Services Terms.

Services are technology and operations work that a law firm or legal department (the Firm) hires an independent legal engineer (the Engineer) to do: for example, building an intake automation, configuring a document-assembly system, connecting a practice-management system to other software, setting up an AI workflow, or training staff to use one.

Services are never legal services. An Engineer may not, through Counsel Commons:

• give legal advice, or apply law to any person's facts;
• represent anyone, or appear for anyone before a court or agency;
• draft legal documents for a client's specific matter (building a template or a tool that a lawyer then uses and reviews is allowed);
• accept any fee that depends on a legal outcome, or share in any legal fee.

This holds even when the Engineer is a licensed attorney. A licensed attorney may offer Services, but the engagement is a technology engagement, and no attorney-client relationship is formed with the Firm or the Firm's clients through Counsel Commons. An attorney who wants to give legal advice must do it outside Counsel Commons, under their own engagement terms and professional rules.

Counsel Commons lists Engineers and their services, provides tools to request, scope, accept and invoice a project, and shows the status of each project. The contract for the work is between the Firm and the Engineer, set out in the statement of work (SOW) they both accept.

Counsel Commons is not a party to the SOW. It does not:

• employ, supervise or direct any Engineer; Engineers are independent businesses;
• check the quality, accuracy or security of an Engineer's work;
• hold, receive or control payments for Services (S4);
• store files the Firm and Engineer exchange, apart from a statement of work the Engineer uploads (S4); they use their own systems for everything else;
• decide disputes between a Firm and an Engineer (S7).

Engineers paid through Stripe have their identity checked by Stripe. Engineers in countries where Stripe doesn't pay out are not identity-checked, and their profile says so. Moderators review every Engineer profile before it appears, as they do for Tools. Neither is an endorsement of the Engineer's skill.

Where Engineers can be based. An Engineer must be based in a country where Escrow.com works and where Stripe or PayPal works, chosen from the list on the profile form.

Templates Counsel Commons offers, such as starting clauses for an SOW or starting text for a request, are starting points. They are open to modification and haven't been reviewed by a lawyer or any other professional.

Engineers pay one flat fee for their profile, which covers every service they list. Counsel Commons takes no commission and no share of any payment for the work.

• Joining after 2026. Engineers who join after 2026 get the days until the next 1st free, then pay $50 for their first 3 months and $25 a month after that, with charges on the 1st.
• Cancelling. The profile fee is a subscription. To avoid a charge on the 1st of a month, the Engineer must cancel before the 27th of the month before (before December 27, 2026 to avoid the January 1, 2027 charge). A later cancellation takes effect after the next charge, which is not refunded.
• No refunds. Profile fees are non-refundable, including if the profile is removed or the Engineer stops offering services partway through a period.
• Pausing. An Engineer may pause their profile to stop new requests; the subscription carries on.
• Unpaid renewals. A profile whose fee isn't paid is hidden. Projects already under an accepted SOW continue unaffected.
• Not tied to the work. The fee is the same whatever the Engineer charges and however many projects they win. It pays for hosting, moderation and the request, SOW and invoicing tools, and is never tied to the value or outcome of any engagement.
• Listing fees for Tools are unchanged and separate.

Requests.A Firm starts by sending a request from an Engineer's profile. Sending it shares the Firm contact's name, email and, if given, phone number with that Engineer. A Firm may have up to 5 open requests at a time, and a request nobody answers within 30 days closes.

Emailing an Engineer.A signed-in Firm can also use “Email about this service” or “Ask about other services” on an Engineer's profile. That opens the Firm's own email program, addressed to the email on the Engineer's account. Counsel Commons™ sends nothing and doesn't see that email; we only record that the button was used.

The SOW governs the project.The Engineer writes the SOW on the platform, or uploads their own document as a PDF, and both parties accept it on the platform: each types their full name under the statement “I agree to this statement of work”, which is their electronic signature. Counsel Commons records the typed name, the account, the exact SOW version (with a fingerprint of its contents), the time, and the IP address and browser used. For an uploaded document, the version accepted is a cover page that names the file by its fingerprint and lists the milestones, payment method and approval process, so accepting it accepts that exact file. If the SOW changes after one side accepts, both must accept the new version. Either party may comment on the SOW on the project page, for example to ask for changes before accepting. The SOW sets the scope, deliverables, milestones, price, dates, confidentiality terms and how disagreements are handled. If these Services Terms and an accepted SOW conflict about the work, the SOW wins, except that nothing in an SOW can make Counsel Commons a party, permit legal services, or override S1, S3, S8 or S9.

Milestones are fixed-price and paid in advance.

1. The Engineer sends an invoice for the next milestone: from their own Stripe account, or, for an Engineer in a country where Stripe doesn't pay out, their own invoice (for example through PayPal or by bank transfer) sent outside the platform. Escrow.com projects are funded through Escrow.com instead (below).
2. The Firm pays it before work on that milestone starts. No single milestone may exceed $2,500.
3. The Engineer delivers the milestone and marks it delivered.
4. The Firm has 5 business days to approve it or request changes, saying what doesn't match the SOW.
5. If the Firm does neither in time, the milestone is approved automatically. If the Firm requests changes, the Engineer fixes them and delivers again, and the 5 days start over.

Approval records that the Firm accepted the milestone. It ends the change-request window and lets the Firm leave a review. It does not move money, because the Engineer was already paid.

Payment runs directly from the Firm to the Engineer. Invoices are issued from the Engineer's own Stripe account or the Engineer's own invoicing, and the Engineer is the seller for every payment, so:

• processing fees (Stripe's, PayPal's or the bank's), refunds and chargebacks are the Engineer's;
• for a payment made outside Stripe, the Engineer marks the milestone paid and the Firm confirms it on the project page; Counsel Commons doesn't see or check that payment;
• any refund (for example, for a milestone that was paid but never delivered) is made by the Engineer, under the SOW;
• Stripe, not Counsel Commons, is responsible for any negative balance on the Engineer's account;
• Stripe issues tax forms for payments through Stripe; the Engineer handles their own tax reporting for everything else;
• Counsel Commons never holds, receives or controls a Firm's payment for Services.

Optional escrow.On any project, the Firm may ask in its request for payments to go through Escrow.com Milestones, so the Engineer knows before replying, and the SOW records the choice. Escrow.com holds each milestone's payment and releases it to the Engineer when the Firm approves it or its inspection period ends, and handles any dispute under its own terms. That arrangement is between the parties and Escrow.com; the Engineer marks each milestone funded and the Firm confirms it. Counsel Commons never holds the money. The Firm pays Escrow.com's fee.

Statuses on the project page come from the acceptance record and the payment tools and are shown for convenience; the accepted SOW and the payment provider's records are what count.

Each time an Engineer publishes their profile or accepts an SOW, they promise that:

• No legal services. The work is technology or operations work as S1 describes, and they will not give legal advice, represent anyone, or share in any legal fee through the engagement.
• Independent business. They act as an independent business, are responsible for their own taxes, insurance and licences, and are not Counsel Commons' employee, agent or partner. Insurance is optional, but their insurance declaration is true: either they carry the professional liability cover shown on the certificate they uploaded, or they have stated that they carry none. They will update it within 7 days if their cover lapses or changes.
• Accurate profile. Their profile, experience, credentials and past-work examples are true and current, name no client or employer, and they will update them when they change.
• Their own work. They will do the work themselves or with people they name in the SOW, and they own or have the right to license everything they deliver, including any code, templates and third-party components.
• Confidentiality. They will keep the Firm's information confidential, use it only for the project, follow the SOW's data-handling terms, and return or delete it when the project ends. They will not put a Firm's confidential or privileged information into any tool or service the SOW doesn't allow.
• Security. They will protect any access, credentials or systems the Firm gives them, use them only for the project, and tell the Firm promptly about any security incident affecting the Firm's data.
• No conflicting duties. Taking the engagement breaches no duty to an employer or another client, including work-for-hire, non-compete, NDA and moonlighting obligations.
• Use of contact details. They will use a Firm contact's name, email and phone number only to discuss that request and any resulting SOW, never for unrelated marketing or to pass to anyone else.
• Responsibility for the work. They are responsible for their work and its results under the SOW, and for any refund owed under it.

Each time a Firm sends a request or accepts an SOW, it promises that:

• Authority. The person accepting has authority to bind the Firm.
• Its own diligence. It has chosen the Engineer on its own judgement. Badges, reviews and self-reported information are information, not a vetting by Counsel Commons, and the Firm will do whatever security, conflicts or vendor review its own policies and professional rules require.
• Professional responsibility stays with the Firm. Where the Firm is a law firm or legal department, it remains responsible for supervising the work, for its duties to its own clients (including confidentiality and any client consent needed before sharing client information), and for reviewing anything built before it is used in client matters.
• Information shared. It will share only what the project needs, keep client names and confidential details out of requests, and tell the Engineer in the SOW about any privileged, regulated or client-confidential information involved.
• Timely decisions. It will pay milestone invoices on time, and approve or request changes within the 5-business-day window, giving reasons for any change request.
• Fair reviews. Its reviews will describe its own paid project honestly.

Counsel Commons never decides disputes between a Firm and an Engineer. Disagreements about scope, quality, timing or payment follow the SOW's disagreement clause, outside the platform. Card disputes and chargebacks go through the payment provider (Stripe, PayPal or Escrow.com) and the card issuer, between the Firm and the Engineer.

Counsel Commons may still act on its own platform. It may hide or remove a profile, suspend an account, or remove a review if someone breaks these Terms (for example, offering legal services, misrepresenting credentials, or posting a review that names a client). Doing so does not decide who is right about the work, and no money moves because of it.

• Reviews come only from paid projects. A Firm can review an Engineer only after a milestone it paid for is approved, once per project. A review rates whether the work was on time, as scoped and on budget, with an overall rating and an optional comment. Reviews don't show the Firm's name. The Engineer may reply publicly once to each review.
• Badges are facts, not endorsements. A badge states something Counsel Commons can check from its own records (for example, “Identity checked by Stripe”). It never states that an Engineer is skilled, recommended or certified. Insurance is shown the same way: “Insurance certificate on file, valid until [date]” (removed automatically at expiry) or “No professional liability insurance (self-declared)”. Counsel Commons checks that an uploaded certificate is complete and current on its face, but does not confirm it with the insurer.
• Self-reported information is labelled. Experience, certifications and past work are shown as the Engineer's own statements.

The Engineer and the Firm are each responsible for their own obligations under the SOW. Counsel Commons is not liable for the work, its results, or any payment between them, and is not liable to an Engineer or a Firm for any fees, payments, refunds or chargebacks owed by one of them to the other. Counsel Commons' total liability to an Engineer or a Firm arising from Services is limited to the profile fees that Engineer paid in the 6 months before the claim (for a Firm, $100). No indirect or consequential damages, as in the main Terms.

An Engineer may stop offering services at any time; the paid period is not refunded, and any accepted SOW continues until it ends under its own terms. Counsel Commons may remove a profile or suspend an Engineer for breaking these Terms, and will say why unless the law or a security concern prevents it.