Terms of Service

These Terms of Service (“Terms”) are a binding agreement between you and stevenrugg.dev LLC dba Withholden (A California LLC, B20250338292) (“Withholden,” “we,” “us,” or “our”) governing your access to and use of the Withholdenapplication, website, membership, bookkeeping, tax-preparation, tax savings, payment-support, and related services (collectively, the “Service”). By creating an account, linking a bank account, accepting these Terms, or using the Service, you agree to these Terms. If you do not agree, do not use the Service.

Please read Section 16 carefully. It requires most disputes to be resolved by binding individual arbitration and limits class, collective, and representative claims.

1. What Withholden does

Withholden helps gig and self-employed workers create a payroll-like routine without becoming employees of Withholden. The Service may let you link a bank account, identify 1099 business income, maintain bookkeeping records and context, estimate tax obligations, set a tax savings rate, open or use a Stripe Treasury-powered tax savings account, authorize money movement, and receive bookkeeping, filing-support, advisory-support, and estimated-tax payment-support services.

The Service is intended to support sole-proprietor and self-employed workflows. Withholden does not employ you, pay wages to you, act as your employer of record, operate payroll for you, or perform employer tax withholding. You remain responsible for your business, taxes, returns, records, payment decisions, and legal obligations.

2. Membership, tax savings rate, and tax savings account

The Service may display or refer to a “tax reserve,” “reserve,” “tax savings account,” or similar amount. These labels refer to product features designed to help you set aside funds for estimated tax obligations. Withholden is not a bank, chartered financial institution, payroll provider, employer of record, escrow agent, trust company, or tax authority.

A tax savings rate is a percentage selected or accepted by you to help estimate how much of tagged 1099 business income should be set aside for bookkeeping, tax-preparation, and estimated-tax payment-support workflows. Amounts moved under your tax savings rate remain your funds unless a fee, payment, transfer, reversal, or other transaction is authorized by you, required by these Terms, or required by applicable law. Funds set aside in a tax savings account are not taxes paid to the IRS or any state tax authority unless and until a supported payment is actually authorized, processed, and accepted by the applicable payment recipient.

Tax savings account services are powered by Stripe Treasury. Financial account services are provided by Stripe Payments Company, a licensed money transmitter, with funds held at Stripe bank partners, Members FDIC. Balances in eligible U.S. financial accounts are eligible for FDIC pass-through insurance up to applicable limits and subject to program requirements.

3. Important funds and recordkeeping disclosures

• Withholden is not FDIC-insured. FDIC insurance, when available, applies to eligible funds held at FDIC-insured bank partners through Stripe Treasury, not to Withholden itself. FDIC insurance protects against failure of an FDIC-insured bank and does not protect against every possible loss, including losses caused by fraud, tax miscalculation, failed tax payments, operational errors, disputes, reversals, or the failure of Withholden.
• No interest. You will not receive interest, earnings, or investment returns on tax savings balances or amounts tracked in the Service unless the app or a separate written disclosure expressly states otherwise for a specific product.
• No general-purpose wallet. The Service is not a general-purpose money storage, person-to-person transfer, remittance, bill-payment, or stored-value product.
• Records may differ. Bank, card, Stripe, tax-authority, and app records can post at different times. We use reasonable efforts to reconcile our records, but you must promptly review your account activity and report suspected errors.
• Report errors quickly. If you believe a charge, account entry, refund, disbursement, or payment-support entry is incorrect, email us at support@withholden.com within 30 days after the entry first appears in the Service or on your bank statement.

4. Not tax, legal, financial, or investment advice

Withholden is operated by a licensed and bonded tax preparer registered in California (CTEC Registration Number A366030, PTIN P03266332) and bonded under RLI Surity Policy # MBS0125581. The Service may include general bookkeeping, planning, tax-preparation, filing-support, and payment-support workflows. However, a completed tax return, representation before a tax authority, or personalized tax-preparation engagement may require additional information, review, signatures, and written authorization.

Suggested tax savings rates, projections, payment-support amounts, and reminders are estimates. They are not a guarantee of your actual tax liability, refund, filing outcome, payment acceptance, or penalty avoidance. You are responsible for reviewing information, authorizing filings or payments, filing accurate returns, and paying the correct amount on time. See our IRS guidelines page for general information.

5. Eligibility and your account

You must be at least 18 years old, a U.S. resident, legally able to enter into these Terms, and authorized to link and use each bank account or payment method you connect. You agree to provide accurate information, keep your login credentials secure, and be responsible for activity under your account. You must complete identity verification and any required compliance checks before using money-movement or payment-support features.

We may deny, suspend, freeze, limit, or terminate access to the Service if we reasonably believe your account presents fraud, security, compliance, tax, payment, chargeback, identity, or legal risk.

6. Payments processing and Stripe

Payment processing, identity verification, bank-linking, transaction access, and money-movement features are powered by Stripe. By using those features you also agree to the Stripe Connected Account Agreement and applicable Stripe Services Agreement, including the Stripe Treasury connected-account terms. Transfer timing, ACH processing, refunds, disbursements, reversals, payment failures, chargebacks, and payment support are subject to Stripe, your bank, tax authorities, card networks, NACHA rules, and applicable laws.

Stripe Treasury and related financial account services may be subject to additional Stripe program terms, eligibility requirements, prohibited-use rules, limits, holds, compliance reviews, and Treasury disclosures. We may deny, limit, suspend, freeze, or close access to tax savings account features if required by Stripe, a bank partner, a payment network, law, regulation, court order, tax authority, or our compliance controls.

You authorize Withholden and its payment processors to initiate the membership fees, tax savings transfers, refunds, disbursements, payouts, reversals, or payment-support transfers you request, schedule, or authorize in the Service. You also authorize us to receive bank account, transaction, identity, compliance, and payment-status information needed to provide the Service.

7. Subscription, free trial, billing, and cancellation

• Membership price. Withholden costs $8/month, billed monthly, unless a different price is shown in the app or agreed in writing.
• Tax savings transfers. You may authorize a percentage-based transfer tied to tagged 1099 business income. The current percentage is shown in the app and can be changed prospectively.
• Free trial. New subscribers receive a 14-day free trial. We collect a payment method at sign-up. If you do not cancel before the trial ends, your paid subscription begins automatically and the monthly fee is charged.
• Renewal. Subscriptions renew automatically each month until cancelled.
• Cancellation. You may cancel anytime from Settings to access the Stripe billing portal. Cancellation takes effect at the end of the current billing period unless the app or applicable law provides otherwise.
• Refunds and withdrawals. Except where required by law, monthly membership fees are non-refundable. Tax savings account balances may be withdrawn, transferred, applied, reversed, or used for supported workflows only as described in the app, these Terms, Stripe program rules, or a separate written engagement.
• Price changes. We may change pricing with advance notice; changes apply to future billing periods.

An active subscription or trial may be required to access bookkeeping, tax-preparation, tax savings account, and payment-support features.

8. Your responsibilities

• Correctly tagging which deposits are taxable 1099 business income. The Service acts on your tags and the information you provide.
• Maintaining sufficient funds in your linked bank account for charges you authorize.
• Reviewing all estimates, records, filings, payment instructions, account entries, and payment-support actions.
• Filing accurate returns, authorizing filings or payments, and paying taxes, penalties, interest, and other obligations on time.
• Using the Service lawfully and only for your own accounts and business activity.

9. Tax filings and estimated-tax payment support

We may help you prepare information, calculate estimates, organize records, prepare returns, and support estimated-tax payment workflows. We do not guarantee that a tax authority will accept a filing or payment, that a payment will be credited by a particular date, or that you will avoid penalties or interest. Payment support may require separate user authorization before each payment or a standing authorization that you can cancel as described in the app.

If we provide e-filing or tax-preparation services, you must review and sign any required authorizations, engagement terms, e-file forms, returns, consents, and disclosures. You must provide complete and accurate information. We may decline to prepare, file, amend, or support a return or payment if information is incomplete, inaccurate, suspicious, late, unsupported, or outside the scope of the Service.

10. Acceptable use

You agree not to misuse the Service, including by attempting unauthorized access, interfering with its operation, using it for money laundering or unlawful purposes, evading taxes, abusing refunds or chargebacks, linking accounts you do not own or control, providing false information, or attempting to use the Service as a general-purpose wallet or money-transfer product.

11. Fraud, chargebacks, reversals, and negative balances

We may investigate, delay, reverse, offset, freeze, or decline activity associated with suspected fraud, unauthorized use, chargebacks, failed ACH debits, returned payments, duplicate payments, incorrect bank information, or compliance concerns. You are responsible for fees, reversals, losses, chargebacks, penalties, or negative balances caused by your inaccurate information, insufficient funds, unauthorized activity, misuse, or breach of these Terms.

12. Intellectual property and feedback

The Service, including software, design, text, workflows, branding, and content, is owned by Withholden or its licensors and is protected by intellectual-property laws. You may use the Service only as permitted by these Terms. If you provide feedback or suggestions, you grant us a non-exclusive, worldwide, royalty-free right to use them without restriction or compensation.

13. Privacy and communications

Our collection and use of personal information is described in our Privacy Policy. By using the Service, you agree that we may send transactional, security, tax-support, billing, compliance, and Service-related communications by email, SMS, phone, push notification, or in-app message, subject to applicable law and your communication preferences.

14. Disclaimers

The Service is provided “as is” and “as available,” without warranties of any kind, express or implied, including merchantability, fitness for a particular purpose, title, and non-infringement. We do not warrant that the Service will be uninterrupted, error-free, secure, available at any particular time, or that planning estimates will match your actual tax outcome, filing result, tax savings balance, disbursement, payment timing, or tax authority record.

15. Limitation of liability and indemnification

To the maximum extent permitted by law, Withholden and its operators will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages; lost profits; lost data; tax penalties; interest; failed payment timing; delayed bank activity; or losses arising from incorrect income tagging, inaccurate information, payment failures, chargebacks, reversals, tax-authority delays, or your failure to review, file, authorize, or pay. Our total liability for any claim relating to the Service will not exceed the greater of $100 or the amount you paid us in the twelve months before the claim.

You agree to indemnify and hold harmless Withholden and its operators from claims, losses, liabilities, damages, costs, and expenses arising out of your misuse of the Service, violation of these Terms, inaccurate information, tax filings and payments, linked accounts, chargebacks, reversals, or unlawful conduct.

16. Dispute resolution and binding arbitration

16.1 Informal dispute process

Before either party files arbitration or a court claim, the party must first send a written notice of dispute to the other party. You must send notices to support@withholden.com with the subject line “Legal Dispute Notice.” The notice must include your name, account email, a description of the dispute, the relief requested, and enough information for us to investigate. We will use the same email address or other contact information associated with your account to send notices to you.

The parties will try in good faith to resolve the dispute informally for at least 30 days after a complete notice is received. This informal process is a condition precedent to arbitration or litigation, except for claims that qualify for small-claims court or requests for emergency injunctive relief.

16.2 Binding individual arbitration

Except for the exceptions below, you and Withholdenagree that any dispute, claim, or controversy arising out of or relating to these Terms, the Service, your account, billing, tax savings balances, payment support, tax-support workflows, communications, or our relationship will be resolved by binding individual arbitration administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules, as modified by these Terms. The Federal Arbitration Act governs this arbitration agreement.

Arbitration will be conducted by a single neutral arbitrator. The arbitration may be conducted by video conference, telephone, written submissions, or in the county where you reside, as determined by the arbitrator under applicable AAA rules. The arbitrator may award the same individual relief that a court could award, but only in favor of the individual party seeking relief and only to the extent necessary to resolve that party's individual claim.

16.3 Exceptions

Either party may bring an individual claim in small-claims court if the claim qualifies. Either party may seek temporary or preliminary injunctive relief in court to protect confidential information, intellectual property, account security, or the Service while an arbitration proceeds. Government agencies may pursue claims as permitted by law.

16.4 Class-action and jury-trial waiver

You and Withholden agree to resolve disputes only on an individual basis. Neither party may bring or participate in a class, collective, coordinated, consolidated, private-attorney-general, or representative action, except where this waiver is prohibited by law. You and Withholden also waive any right to a jury trial for disputes covered by this Section.

16.5 Fees, severability, and opt-out

Arbitration fees will be allocated under AAA rules, subject to applicable law. If an arbitrator or court finds any part of this arbitration agreement unenforceable, the unenforceable part will be severed and the rest will remain in effect, except that if the class-action waiver is found unenforceable for a claim that cannot proceed individually, that claim must proceed in court and not arbitration.

You may opt out of this arbitration agreement within 30 days after first accepting these Terms by emailing support@withholden.comwith the subject line “Arbitration Opt-Out” and including your name and account email. Opting out does not affect any other part of these Terms.

17. Governing law, venue, and time limit

These Terms are governed by the laws of California, without regard to conflict-of-laws rules, except that the Federal Arbitration Act governs Section 16. For claims that may proceed in court, the courts located in California will have jurisdiction, except where applicable law provides otherwise. To the maximum extent permitted by law, any claim relating to the Service must be brought within one year after the claim arose.

18. Termination

You may stop using the Service and close your account at any time. We may suspend or terminate access for violations of these Terms, nonpayment, suspected fraud, excessive chargebacks, legal or compliance risk, or as required by law. Sections that by their nature should survive termination will survive, including payment obligations, dispute resolution, disclaimers, limitations of liability, indemnification, intellectual property, and recordkeeping provisions.

19. Changes to these Terms

We may update these Terms from time to time. Material changes will be posted here with a new effective date and, where appropriate, notified in the app or by email. Continued use after changes take effect constitutes acceptance.

20. Contact

Questions about these Terms, account records, tax savings balances, or disputes? Email support@withholden.com.