Specialist Terms

These Specialist Terms (the "Terms") govern the relationship between CYVERRA LTD ("Obsidian," "we," "us") and you (the "Specialist," "you") when you accept and perform work routed to you through the Obsidian platform. By accepting an engagement, you agree to these Terms.

1. Independent contractor

You are an independent contractor, not an employee, partner, or agent of Obsidian. You are solely responsible for your own taxes, insurance, professional licensure, and continuing education. Nothing in these Terms creates a joint venture, partnership, or employment relationship.

2. Engagement scope

Each task routed to you is a discrete engagement with a defined scope, SLA tier, and fixed fee disclosed before you accept. You may decline any engagement for any reason. You must accept or decline within 24 hours of dispatch unless otherwise agreed. Once accepted, you are obligated to deliver within the SLA window or notify Obsidian Ops of any delay.

3. Confidentiality

Every brief and attachment routed to you is the strict confidential information of the Obsidian customer who originated it. You agree to: (a) use it only to perform the engagement; (b) not copy, retain, or share it except as strictly necessary to deliver; (c) destroy or return all materials within seven days of delivery; and (d) not contact the underlying customer outside the Obsidian portal without our written consent. Each engagement may include an additional per-task NDA which controls in case of conflict.

4. Standard of care

You will perform each engagement in accordance with the standards of your profession in the jurisdiction in which you are licensed, and consistent with the credentials and experience you represented during onboarding. If a brief falls outside your expertise, you must decline the engagement and notify Obsidian Ops promptly so we can re-route.

5. Deliverable IP

On payment in full of the engagement fee, you assign to Obsidian (and through Obsidian, to the customer) all right, title, and interest in the deliverable produced for that engagement, including the right to copy, modify, distribute, and incorporate it into the customer's own work product. You retain rights to your generic professional know-how, frameworks, and templates that are not specific to the engagement.

6. No legal, medical, or financial advice to end customers

Engagements routed through Obsidian are reviews, analyses, and memoranda — not formal advisory engagements. You are not establishing an attorney-client, doctor-patient, accountant-client, or fiduciary relationship with the underlying customer through your participation. The deliverable will state this clearly. If a customer requires a formal advisory engagement, you and the customer may engage directly off-platform; Obsidian takes no fee on such off-platform engagements after a 90-day non-circumvent window from the originating Obsidian engagement.

7. Compensation and invoicing

The engagement fee is the amount disclosed at acceptance, payable to you on Net-15 terms via bank transfer or supported payment processor (currently US ACH, SEPA, UK Faster Payments, with more in rollout). You invoice Obsidian; Obsidian invoices the underlying customer. You are responsible for VAT, sales tax, and withholding compliance in your jurisdiction. Late deliveries beyond the SLA window may result in a fee adjustment proportional to the delay, disclosed in advance.

8. No exclusivity

Nothing in these Terms grants Obsidian exclusivity over your time, your practice, or your client roster. You are free to work for any other party, including direct competitors, except where a specific engagement's NDA imposes a narrowly tailored conflict restriction.

9. Portal access

Each engagement is accessed via a signed, time-limited URL. You must not share the URL with anyone, store it in a third-party system, or use it after the deliverable is submitted. We revoke access automatically on delivery and may revoke it sooner if abuse is suspected.

10. Termination

Either party may end the relationship at will, with no notice required. We may remove you from the panel for material breach (including any breach of the confidentiality obligations in §3), repeated late delivery, or quality issues evidenced by customer feedback. You may withdraw from the panel by emailing specialists@obsidian.expert; engagements you have already accepted remain your obligation through delivery.

11. Liability and indemnification

You represent that your work will not knowingly infringe any third party's IP and that you have authority to assign the deliverable as described in §5. You agree to indemnify Obsidian against losses arising from a breach of those representations, capped at the fees paid to you in the prior twelve months. Obsidian's liability to you is capped at the fees due to you under unpaid engagements at the time of dispute.

12. Governing law

These Terms are governed by the laws of England and Wales. Disputes will be resolved in the courts of England and Wales, except that either party may seek injunctive relief in any jurisdiction to protect confidential information or IP.

13. Updates

We may update these Terms with at least 14 days' notice to your registered email. Continued acceptance of engagements after that period constitutes acceptance of the revised Terms. Material changes that meaningfully reduce your compensation or expand your obligations will require explicit re-acceptance.

14. Contact

Questions, withdrawals, or notices: specialists@obsidian.expert.