Terms of Use
TERMS OF USE
Last Modified: January 4, 2012
Welcome to TaxRates.com!
Avalara, Inc. and its affiliates (together, “Avalara,” “we,” “us” or “our”) provide this website and its features to you subject to the following conditions. If you visit, read, download, upload, access or otherwise use any of the content, tools, materials, service, files, databases, code, features, documents, links or other features available at TaxRates.com, you accept these terms of use. We reserve the right to update these terms of use at any time without notice to you. When we change these terms of use, we will modify the “Last modified” date above. We encourage you to review these terms of use periodically.
A. DESCRIPTION OF SERVICES
TaxRates.com provides you with access to a variety of resources, including, but not limited to, the sales tax calculator, sales tax rates lookup tool, widgets, code, files, data, blogs, whitepapers, and articles (collectively “Services”). The Services, including any updates, modifications or enhancements thereto, are subject to these terms of use. You understand that the Services do not include any technical support services from Avalara or any of its affiliates, licensors or supplier. Any such request for support may not receive a response or may be directed to our sales team.
B. ELECTRONIC COMMUNICATIONS
When you visit TaxRates.com or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on this site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
C. DISCLAIMER
ANY ADVICE RECEIVED THROUGH TAXRATES.COM, DIRECTLY OR INDIRECTLY, SHOULD NOT BE RELIED UPON FOR PERSONAL, LEGAL OR FINANCIAL DECISIONS AND YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE TAILORED TO YOUR SITUATION. YOU ACKNOWLEDGE WE DO NOT PROVIDE PROFESSIONAL ACCOUNTING, TAX OPINIONS OR TAX MANAGEMENT ADVICE SPECIFIC TO THE FACTS AND CIRCUMSTANCES OF YOUR BUSINESS OR ANY OTHER BUSINESS AND THAT YOUR USE OF THE SERVICES DOES NOT CREATE ANY FIDUCIARY OBLIGATIONS ON THE PART OF AVALARA TO YOU. ALTHOUGH WE STRIVE TO ENSURE THAT DATA, CONTENT AND INFORMATION CONTAINED IN THE SERVICES ARE CURRENT AND ACCURATE, WE ARE DEPENDENT ON THIRD PARTIES, INCLUDING, BUT NOT LIMITED TO, STATE AND LOCAL GOVERNMENTAL AGENCIES, TO TIMELY UPDATE AND PROVIDE INFORMATION THAT AFFECT SUCH DATA AND INFORMATION. AS SUCH, YOU AGREE THAT YOU USE AND RELY UPON THE SERVICES AT YOUR OWN RISK AND YOU ACKNOWLEDGE THAT WE CANNOT GUARANTEE THAT ANY DATA AND INFORMATION CONTAINED IN THE SERVICES ARE ACCURATE, CURRENT AND WILL BE UPDATED IN A TIMELY MANNER.
IN ADDITION, DUE TO RAPIDLY CHANGING TAX RATES AND REGULATIONS THAT REQUIRE INTERPRETATION BY YOUR QUALIFIED TAX PROFESSIONALS, YOU BEAR FULL RESPONSIBILITY TO DETERMINE THE APPLICABILITY OF THE OUTPUT GENERATED BY THE SERVICES AND TO CONFIRM ITS ACCURACY. YOU ARE ENCOURAGED TO CONDUCT DUE DILIGENCE AND SEEK THE ASSISTANCE OF QUALIFIED TAX COUNSEL OR ACCOUNTING PROFESSIONALS ON MATTERS REQUIRING PROFESSIONAL ADVICE.
AVALARA AND ITS AFFILIATES, LICENSORS AND SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION CONTAINED IN ANY SERVICE. THE SERVICES COULD INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY MADE TO THE SERVICES AND THE INFORMATION IN TAXRATES.COM. AVALARA AND ITS AFFILIATES, LICENSORS AND SUPPLIERS MAY MAKE IMPROVEMENTS TO, OR CHANGES IN, THE SERVICES AND THIS SITE AT ANY TIME, IN ITS SOLE DISCRETION AND WITHOUT NOTICE TO YOU.
YOU UNDERSTAND THAT YOU USE ANY SERVICE AT YOUR OWN RISK. ALL OF THE SERVICES ARE PROVIDED “AS IS,” “WITH ALL FAULTS” AND WITHOUT WARRANTY OF ANY KIND. AVALARA AND ITS AFFILIATES, LICENSORS AND SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS (IMPLIED, EXPRESS AND STATUTORY) WITH REGARD TO ALL SERVICES, INCLUDING, BUT NOT LIMITED TO, ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. IN NO EVENT SHALL AVALARA AND ITS AFFILIATES, LICENSORS AND SUPPLIERS BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OR ANY OTHER LOSS OR DAMAGE WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES RESULTING FROM LOSS OF USE, DATA OR PROFITS), WHETHER IN AN ACTION OF CONTRACT, WARRANTY, NEGLIGENCE, TORT OR OTHER ACTION, ARISING OUT OF OR IN CONNECTION WITH THIS SITE OR ANY SERVICE.
D. ACCOUNT, PASSWORD AND SECURITY
If any of the Services requires you to open an account, you must complete the registration process by providing us with current, complete and accurate information as prompted by the applicable registration form. You also will choose a password and a username. You are entirely responsible for maintaining the confidentiality of your password, username and other account information. Furthermore, you are entirely responsible for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account or any other breach of security. We will not be liable for any loss or damages that you may incur as a result of someone else using your password or account, either with or without your knowledge. However, you could be held liable for losses or damages incurred by us or another party due to someone else using your account or password. You may not use anyone else’s account at any time, without the permission of the account holder.
E. PRIVACY
You agree that we may use aggregate de-identified user data and statistics for internal analysis and external marketing purposes. We only use information you provide as permitted by our Privacy Policy and applicable law. You may review our Privacy Policy at the following link: http://www.avalara.com/privacypolicy.
F. NO UNLAWFUL OR PROHIBITED USE
As a condition of your use of the Services, you will not use the Services for any purpose that is unlawful or prohibited by these terms of use. You may not use the Services in any manner that could damage, disable, overburden, or impair any of our servers, or the networks connected to any of our servers, or interfere with any other party’s use and enjoyment of any Service. You may not attempt to gain unauthorized access to any Service, other accounts, computer systems or networks connected to any of our servers or to any Service, through hacking, password mining or any other means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Services.
G. USE OF SERVICES
The Services may contain e-mail services, bulletin board services, chat areas, news groups, forums, communities, personal Web pages, calendars, photo albums, file cabinets or other message or communication facilities designed to enable you to communicate with others (collectively, “Communication Service”). You agree to use the Communication Services only to post, send and receive messages and material that are proper and, when applicable, related to the particular Communication Service. By way of example, and not as a limitation, you agree that when using the Communication Services, you will not:
• Use the Communication Services in connection with surveys, contests, pyramid schemes, chain letters, junk e-mail, spamming or any duplicative or unsolicited messages (commercial or otherwise).
• Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
• Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, obscene, indecent or unlawful topic, name, material or information.
• Upload, or otherwise make available, files that contain images, photographs, software or other material protected by intellectual property laws, including, by way of example, and not as limitation, copyright or trademark laws (or by rights of privacy or publicity) unless you own or control the rights thereto or have received all necessary consent to do the same.
• Use any material or information, including images or photographs that are made available through the Services in any manner that infringes any copyright, trademark, patent, trade secret, or other proprietary right of any party.
• Upload files that contain viruses, Trojan horses, worms, time bombs, cancelbots, corrupted files, or any other similar software or programs that may damage the operation of another’s computer, system, or other property of another.
• Advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Services specifically allows such messages.
• Download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally reproduced, displayed, performed, or distributed in such manner.
• Falsify or delete any copyright management information, such as author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded.
• Restrict or inhibit any other user from using and enjoying the Communication Services.
• Violate any code of conduct or other guidelines that may be applicable for any particular Communication Service.
• Harvest or otherwise collect information about others, including e-mail addresses.
• Violate any applicable laws, rules, or regulations.
• Create a false identity for the purpose of misleading others.
• Use, download or otherwise copy, or provide (whether or not for a fee) to a person or entity any directory of users of the Services or other user or usage information or any portion thereof.
We have no obligation to monitor the Communication Services. However, we reserve the right to review materials posted to the Communication Services and to remove any materials in our sole discretion. We reserve the right to terminate your access to any of the Communication Services at any time, without notice, for any reason whatsoever.
Avalara reserves the right at all times to disclose any information as we deem necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in our sole discretion. Always use caution when giving out any personally identifiable information about yourself or your children in any Communication Service. We do not control or endorse the content, messages or information found in any Communication Service and, therefore, we specifically disclaim any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Services. Managers and hosts are not authorized Avalara spokespersons and their views do not necessarily reflect those of Avalara.
Materials uploaded to the Communication Services may be subject to posted limitations on usage, reproduction or dissemination. You are responsible for adhering to such limitations.
H. TERMINATION/ACCESS RESTRICTION
We reserve the right, in our sole discretion, to terminate your access to the site or any Service or any portion thereof at any time, immediately upon notice.
I. INTELLECTUAL PROPERTY OWNERSHIP
We alone (and our licensors, where applicable) own all right, title and interest, including all related intellectual property and proprietary rights, in and to the Services and any updates, modifications, or enhancements thereto or any derivative works thereof. The rights granted under these terms of use are not a sale and does not convey to you any rights of ownership in, or related to, any of the Services or the other intellectual property rights owned by us. The Avalara name, logo, and the product names associated with Avalara are our trademarks or those of third parties, and no right or license is granted to use them.
J. MATERIALS PROVIDED TO AVALARA OR POSTED AT TAXRATES.COM
We do not claim ownership of the materials you provide to us (including, but not limited to, feedback and suggestions) or post, upload, input or submit to any Service, Communication Service or its associated services for review by the general public, or by the members of any public or private community (collectively, “Submission”). However, by posting, uploading, inputting, providing or submitting (collectively, “Posting”) your Submission, you are granting Avalara and necessary sublicensees a perpetual, worldwide, royalty-free, irrevocable, transferable, sublicenseable right to use your Submission in connection with the operation of their Internet businesses, including, without limitation, the license rights to: (1) copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; (2) publish your name in connection with your Submission; and (3) sublicense such rights to any supplier of the Services. No compensation will be paid to you with respect to the use of your Submission, as provided herein. We are under no obligation to post or use any Submission you may provide and we may remove any Submission at any time in our sole discretion. By Posting a Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in these terms of use, including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.
In addition to the warranty and representation set forth above, by Posting a Submission that contain images, photographs, pictures or that are otherwise graphical in whole or in part (collectively, “Images”), you warrant and represent that: (a) you are the copyright owner of such Images or that the copyright owner of such Images has granted you permission to use such Images or any content or images contained in such Images consistent with the manner and purpose of your use and as otherwise permitted by these terms of use and the Services; (b) you have the rights necessary to grant the licenses and sublicenses described in these terms of use; and (c) that each person depicted in such Images, if any, has provided consent to the use of the Images as set forth in these terms of use, including, by way of example, and not as a limitation, the distribution, public display and reproduction of such Images. By Posting Images, you are granting (i) to all members of your private community (for each such Images available to members of such private community), and (ii) to the general public (for each such Images available anywhere on the Services other than a private community), permission to use your Images in connection with the use, as permitted by these terms of use, of any of the Services (including, by way of example, and not as a limitation, making prints and gift items that include such Images), and including, without limitation, a non-exclusive, worldwide, royalty-free license to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Images without having your name attached to such Images and the right to sublicense such rights to any supplier of the Services. The licenses granted in the preceding sentences for Images will terminate at the time you completely remove such Images from the Services, except that such termination shall not affect any licenses granted in connection with such Images prior to the time you completely remove such Images. No compensation will be paid to you with respect to the use of your Images.
K. LINKS TO THIRD PARTY SITES
THE LINKS IN OR ACCESSIBLE THROUGH TAXRATES.COM TO A SITE OPERATED BY A THIRD PARTY WILL LET YOU LEAVE TAXRATES.COM. SUCH LINKED THIRD-PARTY SITES ARE NOT UNDER THE CONTROL OF AVALARA AND WE ARE NOT RESPONSIBLE FOR THE CONTENTS OF ANY LINKED THIRD-PARTY SITE OR ANY LINK CONTAINED IN A LINKED THIRD-PARTY SITE, OR ANY CHANGES OR UPDATES TO SUCH SITES. WE ARE NOT RESPONSIBLE FOR WEBCASTING OR ANY OTHER FORM OF TRANSMISSION RECEIVED FROM ANY LINKED THIRD-PARTY SITE. WE ARE PROVIDING THESE LINKS TO YOU ONLY AS A CONVENIENCE AND THE INCLUSION OF ANY SUCH LINKS DOES NOT IMPLY ENDORSEMENT BY AVALARA OF SUCH SITES.
L. UNSOLICITED IDEA SUBMISSION POLICY
Avalara or any of its employees, affiliates or agents do not accept or consider unsolicited ideas, including, but not limited to, ideas for new advertising campaigns, new promotions, new products or technologies, processes, materials, marketing plans or new product names. Please do not send us any original creative artwork, writings, samples, demos, or other works (collectively, “Works”). The sole purpose of this policy is to avoid potential misunderstandings or disputes when Avalara’s products or marketing strategies might seem similar to ideas or Works submitted to us. So, please do not send your unsolicited ideas and Works to Avalara or anyone at Avalara. If, despite our request that you not send us your ideas or Works, you still send them, please understand that we make no assurances that your ideas or Works will be treated as confidential or proprietary.
M. GENERAL PROVISIONS
You agree that the laws of the state of Washington, without regard to principles of conflict of laws, will govern these terms of use and any dispute of any sort that might arise between you and Avalara relating to these terms of use, TaxRates.com, the Services, Communication Services, Images, Submissions, or any Work. You hereby consent to the exclusive jurisdiction and venue of courts in King County, Washington, U.S.A. in all disputes arising out of or relating to the use of any Service and these terms of use. Use of any Service is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including without limitation this paragraph. You agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of these terms of use or your use of a Service. If any part of these terms of use is determined to be invalid or unenforceable pursuant to applicable law, including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these terms of use shall continue in effect. Unless otherwise specified herein, these terms of use constitute the entire agreement between you and us with respect to this site and any Service and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and us with respect to this site and any Service. A printed version of these terms of use and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these terms of use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish to the parties that these terms of use and all related documents be drawn up in English.
N. NOTICE AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT
If you believe that your work has been copied in a way that constitutes copyright infringement, please provide our copyright agent the written information specified below. Please note that this procedure is exclusively for notifying us that your copyrighted material has been infringed.
1. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
2. A description of the copyrighted work that you claim has been infringed upon;
3. A description of where the material that you claim is infringing is located on the site;
4. Your address, telephone number, and e-mail address;
5. A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
6. A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
Avalara’s Copyright Agent for notice of claims of copyright infringement on its site can be reached as follows:
Avalara, Inc.
Attention: Legal Department
1000 2nd Avenue, Suite 3100
Seattle, WA 98104
Phone: (877) 780-4848
E-mail: legal@avalara.com
