PG-AI

Tri-Party
Custody Agreement

Five-Bank Custody · Ring-Fenced SPV · Multi-Signature Release · Human Override · MAS + SEC Regulated

PG-AI-DOC-03 · Confidential · 2026
01
Parties & Structure

This agreement governs the custody, safekeeping, and release of all client assets managed by the PG-AI platform. The agreement is tripartite: between the custodian banks, PG-AI (via its regulated SPV), and an independent compliance officer.

Legal entities

PlatformPG-AI Inc. — Delaware C-Corp. SEC Registered Investment Adviser. US headquarters.
SPVPG-AI Custody Holdings Pte. Ltd. — Singapore-incorporated Special Purpose Vehicle. Ring-fenced. Sole function: hold client assets as nominee.
CustodiansJPMorgan Chase & Co. · Goldman Sachs Group · UBS AG · The Bank of New York Mellon · DBS Bank Ltd.
ComplianceIndependent Third-Party Compliance Officer — appointed jointly by MAS and the custodian bank consortium.
RegulatorsSEC (United States) · MAS (Singapore) — dual-jurisdiction oversight.
02
Core Clauses

Clause 2.1 · Bankruptcy Remoteness

All client assets are held by the SPV (PG-AI Custody Holdings Pte. Ltd.) as nominee on behalf of the beneficial owners (clients). In the event of PG-AI Inc.'s insolvency, liquidation, or cessation of operations, client assets held by the SPV shall not form part of PG-AI Inc.'s bankruptcy estate and shall not be available to PG-AI's creditors.

Clause 2.2 · Multi-Signature Release

Any transfer of assets with value exceeding USD $50,000 (or equivalent) requires the concurrent digital signatures of all three parties:

(a) The custodian bank's treasury operations desk;
(b) The PG-AI LLM orchestrator (automated, mandate-bounded);
(c) The independent compliance officer.

No two parties acting together can authorize a release without the third. The compliance officer retains unilateral veto power over any transfer.

Clause 2.3 · Human Override

The independent compliance officer, appointed by MAS and the custodian consortium, has the authority to:

(a) Veto any AI-initiated transfer that exceeds mandate parameters;
(b) Freeze all outbound fund movements for up to 72 hours pending investigation;
(c) Escalate to MAS for immediate regulatory intervention;
(d) Request a full forensic audit of any skill's execution history.

Clause 2.4 · Dual-Jurisdiction Recovery

In the event of platform failure, the MAS (for APAC assets) and SEC (for US assets) jointly ensure 100% asset recovery. The custodian banks are contractually obligated to release all client assets directly to beneficial owners upon receiving a joint instruction from MAS and SEC — bypassing the defunct PG-AI entity entirely.

Clause 2.5 · Smart Contract Arbitration

Disputes between PG-AI and clients regarding asset custody, mandate execution, or fee calculation shall first be submitted to a pre-registered on-chain arbitration protocol. If the dispute cannot be resolved within 30 days, it escalates to the Singapore International Arbitration Centre (SIAC) under UNCITRAL rules.

03
Five-Bank Custody Distribution
CustodianAsset TypeJurisdictionMax Allocation
JPMorganUS Treasuries, IG credit, equitiesUS / Singapore35%
Goldman SachsEquities, prime brokerage, derivativesUS / UK25%
UBSGlobal equities, cross-border wealthSwitzerland / SG20%
BNY MellonFixed income, gold, infrastructureUS / UK15%
DBS BankOperational, APAC settlementSingapore10%

No single custodian may hold more than 35% of total client assets. This diversification eliminates single-custodian risk.

04
Governance & Amendments

This agreement may only be amended with the written consent of all three parties (custodian consortium, PG-AI SPV, and independent compliance officer) plus prior approval from both MAS and SEC. Any amendment affecting client asset protection terms requires 90 days advance notice to all affected clients.

Governing law: Laws of Singapore (for APAC operations) and State of Delaware (for US operations). Arbitration: SIAC under UNCITRAL rules.

05
Signature Block
SECRegisteredUS HQ
MASRegulatedGuaranteed
SPVRing-FencedAssets
Party ACustodian Bank Consortium (JPMorgan, Goldman Sachs, UBS, BNY Mellon, DBS)
Signature: _________________________   Date: _____________
Party BPG-AI Custody Holdings Pte. Ltd. (SPV)
Signature: _________________________   Date: _____________
Party CIndependent Compliance Officer
Signature: _________________________   Date: _____________