TERMS AND CONDITIONS

Last updated April 19, 2022

 

Definitions of Terms
In order to access Cotheorist (hereinafter collectively referred to as the "Service"), you agree to the following Terms and Services, including any information, text, graphics, or other materials uploaded, downloaded or appearing on the Service (collectively referred to as "Content"). We reserve the right, at our sole discretion, to terminate or modify these terms of service ("Terms of Service" or the "Agreement") at any time and for any reason. We will take reasonable steps to notify you of any such changes. By using the Service, you agree to be bound by the terms of service then in effect. Do not access the Service if you do not agree to be bound by these Terms of Service.

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How Calls Work​​

If you find an expert who you would like to talk with, tap the “Request a Video Call” button at the top of their profile. Cotheorist currently accommodates 1:1 or small group (maximum of 12 participants) calls.

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• Experts charge based on the time each private call requires without regard for the number of people on a call. Customers can split the cost of an expert’s fee for small group calls. If an expert cannot accept a call request, it’s likely because of potential conflicts of interest, subject matter, or intended use.

• We don’t disclose any personally identifiable information like the names of people who request private calls through the contact form. This is to allow customers to feel comfortable asking the expert anything, including questions they think may be naive or discussing details that require anonymity (i.e. brand-blind calls).

• We are unable to provided anonymity when customers use the "schedule a conversation" option on experts public profiles. Appoints are added directly to experts calendars. Customers cannot access the email addresses associated with experts' calendars.  

• Be sure to describe the purpose of the requested call for the expert, since they err on the side of caution whenever there is a possible conflict of interest or compliance issue.

• Although Cotheorist keeps the names of people who request private calls confidential, through the contact form, customers can introduce themselves by name when anonymity is unnecessary. We will disclose the names and, if applicable, publications of those who request journalistic interviews or public calls so that experts can fully evaluate opportunities.

• When a conversation/call request is accepted, customers will receive a confirmation email and a link to pay with a credit or debit card prior to calls. Payment must be received prior to calls for conversations booked directly with experts. Subject matter expert interview calls conducted as part of a corporate research project, through collaboration with Cotheorist for recruitment and project management, must be paid for within two weeks of completion (this is discussed during a project kick-off conference call).

• Payments for direct calls are kept in escrow for 24 hours following a call. We monitor calls for quality and disperse funds to experts after this time, subtracting the processing fee. If an interview is cancelled by an expert and can’t be rescheduled for some reason, the amount paid by the customer will be refunded. Refunds take up to 5 business days to process, depending on their financial institution, and rescheduling is at customers' discretion. 

• The processing fees for direct calls is 2.9% of the transaction amount + 30 cents ($0.30) per call

• Theorist, Inc charges a 7% service commission for direct calls

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For SME interviews that use Cotheorist for recruitment and project management, Theorist, Inc charges a 20% markup (approximately 16.7% of payments by corporate clients). 

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The Contact Form​

If you are looking for experts to interview and need some help finding them, you can send a description of what you are looking for through the contact form on Cotheorist.com. ​​For individual interviews, customers can submit requests from expert profiles and follow the directions above. For experts without public profiles, we will work with clients to provide a summary about each prospect's work, expertise, and any potential concerns or conflicts. Prospects with clear conflicts will be screened out initially. For multiple interviews, such for larger research projects, we will schedule a conference call to work out the details with the client. If this applies to your request, please indicate this in your initial message and provide a phone number to use to contact you.

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Technology​

Cotheorist currently uses Google Meet for all direct conversations. Subject matter expert calls for clients are conducted using whichever communication platforms are preferred and permitted. Calls are recorded and customers/clients can opt to receive recordings at no additional charge. Call are only for private/confidential use unless customers have specified public use in their request. 

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• “Customer” refers to individuals who request calls via Cotheorist.

• “Expert” refers to individuals who make themselves available for calls via Cotheorist.

• "Client" refers to stakeholders from corporations collaborating with Cotheorist for expert recruitment during research projects.

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We reserve the right, at our sole discretion, to terminate or modify these terms of service ("Terms of Service" or the "Agreement") at any time and for any reason. We will take reasonable steps to notify you of any such changes. By using the Service, you agree to be bound by the terms of service then in effect. Do not access the Service if you do not agree to be bound by these Terms of Service.

 

Eligibility

You may use the Service only if you can form a binding contract with Theorist, Inc., and only in compliance with this Agreement and all applicable local, state, national, and international laws, rules and regulations. Any use or access to the Service by anyone under 18 is strictly prohibited and in violation of this Agreement. The Service is not available to any Users previously removed from the Service by Theorist, Inc.

 

Expert Calls

Experts on the platform must be 18 years of age or older to create a public expert profile and make themselves available for video calls / interviews through Cotheorist at their discretion. Experts must not misrepresent themselves and exercise appropriate discretion when accepting call requests. All customers must disclose their identity to Cotheorist in order to process call request and payment, including for calls with experts that are ultimately anonymized. Customers must not misrepresent themselves and disclose the purpose of calls in their initial request. All customers have the option of revealing their identity to experts during calls. Questions for experts do not have to be shared before calls but this may be helpful if some involve information that could be difficult to share. Experts can abstain from answering any questions that fall outside of their expertise or may pose a conflict and are encouraged in such cases to recommend additional sources when appropriate. All calls are recorded and video files are made available to customers following sessions to be used only for the purpose described in the call request. Calls that require additional preparation time may be accepted but may require an additional charge, which is disclosed prior to confirmation. Recordings are available for customers to download for 7 days before being permanently deleted. ​

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Cotheorist Interviewers

When customers prefer to observe expert calls and remain offscreen and muted, Cotheorist can provide a professional interviewer / moderator to help draft a questionnaire and conduct interviews. All interviewers are experienced qualitative researchers with expertise in conducting expert interviews. Interviewers are available for a rate of $100 per hour.

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Payment

Experts set their own rates and have the option of listing them on public profiles. Because calls can vary dramatically in how they are used or the amount of preparation needed by experts, these rates are minimums. Customers can offer more when appropriate and, when a rate is not listed by a prospective expert, offer what they believe to be appropriate compensation within their budget (i.e. no counteroffers are made by experts). Experts are paid approximately 24 hours after calls minus Square's processing fee (2.9% + 30 cents).

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Projects and Micro-Consulting

In cases when calls require experts to undertake significant preparation, such as conducting primary research, delivering presentations over video, and when calls require collaboration among multiple experts, customers can request assistance from Cotheorist via the contact form at Cotheorist.com.​ Calls requiring additional preparation will result in an additional charge to compensation experts interviewees.

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Call Cancellation and Refunds

Customers may cancel a scheduled call for a refund free of charge up to 24 hours before scheduled calls. Cancellations made by customers after this time result in a 20% cancellation charge, which is paid to the expert (minus a 2.9% + 30 cents processing fee). Experts may cancel a call free of charge at any time. Additional cancellations (more than one) by experts will result in actions to avoid future cancellations on a case by case basis. Refunds to customers take up to 5 business days to process. Calls should only be cancelled when absolutely necessary and Cotheorist will work with customers and experts to reschedule calls when possible. Customers may only request refunds after expert calls in cases where the conversations could not be completed properly for some reason (no shows, technical problems, etc.). Customers and corporate clients are invited and encouraged to provide feedback on experts after calls.

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Additional Services

Cotheorist offers assistance in research planning, moderation, and analysis to corporate clients. We will discuss this further with any interested clients  and customers.

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Experts with Public Profiles

Experts are responsible for their use of the Service, for any Content they add to the Service, and for any consequences thereof. The content may be viewable by others at their discretion. Experts understand and agree that the Services are provided on an "as is" and "as available" basis and using them is done at their own risk.

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Privacy
Please refer to our Privacy Policy, which is incorporated into these Terms of Service by reference, for how the information you provide to us is used and collected. By using the Service, you agree to our storage and use of the information you provide to us. We may use this information in various ways, including but not limited to providing you with communications regarding service announcements and administrative messages.

 

Content
You are responsible for all Content added or reviewed on Theorist, Inc.

You agree not to add Content that infringes or violates someone else's rights or otherwise violates the law. You agree not to add pornographic Content or Content that is threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another's privacy, or tortuous. You agree not to add unauthorized commercial communications, commonly known as spam. You acknowledge that Theorist, Inc. may not monitor or control Content added and does not support or guarantee the accuracy of any Content. You understand that you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate. Theorist, Inc. will not be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content added, transmitted or otherwise made available via the Service. We can remove any Content you add to Theorist, Inc. and/or disable your account if we determine in our sole discretion that such action(s) is appropriate.

 

You agree that any Content that you post does not and will not violate third-party rights of any kind, including without limitation any Intellectual Property Rights (as defined below) or rights of privacy. To the extent that your Content contains music, you hereby represent that you are the owner of all the copyright rights, including without limitation the performance, mechanical, and sound recordings rights, with respect to each and every musical composition (including lyrics) and sound recording contained in such Content and have the power to grant the license granted below. Theorist, Inc. reserves the right, but is not obligated, to reject and/or remove any Content that we believe, in our sole discretion, violates these provisions. You understand that publishing your Content on the Service is not a substitute for registering it with the U.S. Copyright Office, the Writer's Guild of America, or any other rights organization.

 

For the purposes of this Agreement, "Intellectual Property Rights" means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction. In connection with your Content, you affirm, represent and warrant the following: Your Content and Theorist, Inc.’s use thereof as contemplated by this Agreement and the Service will not violate any law or infringe any rights of any third party, including but not limited to any Intellectual Property Rights and privacy rights. Theorist, Inc. may exercise the rights to your Content granted under this Agreement without liability for payment of any guild fees, residuals, payments, fees, or royalties payable under any collective bargaining agreement or otherwise. To the best of your knowledge, all your Content and other information that you provide to us is truthful and accurate.

 

DMCA Notice
Theorist, Inc. respects copyright and, when applicable, fair use. You may submit a notification pursuant to the Digital Millennium Copyright Act (DMCA) by providing our Copyright Agent via support@cotheorist.com with the following information in writing (see 17 U.S.C 512(c)(3) for further details):

• An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright’s interests

• A description of the copyrighted work that you claim has been infringed, including the URL (i.e., web page address) of the location where the copyrighted work exists or a copy of the copyrighted work

• Identification of the URL or other specific location on the Service where the material that you claim is infringing is located

• Your address, telephone number, and email address

• A statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law

• A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

 

Content License Grant
When posting Content on the Service's social platform you expressly grant, and you represent and warrant that you have all rights necessary to grant, to Theorist, Inc. a royalty-free, sub-licensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, syndicate, publicly perform, publicly display, and make derivative works of all such Content and your name, voice, and/or likeness as contained in your Content, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with the Service and Theorist, Inc.’s (and its successors' and affiliates') business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each User of the Service a non-exclusive license to access your Content through the Service, and to use, reproduce, distribute, display and perform such Content as permitted through the functionality of the Service and under this Agreement. These permission are necessary to operate the social platform and Theorist, Inc. prioritize customers privacy and safety when they opt-in. Content posts are currently limited to text from expert bios and certain videos hosted by Cotheorist. All content is available to experts to review and approve of via their express consent prior to being made available on any public website operated by Theorist, Inc. 

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End User License Grant
Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, limited, non-transferable, freely revocable license to use the Service for your personal, noncommercial use only and as permitted by the features of the Service. Theorist, Inc. reserves all rights not expressly granted herein in the Service and the Theorist, Inc. Content. Theorist, Inc. may terminate this license at any time for any reason or no reason.

 

Restrictions
In order to use our Services: You agree to comply with applicable laws and regulations and not participate in, facilitate, or further illegal activities; You agree not to access, tamper with, or use non-public areas of the Services, Theorist, Inc.’s computer systems, or the technical delivery systems of Theorist, Inc.’s providers; You agree to not use any process or code to damage, disable, impair, or otherwise attack Cotheorist or the networks connected to Cotheorist; You agree not to use any process or means, whether automated or manual, to capture data of any other user of Cotheorist for any reason; You agree to immediately notify us if you learn of a security breach or other illegal activity on the Services or Website; and You agree to prevent violations and enforce these Terms of Service and remediate any violations, we can take any technical, legal, and other actions that we deem, in our sole discretion, necessary and appropriate, without notice to you.

 

Compliance

Theorist, Inc reserves the right to refuse or cancel any calls that may pose a legal or professional risks to any parties involved. Calls that meet the requirements of our initial evaluation and pose no apparent threat are accepted at the desecration of experts. Experts are required follow all confidentially agreements that apply to their consulting work and can refuse to answer any questions that pose a risk to them. Any cases will be discussed during debrief calls. Calls must explore topics that do not require the expert to share specific non-public information about the business of any public or nonpublic company. Discussing the analyses and insights of experts' abstracted over their body of work  and  personal experiences is permitted and Theorist, Inc is available to assist clients in research planning, reframing, and recruiting when necessary.

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Intellectual Property
You agree not to use Theorist, Inc. trademarks, logos, domain names, and other distinctive brand features, or any confusingly similar marks, without our written permission. Any feedback, comments, or suggestions you may provide regarding Theorist, Inc. or the Service is voluntary and we will be free to use such feedback, comments or suggestions without any obligation to you.

 

Third Parties
We have no control over third-party websites that we provide links or access to through our Service. These third-party websites are not bound by our Terms of Service or Privacy Policy. You assume all the risk and liability associated with accessing any such third-party websites, and agree to hold us harmless for any damages you incur or cause.

 

Indemnification and Limitation of Liability
You hereby agree to indemnify Theorist, Inc. from any claim or action arising from your use of the Service and Content. You also agree to indemnify Theorist, Inc. for your breach of the terms set forth by third-party websites whose content is used within our Service. You agree that Theorist, Inc., its directors, employees, agents, subsidiaries, affiliates and other partners shall not be liable for any damages whatsoever resulting from your use of the Service or from the Content provided by you or others through the Service or through a third-party website.

 

Disclaimer
We provide the Service on an "as is" basis without warranties of any kind, either express or implied. There are no guarantees for the accuracy of the Content on our Service. We may, without prior notice, change the Service; stop providing the Services or Website or features of the Services or Website, to you or to users generally; or create usage limits for the Services or Website. We may permanently or temporarily terminate or suspend your access to the Services or Website without notice and liability for any reason, including if in our sole determination you violate any provision of this Agreement, or for no reason. Upon termination for any reason or no reason, you continue to be bound by this Agreement.

 

No Waiver
No right set forth in these Terms of Service shall be waived or modified due to our failure to enforce or exercise such a right.

 

Severability
If any part or provision of these Terms of Service are found to be illegal or unenforceable, the remainder of the Terms of Service shall remain in effect.

 

Governing Law, Jurisdiction, and Exclusivity
Any claim relating in any way to Theorist, Inc., the use of our Services or Website or otherwise arising out of these Terms of Service shall be governed by the laws of the State of New York and its courts, without regard to its conflict of law provisions. You unconditionally submit to the exclusive personal jurisdiction of New York courts.

 

The Terms of Service and Privacy Policy are the entire and exclusive agreement between Theorist, Inc. and you regarding the Services and/or Website. These Terms supersede and replace any prior agreements between Theorist, Inc. and you regarding the Services and/or Website. We may revise these Terms of Service at any time and without notice. By using Cotheorist you are agreeing to be bound by the then-current version of these Terms of Use.

 

Questions
If you have any questions about these Terms, please contact us at support@cotheorist.com