Terms & Conditions

(a) Formation Service
As part of our Services, OneCo provides self-guided online tools and resources to help you:
Form a U.S. business entity

• Register for an Employer Identification Number (EIN)
• Prepare, execute, and file legal formation documents
• Securely store related information and records

    (collectively, the “Formation Service”)

(i) Name Searches
We can assist you in checking entity name availability (“Name Search”). However:

• We cannot guarantee the availability of your desired name.

• Name searches are limited to publicly available records.
• You are ultimately responsible for ensuring that your chosen name is available, appropriate, and non-infringing.

Approval by a Secretary of State does not guarantee freedom from trademark or copyright issues. Please consult a qualified trademark attorney for trademark-specific guidance.

(ii) Selecting a Corporate Entity
Our Formation Service allows you to create business entities such as Limited Liability Companies (LLCs) and Professional Limited Liability Companies (PLLCs), depending on state laws.
 Unless you specify otherwise, entities formed via OneCo are treated as “disregarded entities” under default state rules.

You are solely responsible for obtaining any legal or tax advice and determining capital contributions.
 The Formation Service is designed to assist in document preparation and filing only — you authorize OneCo and its service partners to complete these filings on your behalf.

(iii) Subsequent Establishments
The Formation Service covers the formation and registration of one initial LLC or PLLC in one state during onboarding.
 Additional actions — such as forming new entities, filing foreign registrations, redomestications, DBAs, amendments, or name changes — may incur extra fees.

(iv) Prior Formations and Elections
OneCo is not responsible for any prior entities, filings, or tax elections made before you used our Services.
 If your business was formed or elected S-Corp status prior to joining OneCo, you represent that:

• Your entity is in good standing with all relevant authorities.
• All required filings and payments have been made.
• You have complied with applicable laws.

While OneCo may send courtesy reminders about prior entities, it bears no responsibility for maintaining or correcting earlier records.

(v) Annual Compliance Forms

OneCo’s Formation Service does not include preparing or filing annual compliance forms required by state or local jurisdictions.
 While we may send optional reminders, you remain solely responsible for timely filings and associated fees.

(b) Document Materials
As part of our Services, OneCo provides access to business guides, legal templates, and educational materials (the “Document Materials”).

 These resources — including templates, checklists, and general information — are for informational and educational purposes only and are not guaranteed to be accurate, comprehensive, or up-to-date.
We do not review your entries for accuracy or legal sufficiency.

 Document Materials are not tailored to your unique situation. You should consult a licensed attorney, accountant, or financial advisor for personalized advice.

(c) S Corporation Election
OneCo provides tools to help you facilitate the S-Corporation election process by preparing and submitting required forms.

You acknowledge that OneCo’s role is limited to facilitation — not advising on whether S-Corp status is right for you or analyzing your eligibility. You are solely responsible for that determination.

(i) Salaries and Wages for S Corporation Shareholders
OneCo may suggest general salary ranges for S-Corp shareholders. However:

• You are solely responsible for determining reasonable compensation.
• OneCo does not guarantee IRS compliance for your chosen salary.

     If the IRS later reclassifies your distributions as wages, you are responsible for any taxes, penalties, or interest incurred.

By using OneCo’s services, you agree to accept full responsibility for setting shareholder compensation and any related tax implications. OneCo strongly recommends consulting a qualified tax professional.

(ii) Disclaimer of S Corp Tax Benefits and Liability
ONECO MAKES NO GUARANTEES THAT ELECTING S CORPORATION STATUS WILL REDUCE YOUR TAX LIABILITY.
 Any potential savings mentioned in our communications are illustrative examples, not promises.

You assume all responsibility for your S-Corp election and any outcomes it produces.

 By using the Services, you agree to indemnify and hold harmless OneCo, its officers, directors, and employees against any claims, penalties, or costs related to your election.

(ii) Bookkeeping Disclaimer
All bookkeeping outputs are based on the data you provide or authorize OneCo to access. We do not audit, verify, or guarantee the accuracy of your inputs. If you provide incomplete or inaccurate information, we may suspend or terminate services.

(iii) No Guaranteed Results
OneCo does not guarantee that its bookkeeping services will meet your specific needs, produce particular results, or prevent financial errors.

(e) Business Tax Services
OneCo’s Services include business tax return preparation and filing. Our obligations are limited to what’s described in these Terms or in any separate Statement of Work (SOW) you may receive.
 Some specialized tax services may require additional acceptance of separate terms at the time of engagement.

(i) Scope of Tax Services
Unless otherwise specified, our Tax Services include preparation of federal and state income tax returns for your business only.
They do not include:

• Tax planning or strategy for future years

• Research and Development (R&D) credit consultations

• Sales, use, excise, franchise, or gross receipts taxes

• Local or multi-jurisdictional tax filings


You agree to indemnify and hold harmless OneCo and its agents against any losses, liabilities, penalties, or costs arising from your use of the Tax Services, except in cases of gross negligence.

(ii) Tax Services Disclaimer
Our role in preparing tax returns cannot be relied upon to uncover errors, fraud, or irregularities.

 We assume that you are handling all other tax obligations for which you are responsible.

 If you terminate services before your returns are filed, OneCo bears no responsibility for completing or submitting them.
All advice and calculations are based solely on the information you provide. We may ask for clarification but do not audit or verify your submissions.

 You are responsible for all acts and omissions related to tax preparation and filings.

(iii) Limitations on Results and Responses
OneCo makes no guarantees that its tax services will meet specific expectations or achieve certain outcomes.

 Our performance depends on the information you supply.

 Communication tools may be provided to facilitate correspondence with our tax professionals, but OneCo cannot guarantee response times or data security in third-party systems.

(iv) State and Local Tax Obligations
Our standard tax services include federal and one primary state filing. Additional filings or nexus analyses are not included unless specified in writing.

(1) State Income Tax Nexus
Your business may owe nonresident state income taxes based on sales, payroll, or activity in other states.

 OneCo is not responsible for monitoring or identifying multi-state tax obligations unless separately engaged to do so.

 If you conduct business across multiple states, it is your responsibility to inform us.

(2) Franchise, Excise, and Gross Receipts Taxes
OneCo does not prepare returns for state or local franchise, excise, or gross receipts taxes.

 We may issue courtesy reminders for certain annual fees, but this is not guaranteed and does not create an obligation on our part.

 You are fully responsible for timely filings and payments.

(3) State S-Corporation Pass-Through Entity Tax
OneCo does not file state-level S-Corp elections or entity-level tax elections.

 If you elect entity-level taxation, notify us immediately.

 We reserve the right to deny or terminate services if such an election conflicts with our engagement terms.

(v) Authority to File Extensions
If necessary, OneCo may file federal or state tax extensions on your behalf. This ensures compliance when delays occur due to missing or incomplete information.

 Extensions do not extend your payment deadlines.

 Taxes remain due by the original filing date, and OneCo is not liable for penalties resulting from underpayment.
If you wish to opt out of automatic extensions, notify us in writing before the filing deadline.

 Otherwise, you authorize OneCo to act on your behalf for timely extension filings as deemed necessary.

(vi) Standard of Care
Our tax professionals maintain the standard of care expected of reasonable preparers under the Internal Revenue Code.

 We will not prepare or sign any return unless we have a reasonable basis for the tax positions taken.

 If you insist on a position that we deem unsupportable or noncompliant, we reserve the right to withdraw from engagement.

(vii) Recordkeeping and Information Reliance
You are solely responsible for complete disclosure of all income, deductions, and reportable transactions.

 OneCo is not liable for undisclosed income or missing documentation.

 When the law is ambiguous, we apply our professional judgment to select reasonable positions — but any resulting penalties remain your responsibility.

 You must review all returns before filing and maintain records per IRS and state guidelines.

(viii) Arguable Positions
When multiple interpretations exist, OneCo will explain available options that meet professional standards.

 If the IRS or state authority disputes a chosen position, you remain responsible for additional taxes, penalties, or fees.

(ix) Error Correction
If a clerical or calculation error is discovered in a tax return prepared by OneCo, we will correct it and, if necessary, file an amended return.

 However, we do not guarantee outcomes in disputes with tax authorities.

 Our correction guarantee excludes issues caused by inaccurate or incomplete information you provided.
If our verified error results in penalties or interest, we will reimburse you for those specific charges, up to $10,000.

(x) Substantiating Documentation
You must retain documentation that supports all information reported on your return.

 OneCo’s records are not a substitute for your own.

 If deductions are disallowed due to missing records, you are responsible for any resulting penalties or interest.

(xi) Audit Support
OneCo does not represent clients before the IRS or state tax agencies.

 However, we may provide general guidance and resource materials if you receive a tax notice related to a return we prepared.

 You remain responsible for timely responses to all tax authorities and any resulting financial outcomes.

(f) Payroll Software – Powered by Third Parties (e.g., Gusto)
OneCo integrates with Gusto, Inc. (“Gusto”) and other payroll partners to offer embedded payroll and HR solutions (collectively, the “Payroll Service”). These services include:

• Payroll calculations and employee payments

• Payroll tax filings and remittances

• Wage garnishment processing

• Benefits and insurance integrations


(i) Use of Payroll Services
Access to these features requires your acceptance of Gusto’s Embedded Payroll Terms of Service, available at https://flows.gusto.com/terms, and any future updates.

 OneCo provides this integration for convenience but is not responsible for Gusto’s actions, errors, or omissions.
By enabling payroll through OneCo, you authorize the secure exchange of relevant data between OneCo and Gusto.

 Terminating your OneCo account does not automatically terminate your Gusto account — you must cancel directly through Gusto.

(ii) Service Availability
Gusto or OneCo may schedule maintenance or experience outages that temporarily affect service access.
 You agree that OneCo is not liable for interruptions beyond its control.

(iii) Your Responsibilities
You must provide accurate and complete information for payroll processing and maintain sufficient funds to cover all transactions.
 You authorize OneCo and Gusto to use and share payroll data as needed to deliver services.
 You are responsible for employee classification (contractor vs. employee) and compliance with all payroll, labor, and tax laws.

(iv) Insufficient Funds
If a payroll payment fails due to insufficient funds and Gusto bills OneCo for the deficit, OneCo may recover those funds by:

• Charging your payment method on file

• Issuing an invoice for immediate payment

• Suspending or terminating services


(v) Compensation and Withholding Compliance
You are responsible for all employer tax and compliance requirements, including Forms W-2, 1099, 941, and other relevant filings.
 OneCo does not provide legal advice on employment classification, wage laws, or labor compliance.
 Consult a qualified HR or employment attorney for specific guidance.

(vi) External Benefits
Through payroll integrations, you may access partner benefits such as health insurance (via SimplyInsured), workers’ compensation (via NEXT Insurance), or other third-party offerings.
 By choosing to use these services, you authorize data sharing between OneCo, Gusto, and the relevant benefit provider.
 OneCo may receive a referral fee, but this does not affect your cost or influence our service delivery.

OneCo is not an insurance agent and does not provide coverage advice, policy selection, or claims support. For any benefit-related questions, please contact the provider directly.

(g) Additional Services
In addition to our core offerings, OneCo may provide or refer users to Additional Services, including but not limited to:

1. Registered Agent Services
2. Business license search or application assistance

3. Bank account setup

4. Corporate document preparation (operating agreements, minutes, etc.)

5. Individual tax return preparation

(i) Registered Agent Services
OneCo partners with third-party providers such as Registered Agent Services, Inc. (RASi) to offer registered agent representation (“Registered Agent”).

 By using this feature, you authorize RASi to receive service of process and official mail on your behalf and forward it electronically or physically.

 Keep your business address and contact details current to ensure timely delivery of notices.

OneCo covers registered agent fees while you maintain an active subscription. Upon termination or switching providers, you are responsible for any related costs and filings.

Declining or Terminating Registered Agent Service
You may decline this service at onboarding or terminate it later by written notice at least 30 days in advance.
‍
 You must ensure a new agent is appointed before termination to avoid compliance lapses.

(ii) Bank Account Services
OneCo may connect you with third-party financial institutions for business banking.
 You are solely responsible for selecting a bank and complying with that institution’s terms.

(iii) Business Licenses
OneCo may provide educational materials about business licensing and may refer you to independent providers.
 We do not determine which licenses you require or handle renewals or cancellations.

(iv) Individual Tax Return Services
You may optionally access individual tax filing through our integration with Taxfyle (Tickmark, Inc.).
‍
 By opting in, you agree to Taxfyle’s Terms of Service and acknowledge that your return will be prepared by an independent, certified professional through their platform.

 Collective may securely transfer your relevant business tax documents to Taxfyle for convenience.

(h) Independent Service Providers
From time to time, OneCo may refer you to independent third-party providers (“Service Providers”) for specialized services outside our direct scope.
 These engagements are separate and may require acceptance of the Service Provider’s own terms.

OneCo is not involved in these independent engagements and assumes no responsibility for advice, responsiveness, or performance by Service Providers.
 Any disputes or terminations must be handled directly between you and the Service Provider.

(i) Limitations on Services
You acknowledge and agree that OneCo:

• Is not a law firm, accounting firm, or financial advisory entity.

• Does not provide legal, tax, or investment advice.

• Provides self-help and automation tools for business management purposes only.

• Does not create an attorney–client or fiduciary relationship under any circumstances.


All information, templates, and guidance are for informational purposes only.

 You are solely responsible for verifying compliance, managing filings, and consulting licensed professionals when needed.

(i) Your Responsibilities
If you engage OneCo or its Service Providers, you:

• Authorize us to submit relevant forms and information to complete requested services.

• Remain responsible for all filings, fees, and data accuracy.

• Agree to cooperate and respond promptly to all requests for information.


You also agree to indemnify OneCo against any liability arising from incomplete, false, or outdated information you provide.

(j) Account Registration and Responsibilities
To access or use certain Services, you must create a OneCo account (your “Account”).
 You agree to provide accurate, complete, and up-to-date information during registration and to maintain that information as it changes.

You are responsible for all activity that occurs under your Account.
 OneCo will not be liable for any loss or damage arising from unauthorized access if you fail to maintain the security of your credentials.

(i) Account Security
You agree to:

• Maintain the confidentiality of your username and password;

• Immediately notify OneCo of any unauthorized use or suspected breach; and

• Ensure you fully log out after each session when using a shared or public device.


You are solely responsible for any actions taken through your Account unless OneCo is notified of unauthorized access in writing.

(ii) Account Sharing
Each Account is intended for one user or one business entity.
 You may not share login credentials or access your account simultaneously from multiple devices or IP addresses in violation of OneCo’s security monitoring systems.

If suspicious or abusive activity is detected, OneCo reserves the right to suspend or terminate the Account immediately without prior notice.

(iii) Account Deactivation
You may cancel your Account at any time by following instructions within your OneCo dashboard or contacting customer support.

 Upon cancellation:

• Access to Services will terminate at the end of your billing cycle.

• OneCo may retain limited information as required for compliance or audit purposes.

• Stored documents or data may be deleted or anonymized per our Data Retention Policy.


We encourage you to download or back up all necessary data before deactivation.

(k) User Content

(i) Ownership of Content
You retain ownership of all data, documents, and materials you upload, submit, or store through the Services (“User Content”).
 By submitting or uploading User Content, you grant OneCo a worldwide, royalty-free, non-exclusive license to host, store, process, and display that content solely for the purpose of operating, improving, and delivering the Services.

This license ends when you delete your Account or remove the content, except where retention is required by law or for audit, fraud prevention, or tax compliance.

(ii) Prohibited Content
You agree not to upload, post, or transmit content that:

1. Violates applicable laws or regulations;

2. Infringes any third-party intellectual property rights;

3. Contains malware, spyware, or other harmful code;

4. Is misleading, fraudulent, or defamatory; or

5. Interferes with or disrupts the Services’ normal operation.

OneCo reserves the right to remove or disable access to content that violates these Terms without prior notice.

(iii) Content Accuracy
You are solely responsible for ensuring all information, data, and documents provided to OneCo are complete and accurate.
 We rely on your data to perform services; inaccurate or incomplete information may result in delays, errors, or noncompliance, for which OneCo is not liable.

(l) Proprietary Rights

(i) Ownership
All content, materials, software, and intellectual property made available through the Services — including the design, structure, layout, graphics, code, and user interface — are the exclusive property of OneCo, Inc. or its licensors.
 The OneCo name, logo, and product names are trademarks owned or licensed by OneCo.

You may not copy, modify, distribute, sell, or create derivative works from the Services or any related materials except as expressly permitted in writing by OneCo.

(ii) License to Use Services
Subject to compliance with these Terms and payment of applicable fees, OneCo grants you a limited, non-exclusive, non-transferable, revocable license to use the Services for your internal business purposes.
This license does not permit you to:

• Reverse engineer, decompile, or attempt to extract source code;

• Use the Services for competitive analysis or commercial resale;

• Circumvent access restrictions or service limitations;

• Modify or create derivative works based on the Services; or

• Remove copyright, trademark, or proprietary notices.

Violation of these restrictions may result in immediate suspension or termination of your license and potential legal action.

(iii) Feedback
If you provide feedback, ideas, suggestions, or improvements related to OneCo’s Services (“Feedback”), you agree that:

• OneCo may freely use such Feedback for any purpose without compensation or acknowledgment.

• You grant OneCo a perpetual, irrevocable, royalty-free license to implement and commercialize your Feedback in future updates or services.

• Stored documents or data may be deleted or anonymized per our Data Retention Policy.


OneCo values your input but is under no obligation to act on or maintain confidentiality for such submissions.

(m) Payment Terms, Renewals & Cancellations

(i) Fees and Billing
You agree to pay all applicable fees for the Services you select at the rates and terms displayed at the time of purchase.
 All fees are stated in U.S. dollars and are exclusive of applicable taxes, unless stated otherwise.

Payments are processed through OneCo’s secure payment partners.
 By providing your payment information, you authorize OneCo and its partners to charge your payment method for recurring fees unless you cancel in accordance with these Terms.

(ii) Automatic Renewal
Unless otherwise specified, subscriptions automatically renew for additional terms equal to the original subscription period at OneCo’s then-current rate.

To prevent renewal, you must cancel your subscription at least three (3) business days before the renewal date through your Account dashboard or by contacting support.

If you cancel after renewal, you will retain access until the end of the paid term — no prorated refunds will be issued.

(iii) Failed Payments
If a payment fails, OneCo may attempt to reprocess the charge or contact you to update payment information.
 Failure to resolve outstanding balances within 10 days may result in suspension or termination of your account and referral to collections if necessary.

You agree to reimburse OneCo for any costs incurred in recovering overdue amounts, including reasonable legal fees.

(iv) Changes to Pricing
OneCo reserves the right to adjust pricing or introduce new fees with at least 30 days’ notice before renewal.
 If you continue using the Services after a price change takes effect, you accept the revised rates.

(v) Refund Policy
Unless required by law, OneCo does not offer refunds for completed services, filings, or partially used subscription periods.
 All formation, tax, and filing fees paid to third parties (e.g., state agencies or the IRS) are non-refundable once submitted.
If a refund is issued at OneCo’s discretion, it will be credited to your original payment method or account balance within 10 business days.

(vi) Taxes
Fees listed on OneCo’s Site exclude applicable taxes unless explicitly stated otherwise.
 You are responsible for paying all sales, use, value-added (VAT), or other taxes associated with your purchase, except for taxes based on OneCo’s net income.

(n) Suspension or Termination

(i) Termination by You
You may cancel your subscription or close your Account at any time.
 However, cancellation does not entitle you to a refund for the remaining term unless otherwise specified by law.

(ii) Termination by OneCo
OneCo may suspend or terminate your Account immediately, with or without notice, if

• You violate these Terms or applicable laws;

• You fail to pay fees when due;

• You engage in fraudulent, abusive, or unlawful conduct; or

• Continuing service would expose OneCo to legal or reputational risk.


Upon termination, all licenses and access to the Services immediately cease.

(iii) Effect of Termination
Upon termination or expiration:

• You lose all rights to access or use the Services;

• OneCo may delete stored data after a reasonable retention period;

• You remain liable for unpaid fees or costs incurred before termination; and

• Certain sections (including indemnification, arbitration, limitation of liability, and proprietary rights) survive termination.

(o) Privacy and Data Protection
Your privacy is important to us. OneCo’s Privacy Policy, available at https://oneco.com/privacy, explains how we collect, use, share, and protect your information.
 By using the Services, you acknowledge that you have read, understood, and agreed to the terms of our Privacy Policy.

(i) Data Collection and Usage
OneCo collects limited personal and business information to provide and improve our Services. This may include your name, contact details, payment information, and documents related to your business.
 We also collect technical data (such as cookies, device identifiers, and analytics) to personalize your experience and ensure platform security.

We only use this information in accordance with applicable data protection laws and for legitimate business purposes, including:

• Delivering and maintaining the Services;
• Communicating about updates, billing, or support;
• Complying with legal obligations; and
• Preventing fraud, abuse, or security incidents.

(ii) Data Storage and Retention
All user data is securely stored using encryption and industry-standard security protocols.
 We retain your data for as long as necessary to fulfill the purposes described in our Privacy Policy or as required by law.

If you close your Account, we may retain limited data for audit, legal, or tax purposes for up to seven (7) years, after which it is deleted or anonymized.

(iii) Data Access and Sharing
OneCo does not sell your personal data.
 We may share data with:

• Service providers who assist with processing, filings, and integrations (e.g., Gusto, Taxfyle);

• Government agencies for filing or compliance purposes; and

• Regulatory or legal authorities if required by law, court order, or to prevent harm or fraud.


Any third-party service providers handling user data must comply with equivalent data protection standards.

(iv) International Transfers
If you access our Services from outside the United States, you consent to the transfer and processing of your information in the U.S. and other jurisdictions that may have different data protection laws.

(v) Security Commitment
We implement reasonable technical and organizational measures to safeguard your data. However, no system is entirely secure.
 By using the Services, you acknowledge that you provide data at your own risk and that OneCo cannot guarantee absolute protection against unauthorized access, cyberattacks, or data loss.

(p) Modifications to the Services

OneCo continuously evolves its platform to improve functionality and user experience.

(i) Service Updates
We may modify, enhance, or discontinue any part of the Services at any time.
 Where a change significantly impacts core functionality or your paid features, we will provide reasonable prior notice (typically 30 days).

(ii) Temporary Interruptions
The Services may occasionally be unavailable due to maintenance, upgrades, or unplanned outages.
 OneCo will make reasonable efforts to minimize downtime but does not guarantee uninterrupted service availability.

(iii) Changes to Terms
We may update these Terms periodically. When we do:

• We will revise the “Last Updated” date at the top of this document; and

• We may notify you via email or an in-app alert if changes materially affect your rights.


Your continued use of the Services after changes take effect constitutes acceptance of the revised Terms.
 If you do not agree with the updated Terms, you must stop using the Services and cancel your Account.

(q) Disclaimers of Warranties

To the maximum extent permitted by law

(i) General Disclaimer
THE SERVICES, SITE, AND ALL MATERIALS PROVIDED BY ONECO ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.
ONECO SPECIFICALLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, OR NON-INFRINGEMENT.

We make no guarantee that:

• The Services will meet your expectations or specific needs;

• The Services will be available, secure, or error-free at all times;

• Any results obtained from using the Services will be accurate or reliable; or

• Errors or defects will be corrected immediately.

(ii) No Professional Advice
The Services do not constitute legal, tax, financial, or investment advice.

 All information provided (including templates, estimates, or educational materials) is for informational purposes only.

 You should consult qualified professionals for guidance specific to your situation.

(iii) Third-Party Services
OneCo is not responsible for the accuracy, reliability, or availability of content or services provided by third parties (including integrations like Gusto, Taxfyle, or banking partners).
 Your interactions with third-party platforms are governed by their own terms and privacy policies.

(r) Limitation of Liability

To the fullest extent permitted by law, OneCo, Inc., its officers, employees, affiliates, and licensors will not be liable for:

1. Indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, or data, arising from your use of or inability to use the Services;

2. Errors, delays, or interruptions in performance;

3. Loss or corruption of data or unauthorized access to your Account; or

4. Any conduct or content of third parties on the Services.


In no event will OneCo’s total liability for all claims relating to the Services exceed the greater of:

• The amount you paid to OneCo for the Services in the twelve (12) months preceding the claim; or

• $1,000 USD.


These limitations apply regardless of the theory of liability (contract, tort, negligence, strict liability, or otherwise), even if OneCo was advised of the possibility of such damages.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so these provisions may not apply to you in full.

(s) Indemnification

You agree to indemnify, defend, and hold harmless OneCo, Inc., its affiliates, officers, employees, contractors, and licensors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising from:

1. Your access to or use of the Services;

2. Your violation of these Terms or applicable laws;

3. Your infringement or misuse of third-party rights (including intellectual property or privacy rights); or

4. Any inaccurate or incomplete information you provide to OneCo or third-party partners.


OneCo reserves the right to assume exclusive defense and control of any matter subject to indemnification.

 You agree to cooperate with any such defense and not to settle any claim without OneCo’s prior written consent.

(t) Third-Party Links and Integrations

(i) Third-Party Websites
The Services may include links to third-party websites, products, or services.

 These links are provided for convenience only — OneCo does not endorse or control the content, accuracy, or practices of these sites.

 Accessing any third-party site is at your own risk.

(ii) Integrations and APIs
Some features of the Services integrate with third-party APIs or tools (for example: accounting, payroll, or banking systems).

 While we strive for secure integrations, OneCo is not responsible for:

• Data loss, corruption, or unauthorized access caused by third-party systems;

• Errors or outages in external APIs; or

• Any disputes or fees arising from your use of those third-party services.


Each integration is governed by the terms of its respective provider.

(iii) Affiliate and Partner Programs
OneCo may receive a referral fee, commission, or other financial benefit from third-party partners for introducing users to their services.

 Such relationships do not affect pricing or create additional obligations for you.

 We disclose any material affiliations in compliance with applicable regulations.

(u) Feedback and Communications

(i) Feedback
We welcome and encourage feedback, suggestions, and ideas about how to improve OneCo’s Services (“Feedback”).
 By submitting Feedback, you agree that:

• OneCo may freely use, copy, modify, or incorporate your Feedback into existing or future products and services without compensation, acknowledgment, or obligation to you;

• You grant OneCo a perpetual, irrevocable, worldwide, royalty-free license to use your Feedback for any purpose; and

• You waive any moral rights to the extent permitted by law.


OneCo may, but is not required to, acknowledge or act upon user suggestions.

(ii) Communications and Notices
By creating an Account or providing your contact information, you agree that OneCo may send you service-related communications, such as account updates, invoices, security alerts, and transactional notices.

You may also opt-in to receive marketing communications. You can unsubscribe at any time by clicking “unsubscribe” in the email or updating your notification preferences.

Notices from OneCo to you are deemed effective when sent via:

• Email to your registered address;

• In-app notifications or messages; or

• Posting within the Service interface.


You are responsible for ensuring your contact information is current.

 Notices to OneCo should be sent to legal@oneco.com or by mail to:
       OneCo, Inc.

       Alvin Sherman Library, Research, and Information Technology Center · 3100 Ray Ferrero Jr. Blvd. Fort Lauderdale,
       Davie, FL 33314

(v) Governing Law

These Terms and your use of the Services are governed by the laws of the State of Delaware, without regard to conflict of law principles.

 If arbitration (as described below) is not applicable or enforceable, you agree that any judicial proceedings (other than small claims) will take place in the state or federal courts located in San Francisco County, California, and you consent to their personal jurisdiction.

(w) Arbitration Agreement

Please read this section carefully — it affects your rights.

(w) Arbitration Agreement

Please read this section carefully — it affects your rights.

(i) Agreement to Arbitrate
Except for disputes that qualify for small claims court, you and OneCo agree that any dispute, claim, or controversy arising out of or relating to these Terms or your use of the Services shall be resolved exclusively by binding arbitration, administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules then in effect.

Arbitration shall be conducted in English, by a single neutral arbitrator, in San Francisco, California, or another mutually agreed location.

(ii) Exceptions
You or OneCo may bring an action in small claims court if the claim is within its jurisdiction.
 Either party may also seek injunctive relief in court to protect intellectual property or confidential information.

(iii) Arbitration Procedures

• The arbitrator’s decision will be final and binding, and judgment on the award may be entered in any court of competent jurisdiction.

• Discovery rights are limited but sufficient to ensure a fair hearing.
• Each party is responsible for its own attorneys’ fees and costs unless otherwise required by law.


(iv) Waiver of Jury Trial
You and OneCo agree that all disputes will be resolved by arbitration and waive any right to a trial by jury.

(v) Opt-Out of Arbitration
You may opt out of this arbitration provision by sending written notice to legal@oneco.com within 30 days of first accepting these Terms.
 If you opt out, all disputes will be resolved exclusively in the courts specified under the Governing Law section.

(vi) Class Action Waiver
YOU AND ONECO AGREE THAT ALL CLAIMS WILL BE BROUGHT ON AN INDIVIDUAL BASIS ONLY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION OR PROCEEDING.

 The arbitrator may not consolidate claims or otherwise preside over any form of a representative or class proceeding.

(x) General Provisions

(i) Entire Agreement
These Terms, along with our Privacy Policy and any applicable service-specific terms or addenda, constitute the entire agreement between you and OneCo and supersede all prior understandings, agreements, or representations, whether written or oral, relating to the same subject matter.

(ii) Severability
If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect, and the invalid provision will be modified to the minimum extent necessary to make it enforceable.

(iii) No Waiver
Any failure or delay by OneCo in enforcing these Terms will not constitute a waiver of our rights.
 Waivers must be in writing and signed by an authorized representative of OneCo to be valid.

(iv) Assignment
You may not assign or transfer these Terms, by operation of law or otherwise, without prior written consent from OneCo.
 Any attempted assignment in violation of this section is void.
 OneCo may assign or transfer these Terms without restriction, including to any successor entity or affiliate in connection with a merger, acquisition, or corporate reorganization.

(v) Force Majeure
OneCo shall not be liable for delays or failures in performance due to causes beyond its reasonable control, including natural disasters, government actions, internet disruptions, labor disputes, or acts of war.

(vi) Survival
The following sections survive termination or expiration of these Terms:

• Proprietary Rights

• Payment Terms

• Limitation of Liability

• Indemnification
• Arbitration
• Governing Law

• General Provisions


(y) Contact Information
If you have any questions or concerns about these Terms or the Services, please contact us at:

📧 legal@oneco.com

📞 +1 (415) 555-0101

📍 OneCo, Inc.

 Alvin Sherman Library, Research, and Information Technology Center · 3100 Ray Ferrero Jr. Blvd. Fort Lauderdale, Davie, FL 33314


Effective Date: October 16, 2025
© 2025 OneCo, Inc. All Rights Reserved.