Drafted 2026-07-08 BST · SIGIL-backed · Charter Article 0 binding · UK + AUKUS · for defence-prime multi-year procurement. Template draft, not yet countersigned
This Crown Master Agreement ("Agreement") establishes the commercial + legal terms under which CSOAI LTD (UK Companies House 16939677) ("Provider") makes the DEFONEOS sovereign AI substrate available to [CUSTOMER] ("Customer"), for multi-year defence-grade AI procurement in UK + AUKUS-Pillar-2 jurisdictions.
This is a template draft. Final signing requires Crown commercial review + Customer legal review + optional Customer security-vetting pass. SIGIL receipts issued at each step of the signing process ensure both parties retain an auditable trail.
Customer may deploy DEFONEOS for sovereign AI workloads specified in Annex A (use-case register). Permitted categories include (subject to Charter Article 0):
Categorical prohibitions (Charter Article 0 / Care Floor) — automatically enforced at substrate level regardless of master agreement:
Provider warrants the substrate runs on UK-only compute (M4 Mac + GCP UK region) by default. Customer may elect to:
No foreign hyperscaler (AWS-US, Azure-US, Google-US) may become a substrate dependency at any tier.
Provider warrants that every sovereign action emits an Ed25519 SIGIL receipt to the substrate's hash-chained audit log. SIGIL receipts are:
OSCAL compliance attestor publishes the full control-implementation matrix against EU AI Act Articles 9/12/13/14/17/26/27/47/48/49/50/52/74/86, plus UK GDPR, DPA 2018, NIS2, DORA, JSP 936, DSEC, NATO Autonomy, AUKUS-Pillar-2 mapping.
Provider warrants that 9 oversight layers are enforced at the substrate level (HIC / HITL / HOTL / kill-switch / interpretability / right-to-contest / automation-bias mitigation / HIC override / external-audit-hook). A 33-voter BFT council reviews and ratifies every sovereign action. Quorum 23-of-33.
Customer may appoint up to 4 Customer-side BFT seats (e.g. customer legal, security, ethics, operations). Provider retains 4 founder-side seats (sovereign-identity, technical, governance, audit). 25 seats rotate every 30 days from the constituent pool (operators / legal / ethics / partner / intel / engineer / outside-auditor).
Multi-year engagement at Crown tier, priced annually:
| Term | Annual fee | Includes |
|---|---|---|
| 3-year minimum | £150K-£500K/yr (case-by-case) | All Crown-tier features + bespoke Crown PM + auto-rotating BFT seats |
| 5-year AUKUS extension | £120K-£400K/yr | Cross-region SIGIL + coalition-partner integration |
| Optional on-prem / airgap | + £50K-£150K/yr | Crown-airgap-deployment fee + IL5/IL6 hardening |
Payment quarterly in advance. 5% volume discount on 3-year contracts. ISO fee-for-service only — no equity, no board seats, no success fees (Charter Article 0).
Provider grants Customer a perpetual, irrevocable, royalty-free licence to:
Provider retains ownership of the substrate source code + SIGIL signing infrastructure. SIGIL receipts are Customer's property from the moment of issuance.
Either party may terminate with 90 days written notice. Customer exit-package includes:
Termination does not affect SIGIL receipts issued; they remain verifiable.
Provider's total liability capped at 12 months of fees paid, except for: (a) wilful misconduct; (b) breach of confidentiality; (c) breach of Charter Article 0 (Care Floor / red lines); (d) IP infringement claim — for which liability is uncapped.
Customer indemnifies Provider against claims arising from Customer's use of DEFONEOS outside the agreed scope (Annex A). Provider warrants the substrate's compliance with Articles 5/9/12/13/14/17/22/26/27/47/48/49/50/52/74/86.
Both parties treat the SIGIL audit-trail + Customer-specific configuration as confidential under NDA. Provider warrants that:
Provider cooperates with Customer's competent authorities (ICO, NCSC, AI-Office, DG-CONNECT, NCAS) under SIGIL-documented access patterns. Serious-incident reporting per EU AI Act Article 73 (15 days; 72h for critical) is joint Customer+Provider responsibility.
Cooperation-agreement template available — see /defoneos-regulators.
Provider warrants compliance with UK Procurement Act 2023, Defence and Security Public Contracts Regulations 2011 (DSPCR), and equivalent AUKUS-Pillar-2 procurement frameworks. SIGIL receipts serve as evidentiary offer.
Customer's procurement record + Provider's compliance record co-traceable via SIGIL chain. Audit pack downloadable at any procurement review.
Agreement governed by the laws of England and Wales. Sovereignty clause: any provision conflicting with Charter Article 0 (Care Floor / 7 red lines / SIGIL auditability / Fork Doctrine) is severed, the rest remains in force.
Dispute resolution: 30-day negotiation → BFT council mediation → binding arbitration (LCIA, London, English law).
Charter Article 0 binds Provider indefinitely. It is the constitutional floor. It cannot be amended except by 33-of-33 BFT vote + 5 human sigs + 14-day window + 90% supermajority. It has never been triggered.
d75a9801…7511a · Ed25519-signed · BFT-ratified · OTS-Bitcoin-anchored · Charter Article 0 binding