TERMS AND CONDITIONS OF THE CONSULTANTS' FORUM

One of the requirements for becoming and remaining eligible as a part of the Consultants' Forum is your agreement to the following Terms and Conditions. It is important that you read carefully and understand these Terms and Conditions. By submitting your application form, you agree to become bound by these Terms and Conditions if you are accepted as a Participant. If you do not agree to be so bound, do not submit your application form. The Consultants' Forum may require that you sign a non-electronic version of these Terms and Conditions, or of a revised version of these Terms and Conditions, as applicable. Failure to sign may result in the Consultants' Forum terminating your participation.

Guidelines
Vista may from time to time issue guidelines applicable to your consultations, and such guidelines from the time they are provided to you form part of these Terms and Conditions.

Code of Ethics
Any consultation that you provide as a member of the Consultants' Forum should be performed in a timely, diligent and professional manner consistent with highest industry practice and in conformity with these Terms and Conditions.

Accepting or Declining Consultations
You agree that, after accepting a consultation with the Consultants' Forum, your name and related information may be provided to the Consultants' Forum clients who make inquiries to the Consultants' Forum. Participants of the Consultants' Forum are not obligated to consult with companies or to accept projects from other consultants. Invitations should be responded to in a timely manner, and certainly within 3 days of receipt of the enquiry.
 
Payment
All payment terms and conditions must be negotiated with the client company or client consultant. The Consultants' Forum accepts no responsibility for payment of fees for consulting agreements, and cannot be held liable in this respect.

Independent Contractor
Your consultations as a Participant shall be performed as an independent contractor, and you are not and shall not be deemed to be an employee or agent of the Consultants' Forum, or of any Consultants' Forum Participants or clients. You and the Consultants' Forum shall not have any authority to bind each other to any obligation or liability. You shall not be entitled to any benefits provided by either the Consultants' Forum or any of its clients to its employees, and neither the Consultants' Forum or its client companies or consultants will make deductions from any of the payments due to you for state or federal tax purposes. You agree that you shall be personally responsible for any and all taxes and other charges due on payments received by you.

Indemnification
You agree to indemnify, defend and hold the Consultants' Forum, our clients, affiliates, licensors, suppliers, advertisers and sponsors, and our and their directors, officers, employees, consultants, agents and other representatives, harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys' fees) and other expenses that arise directly or indirectly out of or from: (a) any inaccurate or incomplete information furnished as part of your application, (b) your misconduct or gross negligence in connection with any of your Society activities or (c) any deviation by you from any of these Terms and Conditions.
 
Termination of Participation
The Consultants' Forum reserves the right to terminate your participation in the Consultants' Forum at any time.

Governing Law; Arbitration
These Terms and Conditions and your services as a consultant while a Participant of the Consultants' Forum shall be governed by and construed in accordance with the laws of the State of California. Any controversy or claim arising out of or relating to this contract, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction for such purpose.

Entire Agreement
These Terms and Conditions contain the entire agreement between us with respect to the subject matter herein. The Consultants' Forum shall have the right to amend these Terms and Conditions upon notice to you. By continuing to accept invitations to provide consulting services or otherwise act as a Participant of the Consultants' Forum, you will have indicated your acceptance of any such modification. Failure to insist on strict compliance with this Agreement or with any of its terms or any continued course of such conduct will not be considered a waiver of either parties’ rights or privileges under these Terms and Conditions.