1. COMPANY IDENTITY & JURISDICTION

1.1 Service Provider
TAXNXT Sp. z o.o., a limited liability company incorporated under Polish law, with its registered office in Gdańsk, Poland, KRS No. 0001117478, NIP: 6783218496, REGON: 529197763("Company," "TAXNXT," "we," "us," or "our").

1.2 Governing Law
These Terms & Conditions ("Terms") are governed exclusively by Polish law. Any disputes arising from or related to these Terms or the services provided shall be subject to the exclusive jurisdiction of Polish courts, specifically the courts of Gdańsk.

1.3 Legal Framework
All services are provided in accordance with Polish Civil Code, Commercial Companies Code, Tax Ordinance Act, Labor Code, and applicable Polish and European Union regulations.

2. SERVICES COVERED & DETAILED SCOPE

2.1 Service Categories
TAXNXT provides only those services explicitly defined and agreed upon in the signed Master Service Agreement ("MSA") or individual service offer:

Accounting Services

• Monthly VAT Returns (VAT-7): Preparation and filing

• Corporate Income Tax (CIT-8): Annual returns and advance payments

• Personal Income Tax (PIT): For company representatives and employees

• JPK Files: Standard Audit Files for tax authorities

• KPiR (Revenue and Expense Ledger): For simplified accounting

• Full Ledger Accounting: Complete bookkeeping services

• Financial Statement Preparation: Balance sheets and P&L statements

Payroll & HR Services

• Employment Contract Preparation: Standard employment agreements

• Salary Calculations: Gross-to-net computations including all deductions

• ZUS Reporting: Social insurance declarations (DRA, RCA, RSA)

• PIT-11 Preparation: Annual employee tax certificates

• Employee Onboarding: Registration with tax and social security authorities

• Leave Management: Vacation and sick leave calculations

• Termination Processing: Final settlements and required notifications

Immigration Support Services

• Application Preparation: Work permits, residence permits, visa applications

• Document Review: Completeness check and formatting

• Government Communication: Correspondence with relevant offices

• Status Tracking: Application progress monitoring

• Document Translation Coordination: With certified translators

• Renewal Services: Permit extensions and renewals

Basic Legal Support

• Compliance Guidance: General regulatory advice

• Employment Law Advice: Basic HR compliance matters

• Regulatory Notifications: Standard business registrations

2.2 Service Exclusions
The following services are NOT INCLUDED and require separate agreements:

• Financial audits or forensic accounting

• Tax dispute representation before courts

• Complex financial restructuring

• Legal representation in litigation

• Immigration appeals or court proceedings

• Real estate transactions

• Mergers and acquisitions advisory

• Financial modeling and projections

• International tax planning

• Specialized industry compliance (banking, insurance, etc.)

• Contract Review: Standard commercial agreements (up to 20 pages)

• Corporate Maintenance: Board resolutions, shareholder decisions

2.3 Immigration Service Limitations
CRITICAL NOTICE: Immigration services are strictly limited to administrative support. TAXNXT:

• Does NOT provide legal representation before courts or administrative tribunals

• Makes NO GUARANTEES regarding application approval or processing times

• Is NOT responsible for changes in immigration law or policy

• Cannot influence government decision-making processes

3. SERVICE LEVEL AGREEMENTS (SLAs)

3.1 Response Time Standards

3.2 Monthly Service Delivery Schedule

Accounting Services Timeline

• Day 1-5 of Month: Client document collection period

• Day 6-15: Processing and preparation

• Day 16-20: Review and quality control

• Day 21-25: Filing with authorities (where applicable)

• Day 25-30: Client reporting and communication

Payroll Services Timeline

• Month End -3 days: Payroll data collection deadline

• Month End +7 days: Salary calculations completed

• Month End +12 days: ZUS declarations filed

• Month End +10 days: Monthly payroll reports delivered

Immigration Services Timeline

• Application Review: 3-5 business days from complete document receipt

• Government Filing: 1-2 business days after client approval

• Status Updates: Weekly during processing period

• Document Preparation: 5-10 business days depending on complexity

3.3 Quality Assurance Standards

• All work reviewed by senior staff before delivery

• Minimum 99.5% accuracy target for data processing

• Client satisfaction rating target: 95%

• Zero tolerance for missed legal deadlines due to internal processing

3.4 SLA Exceptions
SLAs are suspended during:

• Polish public holidays and weekends

• Client delays in providing required information

• Force majeure events

• Government system outages beyond TAXNXT control

• Peak filing periods (end of fiscal year, VAT quarterly deadlines)

4. COMMUNICATION & WORKING HOURS

4.1 Official Communication Channels
All official communications must occur through designated channels:

Primary Email Addresses:

• Accounting: accounting@taxnxt.com

• Payroll/HR: payroll@taxnxt.com

• Immigration: immigration@taxnxt.com

• Legal/General: office@taxnxt.com

• Document Delivery: evrak@taxnxt.eu

Secondary Communication:

• Scheduled Phone Calls: To be arranged via email

• WhatsApp: +48 573 817 667

• Emergency Hotline: +48 532 312 683 (urgent matters only)

4.2 Prohibited Communication Channels
The following channels are NOT OFFICIAL and communications via these methods will be ignored:

• Personal mobile numbers of staff

• Other messaging apps

• Social media platforms (LinkedIn, Facebook, etc.)

• Personal email addresses of employees

4.3 Working Hours & Availability

• Standard Hours: Monday-Friday, 07:00-15:00 CET

• Lunch Break: 11:00-12:00 CET (limited availability)

• Response Cutoff: Communications after 15:00 CET processed next business day

• Holiday Schedule: Follows Polish public holiday calendar

4.4 Emergency Contact Protocol
For genuine emergencies only:

• Definition: Imminent legal deadline, payroll crisis, critical compliance issue

• Process: Email to office@taxnxt.com marked "URGENT" + phone call

• Response Time: Within 2 hours during business days

• Additional Charges: Emergency handling fee applies (minimum 200 PLN)

5. DOCUMENT SUBMISSION & PROCESSING REQUIREMENTS

5.1 Document Standards
Format Requirements:

• PDF Format: Preferred for all documents

• Scan Quality: Minimum 300 DPI, black and white or color as needed

• File Size: Maximum 25MB per email attachment

• Naming Convention: [CompanyName][DocumentType][Date]_[Version]

• Language: Polish originals with certified translations if required

5.2 Document Categories & Specific Requirements

Accounting Documents

• Invoices: Must include all required VAT elements

• Bank Statements: Complete monthly statements including MT940 format (not excerpts)

• Purchase Documents: Original invoices or receipts

• Contracts: Signed originals with all annexes

• Fixed Assets: Purchase documentation and technical specifications

Payroll Documents

• Employment Contracts: Signed originals with all amendments

• Timesheets: Approved by authorized personnel

• Medical Certificates: For sick leave processing

• Education Documents: For employee onboarding

• Termination Letters: Formal resignation or dismissal notices

Immigration Documents

• Passports: Full biographical pages (color scans)

• Educational Certificates: Apostilled and translated

• Work Contracts: Meeting immigration law requirements

• Financial Documents: Bank statements, salary confirmations

• Health Insurance: Valid coverage documentation

5.3 Document Processing SLAs

5.4 Document Rejection Criteria
Documents will be rejected and require resubmission if:

• Illegible scans or poor image quality

• Missing required information or signatures

• Incorrect file formats

• Incomplete documentation packages

• Foreign language documents without certified translations

• Documents older than statutory retention periods

5.5 Client Responsibilities for Document Management

• Submit complete document packages (no piecemeal submissions)

• Provide documents within agreed deadlines

• Ensure accuracy and completeness before submission

• Maintain original documents for audit purposes

• Notify TAXNXT immediately of any document errors discovered post-submission

6. CLIENT RESPONSIBILITIES & PERFORMANCE STANDARDS

6.1 Timely Information Provision
Client must provide required information according to the following schedule:

Monthly Accounting Data

• Day 5: Previous month bank statements

• Day 5: All purchase invoices and receipts

• Day 5: Sales documentation and contracts

• Day 7: Any corrections or additional documents

Payroll Data

• Month-end -2 days: Employee time records

• Month-end -1 day: Bonus/commission information

• Month-end: Final payroll changes and corrections

Immigration Updates

• Immediately: Any status changes affecting applications

• 7 days: Document renewals (passport, insurance, etc.)

• 7 days: Changes in employment terms

• 7 days: Address or contact changes

6.2 Review and Approval Obligations
Client must review and approve:

• Draft tax returns within 24 hours

• Payroll calculations within 24 hours

• Immigration applications within 24 hours

• Monthly financial reports within 2 business days

6.3 Notification Requirements
Client must immediately notify TAXNXT of:

• Changes in company structure or ownership (>10% ownership transfer)

• New business activities or revenue streams

• Employment law disputes or labor inspections

• Tax authority inquiries or audits

• Immigration status changes for key personnel

• Changes in banking arrangements or authorized signatories

• Litigation or regulatory investigations

6.4 Compliance Cooperation
Client agrees to:

• Maintain comprehensive business records

• Ensure employee cooperation with service delivery

• Implement TAXNXT recommendations for compliance improvements

• Participate in regular service review meetings (quarterly minimum)

7. PERFORMANCE STANDARDS & QUALITY METRICS

7.1 Service Performance Indicators
TAXNXT commits to maintaining the following standards:

Accuracy Metrics

• Accounting Accuracy: 99.5% error-free processing

• Payroll Accuracy: 99.8% correct calculations

• Deadline Compliance: 100% on-time filing when documents received per SLA

• Document Processing: 98% first-time acceptance rate

Client Service Metrics

• Response Time Compliance: 95% within SLA targets

• Service Availability: 99% uptime during business hours

• Issue Resolution: 90% resolved within committed timeframes

7.2 Performance Monitoring

• Quarterly service review meetings

• Continuous improvement process implementation

7.3 Service Credits for SLA Failures
If TAXNXT fails to meet committed SLAs:

• Minor Delays (up to 50% over SLA): 5% service credit

• Major Delays (50-100% over SLA): 10% service credit

• Critical Failures (>100% over SLA): 25% service credit

Maximum monthly service credits: 50% of monthly fees

8. FEES, PAYMENT TERMS & FINANCIAL PROVISIONS

8.1 Payment Terms

• Payment Due: 7 calendar days from invoice date

• Payment Method: Bank transfer to designated account

• Currency: Polish Złoty (PLN) unless otherwise agreed

• Invoice Delivery: Electronic via email to designated contact

8.2 Late Payment Consequences
Grace Period: 5 calendar days beyond due date

Late Payment Penalties (applied after grace period):

• Days 6-15: 0.1% daily penalty on outstanding amount

• Days 16-30: 0.15% daily penalty + 100 PLN administrative fee

• Days 31+: Maximum statutory interest rate + 200 PLN administrative fee

8.3 Service Suspension Rights
TAXNXT may suspend services if:

• Payment overdue by more than 14 days

• Client fails to provide required documentation for >10 business days

• Repeated violations of communication protocols

• Non-compliance with Polish legal requirements affects service delivery

8.4 Additional Service Fees
The following services incur additional charges:

8.5 Annual Fee Review

• Service fees subject to annual review

• 30 days written notice for fee changes

• Changes effective from next billing cycle

• Client may terminate with standard notice if fees increase >15%

9. ENHANCED LIABILITY LIMITATIONS

9.1 Maximum Liability Cap
TAXNXT's aggregate liability for all claims arising from or related to these Terms shall not exceed the lesser of:

• Three (3) months of fees actually paid by Client in the 12 months preceding the claim, or

• 10,000 PLN per incident

9.2 Specific Service Limitations

Accounting Services

TAXNXT is NOT liable for:

• Tax penalties resulting from Client's incomplete or late information provision

• Interest charges on taxes due to Client delays

• Penalties arising from changes in tax law interpretation

• Consequences of Client's failure to maintain proper books and records

Payroll Services

TAXNXT is NOT liable for:

• ZUS penalties due to Client's incorrect employee data

• Labor law violations by Client

• Employment disputes or wrongful termination claims

• Social security or pension contribution errors due to Client misinformation

Immigration Services

TAXNXT is NOT liable for:

• Application rejections by government authorities

• Changes in immigration law or policy

• Processing delays by government offices

• Costs associated with reapplying or appeals

• Loss of legal status due to Client non-compliance

Legal Services

TAXNXT is NOT liable for:

• Outcomes of legal proceedings

• Regulatory changes affecting Client's business

• Third-party contract disputes

• Compliance failures in areas outside TAXNXT's service scope

9.3 Consequential Damages Exclusion
Under no circumstances shall TAXNXT be liable for:

• Loss of profits, revenue, or business opportunities

• Indirect, special, incidental, or consequential damages

• Punitive or exemplary damages

• Business interruption costs

• Reputational damage claims

9.4 Professional Indemnity Insurance
TAXNXT maintains professional indemnity insurance coverage of 1.000.000,00 PLN. This insurance serves as additional protection but does not increase TAXNXT's liability limits.

10. DATA PROTECTION & INFORMATION SECURITY

10.1 GDPR Compliance Framework
TAXNXT implements comprehensive data protection measures including:

• Data Processing Agreement: Separate DPA executed with each client

• Lawful Basis: Processing based on contract performance and legal obligations

• Data Minimization: Processing only necessary personal data

• Retention Limits: Data retained only as long as legally required

10.2 Technical Security Measures

• Access Controls: Role-based access with multi-factor authentication

• Backup Systems: Daily encrypted backups with off-site storage

10.3 Organizational Security Measures

• Staff Training: Annual GDPR and security awareness training

• Access Logging: All data access logged and monitored

• Incident Response: 72-hour breach notification procedures

• Regular Audits: Annual security and privacy assessments

• Vendor Management: Due diligence on all third-party processors

10.4 Client Data Responsibilities
Client agrees to:

• Provide only necessary personal data for service delivery

• Ensure lawful basis for sharing employee/stakeholder data

• Implement appropriate security measures for data transmission

• Notify TAXNXT immediately of suspected data breaches

• Cooperate with data subject rights requests

10.5 Data Retention and Deletion

• Accounting Records: Retained per Polish Tax Ordinance (5 years minimum)

• Payroll Records: Retained per Polish Labor Code requirements

• Immigration Files: Retained for 3 years after service completion

• General Correspondence: Retained for 2 years

• Secure Deletion: Certified data destruction upon retention expiry

11. CONFIDENTIALITY & NON-DISCLOSURE

11.1 Confidential Information Definition
Confidential Information includes:

• All business, financial, and operational information

• Employee personal data and HR records

• Customer and supplier information

• Proprietary business processes and procedures

• Strategic plans and business development information

• Any information marked or identified as confidential

11.2 Confidentiality Obligations
Both parties agree to:

• Maintain strict confidentiality of all Confidential Information

• Limit access to information on a need-to-know basis

• Use Confidential Information solely for service delivery purposes

• Implement appropriate safeguards against unauthorized disclosure

• Return or destroy Confidential Information upon termination

11.3 Permitted Disclosures
Confidential Information may be disclosed only:

• As required by applicable law or court order

• To professional advisors bound by confidentiality obligations

• With prior written consent from the disclosing party

• To regulatory authorities as required for compliance

• To law enforcement agencies pursuant to legal requirements

11.4 Duration of Confidentiality
Confidentiality obligations:

• Commence immediately upon first disclosure

• Continue throughout the entire service relationship

• Survive termination indefinitely

• Apply to all TAXNXT employees, contractors, and agents

12. TERMINATION PROVISIONS

12.1 Regular Termination
Either party may terminate the service relationship by providing thirty (90) calendar days written notice, with termination effective at month-end.

12.2 Immediate Termination Rights
TAXNXT may terminate services immediately upon written notice for:

Financial Reasons:

• Non-payment of invoices beyond 21 days after due date

• Client bankruptcy, insolvency, or assignment for benefit of creditors

• Material deterioration in Client's financial condition

Performance Reasons:

• Client's repeated failure to provide required documentation

• Non-compliance with communication protocols after written warning

• Failure to review and approve materials within required timeframes

Legal/Compliance Reasons:

• Client activities that violate Polish law or regulations

• Requests for services that would violate professional standards

• Discovery of material misrepresentations by Client

• Activities that pose significant reputational risk to TAXNXT

12.3 Client Termination Rights
Client may terminate immediately for:

• Material breach of SLA standards by TAXNXT (after 10 business days cure period)

• Bankruptcy or insolvency of TAXNXT

• Loss of required professional licenses by TAXNXT

12.4 Post-Termination Obligations

TAXNXT Obligations:

• Complete work in progress (subject to payment)

• Provide reasonable transition assistance (maximum 30 days)

• Return Client documents and data within 15 business days

• Provide final invoicing and settlement

Client Obligations:

• Pay all outstanding fees immediately

• Retrieve all documents and data within 30 days

• Provide written transition instructions

• Cooperate with new service provider transition

12.5 Survival of Terms
The following provisions survive termination:

• Payment obligations for services rendered

• Confidentiality and non-disclosure obligations

• Limitation of liability provisions

• Intellectual property rights

• Data protection obligations

13. INTELLECTUAL PROPERTY & STAFF PROTECTION

13.1 Staff Non-Solicitation
Client agrees that during the service term and for twelve (12) months thereafter, Client will not:

• Directly or indirectly solicit any TAXNXT employee for employment

• Encourage any TAXNXT team member to terminate their employment

• Engage any former TAXNXT employee within 12 months of their departure

• Provide references for TAXNXT employees seeking external employment

13.2 Liquidated Damages for Staff Solicitation
Any violation of the non-solicitation provision results in immediate liquidated damages equal to:

• Twelve (12) months of the affected employee's gross annual compensation

• Plus recruitment and training costs for replacement (minimum 50,000 PLN)

• Plus reasonable attorney's fees for enforcement

13.3 Proprietary Rights Protection
TAXNXT retains exclusive ownership of:

• All proprietary methodologies and processes

• Software tools and applications developed for service delivery

• Templates, forms, and documentation formats

• Client onboarding and service delivery procedures

• Training materials and internal procedures

13.4 Work Product Rights

• Client owns the final deliverables (tax returns, filings, reports)

• TAXNXT retains rights to underlying methodologies and processes

• Client receives limited license to use deliverables for business purposes only

13.5 Client Information Use
Client authorizes TAXNXT to:

• Use Client name in client lists and marketing materials (unless opted out)

• Prepare anonymized case studies for marketing purposes

• Include general service statistics in promotional materials

• Reference service relationship in professional development contexts

14. TERMS & CONDITIONS UPDATES

14.1 Amendment Rights
TAXNXT reserves the right to modify these Terms to reflect:

• Changes in applicable laws and regulations

• Updates to professional standards and industry practices

• Enhancements to service offerings

• Technological improvements affecting service delivery

14.2 Notice and Implementation Process

• Notice Period: 30 calendar days written notice via email

• Effective Date: Clearly specified in amendment notice

• Client Review: Opportunity to review and discuss changes

• Termination Right: Client may terminate if changes materially adverse

14.3 Emergency Amendments
In case of urgent regulatory changes:

• Immediate amendments may be implemented

• Client notification within 48 hours

• Retroactive client consent requested

• Free consultation provided to discuss impacts

15. DISPUTE RESOLUTION & GENERAL PROVISIONS

15.1 Dispute Resolution Process
Step 1 - Direct Negotiation (30 days):

• Good faith negotiations between designated representatives

• Written documentation of positions and proposed resolutions

• Senior management involvement required

Step 2 - Mediation (60 days):

• Mediation through Polish Chamber of Commerce

• Costs shared equally between parties

• Mediator selection by mutual agreement

Step 3 - Litigation:

• Exclusive jurisdiction of Gdańsk courts

• Polish law applies

• Losing party pays reasonable attorney's fees

15.2 Force Majeure
Neither party liable for delays or failures due to:

• Acts of God, natural disasters, pandemics

• Government actions, regulatory changes, sanctions

• Labor strikes, material shortages

• Cyber attacks, system failures beyond reasonable control

• War, terrorism, civil unrest

Force majeure notice required within 10 business days of occurrence.

15.3 Assignment and Transfer

• Client may not assign rights without TAXNXT's written consent

• TAXNXT may assign to affiliated entities with 30 days notice

• Assignment to unaffiliated third parties requires Client consent

• All assignments subject to confidentiality obligations

15.4 Severability and Interpretation

• Invalid provisions severed without affecting remainder

• Headings for convenience only, not limiting

• Ambiguities resolved in favor of clear business intent

• Polish language version controls in case of translation conflicts

15.5 Entire Agreement
These Terms, together with the Master Service Agreement and any executed amendments, constitute the complete agreement between the parties, superseding all prior negotiations and agreements.

16. ACKNOWLEDGMENT & ACCEPTANCE

By engaging TAXNXT services, Client acknowledges:

• Having read and understood these Terms & Conditions

• Agreement to be bound by all provisions

• Authority to bind Client organization to these Terms

• Receipt of Polish language version (where applicable)

These Terms & Conditions are effective immediately upon service commencement and remain in effect until terminated in accordance with the provisions herein.

TAXNXT Sp. z o.o.
Registered Office: Torunska 15/77 80-747, Gdańsk, Poland
Email: office@taxnxt.com

Document Version: 1.0
Effective Date: 07.08.2025