InferLane Exchange — Legal

ACTIVE — Claude-drafted, Claude-reviewed

v0.1.0

InferLane Exchange — Arbiter Agreement

Drafted + reviewed by Claude. Captures arbiters' commitments
drawn from professional-opinion liability frameworks (expert-witness
jurisprudence in AU/UK/US), independent-contractor patterns
(mirroring §2 of the Operator Agreement), and the Schelling-vote
aggregation contract documented in WORKFLOW-ARCHITECTURE.md §6.

1. Parties

This Arbiter Agreement ("Agreement") is between InferLane Pty Ltd ("InferLane", "we") operating the InferLane Exchange marketplace and the individual or entity registered as an arbiter ("Arbiter", "you").

2. Independent professional opinion — load-bearing framing

Per LEGAL-PERIMETER.md §1: arbiters render independent professional opinions on whether an operator's submission satisfies a buyer's rubric. The marketplace does not render verdicts; it computationally aggregates independent opinions via Schelling-point voting.

This framing is structural, not cosmetic:

  • (a) Your attestation is your own analysis, not a marketplace

determination;

  • (b) The marketplace publishes the aggregate but attributes the

underlying opinions to the rendering arbiters;

  • (c) You are not an employee, agent, or contractor for the buyer;

you are an independent expert whose opinion the buyer paid the attestation fee to obtain;

  • (d) Your opinion liability runs to the standards of the

professional-opinion category in your jurisdiction (analogous to expert-witness practice), not employer/employee.

3. Independence — load-bearing rules

By accepting an assignment, you warrant that:

  1. Your attestation reflects your independent judgment formed after

reviewing the submission against the rubric as written;

  1. You have not communicated with the buyer, the operator, or any

other arbiter assigned to the same submission, about this submission;

  1. You hold no undisclosed conflict of interest with the buyer or

operator (employer, family member, OSS co-maintainer of the target repo, equity holder, contracted advisor);

  1. You have not been induced to vote a particular way by promise of

reward, threat, or any other consideration outside the marketplace's standard attestation fee;

  1. Where you used AI assistance to form your opinion, you reviewed

the AI's output critically and the final opinion reflects your judgment, not unfiltered AI scoring.

A breach of any of (1)–(5) is grounds for immediate bond forfeiture + account termination + permanent disqualification from future marketplace participation.

4. Bond posture

You post a bond at registration (default minimum: $50 USD). The bond is held by the marketplace as collateral against:

  • Schelling-overrule debits (when your vote is in the minority and

the dispute resolution favors the majority's position);

  • Independence violations (full bond forfeiture grounds);
  • Fraudulent attestations (grounds for forfeiture + criminal referral

where applicable).

Your bond is returned on account closure provided no debits or holds are outstanding. The bond minimum may be raised on a per-arbiter basis if your dispute-overrule rate exceeds tolerance thresholds (documented in WORKFLOW-ARCHITECTURE.md).

5. Independent contractor

Same operating-practice constraints as the Operator Agreement §2 apply. Specifically:

  • You set your own hours;
  • You may decline any assignment within the assignment-acceptance

window without penalty;

  • You bring your own tools (LLMs, IDEs, infrastructure);
  • You may attest on competing marketplaces;
  • No exclusivity, no benefits, no withholding, no employment

relationship.

6. SLA + replacement

You commit to rendering attestation within arbiterSlaHours (default 4 hours) of assignment. Missing the SLA:

  • (a) Marks your assignment abandoned;
  • (b) Triggers an arbiter-SLA-miss sweep that assigns a replacement

arbiter to preserve the Schelling-vote pool;

  • (c) Is recorded against your reputation but does not by itself

forfeit bond (the marketplace recognizes that operators sometimes miss tasks too — repeated misses, not isolated ones, escalate).

7. Schelling-vote economics

When the aggregate is computed:

  • Majority arbiters receive the attestation fee + a pro-rata

share of forfeited minority fees;

  • Minority arbiters forfeit the attestation fee but retain bond

unless overruled by dispute resolution;

  • Tie-break order (per Schelling-vote helper):

needs_revision > fail > pass.

The marketplace publishes the aggregate; the marketplace does not render the verdict. This distinction matters for liability framing under §2.

8. Disputes + overrule

If a buyer files a dispute and admin resolution favors the buyer (outcome=buyer), the majority arbiters who voted pass are considered overruled. In Phase 1, overrule does not automatically debit bond (the marketplace acknowledges first-instance disputes can turn on facts unavailable at attestation time). Phase 1.5 will introduce a graduated bond-debit schedule for repeat-overrule arbiters.

9. Liability + indemnification

Your attestation is offered in good faith as a professional opinion. You are not liable to the buyer or any downstream party for the business consequences of acting on your opinion provided you complied with §3 (independence) and §10 (good-faith standard). This Agreement is not a guarantee of merchantability or fitness for purpose; the buyer's recourse for bad outcomes is the dispute process, not litigation against arbiters.

You indemnify the marketplace against any third-party claim arising out of (a) your breach of §3 independence rules, (b) your fraudulent or willfully-misleading attestation, or (c) your disclosure of buyer/operator confidential information obtained during attestation.

10. Good-faith standard

You commit to:

  • Reading the submission diff in full before scoring;
  • Running mechanical gates (where applicable) before scoring;
  • Producing per-criterion scores that bear a reasonable relationship

to the submitted code, not flat passes/fails regardless of content;

  • Writing reasoning (the attestationReasoning field) that explains

your scoring with enough specificity that another arbiter could follow it.

The marketplace does not require any specific evaluation methodology (LLM-as-judge vs. human review vs. hybrid is your choice), but the output must reflect actual evaluation, not rubber-stamping.

11. Account suspension + termination

Marketplace may suspend or terminate your arbiter account for:

  • Repeated SLA misses (3+ in any 30-day window);
  • Sustained dispute-overrule rate above threshold (TBD; published

on the transparency dashboard once windowed metrics ship);

  • Independence violations (single instance is grounds);
  • Fraudulent attestations (single instance is grounds + bond

forfeiture + potential referral);

  • Sustained bond-balance below minimum without prompt top-up.

You may close your account at any time via the dashboard. In-flight assignments must be completed or marked abandoned before closure finalizes.

12. Governing law + dispute resolution

Same as Operator Agreement §10 (Australian seat, ACICA arbitration, class waiver).

13. Changes to this Agreement

Same as Operator Agreement §11 (30 days' notice, continued use = acceptance, close to opt out).


Drafting note — re-review triggers:

- §2 professional-opinion framing — re-review if any arbiter is
sued by a buyer or operator for the consequences of an
attestation; jurisdiction-specific defamation regimes (especially
UK + JP) interact with this framing in ways that depend on the
factual posture of the dispute.
- §3 independence + §10 good-faith standard — re-review on the
first arbitration that hinges on whether an arbiter met the
expert-witness standard of care.
- §4 bond model — re-review if regulators in any supported
jurisdiction reclassify our bond as a consumer-credit or
surety-bond instrument.
- §9 indemnification + liability cap — re-review if AU Consumer
Law §23 (unfair-contract-terms) jurisprudence develops in a
direction that limits liability caps in B2B-platform contracts.