1. Introduction & Acceptance of Terms
These Terms and Conditions (“Terms”) govern your application to and membership in the Storyline Strategy Council (“SSC” or the “Council”), an expert network owned and operated by Storyline Strategies, LLC, with offices at PO Box 74, Union Hall, VA 24176 (“Storyline Strategies,” “we,” “us,” or “our”). The Council connects experienced professionals, policy experts, and industry leaders (“Council Members,” “Members,” or “you”) with clients of Storyline Strategies (“Clients”) seeking insights through various research projects.
THIS IS A LEGALLY BINDING AGREEMENT. BY CLICKING “I AGREE” (OR A SIMILAR AFFIRMATIVE ACTION) AND/OR APPLYING TO OR PARTICIPATING AS A COUNCIL MEMBER, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS (INCLUDING THE CONFIDENTIALITY OBLIGATIONS OUTLINED HEREIN); (B) AGREE TO COMPLY WITH THE STORYLINE STRATEGY COUNCIL PRIVACY POLICY (“PRIVACY POLICY”); ALL OF WHICH ARE INCORPORATED HEREIN BY REFERENCE.
If you do not agree to all provisions of these Terms, you must not apply to or participate in the Storyline Strategy Council.
2. Eligibility & Enrollment
2.1. Eligibility Requirements: Membership in the SSC is open to individuals who meet eligibility criteria established by Storyline Strategies, which may include possessing specific expertise, relevant professional experience, being of legal age to contract, and having the legal right to provide consulting services in their jurisdiction. Storyline Strategies reserves the right, in its sole discretion, to accept or reject any application for membership.
2.2. Member’s Sole Responsibility: You are solely responsible for ensuring your eligibility to join the SSC and participate in Projects (as defined below). Before applying or participating, you MUST review any and all agreements or policies that may restrict your participation, including but not limited to employment agreements, consulting agreements, non-disclosure agreements (NDAs), employee handbooks, codes of conduct/ethics, or any other third-party obligations. You are solely responsible for obtaining any necessary consents or waivers (e.g., from your current or former employers, clients, or other third parties) required to permit your participation. Storyline Strategies does not provide legal advice regarding your eligibility.
2.3. Accurate Information: You agree to provide truthful, accurate, current, and complete information during the enrollment process (including contact details, professional history, expertise details, and screening survey responses) and throughout your membership. You agree to promptly update your information should it change. You acknowledge that Storyline Strategies and its Clients will rely on the accuracy and completeness of the information you provide.
2.4. Specific Participation Restrictions: You agree that you SHALL NOT apply for membership or participate in any Project if your participation would, or could reasonably be expected to: (a) Violate any applicable law, rule, regulation, or professional standard; (b) Breach any agreement or legal/fiduciary obligation you owe to any third party (including current or former employers, clients, etc.); (c) Violate any policy or code of conduct applicable to you (including employer policies); (d) Result in the disclosure of any Confidential Information (as defined below) belonging to any third party, including trade secrets; (e) Result in the disclosure of Material Non-Public Information (MNPI) regarding any company or security; (f) Present an actual or perceived conflict of interest that has not been disclosed to and approved by Storyline Strategies for a specific Project.
2.5. Specific Scenario Restrictions: You further agree to the following specific restrictions:
(a) Current Employer/Directorship: You will not discuss your current employer’s or any company for which you serve as a director or officer’s non-public information (e.g., performance, strategy, operations, financials). You will not accept Projects about your current employer/directorship company without the explicit prior written consent of both that company and Storyline Strategies.
(b) Competitors: You will not consult on a Project for a Client you reasonably believe to be a direct competitor of your current employer or a company for which you serve as director/officer, without first disclosing this potential conflict to Storyline Strategies for evaluation.
(c) Recent Finance/Accounting Roles: If you were previously employed in the finance or accounting department of a company, you agree not to consult about that company’s financial or accounting matters until at least four (4) months after the termination date of your employment.
(d) IPOs/Tender Offers: If your company (or a company for which you are a director/officer) has filed for an Initial Public Offering (IPO) or is involved in an active tender offer (as target or bidder), you must decline all Projects until the IPO is completed or the tender offer is resolved.
(e) Investment Advice: You will not provide investment advice of any kind, including rating/recommending securities or advising on the value or advisability of investing in, purchasing, or selling any security.
(f) Government Employees: If you are an employee, officer, or official of any government entity (local, state, national, international), government-owned/-controlled entity, public international organization (e.g., World Bank, UN), political party, or are a candidate for office, you must comply with all applicable government ethics rules. You agree not to discuss legislation, regulations, policies, enforcement actions, or contracts that you are in a position to influence or vote upon, or which pertain to matters regulated by your employing agency/department. You must not use your membership to seek improper influence. You must notify Storyline Strategies immediately if your government employment status changes. Some government roles may preclude SSC membership entirely.
(g) Healthcare Professionals: You agree not to disclose any identifiable patient information or other information prohibited by HIPAA (if applicable) or similar health privacy laws. You will not provide medical advice. You represent that you are duly licensed in all relevant jurisdictions and are not listed on relevant exclusion lists (e.g., OIG LEIE, SAM, FDA Debarment List) and will immediately notify Storyline Strategies of any change in this status. You acknowledge potential Client reporting obligations (e.g., U.S. Sunshine Act) and agree to provide necessary information (e.g., NPI) upon request for such reporting.
(h) Clinical Trial Participants/Consultants: You must adhere to all confidentiality obligations regarding clinical trials (including patient experiences, data, and results) until publicly disclosed. Specific restrictions apply if you are a member of a Data Safety Monitoring Board or Steering Committee for an ongoing trial.
(i) Attorneys/Auditors: If you are an attorney, you will not provide legal advice, discuss current clients, or breach any legal or ethical duties. If you are an auditor, you will not consult about companies you currently audit or have audited within the past three years. You represent that you are licensed and in good standing in relevant jurisdictions.
2.6. Representations Regarding Prior Misconduct: You represent and warrant that you have not been: (a) Convicted of, pleaded guilty to, or admitted committing any felony or any crime involving dishonesty or deception (e.g., fraud, theft); (b) Subject to any order, judgment, investigation, or disciplinary action by any court, securities regulator (e.g., SEC), financial regulator (e.g., FINRA, FCA), or other self-regulatory or law enforcement body relating to fraud, deceptive practices, or violations of securities or commodities laws; (c) Debarred, suspended, excluded, or otherwise prohibited from participating in government programs (e.g., listed on OFAC SDN list, SAM.gov/GSA exclusion list). You agree to immediately notify Storyline Strategies in writing if your status changes regarding any of these representations.
3. Relationship of the Parties
3.1. Independent Contractor Status: You agree that your relationship with Storyline Strategies is that of an independent contractor. You are not an employee, agent, partner, or joint venturer of Storyline Strategies or its Clients. You have no authority to act for or bind Storyline Strategies or its Clients. You are not eligible for any employee benefits from Storyline Strategies or its Clients. You are responsible for your own business expenses, insurance, taxes, and other obligations associated with being an independent contractor.
3.2. No Guarantee of Work: Membership in the SSC does not guarantee that you will receive any invitations to participate in research projects (“Projects”) or any minimum level of compensation. Project opportunities depend on Client needs and the match between those needs and your profile.
4. Operation of the Storyline Strategy Council
4.1. Projects: Projects may include, but are not limited to, telephone or video consultations, online surveys, in-person or virtual focus groups or interviews, written reports, or other virtual or in-person research activities.
4.2. Invitations and Screening Process: Storyline Strategies may contact you regarding potential Projects matching your profile via methods such as email, telephone, SMS/MMS messages, or messages via other mobile or web-based messaging applications for which you provide contact details and consent. Following an initial invitation or expression of interest, you will often be required to complete additional screening questions (“Screeners”) to determine your specific suitability and final eligibility for the Project. Receiving an invitation or completing a Screener does not guarantee final selection or participation.
4.3. Acceptance/Declination: You may accept or decline any Project invitation at your sole discretion. If accepting, you agree to do so promptly and schedule participation within a reasonable timeframe as requested.
4.4. Platforms: You acknowledge that Projects may utilize various platforms, including Rally for management, Tremendous for payments, and other third-party tools for conducting research activities (e.g., video conferencing, survey tools).
5. Council Member Obligations & Conduct
5.1. Participation Standards: You agree to participate in accepted Projects diligently, professionally, in good faith, and to the best of your ability, providing insights based on your genuine knowledge and expertise.
5.2. Conflicts of Interest: You have an ongoing obligation to evaluate potential conflicts of interest for each specific Project invitation. You MUST disclose any potential conflict to Storyline Strategies immediately upon receiving an invitation and before accepting the Project. Storyline Strategies reserves the right to disqualify you from a Project based on conflicts.
5.3. Confidentiality
(a) General Obligation: As a Council Member, you will receive and have access to sensitive, non-public information related to Storyline Strategies, its Clients, and Projects. You agree to hold all such Confidential Information (as defined below) in the strictest confidence, exercising at least the same degree of care you use for your own confidential information of a similar nature (but no less than a reasonable degree of care). This obligation begins immediately upon your acceptance of these Terms and continues indefinitely, surviving the termination of your membership.
(b) Definition of Confidential Information: For the purposes of these Terms, “Confidential Information” includes, but is not limited to: (i) The identity of Storyline Strategies’ Clients (subject to the conflict check process described below); (ii) The existence, nature, subject matter, scope, details (including screening questions), or results of any Project, Screener, or client inquiry you are invited to or participate in; (iii) Any materials, documents, data, or information shared by Storyline Strategies or its Clients in connection with your membership or any Project; (iv) Insights or opinions shared by you or others specifically for a Project (which are also subject to the Study-Specific MNDA, see subsection (g)); (v) Information regarding Client’s potential or actual business strategies, operations, or investment decisions learned through the SSC; (vi) Non-public operational or business practices of the Storyline Strategy Council or Storyline Strategies; (vii) Compensation rates or structures offered for Projects. Confidential Information does not include information that: (1) is or becomes publicly available through no breach of these Terms by you; (2) was rightfully known by you prior to disclosure by Storyline Strategies without confidentiality obligations; or (3) is independently developed by you without use of or reference to the Confidential Information.
(c) Conflict Checks & Client Identity: You acknowledge the need to perform your own conflict checks before accepting any Project. While specific Client identity is Confidential Information and typically cannot be disclosed by Storyline Strategies due to its own obligations, Storyline Strategies will endeavor to provide sufficient descriptive information regarding the Client (such as industry, sector, general nature, and potentially anonymized descriptions) and the Project topic within invitations and Screeners to allow you to reasonably assess potential conflicts of interest before accepting a Project.
(d) Use Restriction: You SHALL NOT use any Confidential Information for any purpose other than evaluating and/or participating in the specific Project to which it relates. Using Confidential Information for your own personal benefit or the benefit of any third party (including, without limitation, making any investment or trading decisions based on such information) is strictly prohibited.
(e) Disclosure Restriction: You SHALL NOT disclose, publish, disseminate, or otherwise communicate any Confidential Information to any third party (including colleagues, friends, family, social media, or other professional contacts) without the express prior written consent of Storyline Strategies.
(f) Third-Party Confidential Information & MNPI Prohibition: You represent and warrant that you SHALL NOT disclose Confidential Information belonging to any third party (including, but not limited to, current or former employers, clients, or business partners) or any Material Non-Public Information (MNPI) during any Project or interaction related to the SSC. This includes specific trade secrets, non-public business plans, or other proprietary data. This prohibition does not prevent you from discussing general industry trends or knowledge lawfully obtained and not subject to a pre-existing confidentiality obligation owed to a third party. Storyline Strategies may provide general training materials regarding MNPI, but you are solely responsible for ensuring compliance with this obligation.
(g) Study-Specific Mutual Non-Disclosure Agreements (MNDAs): You acknowledge and agree that participation in any specific Project will require your acceptance of a separate Study-Specific Mutual Non-Disclosure Agreement (MNDA) presented before the Project begins. Such MNDAs will govern the confidentiality of information exchanged by all parties (you, Storyline Strategies, and/or the Client) during that specific Project, including detailed information disclosed by you, and may contain terms stricter than those in this Section 5.3. In case of any conflict between this Section 5.3 and a Study-Specific MNDA regarding information specifically related to that Project, the terms of the Study-Specific MNDA shall prevail for that Project’s information.
(h) Legally Compelled Disclosure: If you are required by applicable law, regulation, or a valid legal order (e.g., subpoena, court order) to disclose any Confidential Information, you agree to provide Storyline Strategies with prompt written notice of such requirement (if legally permitted to do so) before making the disclosure, so that Storyline Strategies may seek a protective order or other appropriate remedy. You agree to reasonably cooperate with Storyline Strategies in any such efforts and to furnish only that portion of the Confidential Information legally required, exercising reasonable efforts to obtain assurance that confidential treatment will be accorded.
5.4. Compliance: (a) You agree to comply with all applicable laws, regulations, and professional standards in connection with your SSC membership and Project participation. (b) You acknowledge that you may be required to complete post-Project attestations confirming your compliance with these Terms and project-specific requirements.
5.5. Anti-Corruption: You represent and warrant compliance with all applicable anti-corruption laws (including, without limitation, the U.S. Foreign Corrupt Practices Act and the UK Bribery Act). You agree not to offer, promise, pay, or accept anything of value (directly or indirectly) to or from any person (especially government officials) to improperly influence actions, obtain business, or secure confidential information in connection with your SSC participation.
6. Compensation & Payment Terms
6.1. Honoraria: You will be compensated for successfully completed Projects at a rate agreed upon per Project, typically communicated in the Project invitation. No compensation is provided for declined invitations, time set aside for projects that do not occur, or (unless pre-approved in writing by Storyline) preparation time.
6.2. Payment Process: Payments are processed through our third-party partner, Tremendous, typically within 7 business days following successful Project completion and submission of any required attestations or payment requests.
6.3. Disputes: Storyline Strategies reserves the right to withhold payment in case of bona fide disputes regarding Project quality, compliance with these Terms, or Client satisfaction, pending resolution. Storyline Strategies may, in its reasonable discretion, resolve payment disputes.
6.4. Tax Responsibilities: (a) You are solely responsible for reporting all income received from Storyline Strategies and paying all applicable self-employment, income, VAT, GST, and other taxes in all relevant jurisdictions.
(b) US Persons: You agree to provide a completed IRS Form W-9 upon request or via the payment platform (Tremendous). If your cumulative payments in a calendar year meet or exceed $600 USD, Storyline Strategies or our payment processor will issue an IRS Form 1099-NEC.
(c) Non-US Persons: You agree to provide a completed IRS Form W-8BEN (or other applicable W-8 series form) upon request or via the payment platform (Tremendous) to certify your foreign status and potentially claim treaty benefits regarding US tax withholding. (d) You acknowledge that payment may be delayed or withheld if required tax documentation is not provided promptly upon request.
6.5. Bank Fees: You are responsible for any fees charged by your bank or financial institution related to receiving payments.
7. Privacy and Data Usage
7.1. Your participation in the SSC is subject to the Storyline Strategy Council Privacy Policy. By agreeing to these Terms, you acknowledge you have read and understood the Privacy Policy.
7.2. You consent to the collection, use, storage, and processing of your personal information as described in the Privacy Policy, including storage in the Rally platform, use for profiling and matching to Projects, and the appending of research responses to your profile for longitudinal analysis and improving Project matching.
7.3. Verification Consent: You consent to Storyline Strategies taking reasonable steps to verify your identity, credentials, employment history, and conducting background checks (potentially using third-party services) as deemed necessary for compliance and operational purposes.
8. Intellectual Property
8.1. Your Pre-existing IP: You retain all ownership rights to your knowledge, experience, and any intellectual property created by you, independent of any Project (“Member IP”).
8.2. License to Use Member IP: To the extent you incorporate or disclose any Member IP during a Project, you hereby grant the relevant Client and Storyline Strategies a non-exclusive, perpetual, worldwide, royalty-free, transferable license to use such Member IP solely in connection with the results and insights derived from that Project.
8.3. Project-Specific IP: You agree that all insights, opinions, analysis, materials, deliverables, and other intellectual property conceived, developed, or provided by you specifically for and during a paid Project (“Project IP”) shall be the sole and exclusive property of the Client commissioning the Project (or Storyline Strategies, as applicable per Client agreement). You hereby assign all rights, title, and interest in such Project IP.
8.4. Use of Ideas: You agree that Clients and Storyline Strategies are free to use any ideas, concepts, know-how, or techniques contained in information you provide during Projects for any purpose, including product development, manufacturing, and marketing.
8.5. Derived Inventions: Any inventions, discoveries, or improvements derived from or based on Project IP shall be owned exclusively by the Client (or Storyline Strategies, as applicable).
9. Recordings & Monitoring
9.1. You acknowledge and expressly consent that consultations, interviews, focus groups, or other interactions conducted as part of a Project may be recorded (audio or video) and/or transcribed by Storyline Strategies, its Clients, or their authorized third parties.
9.2. You acknowledge that Client compliance personnel or other authorized third parties may monitor Project interactions, potentially without announcement.
9.3. You agree that such recordings and transcriptions are owned by the Client or Storyline Strategies (as applicable per Client agreement) and may be used for research, compliance, quality control, and other business purposes consistent with the Project scope and applicable Client agreements.
10. Disclaimers and Limitation of Liability
10.1. Disclaimers: Storyline Strategies provides the SSC platform “as is” without warranties of any kind regarding the frequency, availability, or suitability of Projects. Storyline Strategies does not endorse opinions expressed by Council Members or Clients.
10.2. Limitation of Liability: TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL STORYLINE STRATEGIES OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR CLIENTS (“STORYLINE PARTIES”) BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO YOUR SSC MEMBERSHIP OR PROJECT PARTICIPATION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. STORYLINE PARTIES SHALL NOT BE LIABLE FOR ANY CLAIMS AGAINST YOU BY THIRD PARTIES. THE MAXIMUM CUMULATIVE LIABILITY OF STORYLINE PARTIES ARISING FROM OR RELATED TO THESE TERMS OR YOUR PARTICIPATION SHALL NOT EXCEED THE TOTAL HONORARIA PAID BY STORYLINE STRATEGIES TO YOU DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
10.3. Reciprocal Limitation: Storyline Strategies agrees not to seek indirect, incidental, consequential, special, exemplary, or punitive damages from you based on your performance under these Terms, provided such damages do not arise from your breach of these Terms, gross negligence, willful misconduct, or violation of applicable law.
11. Indemnification
You agree to indemnify, defend, and hold harmless the Storyline Parties from and against any and all claims, liabilities, damages, losses, costs, expenses, and fees (including reasonable attorneys’ fees) arising out of or relating to: (a) your breach of these Terms, the Privacy Policy, or any Confidentiality Agreement; (b) your negligence or willful misconduct; (c) inaccurate information provided by you; or (d) your violation of any applicable law or third-party rights.
12. Term and Termination
12.1. Term: These Terms commence upon your acceptance and continue until your SSC membership is terminated by either party.
12.2. Termination by You: You may terminate your membership at any time by providing written notice to info@storylinestrategies.com.
12.3. Termination by Storyline Strategies: Storyline Strategies may terminate or suspend your membership at any time, for any reason or no reason, with or without notice. Reasons may include, but are not limited to, breach of these Terms, inactivity, providing false information, or compliance concerns.
12.4. Survival: Obligations under Sections related to Confidentiality, Intellectual Property, Payment (for completed work), Indemnification, Limitation of Liability, Non-Solicitation, Arbitration, Governing Law, and others intended by their nature to survive, shall survive termination.
13. Non-Solicitation / Non-Circumvention
13.1. For a period of one (1) year following the later of (a) your last Project participation with a specific Client to whom you were first introduced by Storyline Strategies or (b) your last introduction to such Client by Storyline Strategies, you agree not to knowingly circumvent Storyline Strategies by soliciting, negotiating, or entering into any direct consulting or advisory arrangement (excluding full-time employment) with that Client to provide services similar to those offered via the SSC, without the prior written consent of Storyline Strategies.
13.2. For a period of one (1) year following the termination of your SSC membership for any reason, you agree not to knowingly solicit for employment any employee of Storyline Strategies or its affiliates.
14. Governing Law and Dispute Resolution
14.1. Governing Law: These Terms and any dispute arising out of or related to them shall be governed by and construed in accordance with the laws of the State of New York, USA, without regard to its conflict of laws principles.
14.2. Mandatory Arbitration: ANY DISPUTE, CONTROVERSY, OR CLAIM ARISING OUT OF OR RELATING TO THESE TERMS, YOUR MEMBERSHIP, OR YOUR PARTICIPATION IN PROJECTS, INCLUDING THE BREACH, TERMINATION, ENFORCEMENT, INTERPRETATION, OR VALIDITY THEREOF AND THE SCOPE OR APPLICABILITY OF THIS AGREEMENT TO ARBITRATE, SHALL BE DETERMINED BY BINDING ARBITRATION IN New York, New York, administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules then in effect. Judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.
14.3. Waiver of Jury Trial: YOU AND STORYLINE STRATEGIES HEREBY WAIVE THE RIGHT TO A TRIAL BY JURY FOR ANY DISPUTE ARISING OUT OF OR RELATED TO THESE TERMS.
14.4. Class Action Waiver: YOU AND STORYLINE STRATEGIES AGREE THAT ANY ARBITRATION OR COURT PROCEEDING SHALL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. If a court or arbitrator determines that this class action waiver is void or unenforceable, then the arbitration provision shall be deemed null and void, but the remainder of the Terms shall remain in effect.
15. Modifications to These Terms
Storyline Strategies reserves the right to modify these Terms at any time. We will notify you of material changes by posting the updated Terms on the SSC platform/website and/or by sending an email notification to the address associated with your profile. The “Last Updated” date indicates the effective date. Your continued participation in the SSC after such modifications become effective constitutes your acceptance of the revised Terms. If you do not agree to the modifications, your sole recourse is to terminate your membership.
16. Contact Information
For questions regarding these Terms & Conditions, please contact:
Nancy Tavenner
PO Box 74 Union Hall, VA 24176
strategycouncil@storylinestrategies.com
17. Miscellaneous
17.1. Entire Agreement: These Terms, together with the referenced SSC Privacy Policy, constitute the entire agreement between you and Storyline Strategies regarding your membership in the Storyline Strategy Council and supersede all prior agreements or understandings, whether written or oral. Study-Specific NDAs and consents provide additional terms that specifically govern individual projects, supplementing these overarching Terms.
17.2. Severability: If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.
17.3. No Waiver: Failure by Storyline Strategies to enforce any right or provision of these Terms does not constitute a waiver of that right or provision.
17.4. Assignment: You may not assign or transfer your rights or obligations under these Terms without the prior written consent of Storyline Strategies. Storyline Strategies may assign its rights and obligations under these Terms without restriction.
17.5. Headings: Section headings are for convenience only and do not affect the interpretation of these Terms.
17.6. Notices: Notices to Storyline Strategies should be sent to the contact information in Section 16. Notices to you may be sent to the email address associated with your Council Member profile.
Last Updated: May 27, 2025
