Terms and Conditions

TERMS AND CONDITIONS OF ASIA CEO NETWORK MEMBERSHIP

These Terms & Conditions represent a binding contract between Asia CEO Network Limited (ACN) and the Asia CEO Network Expert (“ACN Member”, “Board Member”, “Charter Member” “Expert” or “Member”) and supersede all prior versions of the Terms & Conditions previously in effect between ACN and its Experts. The Expert agrees to be bound by the following terms and conditions present in this agreement.

OVERVIEW AND ACTIVITIES

As a member of the ACN network, the Expert has been recognized as a specialist in their field and industry. Experts will have numerous opportunities to engage with Clients in various companies (henceforth ‘Client’) that ACN contracts with, either directly or through strategic alliances. The opportunities may be in the form of phone consultations, face-to-face meetings and consultations, short-term project engagements and surveys or other arrangements as may be mutually agreed at that time. Experts will receive compensation for the advisory and consultation services they provide at a highly competitive rate.

MEMBERSHIP POLICIES

Experts may only join ACN if permitted to do so by their current employer and have obtained all necessary consents or waivers. Prior to joining ACN, Experts must review employment agreements, employee manuals, codes of conduct, consulting agreements and other similar policies and agreements to ensure there is no conflict of duty with any other parties. Experts shall be responsible for the consulting service and information that they provide. Experts of ACN shall assume related legal responsibilities, including but not limited to the responsibilities for confidentiality and competitive restriction, which may or may not arise in the course of consulting work carried and out and information provided.

As a participant in ACN, Experts are non-agent independent contractors of Asia CEO Network Ltd. and its Client. Individuals agree to join ACN in their individual capacity and not as a representative of any other company or organization. In addition, as conditional to participate with ACN, Experts shall agree to:

• Act in accordance with these terms and conditions and applicable law,
• Not disclose material, non-public information about any public or private company, organisation or institution.
• Not to reveal any information that is deemed classified as company or state secrets by any confidentiality agreement or government decree agreed upon by the Expert.
• Not breach any confidentiality contract or duty Experts may have with any current employer, former employer or any third party.
• Not consult with any ACN Clients that the Expert might reasonably believe to be working for any competitors or their present employer.
• Provide ACN with accurate and complete biographical information, including the Experts’ current job status and prior employment, and be responsible for the authenticity of this information.
• Not identify ACN or the Client as the Experts' employer and agree that no labour relationship shall be established between both parties.
• Not solicit projects or any other business activities through ACN’s Client network and/or platform.
• Inform ACN's Client prior to or at the beginning of any consulting engagement of any conflicts of interest, including but not limited to investment positions held by the Expert.
• Not consult where the topic is the Experts current employer or a company for whom they are an officer or director
• Not consult while their employer is the subject of a tender offer.

ACN EXPERTS’ RIGHTS

To create a secure environment for Experts, ACN emphasizes to all Experts that they are in no way obligated to respond to any questions they reasonably believe to infringe upon any confidential agreements in effect with any current employers, former employers or any third parties.

ACN will not use the Experts name or biological profile with any third parties aside from our Clients. Furthermore, before Expert names are revealed to any Client, ACN will notify Experts in advance of their Client’s request for a consultation, and only after the consent of the aforementioned Expert will ACN reveal his/her name. ACN will also ensure that, through agreement, Clients will not use Expert names in any documentation or materials without the explicit prior consent of the Expert.

CONFIDENTIALITY

As a member of ACN and thereafter, Experts agree not to disclose to any Third Party or attempt to use for personal benefit ACN's or its Client's confidential information received in the form of consultation discussions, phone conversations, emails, pictures, or any other documentation. This confidential information includes but is not limited to:

• Client name, except if explicit approval is granted by the Client,
• Project related information, including Client questions or any interest in any industry, function and/or companies revealed before, during or after consultation,
• Information about actual or potential business, investment or trading decisions or transactions of any Client,
• Any intellectual property, including without limitation any trade secrets, know-how, or copyrighted information, of the Client or of ACN.

PAYMENT OF ACN EXPERTS

ACN will process Expert payments once the Client to whom the ACN Expert has provided advisory services has settled their account. This will normally take about 30 days from completion of the assignment. Payments will be made by cheque, bank transfer, PayPal or some other convenient method as agreed at the time of the assignment and in accordance with local laws and regulations.

OTHER TERMS AND CONDITIONS

• The Client shall be assumed to be an intended third party beneficiary of the same rights of ACN under this agreement.
• Investment, accounting, legal, medical professionals agree not to give investment, accounting legal or medical advice.
• Government officials/employees agree not to discuss government legislation, regulation, policy, contracts, or other business that such government official is in a position to vote upon or otherwise influence.
• Medical professionals agree not to discuss clinical trial results, patient experience or other nonpublic information regarding nonpublic trials.
• Auditors agree not to comment on companies whom they have audited in last 3 years.

BREACH OF TERMS AND CONDITIONS

In the event of any breach of the Terms and Conditions detailed in this agreement, the ACN Expert will be solely responsible and indemnifies ACN and the Client for any damages incurred by said breaches.

ARBITRATION AND LEGAL ENFORCEMENT

Should any dispute occur related with the conclusion and performance of these Terms and Conditions, either party shall have the right to prosecute to the competent court responsible or to apply to the Singapore International Arbitration Centre for arbitration and deal with arbitration matters in accordance with the current effective arbitration provisions.

GOVERNING LAW

The construction, validity and performance of these Terms and Conditions shall be governed in all respects by the laws of The Republic of Singapore.