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The additional terms of Service applicable for Registered Consultants are detailed below under “Consultant Services Agreement”. These are to be read in conjunction with the Terms of Service of XpertReach Platform and Services incorporating: the General Legal Terms, the Consultant Services Agreement, Website Use Terms, Privacy Policy and the Fees and Payments Processes. The Community Guidelines are also provided for your reference, and form part of these Terms of Service

Consultant Services Agreement
Consultant Services Agreement

Consultant Services Agreement

Last Updated: August 21, 2020


These terms are an integral part of the Terms of Service and form the Consultant Services Agreement between you (the “Consultant”), and XpertReach


1. SERVICES

  • Consultant acknowledges that once you are Registered and approved for use of the Platform Services, you may post or update your profile and experience credentials, highlighting and marketing your experience and skills to prospective customers (“Clients”), and to apply for Projects or Roles with the purpose of working for client projects or full-time work.

  • You agree to provide the required information and documentation to complete the Know Your Customer ("KYC") requirements. You acknowledge and agree that a failure to meet KYC requirements may limit your access to the Platform services; and that you will not be able to post projects, roles or transact using the services. You acknowledge and agree that XpertReach may at its discretion, suspend or terminate any account where KYC requirements have not been met, and that this is required to meet regulatory requirements and in order to protect the Platform, other users, and prevent any mis-use or fraud.

  • Once you have submitted a Proposal and negotiated the final terms of the project with the Client, you are recommended to enter into a written agreement with the Client, detailing the terms of agreement including the scope, deliverables and fees to be paid for the project work. The agreement and fees to be paid must be recorded and uploaded on the Platform Services for future reference, updates, payment requests, cancellations, refunds and dispute resolution.

 


2. FEES

  • Fees for Projects and Services

    • Consultants are free to negotiate and agree the Fees for a Project (“Project Fees”). These may be a fixed price for the project or variable hourly, daily or other rates based on time effort, in respect of a Project. In determining and agreeing the Project Fees, Consultants must keep in consideration your obligations under the Terms of Service and the Services Agreement; and the amounts deductible by XpertReach as Service Fees.

    • The Consultant and the Client must record on the Platform and notify XpertReach of the key terms of engagement (such as Project start / commencement, Project end date, conclusion of Project and fees payable to the Consultant), prior to the commencement, or immediately following commencement, of the Project.

    • The Platform will deduct and deposit TDS/TCS as applicable before remitting payment to the Consultant.

  • The Client and Consultant are required and obligated to use the XpertReach Services to pay and receive payments for their work. By using the Services, you agree to raise any Payment Request to the Client exclusively via the Platform Services;

  • Subscription & Service Fees.

    • As consideration for the use of the Services, we may charge and deduct a Service Fee from any payments made by a Client to a Consultant, prior to depositing the balance in the Consultant’s Bank account (“Service Fees”), subject to applicable VAT, GST or other taxes and withholding tax;

    • Our fee will be deducted from each payment made on the Services. Our fees will be charged as a percentage against the initial Project, as well as any scope extension or follow-up work relating to the Project;

    • You agree that your use of the Services and subsequent introduction to the Clients (the “Engaging Client”), commits you to these Terms and the Fees, Payment conditions and Exclusivity periods as detailed herein. XpertReach will be entitled to receive the Service Fee in respect of any Projects or work undertaken by a Consultant introduced by XpertReach during the exclusivity period. You agree and confirm that any previous relationship between the you and the Client will not impair or limit this obligation for payment of Service Fees to XpertReach;

    • The Subscription Fees and Service Fees applicable are as follows:

Project Value

Account Type

Subscription Fee

Service Fee

All Values

Standard

Nil

15% of Project Value

    • Notwithstanding the above, the Service Fees may be determined on a project-by-project basis and advised to you via the Services (Notifications or Emails) at the time of soliciting of interest for a Project. In such case, you will keep these Fees in consideration and approve these in submitting their proposal;

    • XpertReach retains the absolute and sole discretion to introduce additional account or subscription types and subscription or service fee tiers at any time.  Should there be any change to a Users account type, subscription or service fees, XpertReach shall notify the user via the Services or Email of such change.

  • Promo Codes:

    • XpertReach may introduce Promo Codes offering clients a discount on any project.

    • XpertReach retains the right to limit the use of any such Promo Code for specific values, or categories of work, or client at its sole discretion; and retains the absolute right to withdraw or terminate any Promo code without prior notice at its sole and absolute discretion, without assigning any reasons thereof

    • It is clarified that the Promo Code and related discount on the Fees would be absorbed/adjusted by XpertReach from the Service Fees it is entitled to deduct or charge; and would not be charged to the Consultant, unless otherwise agreed to between the Parties


3. Expenses

  • Consultants are responsible for their own costs and expenses in performing Projects, unless Consultant and the Client agree otherwise and record the agreement using the Platform tools;


4. FEES AND PAYMENT PROCESS

  • Payment of Project Fees and Service Fees may The payment terms and procedures may vary from assignment to assignment and from client to client. Each assignment may be governed by a separate agreement which will be drafted and agreed between the interested parties from time to time. XpertReach does not guarantee any payments on behalf of the company, it works only as a facilitator between the company and independent consultant. All payments will only be made on successful and satisfactory completion of any assignment which is approved by the company.


5. Consultant Account and Responsibilities

  • You confirm that there are no restrictions, including from any confidentiality agreements or or from current or previous employment or consulting assignments, for you to open an account with XpertReach or using the Services. You confirm that, where required, you have obtained all necessary the consents or waivers required for you to be able to use the Services;

  • Nothing in these Terms and Conditions of Service is intended to create, or creates, any obligation of exclusivity or minimum performance requirement. You are free to work anywhere you feel fit and are not obligated to work exclusively with our Services and / or to apply or accept any Projects on the our Services. XpertReach makes no representation regarding the frequency, quantity, or type of invitations to Projects you will receive or in which you will be chosen to participate;

  • Acceptance and Scope: Clients can post project briefs on the Platform or be introduced on the platform or through XpertReach engagement team. Consultants are free to accept or decline any Projects, and may accept only those Projects for which you have the requisite knowledge/expertise to deliver and complete the Project, and that do not present a conflict of interest or breach any express or implied terms of any contract or of any other obligation legally binding upon you;

  • Consultant Conduct: Consultants must act with the utmost professionalism and courtesy in any dealings with Clients and with XpertReach. In performing any Project for a Client, the Consultant must:

    • make all necessary enquiries of the Client to ascertain the Client's requirements and objectives from the Project, including the Client's requirements in relation to the Consultant's intellectual property;

    • immediately inform the Client of any matter which may cause any change to the expected delivery dates, time, costs or fees related to the Project;

    • use a high standard of care and skill to be expected of a consultant who regularly works on projects and engagements similar to the Project;

    • comply with all applicable laws; and

    • subject to client requirements, obtain any required insurances which may include professional indemnity, public liability and/or workers' compensation insurance and provide evidence of such insurance upon request;

    • False and Misleading Information:You agree that you will not provide any false or misleading information or information which may mislead or deceive XpertReach, Clients, or any other party in respect of any Project.

    • Financial or Investment or Legal Advice:You further agree not to provide any financial or investment advice, including, without limitation, any ratings or securities recommendations, or legal advice, to any Client unless you hold all necessary qualifications and licences and you have agreed the scope and limitations in writing with the Client;

    • Warranties: You warrant and represent that:

      • that the information you provide for your registration and profile is accurate, true, correct, and complete and you further warrant and confirm to keep this updated for any changes as soon as possible after such change and prior to bidding or accepting a project;

    • If you agree to a Project work with a client, it is your responsibility to ensure you perform the work in accordance with the mutual agreed contract with the Client and in accordance with applicable laws and regulations. You further warrant that all work, documents and other deliverables produced by you in relation to a Project will be reasonably suitable in all respects for the Client’s purposes;

  • You agree to cooperate fully in any inquiry conducted by us or our approved agents concerning actual, alleged, or potential violations of these Terms of Service.


6. CONFIDENTIALITY

  • You acknowledge that by using the Services or participating in or working on Projects, you may gain access to or come into possession of our and/or Client business information or other confidential or proprietary information (“Confidential Information”).  You agree that Confidential Information is the sole property of the respective owner, whether us or Client, and agree to treat such information as confidential. You agree not to disclose or to attempt to use or personally benefit from any Confidential Information that is disclosed to or known by you because of your participation in the Services to any third party. You agree not to disclose any Client Confidential Information during and/or after the completion of the Project or work being done using the Services, except with the written approval of the Client or unless required by law;

  • You acknowledge and agree that your obligations not to use or personally benefit from Confidential Information as set forth above prohibit you from using information you learn during a Project to trade securities or make personal investment decisions;

  • You may not refer to the Client or its business, or the business of any of the client's customers, in any of your marketing materials, website, social media or other publications outside of the XpertReach platform, unless authorised in writing by the Client;

  • Some Projects are collaborative, and involve working with other Users.  You owe the same duty of non-disclosure to such other Users as you would to any Client under these Terms of Service. This prohibition on Confidential Information also applies to your employees, directors, agents and subcontractors;

  • On the completion or termination of a Project, the Consultant must promptly comply with any conditions relating to Confidential Information provided in their contract with the Engaging Client.


7. ENTIRE AGREEMENT AND PREVIOUS CONTRACTS

  • You, (the “Consultant”) and We (“XpertReach”) agree with each other that this Services Agreement, together with any documents referred herein, constitutes the entire agreement and understanding between us and replaces and supersedes any previous arrangement, understanding or agreement between us relating to any assignment (which is hereby deemed to be terminated by mutual consent).


8. NON CIRCUMVENTION

  • Consultant agrees and confirms that all Clients introduced by or via XpertReach or XpertReach Platform or Services shall continue to be accessed via XpertReach Platform or other XpertReach channels. The Consultant agrees not to deal directly with any Client introduced to the Consultant via the XpertReach Platform or Services or any other XpertReach channel (“introduced Client”), unless specifically agreed to with XpertReach in writing. Consultant further agrees not to circumvent or attempt to circumvent XpertReach, in any of its dealings with the introduced Client; and to ensure that all dealings, projects and payments are made exclusively using the XpertReach Platform or Services. All agreements for projects or work with introduced Clients must be notified to XpertReach and on the Platform; and all will be subject to the Service Fees as detailed in the Terms of Service and the Services Agreement;

  • In the event of any Client suggesting or attempting to circumvent XpertReach by asking the Consultant to deal directly with the Client outside the XpertReach Platform, the Consultant shall promptly notify XpertReach of the same, no later than 3 days from the date of such attempt or suggestion to circumvent.

 


© XpertReach

© XpertReach