Terms of Use & User Agreement

1. Introduction and Acceptance

These Terms of Use and User Agreement (the "Agreement") constitute a legally binding agreement between you (the "User", "you") and MesoTax, the Iraqi digital tax platform operated by BFTC - CO, a company registered in Dubai Silicon Oasis, Dubai, United Arab Emirates ("MesoTax", "we", "us", "our"), governing your access to and use of the website www.iraqtaxation.com, the MesoTax tax calculation application, and all related tools, content, and services (collectively, the "Platform").

By creating an account, accessing the Platform, or using any of its features, including the Personal Income Tax (PIT) calculator, Corporate Income Tax (CIT) calculator, bulk payroll upload tool, and tax law library, you confirm that you have read, understood, and agree to be bound by this Agreement and our Privacy Policy. If you do not agree, you must not use the Platform.

If you use the Platform on behalf of a company or other legal entity, you represent that you have authority to bind that entity, and "User" shall include that entity.

Your electronic acceptance of this Agreement (including by clicking "I Agree", registering an account, or using the Platform) constitutes valid consent and a binding contract in accordance with the Iraqi Electronic Signature and Electronic Transactions Law No. 78 of 2012 and the general rules of contract under the Iraqi Civil Code No. 40 of 1951.

2. Description of the Service

The Platform provides digital tools and informational resources relating to taxation in the Republic of Iraq, including:

• Personal Income Tax (PIT) calculators based on the Iraqi Income Tax Law No. 113 of 1982, as amended, and applicable instructions of the General Commission for Taxes (GCT);
• Corporate Income Tax (CIT) calculators, including rates applicable under CPA Order No. 49 of 2004 and sector-specific regimes;
• Bulk payroll computation tools for employers;
• A library of Iraqi tax laws, regulations, and instructions; and
• Subscription-based content and premium features.

The Platform may be updated, modified, suspended, or discontinued in whole or in part at any time at our discretion.

3. No Professional Advice, Important Disclaimer

THE PLATFORM IS AN INFORMATIONAL AND COMPUTATIONAL TOOL ONLY. All calculations, outputs, articles, and materials provided through the Platform are for general information and estimation purposes and do not constitute legal, tax, accounting, or other professional advice.

Use of the Platform does not create any advisor-client, attorney-client, or fiduciary relationship between you and MesoTax or Iraq Taxation. Tax outcomes depend on the specific facts of each case, the practice of the competent tax authorities, and laws and instructions that change from time to time. You should obtain formal professional advice before making any decision, filing, or payment based on the Platform's outputs. Formal engagements with Iraq Taxation are governed by separate engagement letters and not by this Agreement.

4. Accuracy and Limitations of Calculations

We use reasonable efforts to keep tax rates, brackets, allowances, and legal references current with Iraqi federal law. However:

• Tax rates, exemptions, and administrative practice in Iraq (including differences between federal Iraq and the Kurdistan Region) may change without notice and may be applied differently by the tax authorities;
• Calculator outputs are estimates based on the data you enter and standard assumptions, and may not reflect your final assessed liability;
• We do not guarantee that the Platform's content is complete, accurate, current, or error-free; and
• Official assessments are made exclusively by the competent Iraqi tax authorities.

You are solely responsible for verifying all inputs and outputs and for your own tax compliance.

5. User Accounts and Responsibilities

To access certain features you must register an account and provide accurate, current, and complete information. You are responsible for maintaining the confidentiality of your login credentials and for all activity under your account. You must notify us promptly of any unauthorized use. We may suspend or terminate accounts that breach this Agreement or that we reasonably suspect of misuse.

6. Subscriptions, Fees and Payment

Certain features are available only under paid subscription plans. By subscribing you agree to:

• Pay the fees displayed at the time of purchase, in the stated currency, together with any applicable taxes;
• Automatic renewal of recurring subscriptions at the then-current rate unless cancelled before the renewal date; and
• Payment processing through third-party payment providers, whose own terms apply to the payment transaction.

Except where required by applicable law, fees are non-refundable once the subscription period has commenced. We may change subscription fees prospectively with reasonable prior notice.

7. Intellectual Property

The Platform and all of its content, including the MesoTax name and logo, the Iraq Taxation brand, software, calculators, databases, compilations of laws and commentary, text, graphics, and design, are owned by or licensed to Iraq Taxation and are protected by applicable intellectual property laws, including the Iraqi Copyright Protection Law No. 3 of 1971 (as amended, including by CPA Order No. 83 of 2004) and the Trademarks and Commercial Data Law No. 21 of 1957 (as amended).

You are granted a limited, non-exclusive, non-transferable, revocable licence to use the Platform for your internal business or personal purposes. You must not copy, reproduce, scrape, resell, sublicense, distribute, or create derivative works from the Platform or its content, nor use it to build a competing product or to train automated systems, without our prior written consent. Iraqi laws and regulations reproduced on the Platform remain public documents; our translations, summaries, commentary, and compilations are proprietary.

8. Acceptable Use

You agree not to:

• Use the Platform for any unlawful purpose, including tax evasion or the preparation of false or misleading filings;
• Upload data you are not lawfully entitled to process, including employee payroll data without a proper legal basis;
• Interfere with the security or operation of the Platform, attempt unauthorized access, or introduce malicious code;
• Use automated means to access or extract data from the Platform without written permission; or
• Misrepresent Platform outputs as official assessments or as advice issued by Iraq Taxation.

9. Data and Privacy

Our collection and processing of personal data, including payroll data uploaded to the bulk calculation tool, is governed by our Privacy Policy, which forms an integral part of this Agreement. Where you upload personal data relating to third parties (such as employees), you warrant that you have the legal right and any necessary consents to do so.

10. Limitation of Liability

To the maximum extent permitted by applicable law:

• The Platform is provided "as is" and "as available", without warranties of any kind, whether express or implied, including fitness for a particular purpose and non-infringement;
• MesoTax and Iraq Taxation shall not be liable for any indirect, incidental, consequential, or punitive damages, or for loss of profits, data, business, or goodwill, arising from or in connection with the Platform;
• We shall not be liable for any tax, penalty, interest, or assessment imposed on you by any tax authority, whether or not connected to your use of the Platform's calculators or content; and
• Our total aggregate liability arising out of or in connection with this Agreement shall not exceed the subscription fees actually paid by you to us in the twelve (12) months preceding the event giving rise to the claim, or IQD 500,000 (five hundred thousand Iraqi Dinars) if you use only free features.

Nothing in this Agreement excludes liability that cannot be excluded under applicable mandatory law.

11. Indemnity

You agree to indemnify and hold harmless MesoTax, Iraq Taxation, and their officers, employees, and agents from any claims, losses, liabilities, and expenses (including reasonable legal fees) arising from your breach of this Agreement, your misuse of the Platform, or your violation of applicable law or third-party rights, including data protection rights of individuals whose data you upload.

12. Suspension and Termination

We may suspend or terminate your access to the Platform, with or without notice, if you breach this Agreement, fail to pay applicable fees, or where required by law. You may stop using the Platform and cancel your subscription at any time through your account settings. Clauses which by their nature should survive termination (including clauses 3, 4, 7, 10, 11, and 14) shall survive.

13. Amendments

We may amend this Agreement from time to time. The updated version will be posted on the Platform with a revised "Last updated" date, and material changes will be notified through the Platform or by email. Your continued use of the Platform after the effective date of any amendment constitutes acceptance of the amended Agreement.

14. Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the Republic of Iraq, including the Iraqi Civil Code No. 40 of 1951, as amended. The parties shall first endeavour to resolve amicably any dispute arising out of or in connection with this Agreement or the Platform within thirty (30) days of written notice of the dispute. Failing amicable settlement, the dispute shall be subject to the exclusive jurisdiction of the competent courts of Baghdad, Republic of Iraq.