Statement of Work Multistate Sales & Use Tax Nexus Review and Analysis

This Statement of Work (“SOW”) is between your company (“you” or “your”) and Avalara, Inc., a Washington corporation (“Avalara,” “us,” “we” or “our”). By executing a Sales Order that references this SOW, You accept and agree to be bound by this SOW and the Avalara Terms and Conditions, available at www.avalara.com/legal/terms (“Terms”), which are incorporated herein by this reference. All capitalized terms used and not defined herein have the meanings defined in the Terms.

You have requested our assistance in performing a multistate nexus review and analysis for state-level sales and use tax purposes. This SOW confirms the scope and related terms of this engagement.

Background

Your business activities may have created nexus in a number of additional taxing jurisdictions, requiring an additional collection and reporting obligation. These additional jurisdictions, identified by you in the Sales Order referencing this SOW, are referred to as the “Targeted States” in this engagement.

In an effort to enhance overall compliance with state and local sales and use tax laws and regulations, your company has requested a review of its business activities in the Targeted States. The purpose of this review is to identify the level of sales and use tax nexus created in these additional taxing jurisdictions and to recommend options for compliance.

Scope of Services

We will work with you or your delegated representative(s) to gather information to conduct our review and analysis. We will provide an interactive nexus questionnaire requesting specific information about your company’s activities, business operations and other contacts with state and local regulatory authorities in each targeted state over the past twelve months. We may also ask that you provide collateral material about your products and services to supplement this information.

These materials and information will serve as the foundation for our nexus review and analysis.

Deliverable

Based on the information and materials provided by you, we will prepare a report detailing our findings and analysis for each targeted state.

If our analysis indicates your company has or may have created sufficient nexus for sales and use tax purposes, we can also recommend options for compliance. These options may include registering to collect and remit tax on a prospective basis, participating in a voluntary disclosure program, or taking advantage of a state-sponsored amnesty program. At your request, we can provide a separate Statement of Work for any additional assistance in these areas, along with our additional fees for such assistance.

Timing

We can begin work on this engagement at a mutually-agreeable time in the near future upon your delivery to us of this signed SOW. We will provide you with the initial nexus questionnaire shortly thereafter. Based on the timeliness and completeness of information provided by you, we anticipate providing the completed report within a two to four week period. Should additional information be required this timeframe may be extended.

Professional Fees

We can begin work on this engagement at a mutually agreeable time following our acceptance of this SOW. We will provide you with the initial nexus questionnaire shortly thereafter. Depending on the timeliness and completeness of information provided by you, we anticipate providing the completed report within a two to four week period. Should additional information be required, this timeframe may be extended.

An invoice in full will be issued within 30 days of acceptance of this SOW.

Current payment terms with Avalara will apply to this SOW.

If you are enrolled in the Autopay program, invoices related to this project will be charged to the payment arrangement on file.

Other Terms and Conditions

In the event you terminate this SOW without cause before the services set forth herein are completed, you agree to pay the full cost of the services.

  • You and your company represent that all information and documentation provided to us is accurate to the best of your knowledge.
  • Although we will factor in the types of products and services your company sells and/or provides in our nexus review and analysis, the scope of this engagement does not include any specific research or determination of the taxability of these products or services.
  • The scope of this engagement encompasses state-level taxing jurisdictions that administer a sales and use tax or equivalent excise tax; many states have locally-administered taxing schemes that may be different from the state-level. The analysis and services performed in this engagement are limited to a state-level consideration of the Targeted States listed in the Sales Order.
  • The scope of this engagement addresses sales and use tax nexus. You should consult your outside tax advisors regarding the other tax implications of this engagement – such as state income and/or franchise tax nexus, etc. Registering for sales and use tax collection and reporting can have an impact on federal, state and other tax reporting requirements.
  • The scope of this engagement addresses your company’s activities over the past twelve months. Activities prior to this period may have implications including additional tax registration, collection and reporting obligations. Activities prior to this period will not be consider under this engagement unless we are engaged to perform a custom project under a separate Statement of Work.
  • Your company is responsible for all sales and use tax decisions made and tax positions taken.
  • In the event you fail to provide us with the necessary information as required by this SOW within sixty days of the date you execute the Sales Order referencing SOW, we may terminate the SOW by notifying you in writing.