Master Services Agreement

1. Services

Sentinel Prime provides cryptographic signing infrastructure services ("Services") including but not limited to:

• Hardened AWS AMIs with kernel-bypass optimizations
• Nitro Enclave-based signing operations
• Policy Engine for transaction validation
• Monitoring and alerting via Sentinel Pulse
• Technical support per SLA tier

2. Payment Terms

• Annual contracts billed quarterly in advance
• Net 30 payment terms for enterprise customers
• AWS Marketplace billing available (Private Offers)
• Late payments accrue 1.5% monthly interest

3. Term & Termination

• Initial term: 12 months minimum
• Auto-renewal unless cancelled 60 days prior
• Either party may terminate for material breach (30-day cure period)
• Upon termination: Key export ceremony within 7 business days

4. Intellectual Property

Customer retains all rights to their trading strategies, keys, and data. Sentinel Prime retains all rights to the underlying platform technology.

Source Code Escrow: Available for Prime tier customers via Iron Mountain. Triggered if Sentinel Prime ceases operations.

5. Limitation of Liability

To the maximum extent permitted by law, Sentinel Prime's total liability shall not exceed the greater of:

• Fees paid in the 12 months preceding the claim, OR
• $1,000,000 USD

Prime tier customers may negotiate enhanced indemnification caps.

6. Confidentiality

Both parties agree to maintain strict confidentiality of:

• Trading strategies and algorithms
• Key material and signing operations
• Performance metrics and benchmarks
• Commercial terms and pricing

Confidentiality obligations survive termination for 5 years.

6.2 No Reverse Engineering

Customer shall not, and shall not permit any third party to, reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, underlying algorithms, or proprietary memory management techniques of the Software. This restriction explicitly includes the analysis of the Enclave Image File (EIF), the monitoring of encrypted virtual socket (vsock) communications beyond standard API consumption, and the use of side-channel analysis techniques to infer cryptographic keys or policy logic.

7. Governing Law

This Agreement shall be governed by the laws of the State of Delaware, USA, without regard to conflict of law principles.

Any disputes shall be resolved through binding arbitration under AAA Commercial Arbitration Rules.