Last Updated June 30, 2023
Welcome to Cerebral Tax Advisors, Inc. (“Company,” “we,” “us,” or “our”). These terms and conditions (“Terms”) govern your access to and use of our website, services, and any related content, materials, or information provided by our company. By accessing or using our website and services, you agree to be bound by these Terms. If you do not agree with these Terms, please refrain from accessing or using our website and services.
Our website and services are intended for individuals and businesses seeking tax planning, tax preparation, business consulting, IRS and State audit representation, bookkeeping, and intermediary services for business formation. These services are designed to assist you in achieving tax compliance, optimizing your financial strategies, and obtaining relevant insights related to your tax matters.
We reserve the right to modify, update, or discontinue our website and services at any time, without prior notice. We may also update these Terms from time to time, and any changes will be effective immediately upon posting the revised Terms on our website. It is your responsibility to review these Terms periodically to stay informed about any updates.
Your continued use of our website and services after any modifications to these Terms constitutes your acceptance of the revised Terms.
If you have any questions or concerns regarding these Terms or our services, please contact us using the information provided below. Thank you for choosing Cerebral Tax Advisors. We are committed to providing you with high-quality tax advisory services and a user-friendly experience.
DESCRIPTION OF SERVICES.
We offer a comprehensive range of tax advisory services to individuals and businesses. Our services are carefully crafted to assist our clients in various aspects of tax planning, tax preparation, business consulting, IRS and State audit representation, bookkeeping, and intermediary services for business formation.
- Tax Planning: Our team of experienced tax professionals works closely with clients to develop tailored tax strategies that align with their unique financial situations. Through careful analysis of financial data and a deep understanding of tax laws and regulations, we provide guidance on maximizing deductions, minimizing tax liabilities, and optimizing overall tax positions.
- Tax Preparation: At Cerebral Tax Advisors, we pride ourselves on accurate and timely tax preparation services. Our tax experts stay updated with the latest tax laws and regulations to ensure compliance while identifying every possible deduction and credit available to our clients. With our meticulous approach, we navigate complex tax forms and requirements, providing peace of mind and confidence in our clients’ tax filings.
- Business Consulting: We offer comprehensive business consulting services designed to support entrepreneurs and established businesses in various aspects of their operations. Our expertise covers business entity selection, financial planning, budgeting, cash flow management, financial statement analysis, and strategic decision-making. Our goal is to provide actionable insights that enhance our clients’ financial performance and facilitate long-term growth.
- IRS and State Audit Representation: In the event of an IRS or State tax audit, our experienced professionals provide diligent representation on behalf of our clients. We work closely with tax authorities, review audit requests, gather supporting documentation, and represent clients in negotiations and appeals. Our objective is to safeguard our clients’ rights and interests throughout the audit process while minimizing potential tax liabilities or penalties.
- Bookkeeping: At Cerebral Tax Advisors, we understand the importance of accurate financial records and organized financial data for businesses. Our bookkeeping services encompass transaction recording, bank reconciliation, accounts payable and receivable management, and financial report preparation. By employing efficient bookkeeping processes, we empower our clients with insights into their financial health, enabling informed business decisions.
- Intermediary for Business Formation: As an intermediary, we facilitate business formation processes, guiding clients through the intricacies of establishing legal entities such as corporations, partnerships, or limited liability companies (LLCs). Our aim is to simplify administrative tasks, ensuring compliance with relevant legal and regulatory requirements.
It is important to note that the specific services provided may vary based on individual client needs and the agreed-upon engagement between the client and our company.
While we strive to provide accurate and reliable advice, our services are based on the information provided by clients and the prevailing tax laws and regulations at the time of engagement.
By engaging our services at Cerebral Tax Advisors, you agree to assume certain responsibilities to facilitate a smooth and effective collaboration. These responsibilities are essential for ensuring accurate and timely delivery of our services. Please review and understand the following client responsibilities:
- Accurate and Complete Information: You are responsible for providing accurate, complete, and up-to-date information relevant to the engagement. This includes financial records, tax documents, business information, and any other data required for our services. It is essential that you provide us with correct and comprehensive information to ensure the accuracy and effectiveness of our advice and deliverables.
- Timely Response and Communication: Prompt communication is crucial for the success of our engagement. You agree to promptly respond to our requests for information, clarification, or documentation. Delays in providing requested information or failure to communicate in a timely manner may impact the completion of our services and may result in missed deadlines or potential penalties.
- Compliance with Deadlines: You acknowledge that adherence to agreed-upon deadlines is essential to achieving timely completion of the services. You agree to fulfill your obligations within the specified timeframes, including providing necessary documentation, reviewing deliverables, and making any required decisions or approvals promptly. Failure to meet deadlines may disrupt the workflow and could result in delays in the delivery of our services.
- Review of Deliverables: Upon receiving deliverables from Cerebral Tax Advisors, it is your responsibility to review them thoroughly. You should promptly notify us of any errors, omissions, or concerns regarding the deliverables. Your timely review and feedback are vital for addressing any issues promptly and ensuring the accuracy and completeness of the final deliverables.
- Compliance with Laws and Regulations: You agree to comply with all applicable laws, regulations, and reporting requirements related to your tax obligations and financial activities. It is your responsibility to provide accurate and truthful information to the best of your knowledge. You shall also notify us immediately of any changes in your circumstances that may impact the engagement or the advice provided.
- Retention of Records: You are responsible for retaining copies of all original documents, records, or files provided to us during the engagement. It is important to maintain proper documentation for future reference, audit purposes, or any legal or regulatory requirements. We recommend keeping a backup of all electronic records and maintaining physical copies when necessary.
Please note that the above client responsibilities are general guidelines and may be further detailed in the engagement letter or other agreements between Cerebral Tax Advisors and you, the client. Adherence to these responsibilities helps ensure a collaborative and efficient engagement process, allowing us to provide you with high-quality tax advisory services.
By engaging the services of Cerebral Tax Advisors, you agree to comply with the following payment terms:
- Fee Determination: The fees for our services will be determined based on the scope of the engagement and the specific services requested. Our fee structure will be communicated to you in advance, either through our engagement letter or any separate payment agreements.
- Payment Schedule: You agree to make payments according to the agreed-upon payment schedule specified in our engagement letter or any separate payment agreements. The payment schedule may include upfront payments, installment payments, or other mutually agreed arrangements.
- Payment Method: Payments are to be made using the designated payment methods specified by Cerebral Tax Advisors. These methods may include electronic funds transfer (EFT), credit card payments, or other accepted payment methods. You are responsible for any fees or charges associated with the chosen payment method.
- Timely Payments: Prompt payment is crucial to maintain the smooth progress of our engagement. You agree to make all payments in a timely manner, adhering to the agreed-upon due dates specified in our engagement letter or any separate payment agreements. Delays in payment may impact the delivery of our services and may result in the suspension of our services until payment is received.
- Late Payments: In the event of late payment, you may be subject to late payment fees, interest charges, or penalties as outlined in our engagement letter or any separate payment agreements. These charges are intended to cover the costs and inconveniences caused by delayed payments. Failure to make payments within the agreed-upon timeframes may also result in the suspension or termination of our services.
- Non-Payment: If payment is not made within the agreed-upon timeframes and reasonable attempts to resolve the matter have been unsuccessful, Cerebral Tax Advisors reserves the right to take appropriate action to recover the outstanding balance. This may include engaging a collection agency or pursuing legal remedies to secure payment. You shall be responsible for any costs incurred in the collection process.
- Disputed Invoices: If you have any concerns or disputes regarding our invoices, you must notify us promptly and in writing, providing a detailed explanation of the disputed items. We will review your concerns in good faith and work with you to resolve the dispute amicably. During the dispute resolution process, you are still obligated to make payments for the undisputed portion of the invoice.
Please note that our fee structure is subject to change with proper notice, and any revisions will be communicated to you in advance. It is your responsibility to review and understand the payment terms applicable to our engagement.
Occasionally, we may provide on-site services and visit clients’ locations as part of our engagement. The following provisions apply to such on-site visits:
- Scheduling and Logistics: On-site visits will be scheduled in advance and mutually agreed upon by both parties. We will work with you to determine the specific date, time, and duration of the visit. Any additional costs associated with travel, accommodation, or other logistics will be communicated and agreed upon in advance.
- Client Cooperation: You agree to provide reasonable cooperation during on-site visits, including but not limited to providing access to necessary facilities, relevant documents, and personnel who can provide the required information or assistance. It is your responsibility to ensure a suitable environment for conducting the necessary work or consultations.
- Confidentiality and Security: During on-site visits, we will maintain the same confidentiality and security measures as outlined in the confidentiality provision of these terms and conditions. We will take reasonable steps to protect any confidential or sensitive information obtained during the visit and adhere to any confidentiality agreements or policies in place.
- Client Safety: You agree to provide a safe working environment during the on-site visit. It is your responsibility to ensure compliance with applicable health and safety regulations and to inform us of any specific hazards or risks associated with the visit. We reserve the right to refuse or discontinue the on-site visit if there are concerns for our safety or well-being.
- Limitation of Liability: Our limitation of liability provision, as stated in these terms and conditions, applies to on-site visits as well. Please refer to the limitation of liability provision for further details on our liability limitations.
Please note that on-site visits are not applicable to all engagements and are provided at our discretion and based on mutual agreement. Additional terms and conditions or agreements specific to on-site visits may be necessary depending on the nature and requirements of each visit. Such terms and conditions will be communicated separately and will govern the on-site visit.
If you have any questions or need further clarification regarding on-site visits or the associated terms and conditions, please contact us using the information provided below.
INTELLECTUAL PROPERTY RIGHTS.
We are owner or licensee of all intellectual property rights associated with our website, services, and any related content or materials. These intellectual property rights include, but are not limited to, copyrights, trademarks, logos, trade secrets, and any other proprietary rights.
- Ownership and Reservation of Rights: All intellectual property rights, whether registered or unregistered, pertaining to our website, services, and related content, are the sole property of Cerebral Tax Advisors or our licensors. These rights are protected by applicable laws and international treaties.
- Limited License: Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, and revocable license to access and use our website and services for personal or business purposes. This license does not grant you any ownership or rights to the intellectual property of Cerebral Tax Advisors.
- Prohibited Use: You are expressly prohibited from using, reproducing, modifying, distributing, or transmitting any of our intellectual property without our prior written consent. This includes, but is not limited to, copying or reproducing our website content, logo, trademarks, or any other proprietary materials. You may not use our intellectual property for commercial purposes or in a manner that could cause confusion or imply endorsement by Cerebral Tax Advisors.
- Trademarks: All trademarks, service marks, logos, and trade names displayed on our website are the registered or unregistered trademarks of Cerebral Tax Advisors or our licensors. Any unauthorized use of these trademarks is strictly prohibited. You may not use our trademarks in connection with any product or service that is not authorized by us, or in any manner that may cause confusion among customers or dilute the distinctiveness of our trademarks.
- Copyright Infringement: We respect the intellectual property rights of others and expect our users to do the same. If you believe that any content on our website infringes upon your copyrights, please notify us promptly. We will investigate and take appropriate action as required by law.
- User-Generated Content: In the event that you submit or contribute any content to our website, including feedback, comments, or suggestions, you grant us a non-exclusive, royalty-free, perpetual, irrevocable, and worldwide license to use, modify, reproduce, distribute, and display that content for any purpose related to our business. You represent and warrant that you have the necessary rights and permissions to grant us such a license.
- Third-Party Intellectual Property: We respect the intellectual property rights of third parties and expect our users to do the same. If you believe that any content on our website infringes upon the rights of a third party, please notify us promptly. We will investigate and take appropriate action, which may include removing the infringing content or disabling access to it.
Any unauthorized use of our intellectual property may result in legal action, including claims for damages and injunctions to prevent further infringement. We reserve all rights not expressly granted in these Terms.
PRIVACY AND DATA COLLECTION.
If you have any questions or concerns regarding our privacy practices, please contact us using the information provided below.
Thank you for entrusting us with your personal information. We are committed to protecting your privacy and ensuring the security of your data.
GOVERNING LAW AND JURISDICTION.
These Terms and Conditions, including any disputes arising out of or in connection with your use of our website and services, shall be governed by and construed in accordance with the laws of the state of Tennessee, United States. By accessing our website and using our services, you agree to submit to the exclusive jurisdiction of the courts located in Tennessee for the resolution of any disputes.
- Choice of Law: These Terms and Conditions shall be governed by and construed in accordance with the laws of the state of Tennessee, without regard to its conflict of law provisions.
- Dispute Resolution: If any dispute arises between you and Cerebral Tax Advisors, Inc. relating to these Terms and Conditions or the use of our website and services, we encourage you to contact us first to seek a resolution. We will make reasonable efforts to resolve any concerns or disputes amicably.
- Jurisdiction and Venue: You agree that any legal action or proceeding arising out of or in connection with these Terms and Conditions or your use of our website and services shall be brought exclusively in the state or federal courts located in the state of Tennessee. You hereby consent to the personal jurisdiction of such courts and waive any objection based on inconvenient forum.
- Compliance with Local Laws: You are solely responsible for compliance with all applicable laws and regulations of the jurisdiction from which you access our website and use our services. We make no representation that our website or services are appropriate or available for use in other locations. If you choose to access our website or use our services from other jurisdictions, you do so at your own risk and are responsible for compliance with local laws.
Please note that this governing law and jurisdiction provision is subject to any mandatory consumer protection laws or other applicable laws that may provide you with additional rights or remedies.
We reserve the right to modify, update, or change these Terms and Conditions at any time and without prior notice. Any modifications will be effective immediately upon posting on our website. It is your responsibility to review these Terms and Conditions periodically to stay informed of any updates or changes. By continuing to access our website and use our services after the modifications have been made, you agree to be bound by the revised Terms and Conditions.
- Changes to Terms and Conditions: We may modify these Terms and Conditions to reflect changes in our business practices, legal requirements, or improvements to our services. We will make reasonable efforts to provide notice of material changes to these Terms and Conditions. Such notice may be provided through our website, by email, or by other means we deem appropriate. It is your responsibility to review the updated Terms and Conditions.
- Continued Use: By continuing to access our website and use our services after the modifications have been made, you indicate your acceptance of the modified Terms and Conditions. If you do not agree with the modified Terms and Conditions, you should discontinue using our website and services.
- Effect on Prior Agreements: Any modifications to these Terms and Conditions will apply prospectively and will not affect any rights or obligations that arose prior to the effective date of the modifications. If you have entered into any separate agreements with us, the terms of those agreements will prevail in the event of any inconsistency with these Terms and Conditions, unless expressly stated otherwise.
- Right to Terminate: We reserve the right to terminate, suspend, or restrict your access to our website and services, in whole or in part, at our sole discretion and without liability, if you fail to comply with these Terms and Conditions or for any other reason we deem necessary.
If any provision of these Terms and Conditions is found to be unenforceable, invalid, or unlawful under any applicable law, such provision shall be severed from these Terms and Conditions, and the remaining provisions shall remain in full force and effect to the maximum extent permitted by law. The unenforceable, invalid, or unlawful provision shall be replaced by a valid and enforceable provision that achieves, as closely as possible, the economic, legal, and commercial objectives of the original provision.
- Effect of Severability: The invalidity or unenforceability of any provision shall not affect the validity or enforceability of the other provisions of these Terms and Conditions. The parties agree that any invalid or unenforceable provision shall be modified or limited to the extent necessary to render it valid and enforceable to the fullest extent permitted by applicable law.
- Construction: In the event of any inconsistency between these Terms and Conditions and any other agreements between you and Cerebral Tax Advisors, Inc., the provisions of these Terms and Conditions shall prevail, unless expressly stated otherwise.
Please note that the severability provision is intended to preserve the enforceability and validity of the remaining provisions of these Terms and Conditions in the event that any provision is determined to be unenforceable or invalid.
Our website may contain links to third-party websites or services that are not owned or controlled by us. We provide these links for your convenience and reference. Please note that we have no control over the content, privacy practices, or policies of these third-party websites or services. This provision outlines your responsibilities and acknowledges that we are not responsible for any third-party content or services.
- Third-Party Websites: Our website may include links to third-party websites that are not affiliated with or endorsed by us. These links are provided for informational purposes only, and we do not have any control over the content, accuracy, or availability of these websites. The inclusion of any third-party link does not imply our endorsement or recommendation of the website or its content.
- Third-Party Services: We may also provide links to third-party services or applications that complement or enhance our services. These third-party services are provided by independent entities, and we are not responsible for their performance, functionality, or any issues that may arise from their use. Your use of any third-party service is subject to the terms and conditions and privacy policies of that service provider.
- Disclaimer of Liability: Your use of any third-party website or service is at your own risk. We shall not be liable for any damages, losses, or expenses that may arise from your use of third-party websites or services, including, but not limited to, any content, advertising, products, or other materials on or available through such websites or services.
- Separate Terms and Conditions: When you access a third-party website or service through our website, please review their terms and conditions and privacy policies. Your interactions with these third-party websites or services are governed by their own terms and conditions, which may differ from ours. We are not responsible for any agreements, transactions, or interactions between you and any third party, even if accessed through our website.
- No Endorsement: The presence of a third-party link on our website does not imply any endorsement, sponsorship, or affiliation between us and the linked website or service. We do not guarantee the accuracy, completeness, or reliability of any information, materials, or content provided by third parties.
- Reporting Links: If you believe that any third-party link provided on our website is inappropriate, broken, or leads to harmful content, please contact us promptly so that we may investigate and take appropriate action.
You agree to indemnify, defend, and hold harmless us, our directors, officers, employees, affiliates, and agents, from and against any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys’ fees) arising out of or in connection with your use of our website and services, your violation of these Terms and Conditions, or your violation of any rights of any third party.
Scope of Indemnification: You agree to indemnify and hold us harmless from any and all claims, demands, actions, suits, proceedings, liabilities, damages, losses, costs, and expenses arising out of or in connection with:
- Your use of our website and services.
- Any content you submit, post, transmit, or otherwise make available through our website.
- Your violation of these Terms and Conditions.
- Your violation of any applicable laws or regulations.
- Your violation of any rights of any third party.
- Any unauthorized use or disclosure of confidential information or personal data.
- Any claims or disputes between you and any third party arising from or related to your interactions or transactions with such third party.
Defense and Settlement: We reserve the right, at our own expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You shall not settle any claim that imposes any obligation or liability on us without our prior written consent.
Notice of Claim: If a claim is made against you or us that may give rise to indemnification under these Terms and Conditions, you shall promptly notify us in writing of such claim. Failure to provide prompt notice may relieve us of our obligations to indemnify you to the extent that our ability to defend against such claim is materially prejudiced.
Limitation of Liability: Our indemnification obligations shall be limited to the extent permitted by applicable law. In no event shall our aggregate liability for all claims under this indemnification provision exceed the amount paid by you, if any, for accessing our website or using our services during the six-month period preceding the event giving rise to the claim.
Survival: The indemnification obligations set forth in this provision shall survive the termination or expiration of these Terms and Conditions.
Please note that this indemnification provision is subject to any mandatory legal requirements or limitations imposed by applicable law.
We shall not be liable or responsible for any failure to perform, delay in performance, or interruption of our obligations under these Terms and Conditions if such failure, delay, or interruption is caused by a Force Majeure event. A Force Majeure event refers to any event or circumstance beyond our reasonable control, including, but not limited to, acts of God, natural disasters, fires, floods, explosions, wars, terrorist acts, civil unrest, strikes, labor disputes, government actions, power failures, or any other event or circumstance that is unforeseeable and beyond our control.
- Notice of Force Majeure: In the event of a Force Majeure event that affects our ability to perform our obligations under these Terms and Conditions, we shall promptly notify you in writing of the nature and extent of the event and its expected duration. We will make reasonable efforts to mitigate the effects of the Force Majeure event and resume our obligations as soon as reasonably practicable.
- Excused Performance: During the period in which the Force Majeure event continues, our performance under these Terms and Conditions shall be suspended to the extent that it is affected by the event. We shall not be deemed to be in breach of these Terms and Conditions or liable for any damages arising out of such suspension or delay in performance.
- Termination: If a Force Majeure event continues for a prolonged period and substantially affects the performance of our obligations under these Terms and Conditions, either party may choose to terminate these Terms and Conditions by providing written notice to the other party. In such cases, neither party shall be liable to the other for any damages or losses resulting from the termination.
- No Waiver: The occurrence of a Force Majeure event shall not constitute a waiver of our rights or remedies under these Terms and Conditions, unless expressly stated otherwise. Our failure to exercise or enforce any right or provision under these Terms and Conditions in relation to a Force Majeure event shall not be deemed a waiver of such right or provision.
- Severability: If any provision of this Force Majeure provision is found to be unenforceable or invalid under any applicable law, such unenforceability or invalidity shall not render the remaining provisions of this provision unenforceable or invalid. The unenforceable or invalid provision shall be replaced by a valid and enforceable provision that comes closest to the intention of the original provision.
Please note that this Force Majeure provision is subject to any mandatory legal requirements or limitations imposed by applicable law.
The headings used in these Terms and Conditions are for convenience and reference purposes only. They do not limit, interpret, or define the scope or intent of the provisions contained herein. The headings are not intended to be legally binding or to affect the meaning or interpretation of these Terms and Conditions.
- Interpretation: The provisions contained in these Terms and Conditions shall be interpreted in accordance with their plain meaning and intent, regardless of any headings or titles.
- Organization and Structure: The headings used throughout these Terms and Conditions are provided to aid in navigating and understanding the content. They are organized in a logical manner and reflect the general subject matter of the respective sections.
- Non-Exclusive: The headings used in these Terms and Conditions are not an exhaustive representation of the topics covered. Other terms and concepts may be included in each section, regardless of whether they are explicitly stated in the headings.
- No Legal Significance: The headings are not intended to have any legal significance or to modify or alter the rights and obligations of the parties under these Terms and Conditions. They are simply a structural element to enhance readability.
Please note that the headings provision is included for organizational purposes and does not impact the substantive rights and obligations set forth in these Terms and Conditions.
The failure to enforce any right or provision of these Terms and Conditions shall not be deemed a waiver of such right or provision. No waiver of any term or condition of these Terms and Conditions shall be deemed a further or continuing waiver of such term or condition or any other term or condition.
Any notice or communication required or permitted to be given under these Terms and Conditions shall be provided in writing and delivered by one of the following methods:
- Email: Notices sent by email shall be deemed effective upon transmission, provided that the sender has obtained electronic confirmation of successful delivery or has not received a delivery failure notification.
- Method of Contact: Please use the following contact information for the purposes of delivering notices: email@example.com
- Content of Notice: All notices shall clearly identify the parties involved, provide a brief description of the nature of the notice, and reference the specific section or provision of these Terms and Conditions to which the notice pertains, if applicable.
- Change of Contact Information: It is the responsibility of each party to promptly notify the other party of any changes to their contact information for the purposes of receiving notices. Failure to provide updated contact information may result in delays or missed communications.
Please note that the above method of delivery and timeframe for notice are provided as general guidelines and may be subject to applicable laws or other agreed-upon provisions specific to your engagement with each client.
It is recommended that you retain copies or records of all notices sent or received for future reference or in the event of any disputes or discrepancies.
If you have any questions, concerns, or inquiries regarding these Terms and Conditions, or if you need to contact Cerebral Tax Advisors, Inc. for any reason, please use the following contact information:
Business Hours: Our regular business hours are Monday through Friday 9 am to 5 pm Eastern Time. We strive to respond to all inquiries and messages within a reasonable time frame during our business hours.
Preferred Method of Contact: For non-urgent inquiries, we recommend contacting us by email or leaving a voicemail. This allows us to review your inquiry and provide a thoughtful response. For urgent matters or time-sensitive issues, please indicate the urgency in your communication.
Provide Sufficient Information: When contacting us, please provide sufficient information regarding your inquiry or concern. This may include relevant details, such as your name, contact information, account details (if applicable), and a clear description of the issue or question.
Confidentiality: Please be aware that email and other forms of electronic communication may not be secure. While we make reasonable efforts to maintain the confidentiality and security of your communications, we cannot guarantee the privacy of information transmitted through email or other electronic means. Therefore, please exercise caution when sharing sensitive or confidential information.
Response Time: We make every effort to respond to inquiries and messages promptly. However, please note that our response time may vary depending on the volume of inquiries and the nature of your request. We appreciate your patience and understanding.
Additional Contact Information: If there are any changes or updates to our contact information, we will strive to provide you with the most current and accurate details. Please check our website or contact us directly for any updates.
Thank you for reaching out to us. We value your feedback, questions, and concerns, and we will make every effort to assist you to the best of our abilities.