Independent Director

The Independent Director is a Member of the Corporation's Board of Directors and with duties of strategic oversight and governance for the corporation. Key responsibilities include:

• Duty of Care: the obligation to make informed, deliberate decisions by considering all available material information and acting with the care an "ordinarily prudent person" would exercise.
• Duty of Loyalty: the requirement to act in good faith and in the best interests of the Corporation and its shareholders, prioritizing the company’s welfare over any personal or conflicting financial interest.
• Follow Delaware's Business Judgment Rule: act on an informed basis, in good faith, and in the honest belief that the action taken was in the best interest of the Company.
• Engage Consultants when needed to inform the Board's decisions.
• Special Committee. The Director will serve on the Independent Committee, as needed to ensure governance best-practices, on a case-by-case basis.

CredX.AI is seeking an accomplished professional whose background reflects a reasonable subset of the following qualifications:

• Industry Knowledge: Experience in credit markets, venture capital, corporate credit, risk capital, financial markets, or private equity.
• Board and Compliance Exposure: business professional or lawyer capable of following and implementing good corporate governance. Direct or indirect prior exposure to board affairs is highly desirable.
• Strategic Competency: Demonstrated competency in business strategy, relationship management, sales and marketing, asset management, or portfolio management.
• Technology Background: knowledge or strong interest in artificial intelligence, machine learning, and/or financial analytics technology tools.
• Specialized Law: restructuring and bankruptcy law at the US federal level and within Delaware or New York jurisdictions.

Independence: candidates must meet full independence criteria vs. CredX.AI, Inc. and must be free of any conflicts of interest, business relationships, or affiliations with, the Company, its officers or employees.

• Structure: Compensation is based on experience and qualifications and may range from pro-bono to equity-based awards.
• Benchmarks: Compensation will be aligned with early-stage startup market benchmarks.
• Commitment: minimum commitment of one full year, and only 3 to 5 hours per quarter, which is sufficient for an early-stage startup company.
• Full Indemnification Benefit: Directors are protected by a) the Company's corporate Bylaws and b) Delaware's corporate Safe Harbor laws, while acting in their official capacity.