Terms and Conditions (in whole or in part) is held to be illegal, invalid or otherwise unenforceable, the other provisions shall remain in full force and effect.
Governing law and dispute resolution
- The provision of the Services, including the Website, the Application, the Terms and Conditions and any (non-)contractual obligations arising out of the Term and Conditions or the Services, shall be governed by, and construed in accordance with, the laws of the State of Delaware, except to the extent mandatory provisions of other jurisdictions are applicable. In case it is determined that any other laws than the laws of the State of Delaware apply to the use of the Services, including the Website, the Application, and the Terms and Conditions, the User and Expatfile agree that the provision of the Services, including the Website and the Application, the content of these Terms and Conditions remains in place and in full force and shall be governed, to the extent possible, by such other laws.
- Any dispute relating to the Terms and Conditions or the Services shall, in the first instance, be subject to the exclusive jurisdiction of the State of Delaware, to which each of Expatfile and the User agrees to submit for these purposes.