The Terms and Conditions of contracting as an expert through Bridge Et Al. are contained herein. This is legally binding contract, so please read it carefully. By signing/accepting these Terms and Conditions you agree to abide by these terms while engaged as an expert with Bridge Et Al.
These terms and conditions ("T&C") of working through Bridge Et Al. shall supersede all prior versions of the Terms & Conditions previously in effect between Bridge Et Al. and you. You agree that any interaction with or through Bridge Et Al. is subject to these terms. The English version of these Terms and Conditions shall control over any translations.
Bridge Et Al. is an online marketplace for Experts and Businesses ("Clients") to connect and contract for services. Bridge Et Al. provides opportunities for experts to participate in different types of projects ("Projects") such as, but not limited to consulting projects.
Additionally Experts may be eligible to participate in other non-Project activities and interactions through Bridge Et Al. ("Activities") such as, but not limited to:
You represent that you are permitted to work as an expert with Bridge Et Al. and have obtained all necessary consents or waivers to participate as an expert. If you are employed or work as an expert, your employer's policies or your consulting arrangements may limit your ability to engage in outside consulting.
Prior to working through Bridge Et Al. you must review any employment agreements, employee manuals, codes of conduct, consulting agreements and other similar policies and agreements to ensure you are able to participate in Bridge Et Al. You should also consider contacting appropriate persons within your organization or any firm you have consulted for to confirm that your participation is permissible and to receive any consents required. It is your responsibility to determine whether you may work through Bridge Et Al.
As an expert, you acknowledge that you are a non-agent independent contractor of Bridge Et Al. You acknowledge that you have no authority to act on behalf of Bridge Et Al. You agree that you are not eligible for any Bridge Et Al. or Client employment benefits based on your work with Bridge Et Al. and you shall not identify any Client or Bridge Et Al. as your employer. You agree that you are working through Bridge Et Al. in your individual capacity and not as a representative or on behalf of any other company or organization (such as past or present employers), except as otherwise agreed in writing between such organization and Bridge Et Al. If you are unsure about your ability to comply with these Terms & Conditions, then you must decline to participate as an expert.
At all times during your work with Bridge Et Al., you agree to act in good faith in a professional manner to the best of your ability and in accordance with these Terms & Conditions and applicable law.
You must decline or discontinue any project or activity that presents a conflict of interest or would result in a violation of applicable law or your obligations to past or present employers or other third parties.
While there may be limitations on the scope of your participation and the subjects you may discuss, you agree that at a minimum you shall not do any of the following at any time while working through Bridge Et Al.:
You agree to provide Bridge Et Al. with accurate and complete biographical information, including your current job status and at least two years of employment history and to promptly update that information as it changes. Bridge Et Al. may verify information provided by you or about you. If during the course of Projects or Activities, you are first introduced to other Bridge Et Al. Experts, you may not, directly or indirectly, solicit those Bridge Et Al. Experts for projects or other engagements outside of Bridge Et Al., without the prior permission of Bridge Et Al.
Your participation in Projects and Activities is always at your discretion. Bridge Et Al. makes no commitment regarding the frequency, quantity or type of invitations to Projects or Activities you will receive or in which you will be chosen to participate. Unless otherwise agreed in writing by Bridge Et Al. or as otherwise stated in any Project invitation, you will only be compensated for the time you spend interacting with Clients on Projects at the agreed rate and you will not be compensated for preparation time, wait time or time set aside if a Project with a Client does not occur. You may not assign Projects or Activities or delegate any portion of your work thereon to others (including without limitation to any other employees of your firm) without Bridge Et Al.'s prior written consent. All interactions must be set up through Bridge Et Al. If a Client contacts you without having arranged the Project through Bridge Et Al., and you consult with the Client, you are not eligible for payment from Bridge Et Al., even if the call is a follow-up to a recent Project that was arranged through Bridge Et Al. Clients are not authorized to expand the scope of a Project except to the extent Bridge Et Al. has agreed otherwise in writing.
If you speak with a person who is not a Bridge Et Al. consultant in connection with any Project, you agree:
Working through Bridge Et Al. is non-exclusive and there is no minimum time commitment unless otherwise agreed in writing. As a condition to working through Bridge Et Al., for Clients to whom you have been first introduced through Bridge Et Al., you agree not to knowingly solicit projects from or propose or agree to any kind of consulting, advisory, or employment arrangement with such party directly or indirectly without written permission of Bridge Et Al. for a period of one year from the most recent Project with or introduction to such Client. For a period of one year after the termination of your relationship with Bridge Et Al., you also agree not to knowingly solicit for employment any employee of Bridge Et Al. or any Clients to whom you have been first introduced due to your Consultant status.
You represent that any materials, regardless of format, that you submit, upload to a Bridge Et Al. website or otherwise provide to a Client or to Bridge Et Al. (collectively, "Content") is your intellectual property or you have obtained any necessary permissions or licenses to such Content. You are solely responsible for your Content, and you agree not to submit Content that is unlawful, threatening, defamatory, profane, deceptive, or misleading, or otherwise violates these Terms & Conditions. Content Created For Client(s) If a Client selects you for a Project, Content you create in connection with that Project ("Project Content") is solely owned by the Client (e.g., as a "work for hire") and may be used by such Client for any purpose permitted under that Client's agreement with Bridge Et Al., which may include reproduction, disclosure, transmission, publication, broadcast, and posting, unless otherwise agreed in writing by Bridge Et Al. and the Client. Content you create independently of, or prior to, any Project ("Retained Content") remains your property and you retain all rights, title and interest in and to such Retained Content; however, you grant the Client a perpetual, world-wide, royalty-free, and transferable license to use any Retained Content included in any Project Content. Without limiting the foregoing, you agree that each Client is free to use any ideas, concepts, know-how, or techniques contained in any Content you transmit to that Client for any purpose whatsoever, including, but not limited to, developing, manufacturing and marketing products using such information. Any inventions, discoveries or improvements that are based in full or in part on any Content and information you create for a Client in the course of a Project, and all intellectual property rights in such inventions, discoveries or improvements, shall be owned entirely by and shall be proprietary to the Client. You further agree and acknowledge that Bridge Et Al.'s Clients may elect to record or transcribe your consultations or other interactions with them, and that any such recordings or transcriptions are owned by the Client and may be used by such Client for any purpose permitted under that Client's agreement with Bridge Et Al. You will be notified in advance if a Client elects to record or transcribe a consultation with you.
For Content (such as blog posts, recordings, testimonials, etc) that you provide to Bridge Et Al., you provide Bridge Et Al. a limited license to market, promote and sell Content on its websites and otherwise, including by showing samples or limited portions of Content to potential purchasers (including through third party partner websites). Content Release & Indemnification: You additionally release Bridge Et Al., and any and all persons acting under its permission or authority from any claim, liability or action in law, including any claims for defamation, copyright infringement, or invasion of privacy, arising in connection with your Content. Further, you agree to indemnify, defend and hold harmless Bridge Et Al. and its Clients from and against any third party claim that your Content or the use of your Content infringes upon any patent, trademark, copyright, trade secret or other intellectual property right.
You agree that Bridge Et Al. may collect and retain information about you, including but not limited to your Consultant Information, ("your information"), and contact you by email, telephone, or otherwise, to process and administer details of your profile at Bridge Et Al., to provide you with opportunities to participate in projects through Bridge Et Al., to assist with required approvals and consents for Project participation, to comply with applicable laws and Client compliance policies, and to tell you about Bridge Et Al.'s business. You agree that Bridge Et Al. may also use and analyze your information to administer, support, improve, market and develop the business of Bridge Et Al. and respective business partners while you are an expert and thereafter. You agree that Bridge Et Al. may retain your information as reasonably necessary for its business purposes if you cease to maintain a profile with Bridge Et Al., provided that Bridge Et Al. will protect all such information about you in accordance with these Terms & Conditions.
You agree that Bridge Et Al. may disclose your information to Clients and non-Client third parties for the purpose of promoting Bridge Et Al.'s business, including without limitation by displaying such information on Bridge Et Al.'s website, Bridge Et Al. 's third party partner websites, print media and other materials (collectively, "Marketing Materials"), subject to your right to opt-out from this promotional use. You may opt-out of this promotional use by contacting Bridge Et Al. at [email protected]. If you opt out of this promotional use or terminate your participation with Bridge Et Al., Bridge Et Al. will use reasonable efforts to discontinue creating and distributing Marketing Materials that contain your information, and cease email and telephone contact with you. Notwithstanding the foregoing, any such opt-out will not apply to your submissions of Content. You agree that Bridge Et Al. may disclose your information and your participation in the Bridge Et Al. to third parties, such as current and former employers and companies that you have provided services to or contracted with, for the purpose of confirming any consents or approvals you may need to participate in the in specific Project(s).
You agree that Clients, if required by law or the Client's compliance policies, may disclose information about their Projects with you, for example your name and the amount you were paid on the Project ("Required Client Disclosures"). You authorize Bridge Et Al. to make Required Client Disclosures on behalf of and at the direction of Clients.
You agree that Bridge Et Al. may disclose your information in response to legal process, to protect Bridge Et Al. rights, as otherwise required by law, or for the prevention or detection of a crime. If Bridge Et Al. sells all or part of its company or enters into a partnership with another business entity, you agree that Bridge Et Al. may disclose your information to its new business partners or owners who may then provide you with information about their products and services. You agree that Bridge Et Al. may share your information with third parties to further the businesses of Bridge Et Al., its affiliates, and their respective business partners provided that each has agreed not to use such information to sell or market products or services to you without your prior consent. Bridge Et Al. will not sell your information to third-party marketers or similar organizations. Whenever we share your information, we will always give due consideration to ensure that any disclosure does not cause any unwarranted prejudice to your privacy.
You agree that Bridge Et Al. may retain your information for its business purposes if you cease to work with Bridge Et Al., provided that Bridge Et Al. will protect all such information about you in accordance with these Terms & Conditions.
While you are an expert and thereafter, 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 work with Bridge Et Al. until such time as the Confidential Information has become publicly available through no action of your own, except to the extent required by law or as expressly permitted by Bridge Et Al. for the purpose of facilitating a particular Project. Confidential Information shall include:
If you are compelled by order of a court or other governmental or legal body (or have notice that such an order is being sought) to divulge any Confidential Information to anyone other than Bridge Et Al., you will promptly and diligently notify Bridge Et Al., unless prohibited from doing so by the express terms of a government subpoena or court order, and will cooperate fully with Bridge Et Al. in protecting such information to the extent possible under applicable law. Upon the request of Bridge Et Al. or the applicable Client, you agree to return or destroy, as requested, all Confidential Information in your possession. Notwithstanding the foregoing, if and only to the extent necessary, you may disclose the general topic and Client description to secure any required third-party consent to your participation in a Project prior to accepting an invitation for that Project. Some Projects are collaborative and involve working with other Bridge Et Al. Experts. You owe the same duty of non-disclosure to such other Bridge Et Al. Experts as you would to any Client under these Terms & Conditions. Note 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.
Clients may from time to time request that you confirm any part of these Terms & Conditions and any additional terms or compliance policies required by Clients as a condition to your participation in a Project ("Confirmations"). You further agree that, to the extent you have provided any Confirmations, you shall be obligated to such Confirmations in addition to these Terms & Conditions, and that the applicable Client shall have the right to directly enforce your compliance with such Client's Confirmations, if any. You understand that other Bridge Et Al. Experts, each Client, and the person with whom you may engage in any Project or Activity is an intended beneficiary of these Terms & Conditions and the covenants and agreements made by you hereunder, and that Clients, as third-party beneficiaries of these Terms & Conditions, have the right to directly enforce your compliance with these Terms & Conditions.
You must specify your or your organization's payment details with Bridge Et Al. If you are employed, you must follow your employer's policies that may relate to payment by Bridge Et Al. Following the completion of a Project, you must request payment through Bridge Et Al. for the work you performed on the Project within 30 days and payments will be based on the applicable rate in the accepted Project Contract unless otherwise agreed in writing by Bridge Et Al. or as specified in the Project invitation. If you or your employer has specified that payments be remitted to your employer, you agree, so long as your relationship with your employer exists or until your employer provides otherwise in writing, that payments will be made to your employer. In the event that a Client disputes your request for payment or the quality of your work on a Project or Activity, Bridge Et Al. may withhold payment until such dispute is resolved. You agree that in the event of any such payment dispute, Bridge Et Al. has the sole and final authority to resolve such dispute in Bridge Et Al.'s reasonable discretion, and you agree to be bound thereby. You further understand and agree that you have no right to payment for a Project or Activity to the extent Bridge Et Al. reasonably determines you have violated these Terms & Conditions or Bridge Et Al. 's compliance rules, including but not limited to providing incorrect information in your Bridge Et Al. Consultant Profile or referring third parties in violation of law or Bridge Et Al.'s referral rules, and to the extent you have already received payment for Projects or Activities involving such violations, Bridge Et Al. shall have the right to recover such payments in full. Bridge Et Al. may require you to provide additional information (including your Tax Identification number) about yourself or your employer/company as part of Bridge Et Al.'s security procedures. You agree that all fees imposed on you by any banking institution to process any payment from Bridge Et Al. are your sole responsibility. Please ensure that information you provide regarding your payment accounts is always accurate and updated. Inaccurate payment account information can cause delays in payment. Non-Singaporean Bridge Et Al. Experts may be asked to confirm such status. Please note that your contract will be with, and you shall receive your payments from, Bridge Et Al., Inc., an incorporated entity in Singapore. You agree that you are responsible for paying any applicable taxes in your jurisdiction on payments you receive from Bridge Et Al., in accordance with applicable law and, if applicable, you agree to provide Bridge Et Al. evidence of such tax payments upon Bridge Et Al. 's reasonable request.