EXPERT EMPANELMENT AGREEMENT

Updated: September 2015

Please read these Terms and Conditions carefully as this is a legally binding agreement between you and ExpertEase Solutions. It is your duty to receive consents from whomsoever you have obligations to, if applicable.

OVERVIEW

ExpertEase Solutions operates a network of Industry professionals (Expert Panel) with specialized knowledge in their respective domains. The Expert Panel members provide focused domain insights to ExpertEase Solutions’ clients. Experts can participate in engagements via written communication, telephonic/video conversations, or face-to-face meetings.

DEFINITIONS

“Expert Panel” means the Experts empanelled or identified by ExpertEase Solutions.

“Expert” means the members of the Expert Panel, who are subject matter experts in particular domain, or have requisite industry knowledge.

“CLIENTS” means entities who appoint ExpertEase Solutions for expert consultations

“Engagement(s)” mean event(s) where CLIENT engages or interacts with Experts in any manner, including but not limited to email/written communication, telephonic/video conversations, face-to-face meeting, over short interactions or longer term project assignments.

“Engagement Offer” means a proposal by ExpertEase Solutions outlining the scope, engagement fees and agenda of the engagement.

“Engagement Fees” means the amount paid by ExpertEase Solutions to the Expert by virtue of his/her participation in an engagement and its successful completion.

“Engagement Content” means content created by you for Clients or shared with Clients, or licensed or sourced from some other party by you (Expert) as part of the Engagement.

“Confidential Information” means information provided to you by ExpertEase Solutions, or its clients. Confidential Information includes but is not limited to:
(a) Information relating to existence, nature and content of proposed or actual Engagements performed under this Agreement
(b) Names and contact details of CLIENTS and their employees
(c) Any documents or other items specifically communicated as ‘Confidential’
(d) Confidential Information does not include any information which:
(i) is already known to you; or
(ii) becomes available to you from other sources which you reasonably believe not to be bound by any obligation of confidentiality
(iii) is now or hereafter available publically through no breach of this Agreement by you

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“Profile Information” means the information pertaining to your education/credentials.

EXPERT PANEL MEMBERSHIP AND SCOPE OF ENGAGEMENTS

As a member of the Expert Panel, you may receive requests to participate in Engagements pertaining to your expertise areas. The agenda of the intended Engagement would be sent to you in writing to help you understand the information sought by Clients. Acceptance of the Engagement offered would be construed as your confirmation that you possess the requisite knowledge on the scope of Engagement. Post your acceptance, ExpertEase Solutions shall schedule the Engagement between you and the Client on a mutually convenient date and time.

DETAILS OF THE ENGAGEMENTS

1. Participation

You can choose to accept or decline any engagement offer from ExpertEase Solutions. If a Client directly requests you for additional work or consultations, you must receive explicit approval from ExpertEase Solutions before commencing work on the same.

2. Duration

You need to inform ExpertEase Solutions about the duration of the Engagement post its completion. Clients have the option to terminate the Engagement within the first ten (10) minutes after beginning of the Engagement if they reach the conclusion that you lack the subject matter expertise or requisite knowledge. In such a situation, the Engagement will not be considered billable by ExpertEase Solutions and therefore no Engagement Fees would be paid to you. In case the Clients dispute payment to you due to the quality of your work in the Engagement or the duration reported by you, ExpertEase Solutions will be the sole authority to resolve such a dispute, and you agree to abide by the decision.

3. Prohibited Engagements

You agree to decline any Engagement offers and discontinue any ongoing Engagement and notify ExpertEase Solutions where your participation may result in any of the following:

(a) Breach of any agreement, obligation to any current or past employer or client
(b) Violation of any applicable law
(c) Violations of guidelines, practices or rules applicable to your profession
(d) Violation of any of the terms and conditions detailed in this agreement
(e) Any conflict of interest or perceived conflict of interest

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ENGAGEMENT FEE AND PAYMENTS

1. Billing Rate

You can choose the hourly Billing Rate chargeable to ExpertEase Solutions for participation in Engagements. ExpertEase Solutions may guide you in choosing the Billing Rate, if required.

2. Engagement Fee

The Engagement Fee will be calculated by default, by multiplying the hourly rate and the duration of the engagement in hours rounded off to the nearest minute (for e.g., 75 minutes will be 1.25 hours), or as agreed upon between you and ExpertEase Solutions before the start of the Engagement. The Engagement Fee will be paid to you within forty five (45) days of the Engagement. You are required to share your bank account details with ExpertEase Solutions, and the fee will be deposited or transferred to the bank account. Any unforeseeable delay in the deposit will be intimated to you by ExpertEase Solutions.

3. Cancellation of Engagement

Clients have the right to cancel Engagements without prior notice. ExpertEase Solutions will promptly notify you of such cancellations but you will not receive fees for such cases.

4. Non-payment or withholding of Engagement fees:

ExpertEase Solutions reserves the right of non-payment or withholding of Engagement fees if it has reasons to believe that you have violated terms and conditions detailed in this Agreement, and to the extent that you have already received such payments for Engagements, it will have the right to recover such payments. In disputed Engagements, ExpertEase Solutions may withhold the payment of fees till the dispute is settled.

5. Referral fees

You can introduce other experts to ExpertEase Solutions and will be entitled to a referral fee of 10% of the Engagement Fees for 1 (one) year given to such Experts.

PERFORMANCE OF THE AGREEMENT

It is understood and agreed that any service performed by you under these Terms and Conditions shall be performed as an independent contractor and consultant. You shall not be deemed to be an employee of ExpertEase Solutions or its Clients. If you cannot fulfill your obligations, you must immediately inform ExpertEase Solutions.

WARRANTIES AND REPRESENTATIONS BY THE EXPERT 

You represent and warrant that at the date on which you accept this agreement, and in future:

1. Profile Information

All biographical and other information that you provide to ExpertEase Solutions is true and accurate, current and not misleading in any way. You must notify ExpertEase Solutions of any change in your employment or career information as soon as reasonably practical.

2. Respecting other obligations

Your engagement in activities pertaining to Expert Panel shall not violate any obligations to keep in confidence any trade secrets or confidential or proprietary information of other parties.

3. Taxes

You are responsible for paying any applicable taxes in your jurisdiction on payments you receive from ExpertEase Solutions, and if requested by ExpertEase Solutions, you agree to share evidence of such tax payments. If required by law, ExpertEase Solutions will deduct applicable tax from the Engagement Fee, and deposit it with the relevant taxation authority.

CONFIDENTIALITY

1. Non-Disclosure and protection of confidential information

You agree that, except as required under this Agreement, you will not publish, reproduce, disclose or make any use of any such Confidential Information unless the disclosing party authorizes you for disclosure of such information in writing. You also agree to take precautions to ensure the protection and confidentiality of Confidential Information entrusted to you.

2. Requirement by law

You may disclose this confidential information if required by law, valid court order, or government agency, provided you shall notify ExpertEase Solutions to the fullest legally permissible extent.

COLLECTION OF INFORMATION ON EXPERTS

Expertise Solutions may collect personal information about you including bio-data, email, telephone number, payment details etc. to complete your Profile Information. ExpertEase Solution will use this information to map offers for engagement with your expertise, process your invoices and make payments. It may also share certain parts of this information with its clients to help them make a decision of choosing the relevant Expert for their needs.

INDEMNIFICATIONS AND LIMITATION OF LIABILITY

1. Indemnification

You agree to indemnify and hold ExpertEase Solutions harmless against loss or threatened loss, including reasonable lawyer’s fees or potential liability of ExpertEase Solutions arising out of your negligence, infringement of any copyright or proprietary or confidential information, or violation of the terms and conditions detailed in this agreement.

2. Liability

The maximum liability of ExpertEase Solutions in the contract due to any breach of statutory duty, negligence, misrepresentation or otherwise by you will in no case exceed the lesser of US$ 1000 or the engagement fees paid to you provided you bring any action to its notice within one year of after the action has occurred

MISCELLANEOUS

1. Non-Solicitation

You agree that for a period of one year from the completion of latest engagement, you will not solicit services to ExpertEase Solutions’ Clients without prior written consent from it.

2. Governing Law

This Agreement shall be governed and interpreted in accordance with the laws of the State of Delhi, India. Any disputes will be referred to the jurisdiction of a Delhi District Court, India.

3. Term and Termination

This Agreement shall commence on the date hereof and shall continue until terminated by a written notice by you or ExpertEase Solutions.

For further enquiries on these terms and conditions please contact info@experteasesolutions.in.