Strategic Tax Resolution's Terms of Agreement
(Updated as of June 19, 2006)
PLEASE PRINT AND RETAIN A COPY OF THIS FOR YOUR RECORDS.

1. Governing Documents. This correspondence confirms your decision to engage Strategic Tax Resolutions (STR) in connection with our tax representation services (tax services) and sets forth the terms and conditions, which shall apply. This correspondence includes the "Power of Attorney," the "Addendum to the Power of Attorney," the "Installment Payment Schedule," the "Retail Installment Contract," and the "Engagement Letter" confirming the scope and the fees associated with the tax services. This correspondence and the aforementioned documents, incorporated herein by reference, are referred to collectively as our "Agreement."
2. Entire Agreement. This Agreement contains the entire Agreement of the parties hereto with respect to the subject matter hereof and shall not be amended except by a written instrument duly executed and delivered by each party. This Agreement supersedes all prior agreements and any understanding between the parties with respect to the subject matter hereof.
3. Severability. If any provision of this Agreement is found to be unenforceable or prohibited, the remaining provisions shall be enforced to the extent permitted by applicable law and in lieu of any such unenforceable provisions, there shall be substituted in its place a provision as similar in substance and effect as is capable of being enforced.
4. Scope of Services. This Agreement applies specifically to tax services in connection with your tax collection matters before the Internal Revenue Service ("IRS") and/or qualifying State Taxing Authority, as specified in the initial consultation and confirmed in the Engagement Letter. We will perform the tax services called for under this Agreement, respond to your inquiries and communications and keep you informed of the status of your tax matters.
5. Client Cooperation Critical. It will be your responsibility to provide us with accurate facts concerning your tax matters; keep us apprised of accurate facts pursuant to our engagement; comply with the terms stated in this Agreement; review, comment and return to us the documents we prepare; and pay our invoices timely and on the agreed terms.
6. Reliance on Client's Representations. We have solely based your qualifications for the tax services to be performed on your behalf upon information provided by you at the time of your initial consultation and this information will be verified on forms contained in the Questionnaire for Financial Information and in formal petition(s) and documents submitted to the IRS and/or qualifying State Taxing Authority, which you will have certified and signed. In the event that the information you provided during the initial consultation is inaccurate or materially different from the certified responses contained in the aforesaid documents, STR reserves the right to amend its initial recommended strategy for your tax matters to reflect the most appropriate tax strategy, inform you of your options and implement the amended tax strategy.
7. Adjudication. The ultimate decision to accept or reject your offer in compromise, installment plan, petition for penalty abatement and/or any other tax strategy rests with the IRS and/or qualifying State Taxing Authority; however, in the event your offer, request, petition and/or other tax strategy is rejected, we can prepare and argue your appeal once at no additional charge.
8. Federal Tax Advice Notice and Acknowledgements. STR makes no warranties or representations as to the time to perform the tax services or the ability of STR to resolve your tax matters with the IRS and/or qualifying State Taxing Authority or both. STR is not a law firm and is not engaged in rendering legal services or legal advice. Any information contained herein or any other form of communications media shall not be construed as legal services or legal advice and shall not be relied upon by you as such. Transmission of any materials, information and/or communications contained herein or any other communications media from STR is not intended to create, and receipt thereof, shall not constitute the formation of, an attorney-client relationship. Specifically, pursuant to IRS Circular 230 and other federal law, STR, its Tax Resolution Consultants and Tax Resolution Professionals on staff are authorized to represent taxpayers throughout the United States. Some of our Tax Resolution Professionals may be attorneys, authorized to practice before the IRS, under IRS Circular 230, but they do not offer their services as legal practitioners to you or to the general public. They work exclusively as Federally Authorized Tax Practitioners (FATPs) in negotiating and providing assistance services for STR clients, like you, with respect to tax matters arising out of Federal and/or qualifying State tax returns. Furthermore, you specifically acknowledge that some of the Tax Resolution Consultants and FATPs on staff may not be employees, agents (actual, apparent or ostensible) and/or servants of STR. You specifically acknowledge that some of the Tax Resolution Consultants and FATPs handling your tax matters may be independent contractors, who are authorized to practice before the IRS and/or your qualifying State’s Taxing Authority pursuant to applicable Federal and/or State regulations. We charge only on a flat fee basis. The flat fee that is paid is earned upon this firm's acceptance of the case and no part of the flat fee that is paid will be refunded, unless good cause demonstrates otherwise. This means that STR does not have to place any portion of the flat fee in a trust account and may use said fee at their discretion. Because the services performed are based on a flat fee, you expressly waive your right to any accounting or monthly billing of time spent by STR, and it is understood that STR may not be keeping records of time spent on this matter. Your fee in connection with our tax services will be quoted during the initial consultation and will be confirmed in the Engagement Letter, Installment Payment Schedule and/or the Retail Installment Contract. The fee is solely based upon STR’s reliance on your answers to questions at the time of our initial consultation. This fee will not increase unless you mistakenly represent and/or misrepresent the nature of your tax matters or you request additional services beyond the scope of the tax services that were agreed to at the time of the initial consultation per the Engagement Letter. You will not be charged a percentage of the reduction in taxes or an hourly rate. We do not charge you extra for faxes, photocopies, phone calls, correspondence, or meetings. However, beginning November 1, 2003 the IRS charges a mandatory $150 application fee for the processing of Offers in Compromise (OIC). Due to this IRS mandate, you will be required to pay the $150 application fee associated with any applicable OIC petition with the IRS on or after November 1, 2003. We cannot submit your OIC petition without the IRS mandated fee.
9. Cooperation Clause. Time is of the essence and we require you to accurately complete your questionnaires and respond to our requests for information and documentary support within a reasonable amount of time. Failure to provide documentary support in a timely fashion (timely refers to 30 days from request) may result in the cessation of work on your case. STR assumes no responsibility for any adverse consequences to a client due to his/her failure to provide the required information. Because it is in the best interests of both you and STR to resolve your tax matters within a reasonable time, our tax services shall automatically expire one (1) day prior to the anniversary date of the effective date of purchase (limitations period). Should the limitations period expire and your tax relief petition has not yet been certified as processible through no fault of STR, you will be required to separately re-engage our services and pay additional fees applicable to the re-engagement. If your case is closed for failure to pay, failure to respond or due to the expiration of the limitations period, all fees paid at that time will be considered earned, and if your account is delinquent, STR reserves the right to pursue the balance of the fees due. We will request all documents necessary to support or verify your contentions in any applicable petition for tax relief before the IRS and/or qualifying State Taxing Authority. These requests will be documented under “Checklist of Documents,” and in a letter prior to the submission of your petition. Please note that if you do not supply us with the necessary documents to support the contentions contained in your petition for tax relief, it will “probably” be rejected. Therefore, you are required to provide us with supporting documents to bolster your petition. If your petition is rejected by the IRS due to YOUR failure to provide the requested supporting documents, we will re-file your OIC only once. However, we will not assume any responsibility for providing any documentary support during the pendency of the second filing of your petition for tax relief. You will be responsible for supplying all documents requested by the IRS without review by our office, including the $150 OIC fee.
10. Termination. You may terminate our representation at any time, with or without cause, only by written notice to us. Any termination and/or related refund requests must be sent in writing to 7040 Avenida Encinas, Suite 104-325, Carlsbad CA 92011. The refund review process is approximately 30-60 business days from the time that you provide written notice of termination. If such termination occurs, we will retain our own files pertaining to the case. Your termination of our tax services will not affect your responsibility for payment of services rendered and expenses incurred before termination and in connection with an orderly transition of the matter. You are responsible for payment in full, even if you terminate the work before completion or fail to cooperate in the process, extending the time frame beyond the limitations period. In the event of termination, STR shall be entitled to any flat fee paid as a minimum fee and STR reserves the right to pursue the balance of the fees due. STR also retains the right to unilaterally withdraw from an engagement and terminate our tax services. We may withdraw our tax services in the event that the following events occur: (i) it is our judgment that the strategy insisted upon by you would involve illegal or unethical conduct; (ii) your conduct makes it unreasonably difficult to perform our tax services; and/or (iii) you breach your Agreement with us with regard to payment of our fees. In fact, STR shall terminate its actual tax representation services and withdraw its Power of Attorney in the event that you are either delinquent for six (6) consecutive months in paying our agreed-upon fees or in providing us with the required information as it pertains to certifying your applicable tax relief petition as processible with the IRS (6-month delinquency). Should the 6-month delinquency occur after Final Notice has been given, STR shall withdraw from your engagement, revoke its Power of Attorney, and in lieu of actual tax representation, provide you with an instructions manual complete with recommended IRS forms applicable to your tax relief strategy for your own pro se representation before the IRS.
11. Credit Investigation. You acknowledge and authorize STR and its successors and assigns to investigate your credit history by obtaining consumer reports and by making direct inquiries of businesses where you have accounts and where you work. STR and its successors and assigns may request a consumer report from consumer agencies in considering your application and later in connection with an update, renewal, extension of credit or reviewing for collecting the account. Upon your written request, you will be told whether or not a consumer report was requested and the name and address of any consumer reporting agency that furnished the report. You also authorize STR and its successors and assigns to report your performance under this Agreement to credit bureaus and others who may properly receive such information. A negative credit report reflecting on your credit record may be submitted to a credit reporting agency if you fail to fulfill the terms of your payment obligations.
12. Telephone Monitoring. STR and its successors and assigns treat every client call confidentially. Because we want our clients to receive quality service, we randomly monitor and may tape record phone calls between our clients and employees for quality assurance, and you authorize STR and its successors and assigns to do so. This is to ensure that prompt, consistent assistance, and accurate information is delivered in a professional manner.
13. No Waiver. STR shall not be deemed to have waived any rights under this Agreement unless such waiver is given in writing and signed by an authorized signatory of STR. No delay or omission on the part of STR in exercising any right shall operate as a waiver of such right or any other right. A waiver by STR of a provision of this Agreement shall not prejudice or constitute a waiver of STR’s right otherwise to demand strict compliance with that provision or any other provision of this Agreement. No prior waiver by STR, nor any course of dealing between STR and you, shall constitute a waiver of any of STR’s rights or of any of your obligations to as to any future transactions. Whenever the consent of STR is required under this Agreement, the granting of such consent may be granted or withheld in the sole discretion of STR.
14. Binding Effect. By signing and returning the Engagement Letter, you agree that this correspondence together with the “Power of Attorney,” the “Addendum to the Power of Attorney,” the “Installment Payment Schedule,” the “Retail Installment Contract,” and the “Engagement Letter,” accurately reflect the terms and conditions of our Agreement; if you do not agree, you must let us know in writing within thirty (30) days of the date indicated on the Installment Payment Schedule by way of Certified Mail-Return Receipt Requested to 7040 Avenida Encinas, Suite 104-325, Carlsbad CA 92011. If we do not hear from you in writing by way of Certified Mail-Return Receipt Requested, within the aforementioned time frame, to the contrary, this correspondence, the "Power of Attorney," the "Addendum to the Power of Attorney," "Installment Payment Schedule," the "Retail Installment Contract," and the "Engagement Letter" will be our Agreement and will be binding upon both of us.

NOTICE OF ARBITRATION PROVISION:
This Agreement provides that all disputes between you and STR will be resolved by BINDING ARBITRATION. You thus GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this Agreement. *Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. * You are entitled to a FAIR HEARING, BUT the arbitration procedures are SIMPLER AND MORE LIMITED THAN RULES APPLICABLE IN COURT. *Arbitrator decisions are as enforceable as any court order and are subject to VERY LIMITED REVIEW BY A COURT. In the unlikely event that we have a dispute as to fees, the quality of our tax services, or any other claim, dispute, controversy between STR and you or any claim by either STR or you against the other or the employees, agents, contractors, assigns of the other and any claim arising from or relating to this Agreement or the relationships which result from this Agreement, no matter against whom made, including the applicability of this arbitration provision and the validity of the entire Agreement, and after attempts to resolve the matter between the parties have failed, said dispute shall be resolved by neutral binding arbitration by the American Arbitration Association (AAA) under the Code of Procedure in effect at the time the claim is filed. Rules and forms of the AAA may be obtained and claims may be filed by contacting the local AAA office in San Diego, California or any other AAA office nationwide. This arbitration provision is made pursuant to a transaction involving interstate commerce, and shall be governed by the Federal Arbitration Act, 9 U.S.C. Sections 1-16. Judgment upon the award may be entered in any court having jurisdiction. Be advised that the parties agree to have any dispute arising from the Agreement as described hereto, resolved exclusively by arbitration, and are hereby knowingly and voluntarily waiving any right to litigate any such disputes in court, and the parties are also waiving any right to a trial by jury. No lawsuit or in equity based on such dispute, claim or controversy shall be instituted by either party, except to enforce the award of the arbitration. In any action commenced by you against STR where STR defends upon the basis of this arbitration provision, all costs, disbursements and attorneys’ fees incurred to compel or stay pending arbitration shall be borne equally by the parties. Arbitration is not intended to replace other remedies available under the Agreement. STR will not arbitrate disputes where we have not been given the opportunity to address the matter prior to the filing of arbitration. To initiate a proceeding, either party must serve upon the other a written notice stating that that party desires to arbitrate, and then must file the proper paperwork with the AAA. For a copy of the procedures, to file a claim or for other information, contact as follows: AAA at 335 Madison Avenue, New York, NY 10017; website: www.adr.org. In the case of face-to-face proceedings, the proceedings should be conducted at a location which is reasonably convenient to both parties with due consideration of their ability to travel and other pertinent circumstances regarding venue. If the parties are unable to agree on a reasonably convenient location, the determination of the location of the arbitration should be made by the AAA or by the neutral arbitrator appointed to adjudicate the location of the proceeding, subject to applicable provisions as contained in the Federal Arbitration Act. At the request of either party, the arbitration proceedings will be conducted in secrecy. During the period of any arbitration, all provisions of this Agreement will remain in full force and effect, with each party continuing to perform the obligations under this Agreement timely and in good faith. Each party shall bear its own costs and expenses, including but not necessarily limited to the arbitrators’ fees, administrative fees, travel expenses, out-of-pocket expenses, copying costs, telephone costs, court costs, witness fees, and attorneys’ fees. The decision and award of the arbitrator will be binding upon both parties and may be entered in a court of competent jurisdiction. STR shall not be liable to you or any third party to the Agreement for special, direct, incidental, punitive, or consequential damages. The liability of STR with respect to any claim or action arising out of or related to this Agreement, whether in contract, tort, warranty, or otherwise, shall not exceed the amount actually paid to STR by you under this Agreement.

Notification of Changes to Terms of Agreement
We may unilaterally amend the Terms of Agreement and/or Privacy Policy at any time by posting an updated Terms of Agreement and/or Privacy Policy on our website at www.TrustSTR.com. Be sure to check the current Terms of Agreement and/or Privacy Policy in effect by visiting our website. By checking the effective date of the Terms of Agreement and/or Privacy Policy, you will be immediately alerted on whether the Terms of Agreement and/or Privacy Policy have been amended. Please note however, that all updated terms, or amendments to the Privacy Policy may automatically become effective 30 days after initial posting.

From time to time, we may use your information for new, unanticipated uses not previously disclosed in our Privacy Policy. Please note that if our information practices change at some time in the future, we will use only data collected from the time of the new Privacy Policy amendment forward for those new purposes.