FIVE EXPERTS

Expert Terms of Service

Effective Date: February 1, 2026
Entity: FiveX Holdings, Inc., a Delaware corporation (“Five Experts,” “Company,” “we,” or “us”)

1. Independent Contractor Relationship

Experts engaged through Five Experts (“Expert”) are independent contractors.

Nothing in this Agreement creates:

• An employment relationship

• A partnership or joint venture

• An agency relationship

Experts are solely responsible for their own taxes, insurance, licensing, and compliance obligations.

2. Platform Role

Five Experts operates a professional services platform connecting:

• Self-funded searchers

• Independent sponsors

• Private equity firms

• Portfolio companies

with vetted experts for commercial diligence and value creation support.

Five Experts may:

• Introduce Experts to clients

• Recommend Experts to investors or companies

• Assist in scoping engagements

• Facilitate payment processing

• Provide frameworks, tools, or execution support

Five Experts does not guarantee engagement volume or minimum compensation.

3. Engagement Terms

Each engagement will be governed by a separate written Scope of Work (“SOW”) or written confirmation outlining:

• Services to be provided

• Compensation structure

• Timeline

• Deliverables

Experts may not begin work until terms are agreed upon in writing or confirmed through the platform.

4. Compensation & Platform Fee

4.1 Platform Fee

Five Experts retains a 15% platform fee on all compensation paid through the platform.

This fee applies to:

• Hourly engagements

• Fixed-fee projects

• Fractional leadership roles

• Retainers

• Value creation programs

4.2 Payment Processing

All payments must be processed through Stripe or another designated payment provider.

The 15% platform fee will be automatically deducted from gross client payments prior to disbursement to the Expert.

Stripe or payment processing fees may also apply and will be deducted accordingly.

4.3 Net Payment

Experts will receive the net amount after:

• The 15% platform fee

• Applicable payment processing fees

Five Experts is not responsible for tax withholding.

5. Client Introductions & Continued Engagements

When Five Experts introduces or recommends an Expert to an investor, sponsor, or company:

• The client may book the Expert directly for additional hourly or project-based work.

• All compensation arising from that introduction must continue to be processed through Five Experts for a period of 24 months from the date of introduction.

Experts may not accept direct payment outside the platform for work with clients introduced through Five Experts during this period unless expressly authorized in writing.

This provision does not restrict investors or companies from selecting Experts; it ensures proper compensation structure and platform integrity.

6. Confidentiality

Experts agree to maintain strict confidentiality regarding:

• Client information

• Financial data

• Transaction materials (CIMs, diligence reports, etc.)

• Strategic plans

• Proprietary tools and methodologies

Confidential information may not be reused, disclosed, or shared without written consent.

7. Intellectual Property

Five Experts retains ownership of:

• Frameworks

• Templates

• Diagnostics

• Five90 methodologies

• Execution tools

• Training materials

Experts retain ownership of their pre-existing intellectual property.

Work product ownership will be defined per engagement unless otherwise agreed in writing.

8. Conflicts of Interest

Experts must disclose any actual or potential conflicts of interest, including:

• Advisory roles with competing companies

• Financial interests in related transactions

Five Experts reserves the right to restrict participation in specific engagements.

9. Professional Standards

Experts agree to:

• Represent qualifications accurately

• Act in good faith

• Deliver services consistent with professional standards

• Avoid conduct that could harm the reputation of Five Experts

10. Termination

Five Experts may suspend or terminate platform access at its discretion for:

• Breach of this Agreement

• Client complaints

• Confidentiality violations

• Circumvention

• Reputational harm

Termination does not waive ongoing obligations, including confidentiality and compensation obligations arising from prior introductions.

11. Limitation of Liability

Five Experts is not liable for:

• Investment outcomes

• Deal performance

• Client financial results

Experts are responsible for the professional advice and services they provide.

12. Governing Law

This Agreement shall be governed by the laws of the State of Delaware.