Consultant Terms

PART I – PRELIMINARY PROVISIONS

1. Introduction

Welcome to ConsulTOpen.

ConsulTOpen is a technology-enabled platform that connects Students with qualified and verified Clinical Psychologists, Therapists and Career Counsellors for educational guidance, career counselling, internship guidance, placement preparation and mental wellness support.

To maintain the highest standards of professionalism, ethics, confidentiality and student safety, every Consultant must successfully complete the onboarding process and accept this Agreement before providing services through the Platform.

• This Agreement governs the entire relationship between ConsulTOpen and every Consultant

from onboarding until termination and, where applicable, even after termination.

It establishes the rights, responsibilities, obligations and standards applicable to every Consultant using the Platform.

2. Nature of This Agreement

This Agreement serves as the complete legal framework governing every Consultant providing services through ConsulTOpen.

Without limitation, this Agreement incorporates and governs:

• Consultant Onboarding;
• Independent Contractor Relationship;
• Digital Acceptance;
• Confidentiality and Non-Disclosure;
• Professional Code of Conduct;
• Data Protection Obligations;
• Privacy Obligations;
• Intellectual Property;
• Artificial Intelligence Usage;
• Platform Usage;
• Commission and Settlement;
• Non-Solicitation;
• Non-Circumvention;
• Suspension;
• Termination;
• Post-Termination Obligations.

This Agreement shall apply to every consultation conducted through the Platform irrespective of the consultation type or communication medium.

3. Definitions

Unless the context otherwise requires:

“Consultant” means any Clinical Psychologist, Therapist, Career Counsellor or any future category of professional approved by ConsulTOpen to provide consultation services.

“Clinical Psychologist” means a Consultant possessing qualifications and registrations required under applicable law to provide clinical psychological services.

• “Therapist” means a Consultant providing therapeutic or mental wellness services while

maintaining all qualifications required under applicable law.

“Career Counsellor” means a Consultant providing career guidance, educational planning, internship guidance, placement guidance or related services.

“Student” means any individual receiving consultation services through ConsulTOpen.

“Consultation” means any scheduled text, voice or video consultation booked and conducted through authorised Platform features.

“Booking” means a consultation confirmed after successful payment by the Student.

“Settlement” means payment released to the Consultant after deduction of the applicable Platform commission and any lawful deductions.

“Confidential Information” includes all non-public information relating to Students, consultations, AI-generated summaries, session notes, business operations, pricing, internal procedures, technology, policies, future business plans and every other confidential Platform asset.

“Intellectual Property” means all software, source code, trademarks, logos, branding, databases, AI systems, documents, educational material, dashboards, website content and every proprietary asset owned or licensed by ConsulTOpen.

“Artificial Intelligence” means AI-powered systems used by ConsulTOpen including AI Chat, AI-generated summaries, AI recommendations, AI portfolio generation and future AI technologies.

4. Categories of Consultants

At the Effective Date, ConsulTOpen may onboard the following categories of professionals:

• Clinical Psychologists;
• Therapists;
• Career Counsellors.

ConsulTOpen reserves the right to introduce additional professional categories including, without limitation:

• Academic Mentors;
• Industry Experts;
• Internship Mentors;
• Placement Mentors;
• Soft Skills Trainers;
• Corporate Coaches;
• Study Abroad Consultants;
• Financial Mentors;
• Wellness Coaches;
• any other professional category considered appropriate by ConsulTOpen.

Each category may become subject to additional eligibility, qualification or verification requirements.

5. Eligibility Requirements

Every Consultant represents, warrants and undertakes that:

• they possess legal capacity to enter into this Agreement;
• all information submitted during onboarding is accurate, complete and truthful;
• all documents uploaded are genuine and valid;
• they possess all educational qualifications required for their profession;
• they possess every registration, licence or certification required under applicable law;
• they shall maintain such qualifications throughout their relationship with
• ConsulTOpen;
• they shall immediately notify ConsulTOpen if any licence, qualification or
• registration expires, is suspended or is revoked;
• they shall not misrepresent their qualifications, experience or professional expertise.

Submission of an onboarding application does not create any right to approval.

Approval remains solely at the discretion of ConsulTOpen.

6. Independent Contractor Relationship

The Consultant acknowledges and agrees that they provide services as an independent professional.

Nothing contained within this Agreement shall be interpreted as creating:

• an employer-employee relationship;
• a partnership;
• an agency;
• a joint venture;
• a franchise;
• a fiduciary relationship;
• any relationship other than that of an independent contractor.

The Consultant remains solely responsible for:

• professional judgement;
• professional advice;
• professional conduct;
• compliance with applicable laws;
• maintenance of licences and registrations;
• continuing professional education where applicable;
• personal taxation and statutory obligations.

Nothing contained within this Agreement guarantees:

• a minimum number of bookings;
• a minimum income;
• continuous Platform access;
• exclusive work opportunities.

7. Digital Acceptance

This Agreement is executed electronically.

The Consultant shall be deemed to have accepted this Agreement by:

• selecting the “I Agree” checkbox;
• completing onboarding;
• accepting Platform policies;
• accessing the Consultant Dashboard;
• accepting bookings;
• conducting consultations;
• continuing to provide services through the Platform.

Electronic acceptance shall constitute legally valid execution of this Agreement.

ConsulTOpen may maintain electronic records including policy acceptance logs, onboarding confirmations and account records as evidence of acceptance.

8. Relationship with Other Platform Policies

This Agreement forms part of the overall legal framework governing ConsulTOpen.

It shall be read together with:

• Terms & Conditions;
• Privacy Policy;
• Refund Policy;
• Cancellation & Rescheduling Policy;
• Settlement & Payout Policy;
• Missed Session & No-Show Policy;
• AI Policy;
• Community Guidelines;
• every future Platform policy.

Where inconsistency exists, applicable law shall prevail, followed by the Terms & Conditions and thereafter this Agreement, except where a subject-specific policy expressly governs the relevant matter.

9. Amendments to This Agreement

ConsulTOpen reserves the unrestricted right to amend, modify, replace, supplement or discontinue this Agreement from time to time.

Such amendments may relate to:

• Platform features;
• verification requirements;
• commission structures;
• settlement procedures;
• security measures;
• Artificial Intelligence;
• professional standards;
• operational procedures;
• future Platform services.

Material changes may be communicated through:

• Dashboard notifications;
• Website notices;
• Email;
• WhatsApp;
• In-App notifications;
• other electronic communication channels.

Continued use of the Platform following publication of revised provisions constitutes acceptance of the updated Agreement to the extent permitted under applicable law.

10. Consultant Onboarding Process

Every Consultant must successfully complete the onboarding process prescribed by ConsulTOpen before becoming eligible to provide services through the Platform.

The onboarding process may include:

• submission of the onboarding application;
• identity verification;
• educational qualification verification;
• licence or registration verification;
• professional experience verification;
• PAN verification;
• bank account verification;
• profile review;
• document verification;
• policy acceptance;
• dashboard activation.

ConsulTOpen reserves the right to request additional information or documentation before or after onboarding whenever reasonably necessary.

Successful submission of documents or completion of onboarding does not guarantee approval.

ConsulTOpen may approve, reject, suspend, revoke or discontinue any onboarding application at its sole discretion, subject to applicable law.

PART II – ELIGIBILITY, VERIFICATION, PROFESSIONAL

OBLIGATIONS & CODE OF CONDUCT

11. Consultant Eligibility

Every Consultant shall continuously satisfy the eligibility requirements prescribed by ConsulTOpen throughout the duration of their association with the Platform.

Eligibility shall be determined at the sole discretion of ConsulTOpen based upon applicable laws, Platform standards and verification requirements.

• The Consultant acknowledges that successful onboarding does not create any permanent or

irrevocable right to remain on the Platform.

12. Professional Qualifications

12.1 Clinical Psychologists

Every Clinical Psychologist represents and warrants that they:

• possess qualifications recognised under applicable law;
• maintain every licence, registration and professional approval required by law;
• shall immediately notify ConsulTOpen if any qualification or registration expires, is
• suspended or revoked;
• shall not provide services beyond the scope of their professional competence.

12.2 Therapists

Every Therapist represents and warrants that they:

• possess recognised professional qualifications appropriate to the services offered;
• maintain all registrations required under applicable law;
• provide services only within the scope of their competence, training and experience;
• comply with recognised professional ethical standards.

12.3 Career Counsellors

Every Career Counsellor represents and warrants that they:

• possess appropriate educational qualifications;
• possess adequate knowledge of career guidance, educational planning or related
• disciplines;
• provide career guidance honestly, professionally and responsibly;
• shall not knowingly provide misleading educational or career advice.

13. Verification Process

ConsulTOpen reserves the unrestricted right to verify the identity, qualifications, credentials and professional background of every Consultant.

• Verification may occur:
• before onboarding;
• during onboarding;
• periodically after onboarding;
• whenever reasonably necessary;
• following complaints;
• following suspected policy violations.

Verification may include, without limitation:

• identity verification;
• educational verification;
• licence verification;
• registration verification;
• experience verification;
• PAN verification;
• bank account verification;
• professional reference verification;
• document authentication.

14. Re-verification

ConsulTOpen may require a Consultant to undergo re-verification at any time.

The Consultant shall cooperate fully with any verification process.

Failure to provide requested information within the prescribed period may result in:

• temporary profile suspension;
• restriction of bookings;
• delayed settlements where verification is reasonably necessary;
• permanent removal from the Platform.

15. Document Authenticity

The Consultant represents and warrants that every document submitted to ConsulTOpen is:

• genuine;
• complete;
• accurate;
• valid;
• lawfully obtained.
• Submission of forged, altered, misleading or fraudulent documentation may result in

immediate suspension or permanent termination of Platform access and may be reported to the appropriate authorities where required by law.

16. Profile Information

The Consultant shall ensure that all information displayed on their public profile remains:

• accurate;
• professional;
• complete;
• truthful;
• regularly updated.

The Consultant shall promptly update any material change relating to:

• qualifications;
• licences;
• registrations;
• professional experience;
• areas of expertise;
• availability;
• profile photograph;
• contact information where applicable.

17. Professional Biography

The Consultant authorises ConsulTOpen to display professional profile information including:

• full name;
• professional photograph;
• biography;
• educational qualifications;
• professional experience;
• areas of expertise;
• languages spoken;
• certifications;
• achievements;
• ratings;
• reviews;
• availability.
• ConsulTOpen may use Artificial Intelligence to assist in generating or improving

professional biographies based upon information provided by the Consultant.

The Consultant shall remain responsible for ensuring the accuracy of all published profile information.

18. Professional Standards

Every Consultant shall:

• act honestly;
• act professionally;
• act ethically;
• act respectfully;
• exercise independent professional judgement;
• maintain professional competence;
• treat every Student with dignity and respect;
• avoid discriminatory conduct;
• maintain professional boundaries at all times.

Consultants shall conduct themselves in a manner that protects the reputation of both their profession and ConsulTOpen.

19. Consultation Standards

During every consultation, the Consultant shall:

• provide services in good faith;
• maintain professionalism;
• communicate respectfully;
• avoid abusive language;
• avoid harassment;
• avoid discrimination;
• provide guidance within the limits of their expertise;
• maintain confidentiality;
• comply with all Platform policies.

The Consultant shall not intentionally mislead, manipulate or exploit any Student.

20. Professional Ethics

• The Consultant agrees to comply with all ethical standards applicable to their profession.

Without limitation, the Consultant shall:

• avoid conflicts of interest wherever reasonably possible;
• disclose material conflicts where appropriate;
• avoid exploitation of Students;
• avoid coercion;
• avoid undue influence;
• avoid unethical financial arrangements;
• exercise honesty in every professional interaction.

21. Prohibited Conduct

The Consultant shall not:

• submit false information;
• impersonate another person;
• create multiple consultant accounts without approval;
• misrepresent qualifications;
• provide services outside their competence;
• use abusive, threatening or discriminatory language;
• engage in harassment;
• violate Student privacy;
• engage in fraudulent conduct;
• manipulate ratings or reviews;
• misuse Platform features;
• interfere with Platform security;
• attempt to circumvent Platform systems.

Any prohibited conduct may result in suspension or termination.

22. Student Safety

The Consultant shall always prioritise the wellbeing and safety of Students.

The Consultant shall:

• maintain respectful communication;
• establish appropriate professional boundaries;
• avoid inappropriate personal relationships;
• avoid exploitation of vulnerable Students;
• report safety concerns where required by applicable law or Platform policy.

23. Emergency Situations

Where, during a consultation, the Consultant reasonably believes that a Student presents an immediate risk of:

• suicide;
• self-harm;
• serious harm to another person;
• abuse;
• neglect;
• any other serious emergency,

the Consultant shall follow the ConsulTOpen Emergency Response Policy and applicable legal and professional obligations.

Nothing in this Agreement shall require a Consultant to act contrary to applicable law or professional ethics.

24. Platform Code of Conduct

Every Consultant shall:

• maintain professionalism;
• respect Platform policies;
• cooperate with Platform investigations;
• respond to genuine support requests;
• maintain respectful communication with Students and ConsulTOpen personnel;
• avoid conduct likely to damage the reputation of ConsulTOpen.

Consultants shall use the Platform responsibly and solely for authorised professional purposes.

25. Continuing Professional Responsibility

Each Consultant remains solely responsible for:

• maintaining professional competence;
• keeping knowledge reasonably current;
• complying with applicable laws;
• complying with professional standards;
• maintaining valid registrations;
• maintaining required licences;
• complying with continuing education requirements where applicable.

ConsulTOpen does not assume responsibility for monitoring a Consultant’s ongoing professional competency.

26. Right to Verify Compliance

ConsulTOpen reserves the right to verify continued compliance with this Agreement at any time.

Verification may include:

• document review;
• licence verification;
• registration verification;
• complaint investigation;
• profile review;
• policy compliance review;
• audit of Platform activity;
• review of AI-generated session summaries where reasonably necessary;
• review of consultation-related records in accordance with applicable law and Platform
• policies.

Failure to cooperate with compliance verification may result in suspension or termination of Platform access.

27. Reservation of Rights

Nothing contained in this Part II limits the right of ConsulTOpen to:

• modify eligibility requirements;
• introduce additional verification procedures;
• revise professional standards;
• update onboarding requirements;
• strengthen compliance procedures;
• implement additional safety measures;

provided that such modifications remain consistent with applicable law and this Agreement.

PART III – PLATFORM USAGE, CONSULTATIONS, CONFIDENTIALITY,

PRIVACY & ARTIFICIAL INTELLIGENCE

28. Platform Usage

The Consultant shall use the ConsulTOpen Platform solely for lawful professional purposes authorised by ConsulTOpen.

The Consultant shall access the Platform only through officially authorised systems and shall not attempt to interfere with, manipulate or circumvent the operation of the Platform.

The Consultant shall comply with all Platform policies, operational procedures and technical requirements communicated by ConsulTOpen from time to time.

29. Consultation Services

The Consultant shall provide consultation services professionally, ethically and responsibly.

Consultations may presently include:

• Text Consultations;
• Voice Consultations;
• Video Consultations;
• Future consultation formats introduced by ConsulTOpen.

The Consultant shall:

• attend every confirmed consultation punctually;
• remain adequately prepared;
• communicate respectfully;
• provide services in good faith;
• exercise independent professional judgement;
• maintain professional conduct throughout every consultation.

30. Professional Responsibility

• The Consultant acknowledges that every consultation shall be conducted independently using

the Consultant’s own professional knowledge, training, experience and judgement.

ConsulTOpen merely facilitates communication between Students and Consultants and does not control, direct or supervise the professional opinions expressed during consultations.

The Consultant remains solely responsible for:

• professional advice;
• recommendations;
• observations;
• assessments;
• opinions;
• consultation quality.

31. Professional Boundaries

The Consultant shall maintain appropriate professional boundaries at all times.

Without limitation, the Consultant shall not:

• develop inappropriate personal relationships with Students;
• exploit Students emotionally or financially;
• intimidate, threaten or harass Students;
• seek personal favours;
• engage in inappropriate communication;
• engage in any conduct inconsistent with professional ethics.

Professional relationships shall remain limited to legitimate consultation purposes.

32. Communication Through the Platform

All consultation-related communication shall ordinarily occur through authorised ConsulTOpen communication channels.

The Consultant shall not intentionally bypass Platform communication systems for the purpose of avoiding Platform policies or commissions.

33. Off-platform Communication

Unless expressly authorised in writing by ConsulTOpen, the Consultant shall not:

• provide personal mobile numbers;
• provide personal email addresses;
• share WhatsApp numbers;
• share Telegram usernames;
• share Signal accounts;
• share social media handles;
• share personal websites;
• invite Students to external communication platforms;
• encourage communication outside the Platform.

This restriction exists to protect Student privacy, Platform security and the integrity of the ConsulTOpen ecosystem.

34. Off-platform Payments

The Consultant shall not directly or indirectly:

• request payment outside ConsulTOpen;
• accept cash payments;
• accept UPI payments;
• accept bank transfers;
• accept wallet payments;
• issue personal invoices;
• redirect Students to external payment channels.

Every consultation booked through ConsulTOpen shall be paid exclusively through authorised Platform payment systems.

35. Non-solicitation & Non- Circumvention

The Consultant acknowledges that Students introduced through the Platform constitute valuable business relationships of ConsulTOpen.

• Accordingly, during the Consultant’s association with ConsulTOpen and for a period of

twelve (12) months following termination of this Agreement, the Consultant shall not, directly or indirectly:

• solicit any Student introduced through the Platform;
• encourage any Student to discontinue using ConsulTOpen;
• provide consultation services outside the Platform to such Students;
• divert Students to another platform or business;
• encourage Students to make payments outside the Platform;
• attempt to circumvent ConsulTOpen’s booking or payment systems.

Nothing contained herein restricts the Consultant from independently practising their profession or accepting clients obtained independently and not through ConsulTOpen.

36. Confidentiality

The Consultant acknowledges that they shall receive access to Confidential Information belonging to Students and ConsulTOpen.

The Consultant shall maintain the strict confidentiality of all Confidential Information obtained during onboarding, consultations or Platform usage.

Confidential Information includes, without limitation:

• Student Personal Data;
• consultation discussions;
• session notes;
• AI-generated summaries;
• mood logs;
• educational information;
• career information;
• business information;
• pricing;
• operational procedures;
• Platform documentation;
• internal communications;
• future business strategies.

The Consultant shall use Confidential Information solely for authorised consultation purposes.

37. Non-disclosure

The Consultant shall not disclose Confidential Information to any third party except:

• where authorised in writing by ConsulTOpen;
• where required by applicable law;
• where disclosure is necessary to comply with a lawful governmental or judicial order;
• where disclosure is necessary to respond to an immediate threat to life or safety in
• accordance with applicable law and professional obligations.

The confidentiality obligations contained in this Agreement shall survive termination.

38. Privacy Obligations

The Consultant shall comply with:

• the ConsulTOpen Privacy Policy;
• applicable privacy laws;
• applicable data protection laws;
• professional confidentiality obligations.

The Consultant shall process Student information only to the extent reasonably necessary for providing consultation services.

The Consultant shall not retain, copy, distribute or misuse Student Personal Data beyond what is authorised under this Agreement or applicable law.

39. Student Information

Student information accessed through the Platform shall remain confidential.

The Consultant shall not:

• download Student information for unauthorised purposes;
• create personal databases of Students;
• disclose Student identities;
• share Student documents;
• share session details;
• misuse consultation records.

Access to Student information is granted solely for legitimate consultation purposes.

40. Artificial Intelligence

ConsulTOpen may utilise Artificial Intelligence to support Platform functionality.

• Artificial Intelligence may assist with:
• AI-generated session summaries;
• AI-generated session notes;
• AI-assisted portfolio generation;
• educational recommendations;
• career recommendations;
• internship recommendations;
• certification recommendations;
• placement preparation;
• Platform productivity tools;
• future AI-enabled services.

Artificial Intelligence is intended to assist Consultants and does not replace professional judgement.

41. AI Session Notes

Where authorised by Platform policies and applicable law, ConsulTOpen may utilise Artificial Intelligence to generate consultation summaries or session notes.

The Consultant acknowledges that:

• AI-generated notes may contain inaccuracies;
• AI-generated summaries should be reviewed where appropriate;
• Artificial Intelligence is an assistive technology;
• professional judgement remains the responsibility of the Consultant.

42. Audio Recordings

Where both participants expressly consent, ConsulTOpen may create an audio recording of a consultation solely for purposes including:

• generation of AI-assisted session notes;
• generation of AI-generated summaries;
• quality assurance;
• complaint investigation;
• dispute resolution;
• legal compliance.

The Consultant shall not independently record consultations unless expressly authorised by applicable law and ConsulTOpen.

At the Effective Date, ConsulTOpen does not record video consultations.

43. Profile Content

The Consultant grants ConsulTOpen the non-exclusive right to publish and display information including:

• name;
• professional photograph;
• biography;
• qualifications;
• certifications;
• professional experience;
• languages spoken;
• areas of expertise;
• ratings;
• reviews;
• achievements;
• availability;
• AI-generated portfolio content based upon information provided by the Consultant.

Such information may be displayed on the Platform and used for promotional, educational and marketing purposes in connection with ConsulTOpen.

44. Ratings & Reviews

Students may submit ratings and reviews regarding consultations.

ConsulTOpen reserves the right to:

• publish ratings;
• publish reviews;
• investigate suspicious reviews;
• remove fraudulent reviews;
• moderate reviews;
• refuse publication of reviews violating Platform policies.

The Consultant shall not manipulate or attempt to manipulate ratings or reviews.

45. Platform Monitoring

To maintain service quality, compliance and Platform security, ConsulTOpen reserves the right to monitor Platform activity, including:

• consultation metadata;
• booking activity;
• complaint history;
• policy compliance;
• AI-generated summaries where reasonably necessary;
• verification status;
• operational records.

Such monitoring shall be undertaken in accordance with applicable law and the ConsulTOpen Privacy Policy.

46. Cooperation with Investigations

The Consultant shall cooperate fully with investigations relating to:

• Student complaints;
• policy violations;
• professional misconduct;
• fraud;
• privacy incidents;
• security incidents;
• legal requests;
• regulatory enquiries.

Failure to cooperate may result in suspension or termination of Platform access.

47. Survival of Obligations

The obligations relating to:

• confidentiality;
• non-disclosure;
• privacy;
• intellectual property;
• dispute resolution;
• payment reconciliation;
• non-solicitation;
• non-circumvention;
• any obligation expressly stated to survive,
• shall continue to remain binding after termination of this Agreement for the period specified

herein or, where no specific period is provided, for so long as reasonably necessary under applicable law.

48. Reservation of Rights

Nothing contained within this Part III limits the right of ConsulTOpen to:

• strengthen Platform security;
• introduce additional monitoring measures;
• improve Artificial Intelligence systems;
• enhance privacy protections;
• revise communication procedures;
• introduce new consultation formats;
• update Platform functionality;

provided that such changes remain consistent with applicable law and this Agreement.

PART IV – COMMISSION, SETTLEMENTS, TAXES, PAYMENTS &

FINANCIAL TERMS

49. Commission Structure

The Consultant acknowledges and agrees that ConsulTOpen operates as a technology- enabled marketplace facilitating consultations between Students and Consultants.

In consideration of providing access to the Platform, technology infrastructure, payment processing, customer support, marketing, operational management and related services, ConsulTOpen shall retain a Platform Commission from every successfully completed consultation.

At the Effective Date of this Agreement:

• The Consultant shall receive seventy percent (70%) of the Net Consultation Fee.
• ConsulTOpen shall retain thirty percent (30%) of the Net Consultation Fee as the
• Platform Commission.
• The applicable commission shall automatically apply to every successful consultation

conducted through the Platform unless otherwise agreed in writing by ConsulTOpen.

50. Consultation Fees

Consultation fees shall be determined by ConsulTOpen.

ConsulTOpen reserves the unrestricted right to:

• determine consultation pricing;
• revise consultation fees;
• introduce promotional pricing;
• introduce discounts;
• introduce subscription plans;
• introduce bundled services;
• revise pricing structures;
• launch new consultation categories.

The Consultant acknowledges that consultation pricing may change from time to time.

51. Net Consultation Fee

For the purposes of this Agreement, the Net Consultation Fee refers to the amount eligible for revenue distribution after deduction of:

• applicable taxes;
• refunds where applicable;
• payment gateway adjustments where applicable;
• chargebacks where applicable;
• any deductions authorised under applicable law or Platform policies.

The Consultant’s seventy percent (70%) share shall be calculated upon the applicable Net Consultation Fee.

52. Settlement Cycle

Consultant settlements shall be processed in accordance with the ConsulTOpen Settlement & Payout Policy.

The settlement cycle shall be calculated individually for every Consultant based upon the Consultant’s onboarding date.

• Settlements shall ordinarily be initiated every tenth (10th) day from the Consultant’s

onboarding date.

Illustratively:

• A Consultant onboarded on the 5th day of a calendar month shall ordinarily become
• eligible for settlement on the 15th, 25th and 5th of the following cycle.
• A Consultant onboarded on the 2nd day of a calendar month shall ordinarily become
• eligible for settlement on the 12th, 22nd and 2nd of the following cycle.

Accordingly, Consultants shall ordinarily receive approximately three settlement cycles during each calendar month.

Settlement dates may vary where processing is affected by banking holidays, technical issues, regulatory requirements or circumstances beyond the reasonable control of ConsulTOpen.

53. Settlement Eligibility

Only consultations that satisfy all applicable Platform requirements shall become eligible for settlement.

Settlement eligibility may depend upon:

• successful completion of the consultation;
• successful receipt of payment from the Student;
• absence of unresolved disputes;
• completion of any applicable verification;
• compliance with Platform policies;
• compliance with applicable law.

54. Settlement Method

Settlements shall ordinarily be transferred only to the verified bank account registered with ConsulTOpen.

The Consultant shall ensure that all banking information remains accurate and up to date.

ConsulTOpen shall not be responsible for delays or failed settlements arising from incorrect banking information provided by the Consultant.

55. Payment Failures

• Where a settlement cannot be completed because of:
• incorrect bank details;
• closed bank accounts;
• banking restrictions;
• technical failures;
• regulatory restrictions;
• verification failures;

ConsulTOpen may suspend the settlement until the relevant issue has been resolved.

56. Taxes

The Consultant acknowledges and agrees that they remain solely responsible for:

• payment of Income Tax;
• registration for Goods and Services Tax (GST), where applicable under law;
• payment of GST, where applicable;
• Professional Tax, where applicable;
• any other statutory taxes, levies, duties or governmental charges applicable to the
• Consultant’s professional income.

Nothing contained within this Agreement shall be interpreted as creating any responsibility upon ConsulTOpen to manage, calculate or discharge the Consultant’s personal tax obligations except where required by applicable law.

Where any law requires ConsulTOpen to deduct Tax Deducted at Source (TDS) or any other statutory deduction before settlement, ConsulTOpen shall be entitled to make such deductions and shall comply with the applicable legal requirements.

57. Refunds

Refunds shall be governed exclusively by the ConsulTOpen Refund Policy.

Where a consultation becomes subject to a valid refund in accordance with Platform policies, the Consultant acknowledges that the corresponding settlement may be adjusted in accordance with the Refund Policy and the Settlement & Payout Policy.

58. Cancellations & Rescheduling

• Consultation cancellations and rescheduling shall be governed exclusively by the

ConsulTOpen Cancellation & Rescheduling Policy.

Any financial consequence arising from cancellations or rescheduling shall be determined in accordance with the applicable Platform policies.

59. Missed Sessions

Financial consequences arising from:

• Student no-shows;
• Consultant no-shows;
• late attendance;
• missed consultations;
• abandoned consultations;

shall be determined in accordance with the ConsulTOpen Missed Session & No-Show Policy.

60. Fraudulent Transactions

Where ConsulTOpen reasonably believes that any consultation, booking or payment involves:

• fraud;
• identity theft;
• payment abuse;
• unauthorised transactions;
• Platform manipulation;
• policy violations;

ConsulTOpen reserves the right to:

• suspend the affected settlement;
• investigate the transaction;
• reverse payments where legally justified;
• cooperate with financial institutions;
• cooperate with law enforcement agencies where required.

61. Withholding of Settlements

• ConsulTOpen may temporarily withhold all or part of a settlement where reasonably

necessary due to:

• ongoing investigations;
• suspected fraud;
• policy violations;
• unresolved disputes;
• verification requirements;
• legal obligations;
• judicial orders;
• regulatory directions.

Any withholding shall be limited to the extent reasonably necessary and shall not prejudice the rights of either party under applicable law.

62. Accounting Records

ConsulTOpen may maintain financial records relating to:

• consultation earnings;
• commission calculations;
• settlements;
• invoices;
• refunds;
• cancellations;
• taxes;
• payment confirmations;
• financial adjustments.

Such records may be retained for accounting, audit, legal and regulatory purposes.

63. Financial Audits

ConsulTOpen reserves the right to review and reconcile financial records relating to consultations conducted through the Platform.

Where discrepancies are identified, appropriate adjustments may be made in future settlements after reasonable verification.

64. No Guaranteed Income

• The Consultant acknowledges and agrees that ConsulTOpen does not guarantee:
• minimum earnings;
• minimum bookings;
• minimum consultation hours;
• minimum monthly income;
• future demand;
• continued engagement by Students.

Consultant earnings depend upon actual consultations successfully booked and completed through the Platform.

65. Payment Disputes

Any dispute relating to:

• commission calculations;
• settlements;
• payment adjustments;
• refunds;
• deductions;
• financial records;

shall first be raised with ConsulTOpen through the designated support channels.

ConsulTOpen shall endeavour to investigate such disputes in accordance with its internal procedures and applicable policies.

66. Financial Responsibilities of the Consultant

The Consultant shall:

• maintain accurate banking information;
• maintain accurate tax information;
• promptly report payment discrepancies;
• cooperate during financial investigations;
• maintain records required under applicable law;
• comply with all statutory financial obligations applicable to their profession.

67. Reservation of Rights

ConsulTOpen reserves the right to:

• revise commission structures;
• revise settlement procedures;
• introduce additional payout methods;
• introduce incentive programmes;
• introduce bonus structures;
• revise pricing models;
• introduce subscription-based compensation models;
• implement additional financial controls;

provided that such revisions remain consistent with applicable law and the applicable Platform policies.

PART V – INTELLECTUAL PROPERTY, SUSPENSION, TERMINATION,

LIABILITY & DISPUTE RESOLUTION

68. Intellectual Property

The Consultant acknowledges and agrees that all Intellectual Property relating to the ConsulTOpen Platform shall remain the exclusive property of ConsulTOpen or its respective licensors.

Nothing contained within this Agreement transfers ownership of any Intellectual Property to the Consultant.

Intellectual Property includes, without limitation:

• the ConsulTOpen name;
• trademarks;
• logos;
• branding;
• domain names;
• website content;
• mobile applications;
• software;
• source code;
• databases;
• dashboards;
• user interfaces;
• Artificial Intelligence systems;
• AI prompts;
• AI workflows;
• AI-generated templates;
• educational resources;
• training material;
• policies;
• documentation;
• business processes;
• marketing material;
• graphics;
• videos;
• audio content;
• designs;
• future Platform technologies.

69. Limited Licence

Subject to this Agreement, ConsulTOpen grants the Consultant a limited, non-exclusive, non- transferable and revocable licence to access and use the Platform solely for providing authorised consultation services.

The Consultant shall not:

• copy;
• modify;
• reverse engineer;
• reproduce;
• distribute;
• licence;
• sell;
• lease;
• commercially exploit;
• create derivative works from;

any Intellectual Property belonging to ConsulTOpen without prior written permission.

70. Platform Content

The Consultant shall not copy or reproduce any Platform content including:

• educational material;
• AI-generated content;
• training resources;
• policies;
• consultation templates;
• documentation;
• user interface designs;
• workflow systems;
• business processes.

Unauthorised use of Platform content may result in immediate termination and legal action.

71. Consultant Content

The Consultant retains ownership of original materials independently created by them before joining ConsulTOpen.

However, by uploading any content to the Platform, the Consultant grants ConsulTOpen a worldwide, non-exclusive, royalty-free licence to:

• host;
• store;
• reproduce;
• display;
• publish;
• adapt;
• translate;
• optimise;
• distribute;

such content solely for purposes connected with operating, promoting and improving the Platform.

This licence continues for as long as reasonably necessary for Platform operations and legal compliance.

72. Ai-generated Content

The Consultant acknowledges that AI-generated summaries, AI-generated session notes, AI- generated portfolio content and other AI-assisted outputs generated through the Platform form part of the Platform’s operational services.

ConsulTOpen retains all rights relating to:

• AI systems;
• AI prompts;
• AI workflows;
• AI-generated templates;
• AI-generated summaries;
• AI-generated documentation;
• AI-generated portfolio layouts;
• future AI technologies developed or implemented by ConsulTOpen.

Nothing in this Agreement transfers ownership of such systems to the Consultant.

73. Platform Marketing Rights

The Consultant grants ConsulTOpen permission to use the following information for Platform operations, promotion and marketing:

• name;
• professional photograph;
• biography;
• qualifications;
• certifications;
• professional experience;
• areas of expertise;
• languages spoken;
• ratings;
• reviews;
• achievements;
• availability;
• AI-generated professional portfolio.

Such use may occur through:

• the Platform;
• website;
• mobile applications;
• social media;
• advertisements;
• promotional campaigns;
• educational content;
• investor presentations;
• institutional partnerships;
• future marketing channels.

ConsulTOpen shall not knowingly publish false or misleading professional information.

74. Suspension

ConsulTOpen reserves the right to suspend a Consultant’s account temporarily where reasonably necessary.

Suspension may occur for reasons including:

• pending verification;
• expired qualifications;
• suspected policy violations;
• repeated Student complaints;
• suspected fraud;
• suspected misconduct;
• security concerns;
• legal obligations;
• regulatory requirements;
• non-cooperation with investigations.

During suspension, ConsulTOpen may restrict:

• access to the Consultant Dashboard;
• acceptance of new bookings;
• participation in consultations;
• settlement processing where reasonably connected to the reason for suspension.

75. Termination by Consultopen

ConsulTOpen may terminate this Agreement immediately where the Consultant:

• submits fraudulent documents;
• misrepresents qualifications;
• repeatedly violates Platform policies;
• breaches confidentiality obligations;
• solicits Students outside the Platform;
• accepts off-platform payments;
• engages in fraud;
• commits professional misconduct;
• engages in unlawful conduct;
• damages the reputation of the Platform;
• violates applicable law;
• otherwise commits a material breach of this Agreement.

Termination may occur with or without prior notice where permitted by applicable law.

76. Voluntary Termination by the Consultant

The Consultant may discontinue using the Platform at any time by requesting account closure through the prescribed Platform process.

Termination by the Consultant shall not affect:

• pending investigations;
• pending financial reconciliations;
• confidentiality obligations;
• intellectual property obligations;
• post-termination restrictions;
• legal obligations;
• obligations expressly stated to survive termination.

77. Effect of Termination

Upon termination of this Agreement:

• Platform access may be revoked;
• Consultant Dashboard access may be disabled;
• future bookings may be cancelled;
• profile visibility may be removed;
• settlement reconciliation may be completed;
• access credentials may be deactivated.

Termination shall not automatically extinguish rights or obligations accrued prior to termination.

78. Survival of Obligations

The following obligations shall survive termination of this Agreement:

• confidentiality;
• non-disclosure;
• privacy obligations;
• intellectual property;
• payment reconciliation;
• indemnity;
• limitation of liability;
• dispute resolution;
• governing law;
• non-solicitation for twelve (12) months following termination;
• any provision expressly intended to survive termination.

79. Indemnity

The Consultant agrees to indemnify, defend and hold harmless ConsulTOpen, its proprietor, employees, representatives, affiliates and authorised service providers from and against any losses, liabilities, damages, claims, costs or expenses arising out of or relating to:

• breach of this Agreement;
• professional negligence;
• professional misconduct;
• misrepresentation;
• fraudulent conduct;
• violation of applicable law;
• infringement of third-party rights;
• unauthorised disclosure of confidential information;
• misuse of Student Personal Data;
• unlawful acts or omissions of the Consultant.

This indemnity shall survive termination of this Agreement.

80. Limitation of Liability

To the maximum extent permitted by applicable law:

ConsulTOpen shall not be liable for:

• loss of income;
• loss of bookings;
• loss of business opportunities;
• indirect damages;
• consequential damages;
• special damages;
• incidental damages;
• exemplary damages;
• loss of goodwill;
• reputational harm;
• technological interruptions;
• internet failures;
• third-party service failures.

Nothing contained herein excludes liability where exclusion is prohibited by applicable law.

81. Force Majeure

ConsulTOpen shall not be liable for delays or failures arising from circumstances beyond its reasonable control, including:

• natural disasters;
• floods;
• earthquakes;
• pandemics;
• epidemics;
• cyberattacks;
• internet outages;
• power failures;
• governmental actions;
• war;
• civil unrest;
• labour disputes;
• banking disruptions;
• failure of third-party infrastructure.

Performance shall be suspended for the duration of such events to the extent reasonably affected.

82. Dispute Resolution

The parties shall endeavour to resolve disputes amicably through good-faith discussions.

Where disputes cannot be resolved informally, either party may pursue remedies available under applicable law.

Nothing in this Agreement restricts either party from seeking urgent interim relief before a court of competent jurisdiction where necessary.

83. Governing Law & Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of the Republic of India.

• Subject to applicable law, the courts located in New Delhi shall have exclusive jurisdiction

over disputes arising out of or relating to this Agreement.

84. Reservation of Rights

Except where expressly limited by applicable law, every right, remedy, discretion and power not expressly granted to the Consultant remains reserved to ConsulTOpen.

Without limitation, ConsulTOpen reserves the right to:

• strengthen Platform security;
• revise operational procedures;
• introduce new technologies;
• enhance Artificial Intelligence;
• improve verification procedures;
• improve compliance mechanisms;
• expand Platform services;
• introduce additional professional categories;
• revise onboarding standards;
• modify internal operational processes;

provided such actions remain consistent with applicable law and this Agreement.

PART VI – ELECTRONIC ACCEPTANCE, GENERAL PROVISIONS

& FINAL DECLARATIONS

85. Electronic Execution

This Agreement constitutes an electronic contract and an electronic record.

The Consultant acknowledges and agrees that this Agreement may be executed electronically without the requirement of a handwritten signature.

Electronic acceptance of this Agreement shall have the same legal validity, enforceability and evidentiary value as a physical signature to the fullest extent permitted under applicable law.

86. Electronic Acceptance of Platform Policies

Before completing onboarding, every Consultant shall electronically acknowledge and accept the following:

• Master Consultant Agreement & Digital Onboarding Agreement;
• Terms & Conditions;
• Privacy Policy;
• Refund Policy;
• Cancellation & Rescheduling Policy;
• Settlement & Payout Policy;
• Missed Session & No-Show Policy;
• Community Guidelines;
• Artificial Intelligence Policy;
• every additional Platform policy introduced by ConsulTOpen from time to time.

Failure to accept the mandatory Platform policies shall prevent completion of the onboarding process.

87. Consultant Declarations

By accepting this Agreement, the Consultant represents, warrants and declares that:

• all information submitted during onboarding is true, complete and accurate;
• every document uploaded is genuine and valid;
• all educational qualifications disclosed are authentic;
• all professional registrations and licences are valid and current;
• they possess the legal authority to provide the professional services offered through
• the Platform;
• they shall immediately notify ConsulTOpen of any material change affecting their
• eligibility;
• they have carefully read and understood every Platform policy accepted during
• onboarding;
• they agree to comply with every applicable Platform policy;
• they shall maintain professional standards throughout their association with
• ConsulTOpen.

88. Consultant Acknowledgements

• The Consultant expressly acknowledges and agrees that:
• ConsulTOpen is a technology-enabled marketplace and not the employer of the
• Consultant;
• no employment relationship is created by this Agreement;
• Students remain free to choose their preferred Consultant;
• ConsulTOpen does not guarantee bookings, earnings or minimum income;
• consultation opportunities depend upon Student demand and Platform activity;
• ConsulTOpen may introduce new technologies, features and operational procedures
• from time to time;
• continued use of the Platform constitutes acceptance of applicable policy updates to
• the extent permitted under applicable law.

89. No Waiver

Failure by ConsulTOpen to enforce any provision of this Agreement at any particular time shall not constitute:

• a waiver of that provision;
• a waiver of any future breach;
• a waiver of any other provision of this Agreement.

Every right and remedy available to ConsulTOpen shall remain cumulative and may be exercised independently or together.

90. Severability

If any provision of this Agreement is held to be invalid, illegal or unenforceable by a court or competent authority, the remaining provisions shall remain valid and enforceable.

The invalid provision shall, to the maximum extent possible, be interpreted in a manner consistent with the original intention of the parties.

91. Assignment

ConsulTOpen may assign, transfer or delegate its rights and obligations under this Agreement in connection with:

• business restructuring;
• mergers;
• acquisitions;
• strategic partnerships;
• sale of business assets;
• investment transactions;
• corporate reorganisation;
• succession planning.

The Consultant shall not assign, transfer or delegate any rights or obligations under this Agreement without the prior written consent of ConsulTOpen.

92. Entire Agreement

This Agreement, together with every Platform policy expressly incorporated herein, constitutes the complete agreement between ConsulTOpen and the Consultant regarding the Consultant’s use of the Platform.

It supersedes every previous understanding, communication or representation relating to the subject matter of this Agreement.

Nothing contained herein limits the application of any mandatory legal obligation imposed under applicable law.

93. Relationship with Platform Policies

This Agreement shall be read together with the following documents:

• Terms & Conditions;
• Privacy Policy;
• Refund Policy;
• Cancellation & Rescheduling Policy;
• Settlement & Payout Policy;
• Missed Session & No-Show Policy;
• Artificial Intelligence Policy;
• Community Guidelines;
• every future Platform policy issued by ConsulTOpen.

Where any conflict exists, applicable law shall prevail, followed by the Terms & Conditions and then the policy specifically governing the relevant subject matter.

94. Future Platform Services

• The Consultant acknowledges that ConsulTOpen may expand its services in the future,

including but not limited to:

• Android Applications;
• iOS Applications;
• Desktop Applications;
• Progressive Web Applications;
• Institution Dashboards;
• School Partnerships;
• University Partnerships;
• Corporate Wellness Services;
• Enterprise Solutions;
• Artificial Intelligence Products;
• APIs;
• Subscription Services;
• International Operations;
• additional professional categories;
• future technology-enabled consultation services.

The Consultant agrees that this Agreement shall apply to such future services unless expressly superseded by a separate written agreement.

95. Notices

Any notice under this Agreement may be communicated through one or more of the following methods:

• Email;
• Dashboard Notifications;
• WhatsApp;
• SMS;
• Website Notices;
• In-App Notifications;
• any other electronic communication method adopted by ConsulTOpen.

A notice shall be deemed received when transmitted through the applicable communication channel unless proven otherwise.

96. Contact Details

For questions relating to this Agreement, Consultants may contact:

ConsulTOpen

• Registered Office:

House No. 20, First Floor

Khasra No. 630

Pahari Colony

Ghitorni Enclave

New Delhi – 110030

India

Website: https://consultopen.com

Support Email: support@consultopen.com

Legal Email: consultopen1@gmail.com

Grievance Officer: Abhinav Saini

Privacy & Grievance Email: abhinav@consultopen.com

Contact Number:

+91 9717972908

97. Effective Date

This Agreement shall become effective immediately upon the Consultant’s electronic acceptance during the onboarding process.

The Consultant shall remain bound by this Agreement for the entire duration of their association with ConsulTOpen and, where expressly stated, even after termination.

98. Final Declaration

By electronically accepting this Agreement, the Consultant confirms and declares that:

• they have carefully read this Master Consultant Agreement & Digital Onboarding
• Agreement in its entirety;
• they understand every right, responsibility and obligation contained herein;
• they voluntarily enter into this legally binding Agreement without coercion or undue
• influence;
• they acknowledge that electronic acceptance has the same legal effect as a
• handwritten signature;
• they agree to comply with every applicable Platform policy;
• they agree to maintain the highest standards of professionalism, ethics, confidentiality
• and integrity while providing services through ConsulTOpen;
• they understand that violation of this Agreement may result in suspension, termination
• or other action permitted under applicable law and Platform policies.

The Consultant further acknowledges that this Agreement forms the legal foundation governing their relationship with ConsulTOpen and agrees to remain bound by its provisions throughout their association with the Platform.

• END OF MASTER CONSULTANT
• AGREEMENT & DIGITAL
• ONBOARDING AGREEMENT
• Document Title: Master Consultant Agreement & Digital Onboarding Agreement
• Platform: ConsulTOpen
• Version: 1.0
• Effective Date: 25 June 2026
• Document Status: Official Consultant Onboarding Agreement