Contract – Nxt7a × Skjander Term Sheet (A4, AU law, Binding) ← All deliverables
Next Seven Again Pty Ltd ACN xxx xxx xxx · Level [00], [Address]
[Suburb] [STATE] [Postcode]
Earth Intelligence – Generational Impact
Pilot & Platform Engagement · Term Sheet Binding · Confidential · Version 1 · May 2026

Nxt7a × Skjander

The binding terms of a structured two-phase pilot and post-pilot program between the Platform Provider and Pilot Partner. Designed to complement Skjander's biodiversity credit unit offering to unit owners, with the potential to also complement existing geospatial workflows – currently run in R, QGIS and Python – with a governed, repeatable and significantly faster platform-based environment for biodiversity credit assessment and reporting.

1 · Parties

Platform Provider
Nxt7a
Represented by: Mike Welling & Tino Ho
Pilot Partner
Skjander
Represented by: Jerry Joye & Liz Heagney
Effective Date
[Date to be inserted upon execution]

2 · Purpose & Objectives

This term sheet sets out the binding terms under which the Platform Provider and Skjander agree to engage in a structured two-phase pilot and post-pilot program. The overarching purpose is to demonstrate that the platform can complement Skjander's biodiversity credit unit offering to unit owners via a dashboard and map of the unit-owner biodiversity credit regions. Secondary to that is to complement Skjander's current geospatial workflows – currently performed in R, QGIS, and Python – with a governed, repeatable, and significantly faster platform-based analysis environment for biodiversity credit assessment and reporting. Skjander will use the Nxt7a platform directly under its own named-user access.

Objective 1 – Buyer & portfolio reporting
Assess whether the platform can generate standardised unit buyer reports (species, site and category data) and provide credit holders with a portfolio view of their holdings – eliminating hand-assembled documentation.
Objective 2 – Workflow acceleration
Validate that the platform can run Skjander's biodiversity credit site assessments – currently being conducted in R/QGIS – in a fraction of the time, without requiring custom geospatial engineering per deal.
Objective 3 – Ongoing engagement
If the pilot review is successful, transition to ongoing platform use and explore additional value pathways on agreed commercial terms.

3 · Use Cases

Use Case · Objective 1 – Buyer & Portfolio Reporting

Framework: When [trigger], [actor] uses [product] to [action], so that [outcome].

When Skjander needs to issue documentation to a unit buyer or give an existing credit holder a view of their portfolio, a Skjander client services lead uses the platform to generate standardised, verifiable unit reports and render a buyer-facing portfolio map of the credits held – so that Skjander can deliver consistent, defensible buyer documentation and recurring portfolio reporting without hand-assembling materials per buyer per cycle.

Actor
Skjander client services lead / operations analyst – the person responsible for buyer onboarding, unit documentation, and ongoing credit holder reporting.
Trigger – two modes
1. Buyer onboarding: a new unit buyer is being onboarded and requires standardised site documentation covering species present, site category, PCT composition, and credit provenance for each unit purchased.
2. Portfolio reporting: an existing credit holder requires a portfolio-level view of their held units – on demand, or as part of a periodic reporting cycle on status and performance.
Action
Pull the buyer's allocated units and their underlying site boundaries from Skjander's holdings register; combine with platform-curated PCT, species, and category data; auto-generate a standardised unit buyer report per credit (species present, site category, PCT data, credit provenance) ready for distribution; render a buyer-facing dashboard and map showing each held credit region with its associated site and species metadata; expose the portfolio view to credit holders through Skjander's named-user platform access for direct buyer-facing use.
Outcome
Every buyer receives consistent, platform-generated documentation with traceable provenance; credit holders can see their full portfolio on a map with the underlying site and species data behind each unit; and Skjander eliminates per-buyer hand-assembly – freeing analyst time, reducing variance across reports, and making recurring portfolio reporting scalable. All access remains under Skjander's own named-user login to the Nxt7a platform.

Use Case · Objective 2 – Workflow Acceleration

Framework: When [trigger], [actor] uses [product] to [action], so that [outcome].

When Skjander needs to assess a new biodiversity credit site or onboard a unit buyer, a Skjander operations analyst uses the platform to run geospatial analysis on the target area, identify credit-eligible plant community types, score credit opportunity value against current NSW market data, and generate standardised unit reports – so that Skjander can assess deals in hours not days, provide buyers with verifiable documentation, and demonstrate credit provenance without hand-assembling reports per deal.

Actor
Skjander operations analyst / environmental scientist – the person running site assessments, credit opportunity analysis, and buyer documentation.
Trigger – two modes
1. Ad hoc / deal-driven: a new credit site needs assessment, or a unit buyer is being onboarded and requires standardised site documentation and provenance verification.
2. Ongoing / portfolio: routine monitoring and periodic reporting to credit holders on the status and performance of their held units.
Action
Draw or upload a site boundary; ingest relevant NSW government and Skjander-held data layers; run automated plant community type (PCT) mapping against BigQuery-optimised geospatial datasets; calculate clearing percentage and credit opportunity value using current NSW biodiversity credit market data (reverse auction prices, species demand register); generate unit reports (species, site, category data); visualise credit holdings for buyer-facing portfolio views.
Outcome
Skjander can assess a credit site in hours not days; provide buyers with standardised, verifiable documentation without hand-assembly; and demonstrate credit provenance and portfolio performance in a repeatable, scalable way. All access is under Skjander's own named-user login to the Nxt7a platform.

4 · Pilot Scope

Geography
  1. Geographic focus: New South Wales (NSW) – aligned to the NSW Biodiversity Offsets Scheme (BOS).
  2. Pilot will assess a minimum of [TBC] representative sites drawn from Skjander's active portfolio or pipeline, to be confirmed prior to the Effective Date.
Data – Skjander (private)
Skjander's own proprietary data ingested into the governed platform environment: site boundaries, internal credit holdings register, buyer documentation records, and any proprietary infrastructure pipeline data. Skjander retains full ownership of all privately contributed data at all times.
Data – Nxt7a platform (open source)
The Nxt7a platform provides access to curated open-source datasets including: NSW plant community type (PCT) mapping, pre-1750 vegetation clearing data, NSW Biodiversity Stewardship Sites, and other biodiversity datasets. Sourced from publicly available government repositories and optimised for platform use.
Explicitly out of scope
  1. White-label platform build or resale capability.
  2. Custom proprietary AI model development.
  3. Federal or interstate credit market data beyond NSW BOS.
  4. BSSAR field data collection or other site-specific data.

5 · Pilot Deliverables & Acceptance Criteria

Each deliverable maps to a concrete acceptance criterion. The pilot review at the end of Month 3 will assess completion of all five deliverables.

#DeliverableAcceptance Criterion
D1Unit buyer report generationStandardised report generated per site including species present, site category, PCT data, and credit provenance – without manual assembly. At least one end-to-end report produced for a live Skjander site.
D2Portfolio / holdings viewCredit holders can view their held units on a map with associated site and species data. Demonstrated for at least one active Skjander stewardship site.
D3Automated site assessment workflowAnalyst draws or uploads a site boundary and the platform returns PCT mapping, clearing percentages, and credit opportunity score within minutes. Compared to the current 2–3 day R/QGIS baseline.
D4Credit opportunity scoringPlatform calculates estimated biodiversity credit value for a given site using current NSW auction prices and species demand register – output includes credit type, estimated quantity, and indicative market value.
D5Infrastructure demand pipeline overlayPlatform surfaces proximity of NSW government infrastructure projects to credit-eligible sites, enabling Skjander to identify future demand hotspots for credit acquisition.

6 · Term & Phases

Total term
12 months & 4 weeks from the Effective Date.
Phase 1 – Pilot
Duration: Months 1–3 ([Start date TBC] – [End date TBC]).
Purpose: A test of fit. The pilot is designed to validate the platform against Skjander's live workflows at low risk. The pilot explicitly includes validation of commercial fit – both parties agree that a successful pilot requires Skjander to confirm commercial terms for ongoing platform use based on the value delivered.
Pilot review: A formal review will be conducted at the end of Month 3. Both parties must agree in writing that the pilot has been successful before Phase 2 commences.
Review Period
Duration: 4 weeks following Phase 1 end.
Purpose: Both parties assess Phase 1 outcomes against the five deliverables in Section 5, confirm commercial fit, and agree in writing whether to proceed to Phase 2.
Outcome: If both parties confirm in writing, Phase 2 commences immediately. If either party does not confirm, the agreement concludes with no further obligation, subject to the Confidentiality clause.
Phase 2 – Post-Pilot
Duration: Months 4–12.
Purpose: Ongoing use of the platform. Exploration of additional use cases including portfolio analytics, buyer-facing reporting, and expanded credit market data integration.
Renewal
Either party may propose renewal of the agreement for a further term no later than 45 days prior to expiry. Renewal terms to be agreed in writing.
Early termination
Either party may terminate this agreement on 45 days' written notice. Fees paid in advance for the applicable phase are non-refundable unless termination is due to material breach by the Platform Provider.

7 · Commercial Terms

The following commercial structure applies across the two phases. Phase 1 pricing is discounted to reflect the pilot nature of the engagement. Phase 2 pricing (per the rate card) is agreed upfront as part of entering into this term sheet, subject to a successful pilot review.

The full rate card is attached as Schedule A. Phase 2 pricing applies from Month 4 automatically upon written confirmation of a successful pilot review.

8 · Platform Provider Obligations

  1. Platform Access

    Provide Skjander with named-user access to a functional version of the platform, configured with relevant NSW geospatial datasets (PCT mapping, clearing data, credit register, auction prices, infrastructure pipeline) and Skjander's own privately contributed data.

  2. Data Architecture

    Maintain a governed data environment for Skjander. Skjander's privately contributed data is accessible only to authorised Skjander users. The Platform Provider will not access, share, or use Skjander's data for any purpose beyond platform delivery without written consent.

  3. AI Assistant Configuration

    Configure the Capi AI assistant with Skjander-specific query templates for site assessment, credit opportunity scoring, and portfolio reporting – operating only within data layers Skjander has explicitly permitted.

  4. Support

    Provide responsive technical support throughout the engagement and act on feedback in a timely manner.

  5. Case Study Consent

    Obtain Skjander's explicit written approval before publishing or presenting any case study, report, or external materials referencing Skjander, its data, or its operations.

9 · Skjander Obligations

  1. Engagement

    Participate in the platform in good faith throughout Phase 1, including testing features, providing honest and timely feedback, and attending scheduled review sessions.

  2. Use Case Guidance

    Advise the Platform Provider on the most relevant sites, datasets, and workflow scenarios to configure and test during the pilot – including providing access to representative Skjander site data.

  3. Pilot Review Participation

    Attend and actively participate in the Month 3 pilot review session and provide formal feedback on whether the pilot has delivered sufficient value to proceed to Phase 2.

  4. Payment

    Pay all applicable fees in accordance with Section 7 and Schedule A. Phase 1 fees are due on the Effective Date. Phase 2 fees are due on the first day of Month 4, subject to written confirmation of a successful pilot review.

  5. Stakeholder Communication

    Share relevant terms and updates internally with Skjander's working group stakeholders as appropriate to support informed decision-making.

10 · Data Ownership & IP

  1. Skjander Data Ownership

    All data privately contributed by Skjander to the platform – including site boundaries, credit holdings, buyer records, proprietary pipeline data, and any derivative outputs – remains the exclusive property of Skjander. This agreement does not transfer any data ownership rights to the Platform Provider.

    Open-source datasets provided by the Nxt7a platform are not owned by Skjander and remain governed by the terms of their respective source organisations.

  2. No Third-Party Disclosure

    The Platform Provider will not share, sell, licence, or otherwise disclose Skjander's privately contributed data to any third party without Skjander's explicit prior written consent.

  3. Platform IP

    The platform's technology – including its geospatial engine, data architecture, AI configuration, and proprietary modelling – remains the intellectual property of the Platform Provider. No white-label, resale, or sub-licensing rights are granted under this agreement.

  4. Proprietary Model Development

    Nothing in this agreement restricts Skjander from developing its own proprietary models or tools in parallel. Equally, nothing grants Skjander access to the Platform Provider's underlying model architecture, query functions, or data transformation logic.

11 · Confidentiality

Each party agrees to keep the terms of this agreement and all non-public information shared during the engagement confidential. Neither party will disclose confidential information to any third party without the other party's prior written consent, except as required by law.

For the avoidance of doubt, Skjander's privately contributed data is subject to the stronger protections set out in Section 10 and is not subject to any implied disclosure rights under this confidentiality clause.

12 · Governing Law & Dispute Resolution

Governing law
This agreement is governed by the laws of New South Wales, Australia.
Dispute resolution
The parties agree to attempt to resolve any dispute through good-faith negotiation before initiating formal proceedings. If a dispute cannot be resolved within 20 business days of written notice, either party may refer the matter to mediation.

13 · Execution

By signing below, each party confirms they have read, understood, and agree to be bound by the terms of this agreement.

Nxt7a – Platform Provider
Name
Mike Welling
Title
Co-Founder
Signature
 
Date
 
Skjander – Pilot Partner
Name
 
Title
 
Signature
 
Date
 

Schedule A – Rate Card

This schedule sets out the full rate card for both phases. All pricing in AUD and exclusive of GST. [TBC] items to be confirmed and agreed in writing before the Effective Date.

Item Phase 1 – Pilot
(Months 1–3)
Phase 2 – Post-Pilot
(Months 4–12)
Platform licence fee $3,600 (after 20% disc) $10,800 (after 20% disc)
Data usage fee $1/ha $1/ha
Onboarding & config Waived N/A

Phase 2 pricing applies from Month 4 automatically upon written confirmation of a successful pilot review.

– End of Term Sheet –