Westlake Expert Network Agreement

Thank you for agreeing to join the Westlake Expert Network (WEN). This contract describes the terms and conditions of WEN participation. You agree abide by these terms and conditions as a condition of your continued WEN participation.

Your participation in the network is as a non-agent, independent contractor. When providing industry consultations for institutional clients, you do not represent Westlake and Westlake exercises no control over your comments (but for the terms of this network agreement).  Under no circumstances will Westlake be liable to you or any other party for damages relating to your involvement in WEN.

This agreement shall commence upon its signing by you and a Westlake representative and will remain in force until terminated by either party upon 30-day advance written notice.

Westlake may call upon you to provide various types of consultation services (conference calls, in-person meetings, surveys, etc.) to its institutional clients. Westlake is under no obligation to refer any consulting projects to you and you are not obligated to accept consulting projects that are referred. However, you do agree to perform best efforts at responding (accept or decline) within two days to any consultation request.

Warranties & Confidentiality

You warrant that the biographical information you’ve provided to Westlake is accurate and complete in all material respects and that you will update Westlake with any material changes in such information. You agree that Westlake has the right to fact check your biographical information and that such information can be shared with Westlake institutional clients to assist them in determining with whom to request consultations.

Any information (name, contact information, consultations participated in, etc.) you receive about Westlake institutional clients or other WEN consultants is strictly confidential. Your WEN online login identification and password are for your individual use only.

You attest that your employment does not prohibit engaging in individual industry consulting services. You agree to disclose to Westlake Intl. any potential conflicts of interest relating to individual consultation requests. You agree to refrain from discussing material non-public and/or proprietary information about your employer or any other party to which you owe an obligation of confidentiality and decline any consultations focusing on your existing employer (or any other institution with whom you have a commitment of confidentiality).

General Prohibitions and Commitments

Under no terms should non-public details ever be discussed about an employer whose shares are publicly traded. If material non-public information about an employer with publicly traded securities is accidentally conveyed in a consultation, you bear full responsibility for making immediate disclosure to both Westlake and your employer, so your employer can make prompt public disclosure of the information. Westlake does not monitor consultations between network experts and clients and is not responsible in any manner for any disclosure obligations under securities laws.

You are prohibited from providing financial, investment, legal or medical advice to Westlake clients. Consultation requests are solely intended to aid institutional clients in better understanding specific or general industry dynamics in your field(s) of expertise. You are also prohibited from using the information from consultations for your personal benefits.

It is your sole responsibility to ensure that you do not violate any law, regulation, agreement or other obligation as a result of providing consulting services through the Westlake Expert Network (WEN).

Westlake does not source directors, officers, or employees of a company that is a known target of a client consultation.  You must disclose any position or relationship you have relating to any firm(s) that are the known focus of a consultation request.

All directors, officers or other employees of an entity that has filed to issue securities in an initial public offering (IPO) must decline all consultations until the completion of the offering. if you are a director, officer or other employee of an entity that has made or is the subject of a tender offer, or you are at an entity that has acted on behalf of such a company in connection with such tender offer, you must decline all Project invitations while the tender offer process is taking place.

You agree to run all short-term advisory services from Westlake introductions through WEN and to diligently report to Westlake any long-term retainers or project based work with network clients. You further agree to pay Westlake a 5% “introduction fee” on any long-term retainers or project based work with network clients, unless you have left the WEN network for at least a year.

You agree to conduct yourself in a professional manner – punctually maintaining WEN appointments, accurately recording the duration of consultations for billing purposes, and to the best of your knowledge and ability providing accurate and objective information in any consultation. Any breach of professionalism is grounds for immediate dismissal from the Westlake Expert Network (WEN).

Specific Prohibitions and Commitments for members of the medical and financial professions

  • If you are a medical professional (including a doctor or medical researcher) and participate or have participated in any clinical drug or medical device trial, the results of which have not been made public, you will decline to participate in Projects relevant to those drugs or medical devices;
  • if you are an auditor or former auditor, you will not consult about organizations that you currently audit or audited within the last twelve months;
  • if you have worked in the accounting or finance department of a company within the last six months, you will not discuss accounting or financial issues relating to that company or its affiliates;

  • Consultation Compensation

    You will be compensated on a previously agreed hourly rate.

    The minimum billing amount for any client consultation is ¼ hour (regardless of how short the consultation lasts).

    In order to expedite your receipt of consulting fees, Westlake may use third party payment processors. You acknowledge that Westlake may deduct validly incurred payment processing fees (up to 5% for international accounts) from your compensation. You acknowledge that relevant tax and account information may need to be disclosed to such third party processors in order to receive payment. You agree that you are responsible for paying any applicable taxes in your jurisdiction on payments you receive from Westlake, in accordance with applicable law.Westlake is not responsible for any fees (including currency exchange costs) you incur in the process of depositing or cashing your consulting compensation. However, we strive to facilitate the process at lower cost.

    Additional Terms & Conditions from Clients

    Westlake Clients may sometime request that you confirm any part of these Terms & Conditions, and any additional terms or compliance policies required by Clients as a condition to your participation in a Project on their behalf.


    Westlake reserves the right to amend this agreement with 10 days written (hard copy or email) notice. Such amendments become automatically effective if you do not express an objection to its provisions.

    Governing Law

    This agreement is governed by the laws of the State of New York.