Welcome to the Registration for ICT's Online Reporting for Tax Professionals

Please fill out the form, read the terms, and then click "I Agree" to indicate your acceptance.

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Your ICT ID
Your First & Last Name
Your Address
Your City/State/Zip
Your Phone
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Your Firm Name
Firm Address
Firm City/St/Zip
Your Firm Type	If Other, please describe below
Your Position Or Title

Pursuant to the terms herein, and in consideration of Investment Counsel & Trust Company ("ICT") granting your Tax Professional Firm ("Firm," "You," "Your") access to its Online Reporting for Tax Professionals service ("Professional Service") for the purpose of allowing Firm to coordinate Firm’s tax planning and preparation services provided its clients it has in common with ICT ("Client," or collectively "Clients") as efficiently as possible with the services provided those clients by ICT, and the economic benefit Firm derives from having access, Firm understands and agrees that:

All capitalized terms are defined as specifically stated in this Agreement. 

Firm expressly agrees that it derives an economic benefit from having access to the Professional Service. 

The information ("Information") contained in and provided by the Professional Service as well as that contained in and provided by ICT’s Online Reporting for Clients SM ("Client Service", with the Professional Service and Client Service referred to collectively as "Services") is for informational purposes only. 

ICT will continue to allow Firm access to the Professional Service until You inform ICT to terminate that access in writing, received at ICT’s then current main office address. 

You agree not to hold ICT liable for any damages of any kind resulting from Your decision to agree to access the Professional Service, or to actually access the Services. 

Relative to the Services, You agree not to hold ICT liable for any damages of any kind resulting from Firm’s decision to disclose Firm’s or any Client’s access code(s), password(s) or account number(s) to any third party, including, but not limited to, entities that aggregate account information or website content, or persons who are or claim to be acting as Your agent or proxy. 

If You inform ICT or ICT has reason to believe that the security of Your login or password or any Client’s login or password for any of the Services may be or has been compromised, we have the right to terminate use of the Services relative to Your access to the Services or Client’s accounts with ICT. 

You may download the Information to Your computer and print out a hard copy for Your personal reference, provided that You agree not to remove any copyright or other notices contained therein. 

The Information provided by the Services, including but not limited to, its content, layout, the identity of any clients, and the investment strategies, contained therein or determinable therefrom, is the intellectual or other property of ICT, or other possible third-parties, and is protected by applicable intellectual property or privacy law. 

You, any Person You Control, who Controls You or who is under common Control with You (collectively "Firm Affiliates"), agree: (i) Not to reproduce, retransmit, disseminate, sell, distribute, publish, broadcast, circulate or commercially exploit the Information in any manner, including but not limited to, the detriment of ICT, without the express written consent of ICT or any other person with the authority to give such consent; (ii) Will not for period of two years commencing with each access of the Services solicit any Client to provide them investment management, investment advisory, trust or similar services, or induce them to terminate any contract or agreement with ICT to provide such services; (iii) Will not for period of two years commencing with each access of the Services solicit any employee of ICT for employment with Firm or Firm Affiliates or induce them to terminate their employment with ICT and (iv) Will not use the Information for any unlawful purpose. 

You and all Firm Affiliates further agree to comply with all reasonable written requests from ICT intended to protect: (i) The Information and ICT’s or other person’s respective rights in the Information and the Services; (ii) ICT’s rights against solicitation of Clients; and (iii) ICT’s rights against solicitation of its employees; all as set forth herein. 

Firm agrees that it will be difficult to prove the damages ICT will suffer should it breach the provisions of this Agreement regarding solicitation of Clients or ICT’s employees. 

Therefore, if Firm breaches those provisions of this Agreement relative to Clients, Firm will owe ICT, not as a penalty but as liquidated damages an amount equal to last month’s management fee charged by ICT to the Client in question multiplied by 24, plus any multiplier that is applicable if the cause of the breach is found to be tortuous interference with contract. 

If Firm breaches those provisions of this Agreement relative to ICT’s employees, Firm will owe ICT, not as a penalty but as liquidated damages an amount equal to the last month’s salary paid by ICT to the employee in question multiplied by 24. 

For purposes of this Agreement, "Control" means the power, directly or indirectly, to direct the management or policies of a natural person or any form of entity or other organization (collectively "Person"), whether through ownership of securities, by contract, or otherwise. 

"Control will be deemed to exist if a person, directly or indirectly, has the right to vote 20% or more of any entity or organizations voting rights, or in the case of entities other than corporations, has the right to receive upon dissolution, or has contributed, 20% or more of the capital of the entity; or is an elected manager of an LLC, PLLC or similar entity. 

In order to obtain the Services, one must access ICT’s and various third-party web sites ("Sites"). All content, information, products, services, documentation, HTML code, Java™ applets, the Sites, and any software available on or through the Sites are protected by copyright pursuant to U.S. law, international conventions and other copyright laws as a collective work and/or compilation, and ICT or various third-parties own a copyright in the selection, coordination, arrangement, and enhancement of such content. 

ICT and its third-party suppliers and licensors also own all copyrights in and to the contents of and all materials, information, products, services, HTML code, Java applets, the Sites, and software available on or through the Sites, including documentation. 

All rights reserved not granted herein are expressly reserved. 

You and all Firm Affiliates agree not to copy, modify, adapt, reproduce, translate, distribute, transmit, reverse engineer, decompile, or dissemble any aspect of any software available on or through the Sites. 

You and all Firm Affiliates agree not to attempt to break, or break the password protection restricting any form of access, use, printing or modification of any type of file placed on the Sites. 

You acknowledge that the Services may not be continuously available, and that although ICT has taken reasonable precautions to secure the Information, due to the nature of the internet it is possible it may be accessed by unauthorized parties during transmission. ICT is likewise not liable for harm caused by computer viruses and similar computer code acquired while accessing the Services. 

ICT, Investment Counsel & Trust Company, Online Reporting for Tax Professionals and Online Reporting for Clients and all other names, logos, and icons identifying Investment Counsel & Trust Company’s products and services are proprietary trademarks or servicemarks of Investment Counsel & Trust Company. ICT actively and aggressively enforces its intellectual property rights to the fullest extent of the law. 

By clicking "I Agree," below you: (i) Certify that you have read, agree and have the authority to bind Firm to the above; (ii) Agree this Agreement contains all the understandings and agreements with respect to the matters set forth herein, and there are no others made either contemporaneously with this Agreement or otherwise; (iii) Agree this Agreement shall be governed by and construed in accordance with the laws of the State of Tennessee without giving effect to any choice or conflict of law provision or rule (whether of the State of Tennessee or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of Tennessee; (iv) Agree any action or proceeding seeking to enforce any provision of or based on any right arising out of this Agreement may be brought against any of the parties in the courts of the State of Tennessee, County of Shelby, or, if it has or can acquire jurisdiction, in the United States District Court for the Western District of Tennessee, and each party consents to the jurisdiction of such courts (and of the appropriate appellate courts) in any such action or proceeding and waives and agrees not to assert any defense that the courts mentioned in this paragraph lack personal jurisdiction, that venue is improper, or that the forum is inconvenient; (v) Agree that if any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable for any reason, such provision shall be deemed to be severable, and this Agreement shall otherwise continue in full force and effect. Any provision of this Agreement held invalid or unenforceable only in part or degree will remain in full force and effect to the extent not held invalid or unenforceable; (vi) Agree that Waiver of any party hereto of the breach of any provision of this Agreement shall not operate or be construed as a waiver of any subsequent breach by any party. 

None of the terms, covenants, and conditions of the Agreement may be waived by a party, except in a writing signed by such party, and that all rights and remedies provided for in this Agreement or under applicable law or in equity shall be cumulative to, and not exclusive of, any other rights and remedies provided for herein or available at law or in equity.