Accounting Partnership Agreement

This Agreement (“Agreement”) is entered into by and between VR Technologies, LLC., a U.S. corporation with its principal place of business at 121 S. Tejon Street, Suite 201, Colorado Springs, CO 80903 (“VRPlatform”), and the applicable accounting partner (“Partner”). VRPlatform and Partner may each be referred to individually as a “Party” and collectively as the “Parties.”

1. Program Overview

The VRPlatform Accounting Partner Program enables accounting firms and financial service providers to implement and manage VRPlatform’s software for their property management clients. As part of the program, the Partner receives:

  • Access to the Partner Console
  • The ability to create and manage client teams
  • The ability to onboard property management clients onto the software
  • Access to partner-level pricing discounts based on total listings managed through the Partner Console
  • Dedicated onboarding support for the Partner’s initial client implementations
  • Access to partner marketing resources and co-marketing opportunities
  • Access to VRPlatform’s API and/or MCP Server, where made available, subject to Section 4 (API and MCP Access)

The Partner may recommend, implement, and support software for their clients in accordance with the terms of this Agreement, including through the Partner Console, API, and/or MCP Server, as applicable.

2. Definitions

Accounting Partner Program
The program operated by VRPlatform that enables accounting firms and financial professionals to implement, manage, and support VRPlatform’s software for their clients.

VRTrust (“Software”)
The accounting software platform developed and operated by VRPlatform for the vacation rental industry.

Active Listing
For purposes of billing and partner discount tier calculations, an “Active Listing” is any listing in VRPlatform with an “Active” status or otherwise actively managed within the platform during a given billing period. VRPlatform reserves the right to determine whether a listing qualifies as active based on platform usage and integration data.

Partner Console
The administrative interface provided by VRPlatform that allows Accounting Partners to manage client organizations, create client teams, monitor listings across clients, and manage billing relationships for accounts associated with the Partner.

Onboarding
The process of setting up and implementing software for a Client, beginning with account setup and configuration and concluding once the Client has successfully completed their first monthly cycle of owner statements within the platform.

Client
A property management company or organization that uses VRPlatform’s software and is onboarded, supported, or managed by the Partner through the Partner Console.

Client Team
A distinct organizational account or workspace created within VRPlatform’s software for a specific Client and its associated users, listings, and financial records.

Partner-Managed Account
A Client Team that is created or administered through the Partner Console and for which the Partner has administrative access to assist with implementation, configuration, and ongoing support. A Partner-Managed Account may be either Partner-Billed or Client-Billed.

Partner-Billed Account
A Client Team that is managed under the Partner Console and whose software subscription fees are billed directly to the Partner.

Client-Billed Account
A Client Team that is associated with a Partner through the Partner Console but whose subscription fees are billed directly to the Client.

Partner Tier
The pricing discount applied to subscription fees based on the total number of Billable Listings Under Management by the Partner.

Billable Listing
For the purposes of partner discount tier calculations, a “Billable Listing” is any active listing on a partner-billed account. Only billable listings count toward partner discount tiers and qualify for partner discounts.

API
VRPlatform’s application programming interface(s) made available to Partner for programmatic access to the Software, whether directly or through the MCP Server.

MCP / MCP Server
VRPlatform’s implementation of the Model Context Protocol (or any successor or similar protocol) that allows software tools, scripts, or artificial intelligence agents operated by or on behalf of a Partner to interact with the Software.

API Credentials
Any API key, access token, OAuth credential, or other authentication or authorization credential issued to a Partner for accessing the API or MCP Server.

Authorized Agent
Any automated system, integration, script, bot, or artificial intelligence–based tool or agent that accesses the API or MCP Server using a Partner’s API Credentials, whether operated by the Partner or by a third party on the Partner’s behalf.

3. Partner Console Access

Upon enrollment, the Partner will receive access to the VRPlatform Partner Console. The Partner Console allows the Partner to:

  • Create and manage client organizations
  • Add and manage client teams
  • Monitor listings across all client accounts
  • Manage billing relationships for clients onboarded under the Partner

All clients added under the Partner Console are considered Partner-managed accounts.

4. API and MCP Access

4.1 Grant of Access

In addition to the Partner Console, VRPlatform may make the API and/or MCP Server available to Partner for programmatic access to the Software. Access to the API and/or MCP Server is optional, may be offered at VRPlatform’s discretion, and is subject to this Agreement and any additional documentation, scope limitations, or supplemental terms VRPlatform makes available for API or MCP use.

4.2 API Credentials

VRPlatform will issue API Credentials to Partner to enable API and/or MCP Server access. Partner is responsible for safeguarding its API Credentials and for all activity occurring under them. Partner shall not share, sublicense, or disclose its API Credentials except to its own Authorized Agents acting on Partner’s behalf, and shall promptly notify VRPlatform of any suspected loss, theft, or unauthorized use of its API Credentials. VRPlatform may rotate, suspend, or revoke API Credentials at any time, including for suspected misuse or security concerns.

4.3 Authorized Agents; Automated and AI-Driven Access

Partner may access and use the API and/or MCP Server through Authorized Agents, including software tools, scripts, or artificial intelligence–based agents. Partner is solely responsible for all actions taken through its API Credentials or by its Authorized Agents, whether or not a specific action was initiated or reviewed by a human, to the same extent as if Partner had taken the action directly. Partner is responsible for implementing reasonable controls (such as scoped permissions, confirmation steps, or monitoring) appropriate to the actions its Authorized Agents are permitted to take, particularly any action that creates, modifies, or deletes Client data. VRPlatform is not responsible for any action taken, or any error, omission, or harm resulting from an action taken, by Partner’s Authorized Agents.

4.4 Permitted Use

Partner shall use the API and MCP Server only to support Clients in accordance with the scope of this Agreement. Partner shall not use the API or MCP Server to build or support a product or service that competes with the Software, and shall not use Client data obtained through the API or MCP Server to train, fine-tune, or otherwise improve any artificial intelligence or machine-learning model, whether operated by Partner or a third party.

4.5 Rate Limits, Metering, and Fees

VRPlatform does not currently impose fixed rate limits, usage caps, or metering-based fees specific to API or MCP Server access. VRPlatform reserves the right, in its sole discretion, to establish, modify, or eliminate rate limits, usage caps, throttling, or metering-based fees for API and/or MCP Server access at any time, with such changes communicated in the same manner as Pricing Terms under Section 6.5. VRPlatform may also throttle, suspend, or limit API or MCP Server access at any time to protect the stability, security, or performance of the Software.

4.6 Changes to the API and MCP Server

The API and MCP Server, including their endpoints, schemas, and available functionality, are part of the Software and subject to Section 9 (Software Updates and Improvements). VRPlatform does not guarantee that any update, modification, or discontinuation of the API or MCP Server will be free of disruption to Partner’s integrations, and VRPlatform has no obligation to provide advance notice, a deprecation period, or backward compatibility for changes to the API or MCP Server.

4.7 Monitoring

VRPlatform may monitor and log Partner’s use of the API and MCP Server for security, abuse prevention, and platform-stability purposes.

5. Client Billing Options

Clients onboarded under the Partner Console may be billed in one of the following ways.

5.1 Option A — Partner-Billed Accounts

The Partner may elect to be directly billed for their clients’ software subscriptions. In this structure:

  • The Partner receives one consolidated monthly invoice
  • The invoice includes all active listings across all client teams on the Partner Console
  • The Partner is responsible for timely payment of all invoices and may collect payment from its clients at its discretion.

5.2 Option B — Client-Billed Accounts

Alternatively, clients may be billed directly by VRPlatform. In this structure:

  • The client receives and pays their own software subscription invoice
  • The client remains connected to the Partner through the Partner Console
  • The Partner retains access to manage the client account
  • Partner discount is not applied to the subscription, and client listings do not count towards partner discount tier

5.3 Discount Eligibility

Partner discounts will only be applied to active listings billed through the Partner Console (via Partner-Billed Accounts).

6. Program Benefits

6.1 Partner Billing Structure

Each client team managed within the Partner Console will maintain its own individual software subscription based on standard pricing.

Volume-Tiered Pricing:

VolumePrice per unit / monthSubscription Minimum (Direct Users)Subscription Minimum (Partner Teams)
Units 1-25$15.00
$375(25 units)
$60(4 units)
Units 26-50$10.00
Units 51-100$9.00
Units 101-250$8.00
Units 251+$7.00

Accounting Partners will receive a consolidated invoice reflecting all client team subscriptions under their Partner Console, with applicable Partner Discounts applied as outlined below.

6.2 Partner Discounts

Accounting Partners are eligible for bulk discounts calculated on the total number of active listings in their console.

Total # of Listings on Partner ConsolePartner Discount
1-10010%
101-25020%
251-50030%
501-1,00040%
1,001-2,50050%
2,500+60%

For example: Consider a Partner managing 3 client teams, with the following number of billable listings and base subscription costs:

  • Team A: 110 listings - $1,070
  • Team B: 50 listings - $600
  • Team C: 390 listings - $2,890 Since the partner has 600 billable listings on their console, they would qualify for a partner discount of 40%. This means:
  • Team A subscription cost with partner discount: $642
  • Team B subscription cost with partner discount: $360
  • Team C subscription cost with partner discount: $1,734 Total partner billed amount: $2,736

6.3 Additional Perks

Partners participating in the VRPlatform Accounting Partner Program may receive access to a range of program benefits designed to support client growth, product adoption, and joint marketing efforts. These benefits are outlined in the VRPlatform Accounting Partner Marketing Guide, which may include opportunities such as:

  • Co-marketing and promotional opportunities
  • Listing in the VRPlatform partner directory
  • Access to partner marketing resources and messaging materials
  • Participation in webinars, events, or educational initiatives
  • Early access to product updates, feature previews, or beta programs
  • Sales enablement resources to support client conversations
  • Collaboration opportunities with the VRPlatform team on content or thought leadership

The availability of specific benefits may vary depending on program participation, partner activity, and program development. VRPlatform may update or modify the Accounting Partner Marketing Guide and associated partner benefits from time to time in order to improve the partner program or reflect changes in marketing initiatives. Participation in marketing activities is optional and subject to mutual agreement between VRPlatform and the Partner.

6.4 Partner Tier Adjustments

Partners gain access to certain discounts, marketing opportunities and perks in conjunction with tiers based on total number of billable listings in their partner console, and the respective status is reflected on the VRPlatform accounting partner marketplace. Partner tiers are reviewed monthly based on the total number of billable listings managed under the Partner Console.

Discount Tier Promotion

If a Partner’s billable listing count meets the threshold requirements for a higher discount tier, the Partner will automatically be promoted to the next tier, and the new discount will be applied to the next billing cycle.

Discount Tier Demotion

If a Partner’s total listing count falls below the threshold required for their current discount tier, the Partner's discount will be adjusted to the appropriate tier based on their current total listing count and applied to the next billing cycle.

Marketplace Tier Representation

For clarity, marketplace tier labels (Pro, Elite, Expert) are assigned based on listing ranges defined in the Accounting Partner Marketing Guide and may not directly correspond to each discount threshold. When applicable, VRPlatform will update the Partner’s marketplace tier to reflect their current total listing count within a reasonable timeframe. VRPlatform reserves the right to review listing counts and apply tier adjustments as necessary to ensure the Partner Program is administered consistently.

6.5 Pricing Modifications

VRPlatform reserves the right, in its sole and absolute discretion, to modify, amend, adjust, or otherwise change its pricing at any time and from time to time, including without limitation the per-unit pricing, volume pricing tiers, and subscription minimums set forth in Section 6.1 (collectively, "Pricing Terms"). Any modification to the Pricing Terms shall be communicated to the Partner in writing via email, posting within the Partner Console, or such other reasonable means of communication as VRPlatform may designate from time to time. The Partner's continued use of the Partner Console, or continued maintenance of any Partner-Managed Account, following the effective date of any modification to the Pricing Terms shall constitute the Partner's acceptance of such modification. If the Partner does not agree to a pricing modification, the Partner's sole remedy shall be to terminate this Agreement in accordance with Section 15.

7. Branding & Marketing

7.1 Use of Trademarks

Each Party grants the other a limited, non-exclusive, revocable license to use its name and logo solely for:

  • Partnership listings
  • Marketplace pages
  • Co-marketing materials

Any use of either Party’s trademarks must adhere to brand standards as specified by each Party.

8. Responsibilities

8.1 Partner Responsibilities

The Partner agrees to:

  • Provide accurate information when onboarding clients
  • Support their clients in the implementation and use of VRTrust
  • Maintain professional standards when representing VRPlatform and VRTrust
  • Comply with applicable accounting, regulatory, and trust accounting standards

The Partner may not represent themselves as an employee, agent, or legal representative of VRPlatform. The Partner shall not:

  • Use VRPlatform APIs or MCP Server for any purpose outside the scope of this Agreement or Section 4 (API and MCP Access)
  • Reverse engineer, decompile, or attempt to derive the source code of VRPlatform’s software
  • Exceed any usage limits, rate limits, or usage caps imposed by VRPlatform, including any implemented under Section 4.5

Partner Role in Client Support

Accounting Partners are expected to serve as the primary point of contact for their Clients regarding accounting workflows, implementation guidance, and day-to-day operational use of VRTrust. VRPlatform support is intended to assist with platform-related questions and technical issues, while the Partner remains responsible for advising Clients on accounting practices, financial workflows, and client-specific operational processes.

8.2 VRPlatform Responsibilities

VRPlatform provides technical support to assist Partners and their Clients with questions related to system functionality, platform performance, and general product usage. Support may include assistance with:

  • Platform functionality and navigation
  • Troubleshooting technical issues
  • Guidance related to system configuration
  • Questions regarding integrations or platform connectivity
  • Clarification of product features and workflows

Technical support is provided through VRPlatform’s designated support channels, which may include email, support tickets, documentation, and other communication methods made available to Partners. VRPlatform technical support does not include:

  • Accounting advice or financial consulting
  • Client bookkeeping or reconciliation services
  • Data entry or manual account management on behalf of Clients
  • Custom software development or feature customization

VRPlatform may update its support policies, support channels, and documentation resources from time to time in order to improve service and scale the platform.

9. Software Updates and Improvements

VRPlatform continually improves and enhances its software through ongoing updates, feature releases, performance improvements, and security enhancements. This includes the API and MCP Server described in Section 4. VRPlatform may, at its discretion:

  • Release new features, enhancements, and functionality
  • Modify or improve existing features
  • Address bugs, performance issues, or security vulnerabilities
  • Update integrations or supported systems
  • Deprecate or discontinue certain features or functionality

Software updates may occur without prior notice, although VRPlatform will make reasonable efforts to communicate significant product changes through release notes, product updates, or partner communications. Partners acknowledge that:

  • Updates may alter workflows, interfaces, or feature availability
  • Some features may be modified or retired as the platform evolves

VRPlatform is not obligated to maintain legacy functionality or provide updates requested by any specific partner. Updates are provided as part of the standard service and do not require separate approval or agreement from the Partner.

10. Non-Exclusivity

This Agreement is non-exclusive. Nothing in this Agreement restricts either party from:

  • Entering into similar partnerships with other organizations
  • Recommending, developing, or supporting competing products or services

VRPlatform may partner with other accounting firms, consultants, or service providers at its discretion.

11. Security and Data Protection

The Partner agrees to follow reasonable security and confidentiality practices when accessing and using VRTrust. The Partner shall:

  • Protect login credentials and account access
  • Maintain appropriate internal security practices for handling financial data
  • Ensure that only authorized personnel access client accounts
  • Promptly notify VRPlatform of any suspected unauthorized access or security incidents
  • Safeguard API Credentials with the same care as login credentials, and avoid embedding API Credentials in insecure or publicly accessible code or systems
  • Rotate API Credentials periodically and immediately upon any suspected compromise

VRPlatform maintains its own security, infrastructure, and operational safeguards to protect user data. Partners must not attempt to access systems, data, or accounts that they are not authorized to access.

12. Standard Terms of Use

All use of VRPlatform’s software remains subject to VRPlatform’s standard Terms of Use and Privacy Policy, which may be updated from time to time. By participating in the Accounting Partner Program, the Partner agrees that:

  • Their use of VRTrust is governed by the VRPlatform Terms of Use
  • Clients onboarded to VRTrust must also agree to the applicable Terms of Use
  • In the event of a conflict between this Agreement and the Terms of Use, the Terms of Use governing software usage will control

13. Client Data, Confidentiality, and Non-Circumvention

13.1 Use of Client Data

Partners may access Client data within VRTrust solely for the purpose of implementing, supporting, and managing Client accounts on the platform.

The Partner agrees that Client data accessed through VRTrust may not be:

  • Used for purposes unrelated to providing services to the Client within VRTrust
  • Sold, transferred, or disclosed to third parties without authorization from the Client and VRPlatform
  • Shared with competing software providers for the purpose of facilitating migration from VRTrust or evaluating competing products

Partners must maintain reasonable administrative, technical, and organizational safeguards to protect the confidentiality and security of Client data.

The restrictions in this Section 13 apply equally to Client data accessed through the API and MCP Server.

13.2 Confidential Information

Each Party agrees to keep confidential any non-public, proprietary, or technical information received from the other Party and to use such information solely for purposes of this Agreement. Confidentiality obligations survive termination in perpetuity.

13.3 Non-Circumvention and Platform Protection

The Partner agrees not to knowingly engage in activities intended to circumvent VRPlatform’s software or business relationship with Clients. Without limiting the foregoing, the Partner shall not:

  • Use information obtained through VRPlatform’s software to actively solicit Clients to migrate to a competing software platform
  • Share Client data obtained through VRPlatform’s software with competing software providers for the purpose of assisting migration or platform replacement
  • Misrepresent VRTrust or VRPlatform in a manner intended to encourage Clients to discontinue use of the platform

Nothing in this section prevents the Partner from recommending other tools or services in the normal course of their professional work.

13.4 Data Ownership

Clients retain ownership of their data within VRTrust. VRPlatform maintains the right to store, process, and secure Client data as necessary to provide service. Partners acknowledge that access to Client data through VRPlatform’s software is provided solely for the purpose of supporting the Client’s use of the platform.

14. Data Retention and Deletion

Upon cancellation or termination of a Client’s VRTrust subscription, the Client’s data will remain available within the platform for a limited retention period to allow the Client or Partner to access or export their information. Unless otherwise required by law or agreed to in writing, VRPlatform will retain Client data for a minimum of thirty (30) days following subscription termination. VRPlatform's then-current standard retention period, deletion schedule, and notice practices are described in its help center documentation, which VRPlatform may update from time to time. During this period, access to the account may be limited or restricted. After the retention period has expired, VRPlatform reserves the right to permanently delete all Client data associated with the account, and such data may no longer be recoverable. Partners are responsible for ensuring that Clients export or retain any records they require prior to the expiration of the retention period. VRPlatform may retain limited system records, billing information, or anonymized data as necessary for legal compliance, accounting purposes, security monitoring, or internal analytics.

15. Term & Termination

15.1 Term

This Agreement begins on the Effective Date and continues until terminated.

15.2 Termination for Convenience

Either Party may terminate this Agreement with 60 days’ written notice.

15.3 Reasons for Termination

VRPlatform may suspend or terminate Partner access if:

  • Fees remain unpaid
  • The Partner violates the Terms of Use
  • The Partner misrepresents VRPlatform
  • The Partner engages in conduct that could harm clients or the platform

Upon termination or suspension of this Agreement, or of Partner's access under it, VRPlatform will deactivate and may permanently revoke all API Credentials and MCP Server access issued to Partner.

Termination of this Agreement does not remove obligations related to outstanding invoices or confidentiality.

16. Warranties & Disclaimers

Each Party represents that it has the authority to enter into this Agreement. EXCEPT AS EXPRESSLY STATED, THE SERVICES AND INTEGRATION ARE PROVIDED “AS IS,” WITHOUT WARRANTIES OF ANY KIND.

This includes the API and MCP Server, which are provided without warranty of uninterrupted availability, accuracy, or compatibility with Partner's systems or Authorized Agents.

17. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY SHALL BE LIABLE FOR INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF THIS AGREEMENT.

18. Governing Law

This Agreement is governed by the laws of the United States, without regard to conflict of laws principles.

19. Entire Agreement

This Agreement constitutes the entire agreement between the Parties regarding the subject matter and supersedes all prior discussions or agreements.

20. Acceptance

By creating an account and using the platform, the Partner agrees to the terms of this Accounting Partner Agreement.