INTUIT TERMS OF SERVICES FOR TurboTax Audit Defence Tax Year 2024

SECTION A TERMS

Version 12102024 (Section A)

Introduction and Overview

Thank you for choosing Intuit Canada ULC. We provide a platform (the "Platform") that encompasses (1) a variety of services, including TurboTax, QuickBooks, and certain payment services that are provided by Intuit Canada Payments, Inc. (“Intuit Payments”), a registered payment service provider (each, a "Service"); and (2) installable software (including desktop and mobile applications), any accompanying documentation, and updates to such software or documentation (collectively, "Software"). Review these Terms of Service ("Agreement") thoroughly. Intuit Canada ULC, along with any parent, subsidiary, affiliate, or related companies (including those listed here and at https://www.intuit.com/legal/intuit-group-companies/) are referred to in these provisions as "Intuit", "we", "our", or "us."

This Agreement is a legal agreement between you and Intuit. By clicking "I Agree," indicating acceptance electronically, or by, installing, accessing or using the Platform, you agree to this Agreement. If you do not agree to this Agreement, then you may not use the Platform.

The provisions in Section A apply to the Platform generally and are separate from the provisions in Section B, which include additional provisions for your use of specific Services or Software. Each subsection of Section A begins with an italicized annotation that is intended to help you navigate the Agreement. The annotations do not completely summarize the Agreement, though, and you should read each section carefully and in full.

If this Agreement is being entered into by a company or another legal entity, you represent that you have the authority to enter this Agreement to bind such entity and its affiliates to these terms and conditions as its authorized representative, in which case the terms "you" or "your" will refer to such entity and its affiliates as well as you. If the legal entity that you represent does not agree with these terms and conditions, you must not accept this Agreement, register nor use or access the Platform as an authorized representative.

Regulated Service

Certain Services involve regulated money transmission services under the provisions of Canadian law; specifically under the Proceeds of Crime (Money Laundering) and Terrorist Financing Act and under the Retail Payment Activities Act (the RPAA). To the extent that your use of the Services involves money transmission or other regulated services, Intuit’s affiliate, Intuit Canada Payments Inc. provides those regulated Services.

1. AGREEMENT TO THESE TERMS

2. YOUR PERSONAL INFORMATION

We want to be transparent about how we use personal information and about your rights in the Intuit Global Privacy Statement. You should only provide us with personal information of others if you have received permission to do so.

You can view the Intuit Global Privacy Statement provided with the Platform and on the website for the Platform. Intuit may, as part of the Platform, use, maintain, transfer or otherwise process, your personal information in accordance with the Intuit Global Privacy Statement, and with applicable law, including the Personal Information Protection and Electronic Documents Act (PIPEDA) or relevant Provincial Data Protection statutes/regulations. This means that Intuit may use your personal information to improve the Platform or to design promotions and to develop new products or Platform. Intuit is a global company and may access or store personal information in multiple countries, including countries outside of your own country to the extent permitted by applicable law.

To the extent we allow you to input personal information (as the term is defined under applicable law) about individuals other than yourself, you represent and warrant that you have complied with all applicable laws and received the proper authority or consent to allow us to collect and process such information to operate our business, to (a) use or disclose the data in accordance with the Intuit Global Privacy Statement, (b) move the data outside of the country of residence of such owner of the personal data, if applicable, (c) provide the data to Third Party Products (defined below) that you approve, and (d) otherwise use and disclose the data in accordance with this Agreement. You acknowledge and agree that Intuit may provide data in your account to any Additional Users (defined in Section B) to which that data is applicable or personal.

To help the government fight the funding of terrorism and money laundering activities, Federal law requires us to obtain, verify, and record information that identifies each person and entity who opens an account. What this means for you: When you open an account, we will ask for your name, address, date of birth, and other information that will allow us to identify you and the entity you represent. We may also ask to see your driver’s license or other identifying documents.

3. CHANGES

This Section does not apply to you if you are a Quebec Consumer; please refer to Section 24.

Change happens. When it does happen, we will update this Agreement. If the changes are material, you may need to accept the changes to use the Platform. Similarly, there may be circumstances where we need to update or discontinue the Platform.

We reserve the right to modify this Agreement in whole or any part, in our sole discretion, at any time, and the modifications will be effective when posted through the Platform or on our website for the Services or when we notify you by other means. It is important that you review this Agreement whenever we modify it because your continued use of the Platform indicates your agreement to the modifications.

In some cases or where otherwise required by law, you may need to accept changes to this Agreement to continue using the Platform. If you do not agree to the changes, you may stop using the Platform or terminate your account. We have the right, in our sole discretion, to revise, update, or otherwise modify, suspend or discontinue the Platform or alter your access to the Platform; and for material changes, to the extent reasonably possible, we will provide you with reasonable notice either posted on the website hosting the Platform or to the Administrator’s (as defined below) email address. Note that we may modify the amount of storage space you have through the Platform and the number of times (and the maximum duration for which) you may access the Platform in a given period of time. In the event we need to maintain the security of the system or comply with any laws or regulations, we reserve the right to modify the Platform immediately, and to provide the Administrator with electronic or written notice within thirty (30) days after any material modifications. You may reject any changes to the Platform by discontinuing use of the Platform to which such changes relate. Your continued use of the Platform will constitute your acceptance of and agreement to such changes.

4. YOUR RIGHTS TO USE THE PLATFORM

You can use our Platform for your own personal and lawful use or as otherwise permitted under this Agreement. 

Subject to your compliance with this Agreement, you may access and use the Platform for your own internal, lawful and non-commercial purposes only.

5. TRIAL VERSIONS AND BETA FEATURES

We may provide you with access to beta features in the Platform. You are free to use them, but they are provided as-is.

We may include new and/or updated pre-release and trial features as part of the Platform and such features are provided as-is. Your use of such features is at no additional cost but you must follow additional rules or restrictions that we may place on their use.

6. ACCOUNT

You will provide accurate, up-to-date account information and securely manage such information.

You may need to sign up for an account to use the Platform. We will need to verify your identity and you authorize us to collect information (e.g., date of birth, address) from you to do so (collectively, with all information requested to enable your account, “Account Information”). You will provide accurate, up-to-date Account Information, and we disclaim any liability arising from your failure to do so. Such failure may further limit your ability to use the Platform and affect the Platform’s accuracy and effectiveness. 

You are responsible for securely managing your password(s) for the Platform and you will contact Intuit if you become aware of any unauthorized access to your account. You will notify us immediately if you believe that your Account Information or device you use to access the Platform has been lost or stolen or that someone is using your account without your permission.

7. PAYMENT AND TAXES

Some Services may be free, others may have costs associated. For those with costs, we may charge your payment method for fees or on a subscription basis. You may cancel your subscription at any time (but you may not receive a refund).

We may require payment of fees or a subscription charge for use of the Platform (or certain portions of the Platform) and you agree to pay such fees or subscription charge. If you registered for a trial, you may need to purchase a subscription to the Platform before the trial ends in order to retain access to any Content (defined below) provided to, or created through, the Platform.   

For Services offered on a payment or subscription basis, the following terms apply, unless Intuit notifies you in writing.

Payments will be billed to you in Canadian dollars or other currencies which may be made available (plus any and all applicable taxes, including without limitation GST, HST and PST, as applicable) and your account will be debited when you subscribe and provide your payment information, unless stated otherwise in the program ordering or payment terms on the website for the Services.

If your payment and registration information is not accurate, current, and complete, or a chargeback is processed on your account, we may suspend or terminate your account immediately, without notice, and refuse any use of the Platform. If you do not notify us of updates to your payment method, we may participate in programs supported by your card provider to try to update your payment information, and you authorize us to continue billing your account with the updated information that we obtain.

Services are provided on a monthly or yearly subscription basis to the User (defined below) that pays for the Services. As the Administrator (defined below), you may choose whether you or another User pays for the subscription. Please review all of the details of the subscription that you purchase; some subscriptions provide access to one Service and others provide access to more than one Service. 

You may be charged a subscription fee in advance on an annual basis or other recurring interval disclosed to you prior to your purchase. Intuit will automatically renew your subscriptions at the then-current rates, unless the subscription is cancelled or terminated under this Agreement. Intuit may change the price for recurring subscription fees from time to time with notice to you. If you do not agree with the price change, you may unsubscribe prior to the price change going into effect. Your payment to Intuit will automatically renew at the end of the applicable subscription period but you can cancel a subscription at any time. Subscription cancellations will take effect the day after the last day of the current subscription period. If you cancel in the middle of a subscription period, you will be able to continue to access and use the applicable Service until the end of your subscription period. We do not provide refunds or credits for any cancellations or partial subscription period.

In the event that Intuit is unable to charge a User's chosen payment method in accordance with this Agreement, we may terminate this Agreement and access to the Platform immediately, without notice. If you stop using the Platform or the applicable Services, Intuit has fulfilled your subscription term. After your access to the Platform is terminated, you may no longer have access to any of the data or Content in the Platform. We suggest you retain your own copies of any Content that you may need as Intuit is not responsible for providing you with access to your Content or the Platform after any cancellation or termination of this Agreement. Additional cancellation or renewal terms may be provided to you on the website for the Services.

8. USE WITH MOBILE DEVICE

Desktop and mobile versions of our Platform may be available for download but you must follow applicable third-party terms when using them.

The Platform may be available through one or more apps for compatible desktop computers or mobile devices. You agree that you are solely responsible for any applicable changes, updates and fees as well as complying with the provisions of your agreement with your telecommunications provider and any third-party mobile app marketplace. 

With respect to the applicable Software, you are only granted limited rights to install and use the Software you have downloaded, signed up for or for which you have purchased a license or acquired a free trial. Intuit reserves all other rights in the applicable Software not granted to you in writing in this Agreement. Conditioned upon your compliance with the terms and conditions of this Agreement (including all payment obligations), Intuit grants you a personal, limited, nonexclusive, nontransferable, revocable license to use the applicable Software only for the period of use provided in the ordering and activation terms (as applicable), as set forth in this Agreement or in Intuit’s then-current product discontinuation policies (as updated from time to time) and only for the purposes described by Intuit for the applicable Software.

You acknowledge and agree that such Software is licensed, not sold. 

You may make a single copy of the Software for backup purposes, provided that you reproduce on it all copyright and other proprietary notices that are on the original copy of the Software. You will not delete or in any manner alter the copyright, trademark and other proprietary rights notices or markings appearing on the Software as delivered to you.

9. OTHER PRODUCTS AND SERVICES

You may have access to professional advice and third-party products. Any such advice and products are not covered under this Agreement. We may provide you with the opportunity to transfer data to or from a third-party product subject to certain limitations.

9.1. Third Party Products and Advice. By using the Platform, you agree that we may market to you or offer you access to products or services from third parties (“Third Party Products”). If you decide to use or access any Third Party Products, you agree that you are solely responsible for your relationship with the provider of the product. Intuit is not affiliated with Third Party Products and does not endorse or recommend any Third Party Products. Except as prohibited by law, you agree that the providers of the Third Party Products, and not Intuit, are solely responsible for their own actions or inactions, and Intuit is not liable for any damages, claims or liabilities arising out of or related to any Third Party Products. You agree that you will (a) review and comply with all Third Party Product terms and conditions, and (b) not use the Third Party Product in any manner that would infringe or violate the rights of Intuit or any other party or in furtherance of criminal, fraudulent or other unlawful activity.

From time to time, we may offer specific functionality in the Platform that provides you with the opportunity to seek professional advice, for example, the ability to speak with a tax expert. Unless specifically disclosed, Intuit is not in the business of providing legal, financial, accounting, tax, health care, insurance, real estate or other professional service or advice, and you should consult with professionals for advice prior to making important decisions in these areas.

9.2 Data Transfer Service.

(a) We may provide you with the opportunity to transfer your data and Content from the Platform to certain supported online Third Party Products or other online Intuit services (the “Ancillary Services”) that you sign up for or use in connection with the Platform (the “Data Transfer Service”). You may need to be an active subscriber of the Third Party Product or Ancillary Services to use the Data Transfer Service. In order to access a Third Party Product or an Ancillary Service on your behalf to provide the Data Transfer Service, you may need to provide us with your account number, password, security questions and answers, and any other necessary log in information from time to time (“Login Details”). We will maintain your Login Details in encrypted form, and will only use them in connection with the Data Transfer Service or otherwise at your direction. You hereby represent that you have the authority to provide the Login Details to Intuit and you expressly appoint Intuit as your, or the third party who owns the Login Details’, agent with limited power of attorney to access any Third Party Products or Ancillary Services on your behalf. With respect to each Data Transfer Service, you grant Intuit the right to transfer data to the Third Party Product or Ancillary Service, and to reformat and manipulate the data as reasonably necessary for the data to function with such product or service. After the transfer occurs, the original data and Content will remain in the Platform unless we disclose to you otherwise. 

(b) You agree that you will (i) review and comply with all Third Party Product or Ancillary Service terms and conditions before you access the Data Transfer Service, and (ii) not use the Data Transfer Service in any manner that would infringe or violate the rights of Intuit or any other party, or in furtherance of criminal, fraudulent or other unlawful activity. Depending on the Third Party Product or Ancillary Service you choose, you further agree and acknowledge that your data, including your personal information, may be transferred through the Data Transfer Service to another country where security and privacy controls may not be adequate for data protection. We do not guarantee that you will be able to use the Data Transfer Service with any specific products or services. You will only have access to the Data Transfer Service during the period for which you have paid for a subscription. Third Party Products may make changes to their websites, with or without notice to us, that may prevent or delay the overall performance of the Data Transfer Service.

9.3 Data Receipt Service. 

(a) We may provide you with the opportunity to transfer certain data from a Third Party Product or an Ancillary Service to the Platform (the “Data Receipt Service”). You may need to be an active subscriber of the Third Party Product or Ancillary Services to use the Data Receipt Service. In order to access a Third Party Product or an Ancillary Service on your behalf, you may need to provide us with your Login Details. We will maintain your Login Details in encrypted form, and will only use them in connection with the Data Receipt Service or otherwise at your direction. You hereby represent that you have the authority to provide the Login Details to Intuit and you expressly appoint Intuit as your, or the third party who owns the Login Details’, agent with limited power of attorney to access any Third Party Products or Ancillary Services and retrieve data on your behalf. With respect to each Data Receipt Service, you grant Intuit the right to transfer data to the Platform, and to reformat and manipulate your data as reasonably necessary for the data to function with the Platform. After the transfer occurs, your original data and Content may not remain in the Third Party Product or the Ancillary Services; please review the terms of those products and services to confirm.

(b) You agree that you will (i) review and comply with all Third Party Product and Ancillary Service terms and conditions before you access the Data Receipt Service to ensure that you are permitted to provide us with your Login Details, the consequences of providing your Login Details to us, as well as the liability that may result from the disclosure of Login Details to us, and (ii) not use the Data Receipt Service in any manner that would infringe or violate the rights of Intuit or any other party, or in furtherance of criminal, fraudulent or other unlawful activity. In the event that any Third Party Product charges for access to data, you agree that you are responsible for any fees due and owing. You agree that the providers of the Third Party Products, and not Intuit, are solely responsible for their own actions or inactions. Intuit is not liable for any damages, claims or liabilities arising out of or related to any Third Party Products. (c) We do not guarantee that you will be able to use the Data Receipt Service with any specific products or services. You will only have access to the Data Receipt Service during the period for which you have paid for a subscription. Third Party Products may make changes to their websites, with or without notice to us, that may prevent or delay aggregation of data or the overall performance of the Data Receipt Service. Your most recent data from a Third Party Product or Ancillary Service may not always be available in the Platform. Any data obtained through the Data Receipt Service will be made available in the Platform, and will be subject to the terms and conditions of this Agreement, including the Intuit Global Privacy Statement.

9.4 Third Party Code. The Platform uses PDF Tron technology (“Third Party Code”), which is subject to the following additional license terms. You agree that you (a) will use the Third Party Code only as an integral component of the Platform; (b) will not use the Third Party Code for development, compilation, debugging and similar design-time purposes; (c) will not reverse-compile or decompile, analyze, reverse-engineer, reverse-assemble or disassemble, unlock or otherwise attempt to discover the source code or underlying algorithms of the Third Party Code or attempt to do any of the foregoing in relation to the object code of the Third Party Code; and (d) will not modify, adapt, translate or create any derivative works of the Third Party Code or merge the Third Party Code into any other software.

9.5 Service Providers. We may use third parties in the operation of our Platform or to perform any of our obligations in this Agreement (each a “Service Provider”). In order for our Service Providers to be able to provide you with certain aspects of the Platform, we may share a limited amount of your data or Content with such Service Provider. Our agreements with Service Providers outline the appropriate use and handling of this information and prohibit the Service Provider from using any of your information for purposes unrelated to the Platform.

10. CONTENT AND DATA

What’s yours remains yours, what’s ours remains ours, but we may use information you provide to improve our Platform. 

You are solely responsible for anything you write, submit, receive, share and store or any data you input into the Platform (collectively "Content"). Content includes but is not limited to data, information, materials, text, graphics, images, audio and video that are uploaded, transmitted, posted, generated, stored, or otherwise made available through the Platform. You have no obligation to provide any Content to the Platform, and you are free to choose the Content that you want to provide. You acknowledge certain functionality in the Platform may be dependent on the provision of Content and may not be available without such Content.

Content remains yours, which means that you retain any intellectual property rights that you have in your Content. By sharing your Content in connection with the Platform, you hereby grant Intuit a license to use your Content as described in more detail below. 

10.1 What's covered.

This license covers your Content to the extent your Content is protected by intellectual property rights.

10.2 Scope. This license is:

• Worldwide, which means it’s valid anywhere in the world;
• Non-exclusive, which means you can license your Content to others; and
• Royalty-free, which means there are no fees for this license.

10.3 Rights. This license allows Intuit to:

• Host, reproduce, distribute, communicate, sublicense and use your Content - for example, to save your Content on our systems and make it accessible from anywhere you go;
• Publish or publicly display your Content, if you’ve made it visible to others; and
• Modify and create derivative works based on your Content, such as reformatting or translating it.

10.4 Purpose. This license is for the limited purpose of: 

Operating, providing and improving the Platform, which means allowing the Platform to work as designed and creating new features and functionalities.

10.5 Duration. This license lasts for as long as your Content is protected by intellectual property rights. 

Intuit may collect, derive or generate deidentified and/or aggregated data regarding your usage of or the performance of the Platform, including data derived from your Content. Intuit will own all such data and may use this data without restriction, including, but not limited to, operating, analyzing, improving, or marketing Intuit’s products and services, including the Platform.

As between you and Intuit, Intuit and its licensors retain all right, title or interest in and to the Platform, except for the rights granted to you. 

You may have the opportunity to share your data, Content, or ways in which you aggregate data (“Account Content”) with other users of the Platform, other Intuit customers, and other third parties. When sharing any Account Content, you agree not to share any confidential information. If you have the option of accessing another user’s Account Content, you understand and agree that the Account Content is being provided by that user, and not Intuit, for information and guidance purposes only, and Intuit and such users are not responsible in any way for your use of the Account Content.

11. PROHIBITED USES

We expect you to obey the law and follow certain rules in using the Platform.

• Intuit does not condone or support any activity that is illegal, violates the rights of others, harms or damages Intuit’s reputation, or could cause Intuit to be liable to a third party. At minimum, you may not use the Platform to:
• Violate any law, regulation, executive order or ordinance, including through actions that give rise to criminal, civil, administrative or regulatory liability and/or fines; 
• Post or share Content or engage in activities that are or may be illegal or inappropriate, including fraudulent, defamatory, obscene, pornographic, profane, threatening, abusive, hateful, harassing, offensive, or objectionable information or communications of any kind, including without limitation that which is excessively violent, incites or threatens violence, encourages "flaming" others or may result in criminal or civil liability under any local, provincial, federal or foreign law;
• Post or share any Content that you do not own or have the right to use without permission from the owners thereof; 
• Transmit any virus, trojan horse, or other disruptive or harmful software or data; 
• Send any unsolicited or unauthorized advertising, such as spam; 
• Impersonate someone else, falsely represent your identity or qualifications, or engage in activities that may constitute a breach of any individual's privacy; or is illegally unfair or deceptive, or creates a safety or health risk to an individual or the public;
• Misrepresent your affiliation with Intuit;
• Reproduce, modify, copy, sell, resell, trade, lease, license, or provide free or unauthorized access to the Platform, give any part of the Platform to any third party or make the Platform available on any file-sharing, virtual desktop or application hosting service; 
• Attempt to reverse engineer, decompile or disassemble in any way the Platform, including any Software;
• Engage in unauthorized access, monitoring, interference with, or use of the Platform or third party accounts, information (including personal information), computers, systems or networks, including scraping or downloading Content that doesn't belong to you;
• Use the Platform for general archiving or back-up purposes; 
• Except as permitted by Intuit in writing, engage in investment opportunities, solicitations, chain letters, pyramid schemes, other unsolicited commercial communication, spamming, or flooding; or
• Encourage or enable any other individual to do any of the above or otherwise violate this Agreement. 

We take copyright seriously at Intuit. We respect the copyrights of others and expect you to do the same. If you repeatedly infringe the copyrights of others, we may terminate your account. 

Intuit may terminate your use of the Platform based on our reasonable suspicion that your activities, business or products are objectionable or promote, support, or engage in any of the prohibited uses described above.

Intuit may, but has no obligation to, monitor access to or use of the Platform or Content or to review or edit any Content, including, without limitation, for the purpose of operating the Platform, to ensure compliance with this Agreement, and to comply with applicable law or other legal requirements. We may disclose any information necessary to satisfy our legal obligations, protect Intuit or its customers, or operate the Platform properly. Intuit, in its sole discretion, may refuse to post, remove, or refuse to remove, or disable any Content, in whole or in part, that is alleged to be, or that we consider to be unacceptable, undesirable, inappropriate, or in violation of this Agreement.

12. COMMUNITY FORUMS; FEEDBACK

You may be able to communicate with others through our Platform but please be respectful. Suggestions you provide for improving our Platform may be used freely by us.

The Platform may include community forums or other social features to enable you to exchange Content and information with other users of the Platform and the public. Intuit does not support and is not responsible for the Content in these community forums. Please use respect when you interact with other users. Do not reveal information that you do not want to make public. Users may post hypertext links to content of third parties for which Intuit is not responsible.

You may provide Intuit your feedback, suggestions, or ideas for the Platform. You grant Intuit a perpetual, worldwide, fully transferable, sublicensable, irrevocable, fully paid-up, royalty free license to use your feedback suggestions, and ideas in any way, including in future modifications of the Platform, other products or services, advertising or marketing materials.

13. TERMINATION

Intuit may suspend or terminate your use of the Platform and may terminate this Agreement for certain reasons. 

Intuit may, in its sole discretion, and without notice, restrict, deny, terminate this Agreement or suspend the Platform, related or other services, effective immediately, in whole or in part, if we determine that your use of the Platform violates the Agreement, is improper or substantially exceeds or differs from normal use by other users, raises suspicion of fraud, misuse, security concern, illegal activity or unauthorized access issues; to protect the integrity or availability of the Platform or systems and comply with the applicable Intuit policy; if you no longer agree to receive electronic communications; or if your use of the Platform conflicts with Intuit's interests or those of another user of the Platform. 

In addition to the foregoing, Intuit may terminate this Agreement immediately if: (i) you become insolvent, or are generally unable to pay your debts as they become due, or you make an assignment for the benefit of your creditors or seek relief under any bankruptcy, insolvency, or debtor’s relief law; (ii) you file a voluntary petition in bankruptcy or proceedings are commenced against you under any bankruptcy, insolvency, or debtor relief law; (iii) a receiver is appointed for you or your material assets; (iv) you are liquidated or dissolved or cease operations; or (v) we receive notice of your bankruptcy, insolvency or similar arrangement.

14. EFFECT OF TERMINATION

You must stop using the Platform once your subscription expires or you cancel your account (or if this Agreement or your account is terminated), unless you are a Quebec Consumer, in which case this Section does not apply to you.

Upon expiration of your subscription or cancellation of your account, or Intuit’s termination of your account or this Agreement, you must immediately stop using the Platform and pay all fees for Services used. No expiration or termination will affect your obligation to pay all fees due or that may have accrued through the effective date of expiration or termination or entitle you to any refund. Except for consumers in Quebec, Intuit may terminate a free account at any time. If you are a Quebec Consumer refer to Section 24.

15. SURVIVAL

There are a few parts of this Agreement that will continue to apply after termination.

The following Sections will survive any termination, discontinuation or cancellation of the Platform, your account or this Agreement: “Your Personal Information,” “Payments and Taxes” (with respect to fees due and unpaid), “Content and Data,” “Community Forums; Feedback,” “Effect of Termination,” “Disclaimers,” “Limitations of Liability,” “Indemnification,” “Disputes,” “General,” “Contact Information,” and “Province Specific Terms” (to the extent such terms modify terms in one of the sections referenced in this paragraph for Quebec Consumers), as well as any other provisions that express survive such termination, discontinuation or cancellation.

16. INTUIT COMMUNICATIONS

We may contact you from time to time to support your use of the Platform.

In order to properly support and serve you, we occasionally need to reach out and contact you, and may do so in a variety of ways such as via text message, email or messaging functionality in the Platform. We want to provide you with options for receiving communications from us, and as such you may opt-in or opt-out of receiving certain types of communications from us or sign up to receive certain kinds of messages from us, depending on the Service. You will need to notify us of any changes to your contact details to ensure your preferences are updated.

17. DISCLAIMERS

We don’t make any warranties about the Platform except as expressly stated in this Agreement.

IF YOU ARE A QUEBEC CONSUMER, THIS PROVISION IS NOT APPLICABLE TO YOU; PLEASE REFER TO SECTION 24.

YOUR USE OF THE PLATFORM, SOFTWARE, AND CONTENT IS ENTIRELY AT YOUR OWN RISK. EXCEPT AS DESCRIBED IN THIS AGREEMENT, THE PLATFORM IS PROVIDED "AS IS." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, INTUIT, ITS AFFILIATES AND ITS AND THEIR THIRD PARTY PROVIDERS, LICENSORS, DISTRIBUTORS AND SUPPLIERS (COLLECTIVELY "SUPPLIERS") DISCLAIM ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, INCUDING ANY WARRANTY OR CONDITION THAT THE PLATFORM IS FIT FOR A PARTICULAR PURPOSE, OR OF TITLE, MERCHANTABILITY, DATA LOSS, NON-INTERFERENCE WITH OR NON-INFRINGEMENT OR NO MISAPPROPRIATION OF ANY INTELLECTUAL PROPERTY RIGHTS, OR OF THE ACCURACY, RELIABILITY, OR QUALITY OF CONTENT IN OR LINKED TO THE PLATFORM. INTUIT AND ITS AFFILIATES AND SUPPLIERS DO NOT WARRANT THAT THE PLATFORM IS SECURE OR FREE FROM BUGS, VIRUSES, INTERRUPTION, ERRORS, THEFT, OR DESTRUCTION. IF THE EXCLUSIONS FOR ANY IMPLIED WARRANTIES OR CONDITIONS DO NOT APPLY TO YOU, ANY IMPLIED WARRANTIES OR CONDITIONS ARE LIMITED TO 60 DAYS FROM THE DATE OF PURCHASE OR DELIVERY OF ACCESS TO THE PLATFORM, WHICHEVER IS SOONER. SOME PROVINCES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR CONDITIONS, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM PROVINCE TO PROVINCE. 

INTUIT, ITS AFFILIATES AND SUPPLIERS DISCLAIM ANY REPRESENTATIONS OR WARRANTIES THAT YOUR USE OF THE PLATFORM WILL SATISFY OR ENSURE COMPLIANCE WITH ANY LEGAL OBLIGATIONS OR LAWS OR REGULATIONS. 

INTUIT DOES NOT REPRESENT THAT THE PLATFORM AND/OR CONTENT WITHIN THE PLATFORM IS APPROPRIATE OR AVAILABLE FOR USE IN ALL JURISDICTIONS OR COUNTRIES. INTUIT PROHIBITS ACCESSING CONTENT FROM WITHIN COUNTRIES OR STATES WHERE SUCH CONTENT IS ILLEGAL. YOU ARE RESPONSIBLE FOR COMPLIANCE WITH ALL APPLICABLE LAWS PERTAINING TO YOUR USE AND ACCESS TO THE PLATFORM IN YOUR JURISDICTION. 

WITHOUT LIMITING THE FOREGOING, INTUIT DOES NOT GIVE PROFESSIONAL ADVICE. UNLESS SPECIFICALLY INCLUDED WITH THE PLATFORM, INTUIT IS NOT IN THE BUSINESS OF PROVIDING LEGAL, FINANCIAL, ACCOUNTING, TAX, HEALTH CARE, REAL ESTATE OR OTHER PROFESSIONAL SERVICES OR ADVICE. CONSULT THE SERVICES OF A COMPETENT PROFESSIONAL WHEN YOU NEED THIS TYPE OF ASSISTANCE.

18. LIMITATION OF LIABILITY

Our liability is limited when it comes to issues you may encounter with our Platform. 

IF YOU ARE A QUEBEC CONSUMER, THIS PROVISION IS NOT APPLICABLE TO YOU; PLEASE REFER TO SECTION 24. 

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ENTIRE LIABILITY OF INTUIT, ITS AFFILIATES AND SUPPLIERS FOR ALL CLAIMS RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT YOU PAID FOR THE SERVICES DURING THE TWELVE (12) MONTHS PRIOR TO SUCH CLAIM. SUBJECT TO APPLICABLE LAW, INTUIT, ITS AFFILIATES AND SUPPLIERS ARE NOT LIABLE FOR ANY OF THE FOLLOWING: (A) INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES; (B) DAMAGES RELATING TO FAILURES OF TELECOMMUNICATIONS, THE INTERNET, ELECTRONIC COMMUNICATIONS, CORRUPTION, SECURITY, LOSS OR THEFT OF DATA, VIRUSES, SPYWARE, LOSS OF BUSINESS, REVENUE, PROFITS OR INVESTMENT, OR USE OF SOFTWARE OR HARDWARE THAT DOES NOT MEET INTUIT SYSTEMS REQUIREMENTS. THE ABOVE LIMITATIONS APPLY EVEN IF INTUIT AND ITS AFFILIATES AND SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS AGREEMENT SETS FORTH THE ENTIRE LIABILITY OF INTUIT, ITS AFFILIATES AND SUPPLIERS AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE PLATFORM AND ITS USE.

19. INDEMNIFICATION

If someone sues us because you used the Platform unlawfully or didn’t follow our rules, you will be responsible for any harm to us.

You agree to indemnify and hold Intuit, its Affiliates and Suppliers harmless from any and all losses, damages, judgments, fines, costs and expenses (including legal fees) in connection with any claims arising out of or relating to your use of the Platform or violation of this Agreement (collectively referred to as "Claims"). Intuit reserves the right, in its sole discretion and at its own expense, to assume the exclusive defense and control of any Claims. You agree to reasonably cooperate as requested by Intuit in the defense of any Claims.

20. DISPUTES

In the event we are unable to resolve any dispute through an informal dialogue, a third-party arbitrator will help us resolve any disputes we might have, and any disputes will be resolved on an individual basis rather than as a class action, unless you are a Quebec Consumer.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, all disputes, controversies or claims in connection with this Agreement or breach thereof, shall be determined by arbitration administered by ICDR Canada in accordance with its Canadian Arbitration Rules. The number of arbitrators shall be one, the place of arbitration shall be the City of Toronto, Ontario, Canada and the language of the arbitration shall be English. The award by the arbitrator shall be final and binding on the parties and the arbitration process shall be confidential. Each party will be responsible for its own costs of arbitration. Any controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be brought in the parties' individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. This Section shall survive expiration, termination or rescission of this Agreement.

21. LANGUAGE

The English-language version of this Agreement controls unless you are a Quebec Consumer.

If you are a Quebec Consumer, this provision is not applicable to you; please refer to Section 24. Any translation of this Agreement is done for local requirements and in the event of a dispute between the English and any non-English version, the English version of this Agreement shall govern.

22. GENERAL

22.1 Governing Law.

The laws of the Province of Ontario govern this Agreement and any disputes that may arise, unless you are a Quebec Consumer.

If you are a Quebec Consumer, this provision is not applicable to you; please refer to Section 24. The Province of Ontario and the federal laws of Canada govern this Agreement without regard to its conflicts of laws provisions. You agree to the exclusive jurisdiction of the Province of Ontario and the Courts of the Province of Ontario. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.

22.2 Export and Trade Restrictions.

You are allowed to use the Platform under the laws of Canada and other applicable territories. The Platform shall not be exported to countries that are embargoed by the Canadian government.

You acknowledge that the Platform, including the mobile application, and the underlying software is subject to restrictions and controls imposed by the Export and Import Permits Act (Canada) and regulations under the Export and Import Permits Act as well as the U.S. export controls regulations administered by the U.S. Department of Commerce (15 CFR, Chapter VII) and that you will comply with all applicable laws and regulations. You will not export or re-export any part of the Platform, in violation of the Canadian and U.S. export administration laws and regulations, directly or indirectly. You further acknowledge that the underlying software may include technical data subject to such Canada and U.S. export regulations.

22.3 Force Majeure.

Intuit’s performance is excused for Force Majeure events.

Any delay in or failure of performance by Intuit under this Agreement will not be considered a breach of this Agreement and will be excused to the extent caused by any occurrence beyond its reasonable control, including, but not limited to acts of God, power outages, failures of the Internet, or failures of banking or Payments Canada networks.

22.4 Waiver.

If we waive some of our rights under this Agreement, it doesn’t mean we waive our rights in other circumstances.

Intuit’s failure to act or enforce any of its rights does not constitute a waiver of any of our rights. Any waiver by Intuit of any of the provisions in the Agreement must be made in writing and signed by a duly authorized officer of Intuit.

22.5 Entire Agreement; Severability.

If a court voids a term of this Agreement, the other terms will not be affected.

This Agreement, including the Section B terms below, is the entire agreement between you and Intuit regarding its subject matter and replaces all prior understandings, communications and agreements, oral or written, regarding its subject matter. If any court of law, having the jurisdiction, rules that any part of this Agreement is invalid, that section will be removed without affecting the remainder of the Agreement. The remaining terms will be valid and enforceable. 

22.6 Assignment.

You can’t transfer this Agreement or your right to use the Platform to someone else without our permission. 

You may not assign your rights under this Agreement, under operation of law or otherwise, without Intuit's consent. Any attempts to do so without Intuit's consent will be null and void. Intuit may assign or transfer this Agreement without your consent to any party.

23. CONTACT INFORMATION

If you have any questions about the Platform or this Agreement, please contact Intuit support.

24. PROVINCE SPECIFIC TERMS

Certain terms in this Agreement are modified for Quebec Consumers.

If you are an individual residing in the Province of Quebec and you are not using the Platform for the purposes of a business ("Québec Consumers"), the following terms apply to you:

24.1 Disclaimer of Warranties. 

The sole warranty applicable to this Agreement and the Platform is the legal warranty provided under the Civil Code of Québec and any warranty provided for under the Consumer Protection Act (Québec).

24.2 Limitation of Liability.

SUBJECT TO APPLICABLE LAW, INTUIT AND ITS SUPPLIERS ARE NOT LIABLE FOR ANY OF THE FOLLOWING: DAMAGES RELATING TO FAILURES OF TELECOMMUNICATIONS, THE INTERNET, ELECTRONIC COMMUNICATIONS, CORRUPTION, SECURITY, LOSS OR THEFT OF DATA, VIRUSES, SPYWARE, OR USE OF SOFTWARE OR HARDWARE THAT DOES NOT MEET INTUIT SYSTEMS REQUIREMENTS.

24.3 Changes.

SUBJECT TO APPLICABLE LAW, INTUIT AND ITS SUPPLIERS ARE NOT LIABLE FOR ANY OF THE FOLLOWING: DAMAGES RELATING TO FAILURES OF TELECOMMUNICATIONS, THE INTERNET, ELECTRONIC COMMUNICATIONS, CORRUPTION, SECURITY, LOSS OR THEFT OF DATA, VIRUSES, SPYWARE, OR USE OF SOFTWARE OR HARDWARE THAT DOES NOT MEET INTUIT SYSTEMS REQUIREMENTS.

24.3 Changes.

The provisions relating to the Platform, the price and payment terms for the Platform, the party providing the Platform, renewal and termination rights, and any provision of the Intuit Global Privacy Statement may be modified or amended upon thirty (30) days prior written notice setting out (i) the new clause or the amended clause and the clause as it read formerly, and (ii) the date of the coming into force of the modification or amendment. If we do not allow you to maintain this Agreement unamended, you will have the right to terminate this Agreement thirty (30) days after the effective date of the modification or amendment.

We have the right, in our sole discretion, to revise, update, or otherwise modify, suspend or discontinue the Platform or alter your access to the Platform; and for material changes, to the extent reasonably possible, we will provide you with reasonable notice either posted on the website hosting the Platform or to the Administrator’s (as defined below) email address. Note that we may modify the amount of storage space you have through the Platform and the number of times (and the maximum duration for which) you may access the Platform in a given period of time. In the event we need to maintain the security of the system or comply with any laws or regulations, we reserve the right to modify the Platform immediately, and to provide the Administrator with electronic or written notice within thirty (30) days after any material modifications. You may reject any changes to the Platform by discontinuing use of the Platform to which such changes relate. Your continued use of the Platform will constitute your acceptance of and agreement to such changes.

24.4 Termination.

Termination of this Agreement by Intuit without default by you is only effective upon sixty (60) days prior written notice.

24.5 Governing Law.

This Agreement shall be governed by the laws of the Province of Québec and the laws of Canada applicable therein. You agree to the exclusive jurisdiction of the Province of Quebec and the Courts of the Province of Quebec. You are accessing the Platform on your own initiative and you are responsible for compliance with all applicable laws.

24.6 Language. 

This Agreement is available in both French and English language versions. You hereby confirm that you have requested that this Agreement and all related documents be drafted in English, that you have been provided with a French language version of this Agreement and that you have agreed to be bound by the English language version of this Agreement. La présente convention est disponible en français et en anglais. La version française est accessible en cliquant ici. Vous confirmez par la présente que vous avez demandé que la présente convention et tous les documents y étant afférents soient rédigés en anglais, que vous avez reçu une version française de la présente convention et que vous avez accepté d'être lié par la version anglaise de la présente convention.

In the event of a conflict or inconsistency between the terms in other sections of this Agreement and this Section 24, the terms of this Section 24 shall apply.

______________________

B. ADDITIONAL TERMS AND CONDITIONS FOR THE INTUIT TURBOTAX AUDIT DEFENCE SERVICES

Your use of the TurboTax Audit Defence Services provided by Intuit (“Audit Defence” or the “Services) are subject to the General Terms of Service above and these Additional Terms and Conditions, both of which govern your use of the Services indicated below. These Additional Terms and Conditions below shall prevail over any conflict or inconsistency with the General Terms of Service above.

1. SERVICES

1.1 Covered Audits. As used herein, “Audit” refers to any tax review initiated by the Canada Revenue Agency (“CRA”) or Revenu Québec to audit, examine, review, investigate or verify any item or items on the CRA income tax forms or Revenu Québec provincial equivalent on your Tax Year 2024 personal income tax return filed using TurboTax. However, “Audit” does not include in-person or on-site audits, including audits taking place at your residence or place of business, or at the auditor’s office, and such audits are not covered by the Services.

1.2 Audit Defence. Through the Services and during the Service Period (as defined below), Intuit will professionally defend you through any covered Audit from the time of first notice to completion and determination by the CRA or relevant tax authority, subject to the terms herein. The Audit notice must be dated after the Service Start Date (as defined below). Intuit will not provide any legal advice or legal services and will not provide any services or representation related to any court action initiated by you or by the relevant tax authority or agency.

As part of the Services, Intuit will:

1. Assign one or more Intuit audit representatives to manage your Audit case, who may be an employee or outside contractor engaged by Intuit (each, an “Audit Representative”);
2. Handle related communications, including letters and/or telephone calls with the CRA or applicable tax authority regarding the Audit; and
3. Recommend a strategy and, upon your approval, correspond with the CRA or applicable tax authority on your behalf.

If you receive an Audit, Intuit may also offer to amend your federal, provincial or other income tax returns at its sole discretion, provided that any tax preparation services relating to amending tax returns are subject to the TurboTax Online Terms of Service or the TurboTax Desktop Software End User License Agreement, as applicable based on which TurboTax product is used to prepare and file your tax return.

1.3 Service Period. Your “Service Start Date” shall be the date you pay for and sign up for Audit Defence. Your “Service Period” is the period commencing with the Service Start Date and ending with the expiration of the normal statute of limitations period for the applicable return. The statute of limitations refers to the time the CRA or Revenu Québec has to audit your 2024 tax return under applicable law. The normal CRA statute of limitations period for reassessment of income taxes is three (3) years from the date of mailing of the original notice of assessment.

1.4 Service Exclusions.

The Services do not include any of the following:

1. Support or defence of in-person or on-site audits, including audits taking place at your residence or place of business, or at the auditor’s office.
2. Provision of legal advice or assistance, or representation in federal or provincial court, including tax court. 
3. Provision of legal advice or assistance in defending issues of civil or criminal fraud. 
4. Reconciliation of your chequebooks, organization of records, recordkeeping or bookkeeping. 
5. Assistance with collection notices when Intuit did not defend the Audit. If you have a collection notice from the CRA or Revenu Québec, it may not be considered an Audit and may not be covered by the Services, as determined in Intuit’s reasonable sole discretion.
6. Any additional work and costs involved if you report your Audit late or you do not cooperate by providing the documentation in a timely manner which results in the CRA or applicable tax authority issuing a Notice of Reassessment or the provincial equivalent. If this occurs, Intuit will pass these costs onto you in the form of a late fee.

1.5 Other Service Terms. Some portions of the Services may use or be provided through TurboTax Online or TurboTax Desktop Software (depending on which TurboTax product you used to file your tax return), including but not limited to communicating with your Audit Representatives and sharing and accessing your tax documents. Your use of TurboTax Online or TurboTax Desktop Software is subject to the TurboTax Online Terms of Service or the TurboTax Desktop Software End User License Agreement, as applicable.

2. YOUR RESPONSIBILITIES

2.1 To receive the Services, You agree to perform or provide the following:

1. Upon receipt of any communication from the CRA or Revenu Québec, if you are using TurboTax Desktop, promptly call Intuit at 1-866-543-8917; if you are using TurboTax Online, sign in to TurboTax and connect with an expert from the “Return Manager” page for the applicable tax return year. You may also be offered an appointment scheduling or call back option. Do not contact the CRA or Revenu Québec prior to contacting Intuit. To ensure effectiveness of the Services, you must use your assigned Audit Representative(s) as your only contact with the CRA or Revenu Québec. You understand and agree that any delay by you in engaging with Intuit, providing information or documentation, or any direct engagement by you with CRA or Revenu Québec may limit our ability to defend your case.
2. Sign any required CRA or Revenu Québec forms (as applicable) to authorize representation by your Audit Representative(s) or provide authorization online via CRA My Account or Revenue Québec My Account (as applicable) in a timely manner in order to enable your Audit Representative(s) to communicate with the CRA or Revenu Québec on your behalf (including online or by phone, fax or mail).
3. Provide in a timely manner via Intuit Link or other document upload service the information and documentation necessary to substantiate the various items of income and expense in question so that your Audit Representative(s) can prepare your defence.
4. Comply with the audit procedure and strategy actions recommended by Intuit and any of the Audit Representative(s) working on your behalf. You agree that Intuit is not obligated to assert any argument or take any action on your behalf where Intuit, in its professional judgment, deems such argument or action incorrect or otherwise inconsistent with governing law or regulation. If you are unable to fulfill your responsibilities described herein, Intuit cannot be responsible for the outcome of your Audit and reserves the right to cease providing Services where reasonably warranted.

2.2 The Services are provided to you based on your tax returns and the information you provide to the Audit Representative. You understand and agree that the Audit Representative is not able to verify the information you provide and that if you provide or enter incorrect or incomplete information, the information provided to you or to the relevant tax agency may not be accurate. You agree that you have the sole responsibility for providing accurate information to Intuit and for reviewing all information provided to relevant tax agencies and confirming its overall accuracy and completeness prior to submission or filing. You agree you are responsible for the overall accuracy of the data in your final tax return.

2.3 You will be required to upload or otherwise provide the Audit Representative with access to all necessary supporting tax documentation (e.g., T4, T183, etc.) as requested by the Audit Representative. Some documents may require your signature prior to being sent to us and/or to being provided in hardcopy form. If your Audit Representative provides you with the option to mail your supporting documentation, you are responsible for maintaining copies of all such documentation. You agree that Intuit is not responsible for any items lost or destroyed during mailing. Additionally, you are responsible for maintaining a copy of your final tax return and all supporting documentation.

2.4 Pursuant to CRA guidance, be advised that any tax assistance given to you, including anything provided to you in writing, is not intended to be used, and it cannot be used, by any person or entity for the purpose of avoiding penalties imposed under the Canadian Income Tax Act and Regulations.

3. EXCLUDED AUDIT ISSUES

Certain audits, tax returns, and audit issues may be excluded from the Services for any of the following reasons:

1. Pre-existing Conditions – If the date on the notice of Audit from the CRA or Revenu Québec is prior to the Service Start Date of this Agreement, the Services for that Audit are excluded.
2. Unfiled Tax Returns – The Services are limited to tax returns that have been prepared and filed. If a tax return has not been prepared and filed, Intuit will commence Services on the Audit after the tax return has been prepared and filed.
3. Ownership Interest in Other Tax Entities - If you have an ownership interest in a Corporation, Partnership, LLC, LLP, Trust, Estate, or Tax Shelter that has been contacted for an Audit and is not a TurboTax user, the Services for that tax entity are excluded.
4. Tax Protestors – Intuit will exclude anyone protesting the taxing of income on economic, religious, legal or constitutional grounds, or other claims it deems frivolous in its sole discretion.
5. Criminal Investigations Program – If you are currently under investigation by the Criminal Investigations Program, you are excluded from the Services. For any Audit that Intuit is defending in which the Criminal Investigations Program enters the Audit, Intuit will cease working that Audit and will exclude you from further Services until completion of the Criminal Investigations Program investigation. When the Criminal Investigations Program investigation is completed, Intuit will resume the Services, if deemed possible in Intuit’s sole discretion.
6. Prior Contact - You have prior contact and/or discussion of an audit issue with the relevant agency before contacting Intuit, as stated in 2.1(a).
7. Other taxes – The following tax-related topics are not included as part of the Services even if your tax return relates to any of the following:
   • Like kind exchanges
   • Estates and trusts (T3 returns)
   • Non-resident or expatriate returns
   • Issues unrelated to the preparation of the tax return or unrelated to income taxes (i.e: sales, use, inheritance, etc.)
   • Bankruptcy questions
   • Tax or investment planning questions
   • Business incorporation questions
   • Multiple jurisdictions (Form T2203)
   • Prior year tax returns

4. Termination

In addition to the termination rights set forth under the General Terms of Service, Intuit reserves the right to terminate this Agreement upon the breach of any material provision of this Agreement by you, in the event that an Audit meets the criteria of any of the limitations or exclusions listed above, or in the event that a condition renders the completion of Intuit’s responsibilities under this Agreement unreasonably difficult to fulfill. Conditions that can render completion of Intuit’s responsibilities unreasonably difficult include, but are not limited to, failure by you to reasonably fulfill any of your responsibilities under Section 2 above, failure to cooperate during the course of the Audit process, or repeated use of abusive, inappropriate, or unprofessional language when communicating with any staff members or representatives of Intuit.

January 2025 (Canada)