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Partner Engagement Framework

A Disciplined, Independent Approach to Solution Provider Collaboration

DeFinityX engages with solution providers through a structured, non-exclusive engagement framework designed to support institutional onboarding, procedural alignment, and operational readiness.

This framework ensures that engagements are well-governed, transparent, and scalable, while preserving the independence, regulatory responsibilities, and decision-making authority of all parties involved.

DeFinityX's role is to support coordination and engagement quality, not to influence outcomes or replace the capabilities of regulated entities.

Framework Objectives

The Partner Engagement Framework is designed to:

  • Enable efficient institutional onboarding
  • Clarify roles and responsibilities from the outset
  • Reduce procedural and operational friction
  • Support compliance-aligned engagement
  • Preserve independence and governance integrity

Engagement Principles

All engagements with solution providers are guided by the following principles:

Independence

DeFinityX operates independently and on a non-exclusive basis. Engagement with one solution provider does not restrict DeFinityX from working with other institutions or service providers, subject to confidentiality obligations.

Role Clarity

DeFinityX does not act as a regulated service provider. All regulated activities, approvals, onboarding decisions, and service delivery remain the responsibility of the relevant licenced or regulated entities.

Governance & Transparency

Engagements are conducted with clear documentation, defined scope, and appropriate governance standards to ensure transparency and accountability.

Institutional Standards

Processes are aligned with institutional expectations around documentation quality, compliance readiness, and operational discipline.

Engagement Lifecycle

1
  Initial Alignment
  • • High-level discussion to confirm scope, roles, and expectations
  • • Identification of onboarding requirements and dependencies
  • • Agreement on engagement principles and coordination boundaries
2
  Documentation & Readiness
  • • Review of onboarding documentation for completeness and sequencing
  • • Coordination of information flow between counterparties
  • • Identification of gaps or dependencies requiring resolution
3
  Procedural Coordination
  • • Coordination of onboarding steps and timelines
  • • Clarification of procedural and compliance-related queries (non-regulated)
  • • Alignment of stakeholders across jurisdictions and teams
4
  Operational Alignment
  • • Coordination of milestones, handovers, and readiness checkpoints
  • • Support for structured transition into operational engagement
  • • Ongoing coordination where required

Scope of DeFinityX Support

Within this framework, DeFinityX may support:

  • Institutional onboarding coordination
  • Documentation readiness and sequencing
  • Procedural and process clarification
  • Stakeholder and timeline coordination
  • Alignment of onboarding milestones

DeFinityX does not provide investment advice, does not control assets, and does not participate in regulated decision-making.

What This Framework Is Not

For clarity, this framework does not:

  • Create any partnership, agency, or joint venture
  • Grant authority to represent or bind any party
  • Replace onboarding, compliance, or operational teams
  • Confer exclusivity or preferential treatment

All engagements remain subject to applicable legal, regulatory, and contractual arrangements.

Scalable & Future-Ready

This framework is designed to scale across:

Multiple Jurisdictions

Cross-border engagement capabilities

Diverse Solution-Provider Models

Flexible engagement structures

Evolving Regulatory Environments

Compliance-aware coordination

Strategic Collaborations

Joint venture readiness

This ensures continuity and consistency as DeFinityX and its counterparties expand internationally.

DeFinityX engages with solution providers through a disciplined, independent framework that prioritizes structure, governance, and institutional alignment. Our objective is to enable efficient, compliant, and well-coordinated engagement, creating long-term value for institutions, solution providers, and counterparties alike.

Independence & Role Disclaimer

DeFinityX operates as an independent advisory and coordination firm. While DeFinityX may support institutional onboarding and engagement processes in collaboration with regulated financial institutions, issuers, custodians, and other solution providers, it does not act as a bank, issuer, custodian, broker, investment manager, or fiduciary.

Any advisory, coordination, or onboarding support provided by DeFinityX is delivered on a non-exclusive basis and is limited to procedural coordination, documentation readiness, and operational alignment. DeFinityX does not provide regulated financial services unless expressly authorized under applicable law.

Where individuals associated with DeFinityX hold roles or responsibilities within third-party organizations, such roles are governed independently and do not alter DeFinityX's advisory coordination mandate. All engagements are conducted with appropriate governance, transparency, and role separation.

DeFinityX does not exercise control over client assets, make investment decisions, or provide financial advice. Final approvals, onboarding decisions, and service delivery remain the sole responsibility of the relevant licenced or regulated entities.

Short Form Disclaimer

DeFinityX provides independent advisory and coordination services only and does not act as a regulated financial service provider. All collaborations are non-exclusive and subject to applicable governance and regulatory frameworks.

JV & Strategic Collaboration Principles

A Disciplined Framework for Long-Term Collaboration

DeFinityX approaches joint ventures and strategic collaborations with a long-term, governance-led mindset. Collaborations are pursued selectively to strengthen capabilities, geographic reach, or operational resilience — not for expansion for its own sake.

Core Principles

1
  
Strategic Alignment

Collaborations are considered only where there is clear alignment of values, objectives, and institutional standards.

2
  
Independence & Role Clarity

All collaborations preserve DeFinityX's independence and advisory coordination mandate.

No arrangement shall create implied agency, control, or exclusivity.

3
  
Governance First

Strong governance is a prerequisite, including:

  • Defined legal structures
  • Regulatory alignment
  • Transparent decision-making
  • Robust conflict management
4
  
Regulatory & Jurisdictional Integrity

Collaborations must comply fully with applicable laws and regulatory frameworks and must not blur regulated and non-regulated activities.

5
  
Non-Exclusivity

All collaborations are non-exclusive by design, subject to confidentiality and agreed restrictions.

6
  
Long-Term Orientation

DeFinityX prioritises sustainable, repeatable engagement models over transactional arrangements.

Evaluation & Engagement Process

Potential collaborations are assessed through:

Strategic and operational alignment discussions
Governance and role mapping
Legal and regulatory review
Commercial framework assessment
Formalization through appropriate agreements

Progression is subject to internal approval and satisfactory due diligence.

What This Section Is Not

This section does not constitute:

  • An offer to enter into a joint venture
  • An invitation to invest
  • A commitment to exclusivity

All collaborations are considered on a case-by-case basis.

DeFinityX views strategic collaborations as an extension of its institutional ethos — grounded in governance, clarity, and long-term value creation.

JV Pre-Screening Checklist

Internal / Private Document

This checklist is used internally to ensure any proposed collaboration is term-sheet ready before legal drafting begins. Completion of this checklist does not constitute an offer, commitment, or agreement.

Purpose: To ensure that any potential joint venture or strategic collaboration is term-sheet ready before legal drafting begins. Completion of this checklist does not constitute an offer, commitment, or agreement.

1

  Parties & Structure

(Term Sheet Section: Parties / JV Structure)

  • Legal name(s) of proposed JV partner(s) confirmed
  • Jurisdiction(s) of incorporation identified
  • Proposed JV vehicle (if any) identified
  • Rationale for JV vs. contractual collaboration articulated
  • Compatibility with DeFinityX's jurisdictional footprint confirmed
2

  Purpose & Strategic Rationale

(Term Sheet Section: Purpose / Business Scope)

  • Clear purpose of the JV articulated
  • Strategic rationale documented (capability, geography, scale, resilience)
  • Alignment with DeFinityX's advisory coordination mandate confirmed
  • No dependency or single-platform risk introduced
  • Long-term (non-transactional) intent confirmed
7

  Independence & Non-Exclusivity

(Term Sheet Section: Exclusivity / Independence)

  • Non-exclusive collaboration model accepted
  • No restriction on DeFinityX working with other partners
  • No preferential treatment expectations
  • Alignment with DeFinityX Partner Disclaimer confirmed
  • Conflict-management principles accepted
12
  

Cultural & Working Style Fit

(Implicit but Critical)

  • Institutional communication standards aligned
  • Decision-making cadence compatible
  • Governance discipline respected
  • Long-term relationship mindset confirmed
Pre-Screening Outcome

Potential outcomes:

  • Proceed to Indicative JV Term Sheet
  • Proceed subject to clarification
  • Defer for future consideration
  • Decline opportunity
Internal Governance Note

Progression beyond this checklist requires:

  • • Internal approval
  • • NCNDA / NDA execution
  • • Indicative JV Term Sheet agreement
  • • Full legal, regulatory, and commercial documentation

Indicative JV Term Sheet

Non-Binding Document

This Indicative Term Sheet is non-binding and for discussion purposes only. Except for the sections expressly stated as binding, no provision herein shall create any legal obligation until definitive agreements are executed by the Parties.

1. Parties

DeFinityX Entity:

[DeFinityX UK Ltd / DeFinityX Middle East Ltd / DeFinityX ES Ltd / Other]

Proposed Partner:

[Legal name, jurisdiction, registration number]

Additional Parties (if any):

[To be specified]

2. Structure

Joint Venture Entity
Contractual Strategic Collaboration
Other (specify)

Proposed JV Vehicle (if applicable):

  • Jurisdiction: [●]
  • Legal Form: [●]
  • Ownership Model: [Equity / Non-equity]

Final structure subject to legal, regulatory, and tax review.

8. Independence & Non-Exclusivity

  • The collaboration shall be non-exclusive
  • No Party shall be restricted from engaging with third parties
  • No preferential treatment is implied or granted
  • Independence of each Party is expressly preserved

13. Non-Binding Nature

This Indicative Term Sheet:

  • Does not constitute an offer or commitment
  • Does not create a partnership, agency, or fiduciary relationship
  • Is subject to internal approvals, due diligence, and documentation

Binding Sections (if any):

Confidentiality
Governing Law
Exclusivity (if expressly agreed)
None

15. Next Steps

Subject to alignment on this Indicative Term Sheet, the Parties may proceed to:

Execute NCNDA / NDA
Conduct due diligence
Finalise definitive agreements
Conduct due diligence
Finalise definitive agreements
Obtain internal and regulatory approvals

Important: This term sheet template is provided for illustrative purposes to demonstrate DeFinityX's approach to structured, governance-led collaboration. All actual joint venture and collaboration agreements are subject to full legal review, regulatory compliance assessment, and formal approval processes.