Platform Subscription Terms

Effective date: 2026-08-24 | Contracting entity: Mirentra LLC These Platform Subscription Terms ("Terms"), together with each order form, statement of work, data processing addendum, and incorporated policy (collectively, the "Agreement"), govern Customer's access to the Mirentra hosted software and related services. "Customer" means the entity identified in the applicable order form or, for clickwrap access, the organization on whose behalf the accepting user acts. "Authorized User" means an individual Customer permits to use the Service.

1. Orders; priority

Each order form will identify the subscription, term, fees, usage limits, and any services. If documents conflict, the following order applies unless expressly stated otherwise: signed order form; DPA for personal-data issues; these Terms; Acceptable Use Policy; documentation.

2. Subscription license

Subject to the Agreement and payment of fees, Mirentra grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right during the subscription term for Authorized Users to access and use the Service solely for Customer's internal business purposes. Rights are limited to purchased quantities, organizations, entities, jurisdictions, and user roles.

3. Accounts and administrators

Customer is responsible for its Authorized Users, account security, role assignments, SSO configuration, approvals, and all activity under its accounts. Users must keep credentials confidential and promptly report suspected compromise. Customer administrators may access, export, restrict, or delete content and accounts within the organization workspace.

4. Customer Data; authority

"Customer Data" means data, files, content, instructions, configurations, and personal data submitted to or generated through the Service for Customer. Customer retains ownership of Customer Data. Customer grants Mirentra a limited right to host, copy, transmit, display, modify, and otherwise process Customer Data only as necessary to provide, secure, support, maintain, and improve the Service; comply with law; and as otherwise instructed by Customer. Customer represents that it has all rights, notices, consents, and lawful bases necessary for Mirentra to process Customer Data under the Agreement.

5. Data-use restriction

Mirentra will not sell Customer Data or use identifiable Customer Data to train a general-purpose model or advertise to individuals unless Customer separately and expressly agrees in writing. Mirentra may create and use aggregated or deidentified usage information that cannot reasonably identify Customer, an Authorized User, or a taxpayer, subject to applicable law and contractual confidentiality obligations.

6. Prohibited data

Unless expressly authorized in an order form and supported by applicable safeguards, Customer must not submit payment-card data, consumer banking credentials, Social Security or national-ID numbers, health data, biometric identifiers, precise geolocation, data about children, authentication secrets, or special-category personal data. Customer should minimize personal data in CbCR, financial, evidence, and entity uploads.

7. Customer responsibilities for tax work

Customer is solely responsible for: data completeness and accuracy; entity and jurisdiction scoping; qualified CbCR status; elections and assumptions; currency and fiscal-year configuration; local-law implementation; professional judgments; controls and evidence; review and approval; tax positions, filings, payments, disclosures, and authority communications; and retaining source records. Customer must independently review outputs before reliance.

8. Decision-support nature

The Service performs software calculations and workflow functions based on configured logic and Customer Data. It does not provide tax, legal, accounting, audit, assurance, financial, or investment advice; does not act as Customer's agent, return preparer, accountant, auditor, fiduciary, or professional adviser; and does not determine whether a position will be accepted by any authority. Workflow "approval," "qualified," "pass," "complete," or similar labels describe software status under configured logic, not an authority determination or professional opinion.

9. Rule changes and versions

Pillar Two, GloBE, safe-harbour, CbCR, domestic-law, and administrative requirements may change or differ by jurisdiction. Mirentra may update calculation logic and documentation. Customer must confirm that the displayed rule version and effective period are appropriate. Unless an order form expressly states otherwise, Mirentra does not undertake to monitor every law, implement every change by a specific date, or support full GloBE, GIR XML, statutory e-filing, or functions outside the purchased scope.

10. Review and change control

Customer must use qualified personnel to review results. If source data, configuration, logic, or rule versions change, prior approvals or exports may become stale or be invalidated. Customer must re-run and re-approve affected assessments. Historical outputs should be evaluated using the rule version and facts shown on the report.

11. Support

Mirentra will provide support described in the order form or support policy. Support covers operation of the Service and does not include professional advice, preparation of filings, validation of tax positions, legal interpretation, or audit/assurance services. Customer remains responsible for decisions made after support interactions.

12. Security and privacy

Mirentra will maintain reasonable administrative, technical, and organizational safeguards appropriate to the nature of Customer Data and as described in the applicable security documentation. The DPA governs Mirentra's processing of personal data on Customer's behalf. Customer acknowledges that no system is completely secure and will use available security features and appropriate endpoint, identity, and access controls.

13. Confidentiality

Each party receiving non-public information ("Recipient") will use the disclosing party's Confidential Information only to perform the Agreement, protect it using at least reasonable care, and disclose it only to personnel and contractors who need to know and are bound by confidentiality obligations. Confidential Information excludes information lawfully known without restriction, independently developed, publicly available without breach, or rightfully received from another source. Legally compelled disclosure is permitted with prior notice where lawful.

14. Intellectual property

Mirentra and its licensors own the Service, documentation, templates, interfaces, methods, software, improvements, and related intellectual property. Customer owns Customer Data. No rights are granted except as expressly stated. Customer may use generated reports internally and with its professional advisers and authorities for Customer's business, subject to confidentiality labels and third-party rights.

15. Restrictions

Customer and users may not: resell, sublicense, time-share, or provide the Service to unauthorized third parties; reverse engineer or attempt to derive source code except where law forbids restriction; scrape or extract at scale; bypass limits or security; introduce malware; conduct unapproved penetration tests; use the Service unlawfully; infringe rights; upload prohibited data; or use outputs to build or validate a competing product without written consent.

16. Third-party services

The Service may interoperate with identity, hosting, storage, email, analytics, or other third-party services. Mirentra is responsible for its subprocessors as required by the DPA but is not responsible for third-party services Customer independently selects or controls. Changes to external services, laws, or source materials may affect functionality.

17. Fees; taxes; renewal

Customer will pay fees and applicable taxes as stated in the order form. Fees are non-cancellable and non-refundable except as expressly stated. Overdue undisputed amounts may accrue interest at the lesser of 1.5% per month or the maximum lawful rate. Renewal, price adjustment, invoicing, and termination dates will be governed by the order form; do not rely on website pricing where an order form applies.

18. Suspension

Mirentra may suspend affected access to prevent material security risk, unlawful use, infringement, harm to the Service or others, material breach, or nonpayment after required notice. Where practicable, Mirentra will limit suspension and work with Customer to restore access after the issue is resolved.

19. Term; termination

The Agreement begins on acceptance or the order-form effective date and continues through the subscription term. Either party may terminate for an uncured material breach after thirty days' written notice, or immediately if the breach is incapable of cure, the other party becomes insolvent, or continued performance is unlawful. Termination does not relieve accrued payment obligations.

20. Data return and deletion

During the subscription and for 30 days after termination, Customer may export Customer Data using available features, subject to account status and law. After that period, Mirentra may delete Customer Data from active systems according to its documented retention schedule, except for legally required records and residual backups that remain protected and expire under standard cycles. Customer is responsible for exports before the deadline.

21. Limited performance warranty

Mirentra warrants that during a paid subscription the Service will perform in all material respects according to its then-current documentation under normal authorized use. Customer's exclusive remedy, and Mirentra's entire liability, for breach is for Mirentra to use commercially reasonable efforts to correct the nonconformity; if not corrected within a reasonable period, Customer may terminate the affected Service and receive a prorated refund of prepaid unused fees for the terminated period. This warranty does not cover Customer Data, configuration, misuse, unauthorized modifications, third-party services, preview features, or free trials.

22. Disclaimer of warranties

EXCEPT FOR THE EXPRESS LIMITED WARRANTY, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE, SUPPORT, OUTPUTS, DOCUMENTATION, AND PREVIEW FEATURES ARE PROVIDED "AS IS" AND "AS AVAILABLE." MIRENTRA DISCLAIMS ALL IMPLIED, STATUTORY, AND OTHER WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, TAX OR REGULATORY COMPLIANCE, ERROR-FREE OPERATION, SECURITY, AVAILABILITY, AND RESULTS. MIRENTRA DOES NOT WARRANT THAT OUTPUTS WILL BE ACCEPTED BY ANY AUDITOR, ADVISER, BOARD, OR AUTHORITY OR THAT USE WILL PREVENT TAX, PENALTIES, INTEREST, AUDIT, RESTATEMENT, CONTROL DEFICIENCY, OR PROFESSIONAL FEES.

23. Excluded damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES OR FOR LOST PROFITS, REVENUE, SAVINGS, GOODWILL, OR BUSINESS OPPORTUNITY, EVEN IF ADVISED OF THE POSSIBILITY. MIRENTRA WILL NOT BE LIABLE FOR TAXES, PENALTIES, INTEREST, LOST TAX BENEFITS, RESTATEMENT COSTS, AUDIT OR INVESTIGATION COSTS, PROFESSIONAL FEES, FILING COSTS, OR LOSSES CAUSED BY CUSTOMER DATA, CONFIGURATION, ASSUMPTIONS, FAILURE TO REVIEW, OR CHANGES IN LAW OR GUIDANCE.

24. Liability cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY'S AGGREGATE LIABILITY ARISING OUT OF THE AGREEMENT WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER FOR THE AFFECTED SERVICE DURING THE TWELVE MONTHS BEFORE THE FIRST EVENT GIVING RISE TO LIABILITY.

25. Indemnification

Customer will defend and indemnify Mirentra against third-party claims arising from Customer Data, Customer's unlawful use, Customer's tax positions or filings, breach of Sections 4–8 or 15, or infringement caused by materials Customer provides. Mirentra will defend Customer against a third-party claim that the paid Service, when used as authorized, infringes a U.S. patent, copyright, or trademark, and will pay finally awarded damages or approved settlements. Mirentra may modify or replace the Service or terminate the affected portion with a prorated refund. Indemnity excludes claims caused by Customer Data, combinations not supplied by Mirentra, modification, continued use after notice, or use outside the Agreement. The indemnified party must give prompt notice, reasonable cooperation, and control of defense, subject to consent for settlements imposing admission, payment, or non-monetary obligations.

26. Compliance with laws

Each party will comply with laws applicable to its performance. Customer is responsible for laws applicable to its Customer Data, tax activities, jurisdictions, users, and use of outputs. Neither party will export or use the Service in violation of sanctions or export-control laws.

27. Publicity

Mirentra may not use Customer's name or logo publicly without prior written consent, except to identify Customer internally for service delivery or as legally required. Any case study or testimonial requires separate written approval.

28. Governing law; venue

The Agreement is governed by Texas law, excluding conflicts rules and the U.N. Convention on Contracts for the International Sale of Goods. The state and federal courts in Harris County, Texas have exclusive jurisdiction, and each party consents to jurisdiction and venue.

29. General

Notices must be sent to the addresses in the order form and are effective as specified there. Neither party is liable for delay caused by events beyond reasonable control, except payment obligations. Neither party may assign the Agreement without consent, except to an affiliate or in connection with a merger, reorganization, or sale of substantially all relevant assets, provided the assignee assumes obligations. The parties are independent contractors. There are no third-party beneficiaries. Amendments must be in writing or accepted through a documented online process. If a provision is unenforceable, it will be limited and the remainder remains effective. Waivers must be written. The Agreement is the entire agreement for the Service.

30. Contact and notices

Legal notices to Mirentra: Mirentra LLC, Houston, Texas, United States, Attn: Legal, ibrahimbandak@mirentra.com. Security reports: ibrahimbandak@mirentra.com. Privacy requests: ibrahimbandak@mirentra.com. Support: ibrahimbandak@mirentra.com.