VECTISExpert PanelExpert Agreement
Effective date: August 20, 2026
Last updated: August 20, 2026
This Expert Agreement (“Agreement”) governs your participation as an independent expert, professional, or service provider (“you,” “Expert”) on the Vectis expert platform operated by Thea (“Thea,” “Vectis,” “we,” “us,” or “our”). By submitting an application and by accessing or using the expert platform, you agree to this Agreement.
If you do not agree to this Agreement, do not submit an application and do not use the expert platform.
1. Independent Contractor
You are an independent contractor. Nothing in this Agreement creates an employment, agency, partnership, joint-venture, or franchise relationship between you and Thea. You are not authorized to act on behalf of, or bind, Thea.
You are solely responsible for the manner, method, and means by which you provide your services, for your own equipment and expenses, and for your own taxes, withholdings, benefits, and insurance.
2. The Platform
Vectis is a technology platform that helps connect you with individuals who use Vectis (“Clients”). Vectis provides scheduling, messaging, payment facilitation, and related tools.
Vectis does not provide, direct, supervise, control, or evaluate the professional services you deliver, and Vectis is not a healthcare provider, medical practice, or professional services firm.
Any professional, medical, or other advisory relationship is solely between you and your Client. We are not a party to that relationship.
3. Your Responsibility and Liability
You take full responsibility for the services you provide and for the Clients you work with, and you are solely responsible and liable for any risks, damages, injuries, losses, claims, or concerns that may result from the services you provide.
In particular, you are solely responsible for:
- •The professional advice, care, recommendations, and services you provide, and the outcomes of those services
- •Exercising your own independent professional judgment and complying with all applicable professional and ethical standards
- •Determining that a given service is appropriate and safe for a given Client, and declining or referring out when it is not
- •Obtaining any informed consent, disclosures, and documentation your profession or jurisdiction requires
- •Handling emergencies and directing Clients to appropriate emergency or in-person care when needed
Thea is not responsible or liable for the services you provide, for your interactions with Clients, or for any harm arising from them.
4. Licensing, Credentials, and Compliance
You represent, warrant, and agree, on an ongoing basis, that:
- •You hold, and will maintain, all licenses, registrations, certifications, and qualifications required to provide your services in every jurisdiction where you and your Clients are located
- •You will maintain any professional liability, malpractice, or other insurance appropriate to your services
- •Your credentials, experience, and the information in your application and profile are accurate and current
- •You will comply with all applicable laws, regulations, and professional/ethical rules — including those governing telehealth, remote services, licensure across jurisdictions, advertising, and record-keeping
- •You are responsible for determining whether you are legally permitted to provide services to a particular Client before doing so
We may require identity verification (including via Stripe Identity) and proof of license or credentials, and we may verify them with third parties. Approval is at our discretion and does not constitute an endorsement or verification of your competence.
You will not prescribe, or facilitate the prescribing of, any controlled substance through the platform.
5. Payments, Fees, and Taxes
Payments from Clients are facilitated through third-party payment processors (including Stripe and Stripe Connect). To receive payouts you must complete the processor’s onboarding and accept its terms. Vectis charges a platform fee, disclosed to you, which is deducted from amounts collected.
Thea is not a bank, money transmitter, collection agent, or debt collector, and Thea is not responsible for collecting payments from your Clients, for guaranteeing any payment, or for Client non-payment, chargebacks, reversals, or payment disputes beyond the standard platform and processor mechanics.
- •You set your own rates (hourly, subscription, or per-service) within the tools provided
- •You are solely responsible for your own tax obligations, reporting, and remittance; we do not withhold taxes on your behalf
- •Refunds, cancellations, and disputes are handled per the platform’s posted policies and the processor’s rules; you are responsible for your own cancellation and refund terms where permitted
6. Client Information and Confidentiality
In the course of providing services you may receive sensitive Client information. You must keep it confidential, use it only to provide the services the Client requests, protect it with appropriate safeguards, and comply with all applicable privacy and data-protection laws.
You are responsible for any professional records you are required to create and maintain, and for handling that information lawfully. You must not use Client information for marketing or any purpose unrelated to the services without the Client’s consent.
7. Prohibited Conduct
You agree not to:
- •Misrepresent your identity, credentials, licensure, experience, or affiliations
- •Provide services you are not licensed, qualified, or legally permitted to provide
- •Solicit Clients to transact off-platform to avoid fees, or otherwise circumvent the platform
- •Harass, discriminate against, endanger, or mistreat any Client or other person
- •Violate any law, regulation, professional rule, or third-party right
8. Indemnification
To the fullest extent permitted by law, you will indemnify, defend, and hold harmless Thea and its affiliates, officers, directors, employees, contractors, and service providers from and against any claims, liabilities, damages, losses, penalties, and expenses (including reasonable legal fees) arising out of or related to: (a) the services you provide; (b) your negligence, misconduct, or breach of professional duty; (c) your breach of this Agreement or your representations; (d) your violation of any law or third-party right; or (e) your handling of Client information.
9. Disclaimers and Limitation of Liability
THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE.”
Thea DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, AND DOES NOT WARRANT ANY LEVEL OF CLIENT DEMAND, EARNINGS, OR PLATFORM AVAILABILITY.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THEA WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS OR INCOME, ARISING FROM OR RELATED TO THE PLATFORM OR THIS AGREEMENT. THEA’S TOTAL LIABILITY WILL NOT EXCEED THE PLATFORM FEES IT RETAINED FROM YOUR TRANSACTIONS IN THE THREE MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
10. Suspension and Termination
We may suspend, restrict, or terminate your access to the platform at any time — including if you breach this Agreement, if your credentials lapse or cannot be verified, or to protect Clients, the platform, or others. You may withdraw from the platform at any time.
Provisions that by their nature should survive termination — including responsibility and liability for services rendered, confidentiality, indemnification, disclaimers, and limitation of liability — survive.
11. Changes to This Agreement
We may update this Agreement from time to time. Material changes will be communicated through the platform or by email. Your continued use of the platform after the effective date constitutes acceptance.
12. Governing Law
This Agreement is governed by the laws of the State of Illinois, without regard to conflict-of-law principles, except where applicable law requires otherwise.
13. Acknowledgment
By submitting your application and using the expert platform, you acknowledge that you have read, understood, and agree to this Expert Agreement, and that you take full responsibility and liability for the services you provide and the Clients you work with.
14. Contact
Thea
3436 Goldfinch Dr, Naperville, IL 60564
info@vectis-bio.com
www.vectis-bio.com