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Master User Agreement Client Users

Overview

This M3 Experts Master User Agreement (the “MUA”) governs the relationship between participants in and consumers of (“Users”, “you” or “your”) M3 Experts (“M3 Experts”, “we”, “us” or “our”), your use of our website www.M3 Experts.com (the “Site”) and your participation in and use of all sites, software, applications, content, products and services (the “Services”).

Services

The Services include connecting users seeking knowledge and opinion with other users offering to provide their knowledge, opinions and insights. The Services facilitate interactions between users. You understand that (i) we are not a party to and will not have any liability with respect to such interactions, (ii) the knowledge and opinions of other users are not ours, (iii) we do not endorse or warrant the accuracy of any information provided by any other user, and (iv) we do not provide medical, investment or legal advice, and no attorney-client relationship is created between users of the Services and M3 Experts or its licensors.

Access

You, your affiliates and designees shall be permitted to access and use the Services, and you shall be responsible for any use of the Services or breach of this MUA by any persons who gain access to the Site and/or the Services through you or your login (except in the case of fraud). You agree to exercise reasonable care to maintain the security of your logins and other account information (collectively, “Account Information”). Do not disclose your Account Information to anyone else, and do not use anyone else’s Account Information. Notify us promptly about any unauthorized use of your Account Information or any breach of security of which you become aware. You agree to provide to us current, complete and accurate information in the course of your using the Site and to maintain and update this information as required.

Fees

If you consume Services, you shall pay us the fees as specified on the Site (or in written correspondence with us) upon invoice receipt; unless otherwise indicated on the invoice, any amount not paid within 30 days from the date of the invoice shall be subject to a late fee calculated at a rate of 1.5% per month on the outstanding amount. You shall pay any and all taxes and other charges imposed by any taxing authority in connection with this MUA or relating to the Services (other than tax on our income or the income of other users).

Compliance with Law

Your use of the Site and the Services are subject to all applicable laws, including, without limitation, those relating to the export of technical and other data from the United States (or from your country if you are not located in the United States). By agreeing to this MUA, you agree to abide by all applicable laws and regulations.

Code of Conduct

Your use of the Site and the Services are subject to the M3 Experts User Code of Conduct on the Site.

Conflicts

You represent and warrant that your use of M3 Experts is not and will not be in breach of any express or implied terms of any contract or of any other obligation binding upon you. You will not use M3 Experts in any way that gives rise to any such breach or presents a conflict of interest. You will also comply with all ethical standards to which you are subject.

Material Non-Public Information

YOU ACKNOWLEDGE THAT CONFIDENTIAL INFORMATION YOU MAY RECEIVE THROUGH THIS PLATFORM MAY INCLUDE MATERIAL NON-PUBLIC INFORMATION CONCERNING EXPERTS, THE PLATFORM, ITS RELATED PARTIES, OR THEIR RESPECTIVE SECURITIES (“MNPI”).

Obligations Regarding Confidential Information

  1. You agree to maintain the strictest confidentiality of MNPI received through the platform.
  2. You are expressly prohibited from:
    • Requesting experts to disclose any confidential or proprietary information about their employers, clients, or other professional contacts
    • Soliciting information that could be considered Material Non-Public Information
    • Attempting to gain insider knowledge through platform interactions
  3. You understand that inappropriately requesting confidential information may:
    • Violate securities laws
    • Breach professional ethical standards
    • Result in immediate termination of your platform access
    • Potentially expose you to legal consequences

Acknowledgment of Risk

You acknowledge that attempting to obtain MNPI through this platform could result in civil and criminal penalties under applicable securities laws.

Confidentiality

All M3 Experts users must respect and preserve confidential information, defined as all information disclosed by a party to another party, whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

All non-public information pertaining to M3 Experts’ business (including our pricing information and the identity of our users) is confidential information. You will hold all confidential information in trust and confidence, and not disclose, misappropriate or make available to any third-party, directly or indirectly, any confidential information, except as may be required by applicable law or legal process or with applicable consent. You will not disclose to any other user or to M3 Experts any third-party’s confidential information in violation of any express or implied duty or contract right. You will not use, disclose, solicit or misappropriate any confidential information, trade secrets, or other proprietary information that belongs to any third-party without permission. Without limiting the foregoing, this restriction applies to any third-party with whom you may have, or may have had, a consulting, employment, fiduciary or similar relationship, and applies whether the duty is express or implied.

M3 Experts will not disclose or make available to any third-party, directly or indirectly, any of your confidential information, except that M3 Experts may transmit project descriptions, professional biographical information, identity verification and similar information to other users and referred persons for purposes of populating projects and otherwise facilitating your use of the Services, to enforce this MUA or if legally compelled to do so. You understand that we may use your business name and/or logo and a brief description of how you have used our Services in our marketing materials and on our Site.

You agree that this Confidentiality paragraph is intended to benefit the other users of M3 Experts, and that such other users are third-party beneficiaries of this paragraph; however, other users will not be third-party beneficiaries of any other provision of this MUA.

Independent Contractor

The parties hereto are independent contractors. Neither party nor its employees shall be considered the legal representative, employee, partner, joint venturer or agent of the other, nor shall either party have the right or authority to assume, create, or incur any liability or obligation of any kind, either express or implied, against or in the name or on behalf of the other party.

M3 Experts Introductions

M3 Experts’ business is to connect its users for consulting interactions (or employment) and to provide a platform for managing such interactions, and you agree to use only the Services to interact with other users that M3 Experts has introduced you to. For purposes of this paragraph, “introduced” to a user shall mean the initial identification of such user to you by M3 Experts by virtue of your access to the Site or our Services. You agree to exclusively use only M3 Experts and the Services to communicate and interact with other users and will not employ, be employed by, consult with, or otherwise engage (directly or indirectly) with another user that M3 Experts has introduced you to, unless you have our specific prior written consent. Because M3 Experts is not compensated for “off-M3 Experts” interactions and is instead acting as a professional recruiting firm, M3 Experts will generally only grant such consent in exchange for a fee, paid to M3 Experts by the payor-user. Any such payment shall be paid to M3 Experts prior to such engagement external to the Services. At all times all users shall be permitted to continue to use M3 Experts. The obligations in this Section shall survive this MUA for a period of 1 year from the date this MUA is terminated.

Intellectual Property

Interactions over M3 Experts are not generally expected to result in the generation of meaningful intellectual property, and all M3 Experts users retain ownership of any intellectual property rights that they own or create. Site Content may not be copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, uploaded, or otherwise exploited without the prior written consent of the respective owners. We are not responsible for any user’s misappropriation or use of any intellectual property rights of any other user. We welcome your feedback and suggestions, but unless otherwise agreed by us in writing, we will not compensate you for them.

Indemnification

You agree to indemnify, defend and hold M3 Experts harmless for all claims, damages, liabilities, losses, costs and expenses (including, without limitation, reasonable attorneys’ fees) that arise out of or in connection with: (i) your breach of this MUA, including any use of M3 Experts that violates third party rights or applicable law, (ii) any dishonest, inaccurate, incomplete, fraudulent, negligent, wrongful, unlawful, or criminal act or omission by you in connection with your use of M3 Experts, and (iii) any activity which you engage on or through M3 Experts. This indemnity will continue in full force and effect subsequent to and notwithstanding this MUA’s termination.

Copyright Policy

M3 Experts prohibits the posting of any information that infringes or violates the copyright rights and/or other intellectual property rights (including rights of privacy and publicity) of any person or entity. If you believe that your intellectual property right (or such a right that you are responsible for enforcing) is infringed by any content on the Site, please write to M3 Experts at the address shown below, giving a written statement that contains: (a) identification of the copyrighted work and/or intellectual property right claimed to have been infringed; (b) identification of the allegedly infringing material on the Site that is requested to be removed; (c) your name, address, and daytime telephone number, and an e-mail address if available; (d) a statement that you have a good faith belief that the use of the copyrighted work and/or exercise of the intellectual property right is not authorized by the owner, its agent, or the law; (e) a statement that the information in the notification is accurate, and, under penalty of perjury, that the signatory is authorized to act on behalf of the owner of the right that is allegedly infringed; and (f) the signature of the intellectual property right owner or someone authorized on the owner’s behalf to assert infringement of the right. M3 Experts will process notices of alleged infringement which it receives and will take appropriate action as required by the Digital Millennium Copyright Act (DMCA) 17 U.S.C. 512(c)(3). U.S. law provides significant penalties for submitting such a statement falsely. Under appropriate circumstances, persons who repeatedly submit infringing or unlawful material will be prohibited from posting further submissions. M3Expert’s contact for submission of notices under this Section regarding claimed copyright infringement is: [email protected].

Privacy Policy

You understand that your access to the site will result in the collection, use and storage of your information which is subject to our Privacy Policy. Through your access to the site you consent to the collection, use and storage of such information, which will be held in the United States and may be process and stored by other M3 Group companies around the world. For an explanation of M3 Experts’ practices and policies related to the collection, use, and storage of our users’ information, please read our Privacy Policy.

Warranty Disclaimer; Limitation of Liability

YOU USE THE SERVICES SOLELY AT YOUR OWN RISK. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE DO NOT CONTROL OR VET USER-GENERATED CONTENT FOR ACCURACY, NOR DO WE HAVE ANY OBLIGATION TO MONITOR THE USE OF OUR SERVICES OR VERIFY THE IDENTITY OF OUR USERS. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE DISCLAIM ANY AND ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, TITLE OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SITE, OR ANY PART THEREOF, WILL BE AVAILABLE OR OPERATE IN AN UNINTERRUPTED OR ERROR-FREE MANNER OR THAT ERRORS OR DEFECTS WILL BE CORRECTED, AND WE DISCLAIM ALL LIABILITY RELATED THERETO.

NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS MUA, NONE OF M3 EXPERTS OR ANY OF OUR AFFILIATES OR EMPLOYEES SHALL BE CUMULATIVELY LIABLE FOR (A) ANY DAMAGES IN EXCESS OF THE FEES YOU PAID TO M3 EXPERTS DURING THE MOST RECENT 30 DAY PERIOD, OR (B) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOST TIME OR GOOD WILL, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

Governing Law; Jurisdiction

This MUA shall be governed by and construed in accordance with the laws of the State of New York (without regard to conflicts of law principles). The state and federal courts located in New York County, New York, will have exclusive jurisdiction over any dispute relating to this MUA, and each party consents to the exclusive jurisdiction of those courts.

Term and Termination

This MUA commences on the date you first accept it and (i) with respect to a person who is not party to a separate agreement with a division of the M3 Group, may be terminated by either party at any time for any reason, or (ii) with respect to a person who is a party to a separate agreement with a division of the M3 Group (a “Customer”) continues until all separate agreements thereunder have expired or been terminated. The term of each Customer subscription shall be as specified in the applicable M3 Group agreement. In the case of a Customer, a party may terminate this MUA for cause upon 30 days written notice to the other party of a material breach if such breach remains uncured at the end of such period. If this MUA is terminated by M3 Experts for cause in accordance with the prior sentence, Customer will pay unpaid fees covering the remainder of the term of all M3 Group agreements to the extent permitted by applicable law. In no event will termination relieve Customer of its obligation to pay any fees payable to M3 Experts for the period prior to the effective date of termination.

Miscellaneous

The paragraph entitled “Confidentiality” shall survive any termination of this Agreement. If a particular term of this Agreement is not enforceable, it shall be modified so as to be enforceable but regardless will not affect any other terms. Our failure to act upon a breach of this MUA does not mean we waive any rights that we may have. Any translation of this MUA or our other documentation is provided for your convenience only and the English version will govern. If you are using the Services on behalf of a business, that business accepts these terms, unless that business has a written agreement executed by M3 Experts for the Services, in which case such written agreement will govern your use of the Services. This MUA constitutes the entire agreement between you and us with respect to the subject matter hereof; you also may be subject to additional terms (that we will notify you of in writing) that may apply when you use the Services (such as those that may be agreed in the context of a specific interaction).

Contact Information

If you have any questions or concerns:

  • For violations involving confidential, proprietary, or material non-public information, or intellectual property, please contact M3 Experts’ Conflict Management department at: [email protected]
  • For violations involving privacy, please follow the instructions set forth on M3 Experts’ Privacy Policy.
  • For all other questions, please click the Help Chat icon at the bottom right of the screen and submit a request for assistance.

Last updated: August 6, 2025