Terms and Conditions for Experts
LB Networks Terms and Conditions for Industry Experts
Last Updated October 2018
Your participation as an Industry Expert in any Consultation through LBN Consultants Ltd is subject to the following Terms and Conditions.
As used herein, the terms “we”, “us” and “LB Networks” means LBN Consultants Ltd. “Client” signifies any party who engages LB Networks on a project to source and organize a consultation with an Industry Expert.
This is a legally binding agreement.
LB Networks is an expert network firm and organizes Consultations between its Clients, who are investors, consultants, banks, and corporates, and expert in-industry professionals (“Experts”). During these consultations the Experts give perspectives and information regarding sectors, companies and products which assist LB Networks Clients in their business decision making processes.
An Expert’s participation in any project with any LB Networks Client is at the Expert’s sole discretion. Experts are never obligated to accept or continue any project and may decline to participate or continue to participate in any project at any time. If you become aware of any regulatory, professional or ethical conflict before, after or during a Consultation you should terminate the Consultation and notify the LB Networks project manager immediately. You shall only accept projects with LB Networks Clients individually arranged or explicitly approved by LB Networks.
Independent Contractor Status
For the duration of a Consultation, you as the Expert will act as an independent contractor in your personal capacity rather than as a representative or employee of LB Networks. You further understand and acknowledge that you have no authority to act or speak on LB Networks’ behalf or to represent that you have any such authority.
If you are an employee or director of a company, you will not discuss or disclose any information about that company. You will not provide any confidential information relating to any company of which you are an employee, officer, director or contractor, agent, legal representative, partner, joint venturer or affiliate. You confirm you are not restricted to engage in a Consultation. If you are an auditor or a former auditor, you will not comment on any company you have audited in the three (3) years prior to the Consultation. If you have worked in the accounting or finance department of a company within the last year, you will not discuss accounting or financial issues relating to that company or its affiliates. You will not participate in any Consultation at any time whilst your employer is the subject of a tender offer or is in the process of an initial public offering. You will inform LB Networks if you are, or have been during the past 2 years, an employee or advisor or consultant to any government, government department, government agency or to any state entity. Most current government and government agency officials worldwide are ineligible to participate in Consultations.
You represent, warrant and undertake that you will inform LB Networks if you are currently involved with any clinical trial or test or have been so involved where the results of such trial or test have not been publicly disclosed. If you are a medical professional, you will not discuss unpublished clinical trial results, patient experience information or any other information regarding trials that is not yet public.
You represent warrant and undertake that you have not been found guilty of insider dealing, market abuse, money laundering, fraud or any offence involving dishonesty or any crime, or similar offences in any jurisdiction, and have not been subject to any order, judgment, action or investigation by any regulatory body. You will also immediately inform LB Networks should you become aware of any investigation involving, or any charge brought against you in respect of, any offence referred to in this clause “Prior Misconduct”.
You will not use for any purpose or disclose to any third party any confidential information disclosed to you before, during or after a Consultation including without limitation the identity of Client engaged in the Consultation, the subject matter or any questions asked during a Consultation, any information shared and any rates agreed by you with LB Networks if applicable for any Consultation. You will not disclose any confidential information or any material non-public information regarding a company, security or instrument that is quoted. You shall not use confidential information for personal benefit, including for the purpose of making investment or trading decisions. The duty to maintain confidentiality shall survive until the confidential information becomes generally known to and available for use by the public other than as a result of a disclosure by you or any other person under legal obligation not to disclose the information. You agree that a breach of the above terms regarding confidential information may cause irreparable harm to LB Networks and/or its Client and that damages would not be a sufficient remedy in respect of such breach.
If you are receiving payment for your time of a Consultation, you will provide the bank account details to which LB Networks should remit payment. Within 24 hours of a Consultation, you will confirm that the Consultation has taken place. LB Networks will pay the relevant fees in respect of each completed Consultation. Experts must submit invoices for payment within 45 days after completion of any consultation. Payment will be made within forty (40) days from the later the date of receipt of a valid application for payment (or invoice). LB Networks will deduct from the payment of fees any withholding taxes or recipient bank admin fees if charged by the recipient's bank.
LB Networks shall not be liable for any loss or damage, or any costs, expenses or other claims including without limitation: loss of profit, loss of business, loss of revenue, loss of goodwill, loss of anticipated savings, loss of any data or information and/or special or indirect loss or consequential loss or otherwise which arise out of any Consultation or in connection with this Agreement.
The parties confirm their intent not to confer any rights on any third parties by virtue of the Agreement. The Contracts (Rights of Third Parties) Act 1999 (“Third Party Rights Act”) shall not apply.