Vendor Terms Of Use

NEXGEN TERMS OF USE TAX PRO ADDENDUM

Welcome to the NexGen Platform, which is owned and operated by NexGen Unlimited, LLC (“NexGen Unlimited,” “Company,” “we,” or “us“). We are pleased that you (“Tax Pro Service Provider”) have joined our NexGentaxes.com community.

This NexGen Terms of Use Tax Pro Addendum (“Addendum”) incorporates and  supplements NexGen’s Terms of Use which are available on the NexGentaxes.com home page (“Terms of Use”), as may be modified from time to time and constitutes the entire agreement between the Parties and supersedes all prior agreements, understandings, statements, proposals, written or oral, between the Parties.  This Addendum shall control in the event of inconsistency or conflict between the Addendum and the Terms of Use.  All capitalized terms which are not otherwise defined herein are set forth in the Terms of Use.

1. You represent and warrant that You qualify as a “Tax Pro” which means You are a third-party, independent-contractor who is a (i) licensed, certified public accountant in the United States of America, or (ii) who has been accepted by NexGen Unlimited to provide certain tax preparation, financial and accounting services on the online platform (“Enrolled Agent”) through which individuals and/or legal entities (“NexGen Clients”) procure tax preparation, filing and accounting-related services (“NexGen Platform”) and You shall continue to abide by these Terms of Use, as well as all laws and regulations governing them in your capacity as a licensed tax preparer, certified public accountant and/or Enrolled Agent, to utilize the NexGen Platform.
2. On the NexGen Platform, You will have access to engagement opportunities in Your capacity as a Tax Pro Service Provider (“Leads”).  You acknowledge and agree that You will only pursue Leads for work that you believe You are qualified to perform. Lead availability will vary based on demand and capacity and is subject to change without notice.  You shall provide the necessary equipment and software to complete any Lead. Once accepted by both the NexGen Client and the Tax Pro Service Provider a Lead shall be referred to as an “”
3. NexGen Unlimited will provide you with the option to fulfill Engagements submitted by NexGen Clients seeking tax preparation, filing and/or accounting-related services and deliverables (“Services”). NexGen Unlimited may discontinue Your use of the Tax Pro Service Provider Services for any reason, in NexGen Unlimited’s sole and absolute discretion.  You agree that You will respond to any requests made by NexGen Unlimited to You within 24 hours of a request from NexGen Unlimited. If You fail to timely respond, NexGen Unlimited may terminate any agreements with You and may deny You access to future Leads. If for any reason, You should cease to qualify as a Tax Pro Service Provider that is in good standing, You shall immediately notify NexGen Unlimited at support@nexgentaxes.com, and cease Your use of the Tax Pro Service Provider Services.
4. Each Lead will provide a short description of the work desired by the NexGen Client and a deadline for completion (“Deadline”) and certain information about the NexGen Client. You will be able to choose Leads for which you would like to submit a Proposal.
5. For every Lead that You elect to accept and perform, You agree to:
   1. Respond to any requests made by NexGen Taxes and its clients to you within 24 hours (1 working day) of a request. If you fail to timely respond, NexGen Taxes may terminate any agreements with you and may deny you access to the Services. If for any reason, you should cease to qualify as a Third-Party Tax Professional that is in good standing, you shall immediately notify NexGen Taxes at pros@NexGenTaxes.com, and cease your use of these Services.
   2. Upon commencing an Engagement, we recommend that you send the NexGen Client an introductory message to get things started. It should simply introduce yourself, tell them about your qualifications and provide them with the next steps for them to undertake to get the Engagement started.
   3. You should review all uploaded information/documentation provided by the NexGen Client along with their responses to the NexGen intake form and please be sure that you meet the NexGen Client’s requested deadline unless a client requests to extend their deadline, in which case please let us know and we can update the Engagement terms.
   4. Communication with NexGen Clients will make Engagements successful so we encourage Tax Pros to set a time schedule in which you and the NexGen Client may be available to communicate on a back and forth basis.
   5. Perform the Services in a professional, timely, and accurate manner consistent with these Terms for the particular NexGen Client as Your client (“Client”) in Your role as an independent Tax Pro Service Provider;
   6. Please be reminded that you are required to keep all communication records with your NexGen Clients for audit log purposes.
   7. Prepare any and all schedules, forms and other documents required by the NexGen Client, as determined solely by You in your capacity as an independent Tax Pro Service Provider, to complete the Services;
   8. For NexGen Clients, promptly complete and, where applicable, file the NexGen Client’s tax return, and sign the tax return in the capacity as the “Paid Preparer.” A “Paid Preparer” under law is an individual who, for compensation, prepares all or substantially all of a tax return or claim for refund. In the event that a NexGen Client’s Engagement is nearing the extension deadline and they’ve become unresponsive, always file an extension on their behalf to avoid penalties.
   9. Before closing out Engagements, summarize the next steps so the NexGen Client is prepared for any post filing situation (upload e-file acceptance/final copy of return, how to make payments owed, check refund status, etc.)
   10. You understand and agree that you are not eligible to receive or accept work requests from NexGen Taxes Outsourcing Customers or through the NexGen Taxes Outsourcing Platform Job Dashboard unless you are located in the United States of America and all work performed by you for the particular work request will be performed within the United States of America. Moreover, you acknowledge and agree that you will perform the work yourself and not outsource it.
   11. Communicate with your Client(s) via the NexGen Taxes Platforms.
   12. Report to NexGen Taxes any lost or stolen devices you caused to contain information and data related to a NexGen Taxes Outsourcing Customer or NexGen Taxes Customer and to ensure that any information or data related to a NexGen Taxes Outsourcing Customer or NexGen Taxes Customer is unreadable, erased, wiped, or otherwise inaccessible prior to disposing of, renting, selling, retiring, lending, or otherwise relinquishing control of any such device.
6. Tax Pro Service Provider Fees: NexGen Unlimited will charge the NexGen Clients the agreed-upon fee established for the Lead or the amount set forth in an accepted Proposal.  NexGen Unlimited shall keep a percent of the actual NexGen Client Payment revenue received and will pay the rest to the Tax Pro Service Provider (“Tax Pro Service Provider Fee”). Additionally, there may be a one-time flat fee Lead Cost which shall be set forth in the Lead.  You must agree or refuse to provide the Services within 24 hours of the NexGen Client accepting a Proposal.  If a NexGen Client needs any additional add-on Services on top of what is included in the Engagement, you must open a support request for NexGen Support team to coordinate such add-on services. NexGen Unlimited will keep a percentage of the add-on fee amount and pay the rest to the Tax Pro Service Provider. You will be required to create a Stripe account for easy transfer of funds and will be paid only through Stripe. You will be able to connect the Stripe account through NexGen Dashboard.

 

7. Non-Solicitation. During Your use of the NexGen Platform, and for two years after completing an Engagement for a NexGen Client, You agree that You will not directly or indirectly, on Your own behalf or in the service or on behalf of others, in any capacity, solicit or attempt to solicit the business of any NexGen Client. Failure to abide by this provision, may result in NexGen Unlimited discontinuing Your right to use the NexGen Platform, and NexGen Unlimited may seek all remedies available against You to enforce this provision and cover any damages, including attorneys’ fees, sustained as a result thereof. You acknowledge and agree that part of the Service Provider Fees You receive through the NexGen Platform reflect, in part, the Non-Solicitation obligation set forth in this Section 7 and that You have no expectation of any additional compensation, royalties, or other payment of any kind not otherwise referenced herein in connection with the Non-Solicitation obligation set forth in this Section 7. If, at the time of enforcement of any provision of this Section 7, a court or arbitrator holds that the restrictions stated herein are unreasonable or unenforceable under circumstances then existing, You agree that the maximum period, scope, or geographical area reasonable or permissible under such circumstances will be substituted for the stated period, scope or area.  You also acknowledge and agree that Your full, uninhibited and faithful observance of the Terms will not cause any undue hardship, financial or otherwise, and that the enforcement of this non-solicitation provision or any other provision in these Terms, will not impair Your ability to obtain acceptable gainful employment. You further acknowledge and agree that if You violate the terms of this paragraph, the restrictive period shall be extended by a period of time equal to that period beginning when such violation commenced and ending when the activities constituting such violation cease. NexGen Unlimited and You agree that in the event any arbitrator or court shall hold that the time and scope restrictions in this paragraph constitute an unreasonable restriction on You, You hereby expressly agree that this paragraph shall not be rendered void, but shall apply to a term or to such other extent as the arbitrator or may deem a reasonable restriction under the circumstances.
8. You represent and warrant that You are fully authorized and empowered to accept and honor these Terms, and that the performance of the obligations under these Terms will not violate or infringe upon the rights of any third party, or violate any agreement between You and any other person, firm or entity, or any law or governmental regulation. Specifically, You represent that You are not subject to, or in violation of, any non-compete, or similar provision, with any third party, individual or entity, through Your use of the NexGen Platform. You further represent and warrant that You will only use information and data provided by NexGen Clients as is necessary to effect, administer, or enforce the Tax Pro Services Provider Services requested by the NexGen Client.
9. You agree to indemnify, defend, and hold NexGen Unlimited and its affiliates, and their respective officers, directors, agents, and employees, harmless from any and all claims, demands, losses, causes of action, damage, lawsuits, judgments, liabilities (whether actual or contingent), and expenses, including reasonable attorneys’ fees and costs, arising out of or relating to Your violation of any non-compete or other restrictive covenant that You may have with any third party, individual or entity, through Your use of the NexGen Platform.
10. NON-DISCLOSURE AND CONFIDENTIALITY. WITH RESPECT TO NEXGEN ENGAGEMENTS, YOU AGREE TO KEEP CONFIDENTIAL AND TO NOT DISCLOSE OR MAKE KNOWN TO THE PUBLIC, THE NEXGEN CLIENT, OR ANY OTHER PERSON, YOUR RELATIONSHIP WITH THE NEXGEN CLIENT. YOU ACKNOWLEDGE AND AGREE THAT IN THE EVENT OF YOUR BREACH (WHETHER ACTUAL, IMPLIED OR THREATENED) OF THIS PROVISION, THAT NEXGEN’S CLIENT’S REMEDIES AT LAW WILL BE INADEQUATE. ACCORDINGLY, YOU ACKNOWLEDGE AND AGREE THAT IN SUCH EVENT, NEXGEN UNLIMITED SHALL HAVE THE RIGHT TO SPECIFIC PERFORMANCE AND/OR INJUNCTIVE RELIEF WITHOUT BEING REQUIRED TO SHOW ANY ACTUAL DAMAGE TO NEXGEN UNLIMITED OR TO POST AN INJUNCTION BOND IN ADDITION TO ANY AND ALL OTHER REMEDIES AND RIGHTS AT LAW OR IN EQUITY, ALL OF WHICH SHALL BE CUMULATIVE.
11. WE ARE MERELY A REFERRAL SERVICE, AND WILL RETAIN A REFERRAL FEE FROM ALL TRANSACTIONS CONDUCTED THROUGH THE NEXGEN PLATFORMS. YOU UNDERSTAND AND AGREE THAT NEXGEN UNLIMITED IS NOT A PARTY TO ANY AGREEMENTS ENTERED INTO BETWEEN YOU AND NEXGEN CLIENTS AND NEXGEN UNLIMITED HAS NO CONTROL OVER THE CONDUCT OF EITHER  NEXGEN CLIENTS OR YOU OR ANY INFORMATION PROVIDED IN CONNECTION THERETO, AND DISCLAIMS ALL LIABILITY IN THIS REGARD.  AS A REFERRAL SERVICE, WE ARE NOT, AND DO NOT HOLD OURSELVES OUT TO BE, A CERTIFIED PUBLIC ACCOUNTANT, AN ENROLLED AGENT, OR A PROFESSIONAL FIRM, NOR A TAX PREPARATION SOFTWARE OR PROGRAM. WE MAKE NO REPRESENTATIONS REGARDING THE QUALITY OF WORK YOU WILL PERFORM, THE DISCRETION EXERCISED BY YOU AND ANY OTHER THIRD-PARTY TAX PROFESSIONALS, OR THE ADVICE GIVEN BY YOU AND ANY OTHER THIRD-PARTY TAX PROFESSIONALS.
12. YOU ARE A THIRD-PARTY INDEPENDENT CONTRACTOR, AND NOT AN EMPLOYEE OF NEXGEN UNLIMITED. REPRESENTATIONS MADE BY YOU ARE NON-BINDING ON NEXGEN UNLIMITED. YOU ARE NOT A NEXGEN UNLIMITED EMPLOYEE OR AGENT, AND YOU HAVE NO AUTHORITY TO ACT ON NEXGEN UNLIMITED’S BEHALF OR HOLD YOURSELF OUT AS AN NEXGEN UNLIMITED EMPLOYEE OR AGENT. YOU ARE FREE TO ACCEPT OR REJECT ENGAGEMENTS IN YOUR SOLE DISCRETION. REPRESENTATIONS MADE TO AND ENGAGEMENTS PERFORMED FOR NEXGEN CLIENTS, WILL BE RELIED UPON BY THE NEXGEN CLIENTS SOLELY BASED ON YOUR PROFESSIONAL OPINION.
13. To complete Engagements for NexGen Clients: You need to engage the client and make you have all the information necessary to prepare their taxes. Once you have prepared the taxes you will be able to send the document to the client for review and approval via the platform. The client will be able to electronically sign the e-file approval document before the taxes can be e-filed.
14. About Fees And Payment
    1. There are no fees or charges for Your initial signup on the NexGen Platform.
    2. In exchange for satisfactorily completing an Engagement, You will receive the Tax Pro Service Provider Fee for that Engagement. An Engagement with a NexGen Client is considered “complete” upon You marking Your Engagement as such in the NexGen Platform, confirming that You have properly finished the Engagement and associated work, or if You notify the NexGen Client through the NexGen Platform to review Your work for completion and the NexGen Client fails to respond to such request within 72 hours of such notice being sent to them through the NexGen Platform.
    3. The Tax Pro Service Provider Fee is initially based upon Lead and accepted Proposal by the NexGen Client and any agreed add-on fees. If after You have accepted an Engagement, and You believe the expected Tax Pro Service Provider Fee is incorrect, due to any reason, including Client error, contact NexGen Unlimited immediately at support@nexgentaxes.com. You should provide Your justification as to why You are requesting a modified Tax Pro Service Provider Fee. If NexGen Unlimited determines the Tax Pro Service Provider Fee for the Engagement is inaccurate, pending the NexGen Client’s approval, the Tax Pro Service Provider Fee will be modified, and You may continue to complete the Engagement for the modified Tax Pro Service Provider Fee, or request that NexGen Unlimited remove You from the Engagement. If NexGen Unlimited determines that the Tax Pro Service Provider Fee is accurate, the Tax Pro Service Provider Fee will not be modified, and You may continue to complete the Engagement for the original Tax Pro Service Provider Fee or request that NexGen Unlimited remove You from the Engagement. You must promptly notify NexGen Unlimited and the NexGen Client of Your decision.
    4. The Tax Pro Service Provider Fee is subject to change after You have commenced an Engagement depending on several factors, including but not limited to: (i) Your reasonable request for a Tax Pro Service Provider Fee change based on unforeseeable circumstances; (ii) the Engagement requires more work than previously anticipated at the time of the Engagement, based on new information provided by the NexGen Client to You after Your commencement of the Engagement; (iii) the information provided by the NexGen Client at the initiation of the Engagement, prior to engaging You, was incorrect or incomplete; or (iv) Your failure to satisfactorily complete the Engagement.
    5. All payments and fees that apply to Your use of the NexGen Platform shall be made through a third-party provider. Additionally, You may also be required to pay fees and charges to others in connection with Your use of the NexGen Platform. For example, Your professional tax preparation and e-filing software may impose charges for Your use in connection with the use of the NexGen Platform, including fees for purchasing said software and for e-filing returns; Your mobile provider or Internet service provider may impose charges for use of Your device in connection with the use of the NexGen Platform, including fees for data transmissions and/or other charges. It is Your responsibility to understand and pay for all such charges.
    6. Our Cancellation Policy. If the NexGen Client makes a request to cancel their use of NexGen Platform (“Cancellation Request”), You may only be eligible to receive a partial payment for the particular Engagement or Lead, which may vary depending on the point in time that the Cancellation Request is made. Such a partial payment will be determined by NexGen Unlimited, in its sole and absolute discretion.
    7. NexGen Client Disputes for unsatisfactory work.
       1. In the event that a NexGen Client submits a complaint seeking to be refunded for unsatisfactory work (“Client Refund Request”), NexGen Unlimited will attempt in good faith to work with the Tax Pro and the NexGen Client for a period of up to seven (7) calendar days from the date of the Client Refund Request to resolve the matter. In the event that the Client Refund Request is successfully resolved within the seven-day period, the Tax Pro and the NexGen Client, and, if relevant, NexGen Unlimited will take the agreed upon steps to execute the agreed-upon resolution.

 

1. In the event that the Client Refund Request remains unresolved at the conclusion of the seven (7) calendar days from the date of the Client Refund Request, NexGen Unlimited shall make a determination in its sole and absolute discretion (the “NexGen Unlimited Client Refund Request Decision”), based upon the information theretofore provided by the Tax Pro and, if provided, the NexGen Client, as to whether the nature and quality of the Services rendered for the NexGen Client are consistent with industry standards, the provisions of the Engagement, the Term of Use and this Addendum. Should NexGen Unlimited decide the Client Refund Request Decision in Tax Pro’s favor, NexGen Unlimited shall notify the NexGen Client as such and the Tax Pro shall have no further obligation to the NexGen Client. Should NexGen Unlimited decide the Client Refund Request Decision in the NexGen Client’s favor, NexGen Unlimited shall be entitled to a full refund of all previously paid Tax Pro Service Provider Fees and such refunded amount shall be returned to the NexGen Client.  Any such refund may be set off from any current or future Tax Pro Service Provider Fees.