MEA FinTax — TERMS OF USE

Software-as-a-Service Subscription Terms and Conditions Version 1.1-pilot — Effective 12 July 2026

1. Who We Are and What These Terms Cover

1.1 These Terms of Use ("Terms") govern access to and use of the MEA FinTax platform, including its website, application, analysis engine, and related services (together, the "Service"), operated by the MEA FinTax development team, pending incorporation of the operating entity; these Terms will be novated to that entity upon its incorporation ("Provider", "we", "us").

1.2 By creating an account, accessing, or using the Service, the subscribing entity and each individual user (together, "Client", "you") agree to be bound by these Terms. If you do not agree, do not use the Service.

1.3 If you use the Service on behalf of a company, you confirm that you are authorised to bind that company to these Terms.

2. Nature of the Service — Software, Not Advice

2.1 The Service is a software tool. It provides automated, technology-assisted analysis of tax legislation, regulations, and Client-provided data to support the work of the Client's own finance, tax, and accounting professionals.

2.2 The Service does NOT provide tax, legal, accounting, or professional advice. No output of the Service constitutes advice, an opinion, a recommendation, or a determination of the Client's tax position.

2.3 The Provider is not a Tax Agent, tax consultant, law firm, or accounting firm. The Provider is not registered with, licensed by, or acting under the supervision of the UAE Federal Tax Authority as a Tax Agent within the meaning of Federal Decree-Law No. 28 of 2022 on Tax Procedures (as amended), and nothing in the Service creates a tax agency, advisory, fiduciary, or professional-client relationship between the Provider and the Client.

2.4 Human review required. All outputs of the Service are drafts and analytical aids. The Client must ensure that a suitably qualified professional (the Client's own employee or appointed adviser) reviews, verifies, and approves any output before it is relied upon, submitted to any authority, or used in any filing, return, disclosure, or decision. Responsibility for all conclusions, filings, and tax positions rests solely with the Client and its qualified reviewer.

2.5 The Service may quote legislation in its official language together with unofficial working explanations in other languages. Only the official text of the law governs. Unofficial explanations and translations are provided for convenience only.

3. AI-Generated Content — Important Disclosures

3.1 The Service uses artificial intelligence, including large language models, to generate analysis. AI-generated content can contain errors, omissions, or inaccuracies, including incorrect readings of legislation, outdated positions, or misapplication of rules to facts, even where the output appears confident and well-reasoned.

3.2 The Provider maintains a curated library of legal instruments and updates it on a periodic review cycle. However, laws, regulations, administrative guidance, and official interpretations change, and there may be a delay between an official change and its reflection in the Service. Each deliverable indicates the date of the legal corpus against which it was produced. The Client must independently confirm the current state of the law before acting.

3.3 Outputs depend on the completeness and accuracy of the data and documents the Client provides. The Service does not audit, verify, or validate Client inputs.

3.4 Risk ratings, exposure estimates, and scenario calculations produced by the Service are illustrative analytical aids based on stated assumptions. They are not predictions, valuations, or assurances of any outcome with any tax authority, court, or other body.

4. Accounts, Access, and Acceptable Use

4.1 The Client is responsible for maintaining the confidentiality of account credentials and for all activity under its accounts. The Client must notify the Provider promptly of any suspected unauthorised access.

4.2 The Client must not: (a) use the Service for any unlawful purpose, including tax evasion or the preparation of misleading filings; (b) attempt to gain unauthorised access to the Service or its underlying systems, models, prompts, or legal library; (c) reverse engineer, scrape, extract, or copy the Service or any substantial part of its content or engine; (d) resell, sublicense, or provide the Service to third parties except as expressly permitted in the applicable subscription plan; (e) submit content that infringes third-party rights or contains malicious code; or (f) use the Service to develop a competing product.

4.3 The Provider may suspend or terminate access for material breach of these Terms, subject to Clause 11.

5. Subscriptions, Fees, and Taxes

5.1 Access to the Service is provided on the subscription plan selected by the Client. Fees, plan features, usage limits, and billing frequency are stated at the point of purchase or in an order form.

5.2 Fees are payable in advance, are exclusive of VAT and other applicable taxes (which will be added where required by law), and are non-refundable except where these Terms or mandatory law provide otherwise.

5.3 The Provider may revise fees with at least 30 days' notice, effective from the Client's next renewal.

5.4 The Provider may suspend access for amounts remaining unpaid 14 days after written reminder.

6. Intellectual Property

6.1 The Provider (and its licensors) retains all rights, title, and interest in and to the Service, including the analysis engine, prompts, workflows, legal library structure, templates, software, and documentation. No rights are granted except the limited right to use the Service under these Terms.

6.2 The Client retains all rights in the data, documents, and materials it submits ("Client Data").

6.3 The Client owns the reports and outputs generated for it by the Service ("Outputs") and may use them for its internal business purposes, subject to Clauses 2 and 3. The Client may not represent Outputs as professional advice of the Provider.

6.4 The Provider may use aggregated, anonymised usage statistics to improve the Service, provided no Client Data or Client-identifying information is disclosed. Client Data is not used to train AI models.

7. Confidentiality, Data Protection, and Data Residency

7.1 Each party will keep the other's confidential information confidential and use it only to perform under these Terms. This obligation survives termination for 5 years, and indefinitely for trade secrets.

7.2 The Provider processes personal data in accordance with UAE Federal Decree-Law No. 45 of 2021 on the Protection of Personal Data and its published Privacy Policy at /privacy, which forms part of these Terms.

7.3 Client Data is hosted on cloud infrastructure which may be located outside the UAE; AI processing is performed by third-party model providers which may process data outside the UAE, as described in the Privacy Policy. The Provider will not otherwise transfer Client Data except as described in the Privacy Policy, with the Client's consent, or where required by law.

7.4 The Provider implements reasonable technical and organisational measures to protect Client Data, including tenant isolation, encryption in transit and at rest, and access controls. In the event of a personal data breach affecting the Client, the Provider will notify the Client without undue delay and cooperate with the Client's reasonable requests.

7.5 On termination, the Provider will delete or return Client Data within 60 days, except for copies retained under routine backups (deleted in the ordinary cycle) or as required by law.

8. Warranties and Disclaimers

8.1 The Provider warrants that it will provide the Service with reasonable skill and care and substantially in accordance with its documentation.

8.2 Except as stated in Clause 8.1, the Service is provided "as is" and "as available". To the maximum extent permitted by law, the Provider disclaims all other warranties, express or implied, including accuracy, completeness, fitness for a particular purpose, non-infringement, and uninterrupted or error-free operation.

8.3 Without limiting Clause 8.2, the Provider does not warrant that any Output is correct, current, complete, or suitable for any filing or decision, and gives no warranty as to the outcome of any tax audit, assessment, objection, appeal, or other proceeding.

9. Limitation of Liability

9.1 Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law, including liability for fraud or wilful misconduct.

9.2 Subject to Clause 9.1, the Provider is not liable for: (a) any indirect, incidental, special, or consequential loss; (b) loss of profits, revenue, business, goodwill, or anticipated savings; (c) any tax, penalty, interest, fine, assessment, or other amount imposed on the Client by any tax authority or other body; (d) loss arising from the Client's reliance on any Output without the qualified human review required by Clause 2.4; (e) loss arising from inaccurate or incomplete Client Data; or (f) loss arising from events beyond the Provider's reasonable control.

9.3 Subject to Clauses 9.1 and 9.2, the Provider's total aggregate liability arising out of or in connection with these Terms and the Service, whether in contract, tort, or otherwise, shall not exceed the fees actually paid by the Client for the Service in the six (6) months preceding the event giving rise to the claim.

9.4 The Client acknowledges that the fees reflect this allocation of risk and that the Provider would not offer the Service at these fees without these limitations.

10. Client Indemnity

10.1 The Client will indemnify and hold harmless the Provider against third-party claims, losses, and reasonable costs arising from: (a) the Client's breach of these Terms; (b) Client Data infringing third-party rights or violating law; or (c) the Client's use of Outputs, including any filing, disclosure, or representation made to any authority or third party.

11. Term, Suspension, and Termination

11.1 These Terms apply from first use of the Service and continue for the subscription term, renewing automatically for successive periods unless either party gives notice of non-renewal at least 30 days before renewal.

11.2 Either party may terminate for material breach not remedied within 30 days of written notice, or immediately on the other party's insolvency.

11.3 On termination: access ceases; accrued fees remain payable; Clauses 2, 3, 6, 7, 8, 9, 10, 12, and 13 survive.

12. Changes to the Service and These Terms

12.1 The Provider may improve or modify the Service, provided the core functionality of the Client's plan is not materially reduced during a paid term.

12.2 The Provider may amend these Terms by giving at least 30 days' notice. Continued use after the effective date constitutes acceptance. If an amendment materially reduces the Client's rights, the Client may terminate and receive a pro-rata refund of prepaid fees for the unused period.

13. Governing Law and Dispute Resolution

13.1 These Terms are governed by the federal laws of the United Arab Emirates and the laws of the Emirate of Abu Dhabi.

13.2 Disputes shall be subject to the exclusive jurisdiction of the courts of Abu Dhabi.

14. General

14.1 Entire agreement: these Terms, the order form, and the Privacy Policy are the entire agreement and supersede prior discussions. 14.2 No assignment by the Client without consent; the Provider may assign to an affiliate or acquirer. 14.3 No waiver unless in writing. 14.4 If any clause is unenforceable, the remainder stands. 14.5 Notices to the addresses stated in the order form or account, by email with confirmation of receipt. 14.6 Nothing creates a partnership, agency, or employment relationship. 14.7 These Terms are drafted in English; if translated, the English version prevails.