Holmes & Company User Agreement

Updated June 10th, 2021. Welcome to Holmes & Company (“Holmes & Company”). This user agreement (the “Agreement”) is a contract between you and Holmes & Company and governs all transactions between you and the Holmes & Company platform, as well as your use of the https://holmescompany.org website and all Holmes & Company services (the “Services”). Before using the site, you must read and accept all of the terms and conditions in, and linked to, this Agreement, including the Privacy Policy.

About Holmes & Company

Holmes & Company manages an electronic website that serves as a platform where we provide tax preparation and accounting services to businesses and individuals,

Your Information

Privacy

For a complete description of how we use and protect your personal information, see our Privacy Policy.

Nondisclosure of Material / Nonpublic Information

In connection with the Services it provides, Holmes & Company may come into possession of confidential, material, non-public information. We are prohibited from improperly disclosing or using this information for our own benefit or for the benefit of any other person. We maintain policies and procedures designed to prohibit the communication of this information to persons who do not have a legitimate need to know the information and to remain in compliance with applicable law.

Electronic Signatures and Delivery of Documents

The use of an electronic version of the account documents fully satisfies any requirement that they are provided to you in writing, and the electronic version of this Agreement is considered to be the true, complete, and enforceable record of our Agreement, admissible in judicial or administrative proceedings to the same extent as if the documents and records were originally generated and maintained in printed form. You are solely responsible for reviewing and understanding all of the terms and conditions of these documents, and you accept as reasonable and proper notice, for the purpose of any laws, rules, and regulations, notice by electronic means. You may access and retain a record of the documents you electronically sign through https://holmescompany.org. 

Electronic Delivery of Documents

You agree that Holmes & Company may provide you with an electronic copy of all documents and communications.

User Restrictions / Restricted Activities

In connection with your use of our website, your Holmes & Company account, or the Services, or in the course of your interactions with Holmes & Company, you agree that you will not:

• Breach this Agreement or any other agreement that you have entered into with Holmes & Company (including any Holmes & Company policies).
• Violate any law, statute, ordinance, or regulation.
• Infringe Holmes & Company’s or any third party’s copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy.
• Act in a manner that is defamatory, trade libelous, unlawfully threatening, or unlawfully harassing.
• Post comments that are false, inaccurate, misleading, defamatory, or contain libelous content.
• Post comments containing personal information, including without limitation, telephone numbers, street addresses, and last names.
• Provide false, inaccurate, or misleading information.
• Pay for your transactions with fraudulent funds or with what we reasonably believe to be potentially fraudulent funds.
• Refuse to cooperate in an investigation or provide confirmation of your identity or any information you provide to us.
• Use an anonymizing proxy.
• Use the Services in a manner that results in or may result in complaints, disputes, claims, fees, fines, penalties, and other liability to Holmes & Company or you.

Access and Interference

Much of the information on our website is updated on a real-time basis and is proprietary or is licensed to Holmes & Company by third parties. This website contains robot exclusion headers. You agree that you will not:

• Use any robot, spider, scraper, or other automated means to access the website for any purpose without our express written permission.
• Attempt to obtain unauthorized access to any features of this website, or to any other protected materials or information, through any means not intentionally made available to you by Holmes & Company.
• Take any action that may impose (in our sole judgment) an unreasonable or disproportionately large load on our infrastructure.
• Copy, reproduce, modify, create derivative works from, distribute, or publicly display any content from the website without the prior expressed written permission of Holmes & Company and the appropriate third party, as applicable.
• Interfere or attempt to interfere with the proper working of the website or any activities conducted on the website.
• Facilitate any viruses, Trojan horses, worms, or other computer programming routines that may damage, detrimentally interfere with, or surreptitiously intercept or expropriate any system, data, or information.
• Use any device, software, or routine to bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the website.
• Take any action that may cause us to lose any of the services from our internet service providers, payment processors, or other suppliers.

Your Liability and Actions We May Take

You are responsible for all claims, fees, fines, penalties, and other liability incurred by Holmes & Company or any third party caused by or arising out of your breach of this Agreement or your use of the Services. You agree to reimburse Holmes & Company or any third party for any and all such liabilities.

Actions We May Take

If you engage in any restricted activities, we may take various actions to protect Holmes & Company from claims, fees, fines, penalties, and any other liability. The actions we may take include but are not limited to the following:

• We may update inaccurate information you provided us.
• We may remove user comments that do not comply with Sections.
• We may refuse to provide the Services to you in the future.
• We may take legal action against you.
• Whether we decide to take any of the above steps, remove content, or refuse to provide Services, we do not monitor, and you agree we will not be subject to liability for monitoring the website.

Contact us if you have any questions or comments about this agreement, your Holmes & Company account, or Holmes & Company’s practices, you may contact Customer Service, email us at lauraholmes@https://holmescompany.org/ or send us mail at: Holmes & Company, 1024 Iron Point RD, Folsom CA 95630.

Disputes with Holmes & Company

Effect of Arbitration Agreement: This Agreement contains a pre-dispute arbitration agreement. By entering into the arbitration agreement the parties agree as follows:

• All parties to this Agreement are giving up the right to sue each other in court, including the right to a trial by jury, except as provided by the rules of the arbitration forum in which a claim is filed.
• Arbitration awards are generally final and binding; a party’s ability to have a court reverse or modify an arbitration award is very limited.
• The ability of the parties to obtain documents, witness statements, and other discoveries are generally more limited in arbitration than in court proceedings.
• The arbitrators do not have to explain the reasons for their award.
• The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the web design or software industry.
• The rules of some arbitration forums may impose time limits for bringing a claim in arbitration. In some cases, a claim that is ineligible for arbitration may be brought in court.
• The rules of the arbitration forum in which the claim is filed, as amended from time to time, are hereby incorporated by reference into this Agreement.
• Arbitration Agreement: All controversies that may arise between us (including but not limited to controversies concerning any account, order or transaction, or the continuation, performance, interpretation or breach of this or any other agreement between us, whether entered into or arising before, on or after the date this account is opened) shall be determined by arbitration in accordance with the rules then prevailing of JAMS. You make this arbitration agreement on behalf of (i) yourself and your heirs, administrators, representatives, executors, successors, assigns; or (ii) the corporation or other entity for which you are acting as an authorized person; and with all other persons claiming a legal or beneficial interest in your account. You understand that judgment upon any arbitration award may be entered in any court of competent jurisdiction. No person shall bring a putative or certified class action to arbitration, nor seek to enforce any pre-dispute arbitration agreement against any person who has initiated in court a putative class action; or who is a member of a putative class action who has not opted out of the class with respect to any claims encompassed by the putative class action until (i) the class certification is denied; (ii) the class is decertified; or (iii) the customer is excluded from the class by the court. Such forbearance to enforce an agreement to arbitrate shall not constitute a waiver of any rights under this Agreement except to the extent stated herein.
• Arbitration Hearings: Any arbitration hearing will be held in Marin County, California unless otherwise agreed between you and Holmes & Company. All arbitrations will be held in the English language unless otherwise agreed to by the parties.
• Limitations of Liability: In no event shall Holmes & Company or our agents, employees, affiliates, or suppliers be liable for lost profits or any special, incidental, or consequential damages arising out of or in connection with our website or the Services or this Agreement (however arising, including negligence). In states that do not allow the exclusion or limitation of incidental or consequential damages, the above limitation or exclusion may not apply to you. Our liability, and the liability of our agents, employees, affiliates, and suppliers, to you or any third parties in any circumstance, is limited to the actual amount of direct damages.

No Warranty / General

Holmes & Company and our agents, employees, affiliates and suppliers provide the Services “as is” and without any warranty or condition, express, implied or statutory. Holmes & Company and our agents, employees, affiliates and suppliers specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. Holmes & Company does not guarantee continuous, uninterrupted or secure access to our Services, and operation of our website may be interfered with by numerous factors outside of our control. In states that do not allow the disclaimer of implied warranties, the disclaimers provided in this Section may not apply to you. This Section gives you specific legal rights and you may also have other legal rights that vary from state to state.

Third Party Data

To the fullest extent permitted under applicable law, Holmes & Company makes no representation or warranty, express or implied, with respect to any third party data provided to Holmes & Company or its transmission, timeliness, accuracy, or completeness, including but not limited to implied warranties or warranties of merchantability or fitness for a particular purpose. Holmes & Company will not be liable in any way to you or to any other person for any inaccuracy, error, or delay in or omission of any third party data or the transmission or delivery of any such third-party data and any loss or damage arising from (i) any such inaccuracy, error, delay or omission, (ii) third-party non-performance, or (iii) interruption in any such third party data due either to any negligent act or omission by Holmes & Company or “force majeure” or any other cause beyond the reasonable control of the Holmes & Company.

Indemnification

You agree to defend, indemnify and hold Holmes & Company and its officers, directors, agents, and employees harmless from any claim or demand (including attorneys’ fees) made or incurred by any third party due to or arising out of your breach of this Agreement and/or your use of the Services.

Intellectual Property

“Holmes & Company” is a trademark and trade name of Holmes & Company. All page headers, logos, graphics, and icons are protected to the extent allowed under applicable laws. All other designated trademarks and brands are the property of their respective owners. You may not copy, imitate, or use any of Holmes & Company’s intellectual property without its prior written consent.

Assignment

You may not transfer or assign any rights or obligations that you have under this Agreement without Holmes & Company’s prior written consent. Holmes & Company reserves the right to transfer or assign this Agreement or any right or obligation under this Agreement at any time.

Governing Law

This Agreement shall be governed in all respects by the laws of the State of California, without regard to conflict of law provisions. Except as otherwise agreed by the parties, you agree that any claim or dispute you may have against Holmes & Company must be resolved by arbitration in the State of California.

Severability and Waiver

If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. In our sole discretion, we may assign this Agreement. Headings are for reference purposes only and do not limit the scope or extent of such sections. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. We do not guarantee we will take action against all breaches of this Agreement.

Legal Notices

Holmes & Company may provide notice to you by emailing it to the address listed in your account. Notice shall be considered to be received by you within 24 hours of the time it is emailed to you unless we receive notice that the email was not delivered. Except as otherwise stated, notice to Holmes & Company must be sent by postal mail at: Holmes & Company, 1024 Iron Point RD, Folsom CA 95630.

Changes to the Agreement

We may change this Agreement from time to time, and when we do we will post the amended terms on the Holmes & Company site.

Entire Agreement

This Agreement, together with the Privacy Policy, sets forth the entire understanding and agreement between us with respect to the subject matters hereof.