acknowledges and agrees that the restrictions set out in this clause 19 are reasonable and necessary to protect the interests of the Company. 199A regulations provide a detailed explanation of the meaning of consulting. Legitimate Business Interests. This Agreement constitutes the entire agreement between the Parties and supersedes all prior oral and written agreements between the Parties hereto with respect to the subject matter hereof. A consulting agreement is used between a client and a consultant who provides professional services, advice, or knowledge in exchange for payment. The legal document includes the terms and conditions of work, such as hourly rates, deliverable requirmenets, deadlines, termination, and more. Each of the Company and the Consultant are hereinafter a Party and collectively the Parties.. The execution of this Agreement may be by actual, facsimile or pdf signature. startxref Jim is an experienced attorney with broad-based expertise. For additional information about these items, contact Joseph Wiener (Joseph.Wiener@rsmus.com) and Stefan Gottschalk (Stefan.Gottschalk@rsmus.com). She is a former securities examiner at the United States Securities & Exchange Commission (SEC) and Associate Counsel at State Street Bank & Trust and has consulted for various investment houses and private investment entities. Sec. A consulting agreement is a document that outlines what you, working as an independent contractor, can help a client business achieve. 354 0 obj <>stream Security Exchange Commission - Edgar Database, EX-10.24 7 aspu_ex10z24.htm CONSULTING AGREEMENT, ViewedSeptember 21, 2021, View Source on SEC. 0000001747 00000 n in Banking and Financial Law from Boston University School of Law. One of the excluded business types is consulting. I am a software developer turned lawyer with 7+ years of experience drafting, reviewing, and negotiating SaaS agreements, as well as other technology agreements. Governing Laws. The Consultant shall not copy any Confidential Information except to the extent necessary to perform its Services hereunder nor remove any Confidential Information or copies thereof from the Companys premises except to the extent necessary to provide its Services and then only with the authorization of an officer of the Company. 0000006891 00000 n Use LawDepot's Consulting Agreement template to create a custom document that suits a client's specific needs. The Company shall not pay contributions to social security, unemployment insurance, federal or state withholding taxes, nor provide any other contributions or benefits, which might be expected in an employer-employee relationship. The Company hereby engages and retains the Consultant and the Consultant hereby agrees to render services upon the terms and conditions hereinafter set forth. NOW, THEREFORE, in consideration of the promises and the mutual covenants set forth in this Agreement, and intending to be legally bound, the Company and the Consultant agree as follows: Engagement. Services. WHEREAS, the Company desires to retain the services of the Consultant and the Consultant is desirous and willing to accept such service arrangement and render such services, all upon and subject to the terms and conditions contained in this Agreement. fRn>W/xR|{|@",Uo/^|Z This legal contract usually includes information regarding the scope of the work, payment, and deadlines. 448 state that "consulting means the provision of advice and counsel." 165(g)(3), Recent changes to the Sec. Jim spent 18 years as Vice President for Business and Legal Affairs at NBCUniversal. This site uses cookies to store information on your computer. Neither the Consultant nor its employees shall be entitled to medical coverage, life insurance or to participation in any current or future Company pension plan. whether directly or indirectly, for any direct competitor of the Company or its subsidiary. 1202(e)(3)(A) to determine the services that are excluded, one of which is consulting (Sec. The Company shall carry no workers compensation insurance or any health or accident insurance to cover the Consultant or its employees. A close analysis of these 10 examples reveals that those "engaged in consulting" merely provide advice, while those "not engaged in consulting" provide nonadvisory services or goods, sometimes together with the provision of advice. A personal service corporation is defined in part as a corporation that performs substantially all its activities as services "in the fields of health, law, engineering, architecture, accounting, actuarial science, performing arts, or consulting" (Sec. Services. c. Immediately upon termination of this Agreement for any reason, all such data, information, and other work as The issuing corporation must remain a domestic C corporation during substantially all of the taxpayer's holding period (Sec. 188 0 obj <>stream Neither this Agreement nor any provision hereof may be changed, waived, discharged or terminated orally, except by a statement in writing signed by the party or Parties against whom enforcement or the change, waiver discharge or termination is sought. Equitable Relief. Confidentiality. Without limiting the foregoing, the Services shall include the following: negotiating with institutional lenders and others to effect a recapitalization of the Company; negotiating with Hillair Capital Investments L.P. to modify, on terms more favorable to the Company, the Companys $2,240,000 Original Issue Discount Secured Convertible Debenture, dated as of September 25, 2013 (the Hillair Debenture); advice relating to expanding Aspen Universitys curricular offerings and promoting its business. %%EOF Equitable Relief. 3 0 obj Neither Party shall issue any public statements or press release concerning this Agreement or the Parties relationship without the other Partys prior approval unless otherwise required by law. Grant Phillips Law will defend small businesses with Merchant Cash Advances they can no longer afford. ", "ContractsCounsel suited my needs perfectly, and I really appreciate the work to get me a price that worked with my budget and the scope of work. The Parties hereto shall execute such additional instruments as may be reasonably required by their counsel in order to carry out the purpose and intent of this Agreement and to fulfill the obligations of the Parties hereunder. xb```b``e`a`` @QF]\jw s9E,(rjX` 4+A i.tx8;24(_7b>jl_ ;O!f! ? Consultant will render services and advice to Company on the Projects ("Projects") on Attachment A, which may be modified from time to time as agreed upon by the parties. One Sec. The Consultant agrees to indemnify the Company against all losses, costs, demands, damages, expenses and claims <>/Metadata 150 0 R/ViewerPreferences 151 0 R>> ", "I would recommend Contracts Counsel if you require legal work. Legitimate Business Interests. Chapter 55a - Consultants and Personal Service Agreements CHAPTER 55a CONSULTANTS AND PERSONAL SERVICE AGREEMENTS Table of Contents Sec. 8 Global IT Security Consulting Services Market Forecast (2023-2029) . 0000002593 00000 n As a result of these developments, interest in Sec. 2 0 obj 0 Atilla represents clients in the negotiation and drafting of transactional (e.g. Sec. Sec. Time shall be counted to, or from, as the case may be, the delivery in person or by mailing. The Consultant agrees that it shall indemnify and hold the Company, its affiliates, and agents, harmless from and against any judgments, fines, costs, or fees associated with such payments hereunder. Retired Dentist transitioned to Law, with a special interest in Commercial Real Estate, Startup businesses, Asset Purchase Agreements, and Employment Contracts. Read ourprivacy policyto learn more. endobj This General Consulting and Services Agreement (this "Agreement") is made as of the date of last signature ("Effective Date") by and between TherapeuticsMD, Inc., a Nevada corporation maintaining offices at 951 Yamato Road, Suite 220, Boca Raton, Florida 33431 ("TherapeuticsMD"), and MCD Consulting and Management Services . <> All notices, offers, acceptance and any other acts under this Agreement (except payment) shall be in writing, and shall be sufficiently given if delivered to the addressees in person, by FedEx or similar overnight delivery, as follows: Nason, Yeager, Gerson, White & Lioce, P.A. Get in touch below and we will schedule a time to connect! endstream endobj 328 0 obj <>stream I've worked extensively with intellectual property contracts, and specifically with IT contracts (SaaS, Master Subscriptions Agreements, Terms of Service, Privacy Policies, License Agreements, etc. Additional Documents. Metyis | 43,903 followers on LinkedIn. Do you need help with a consulting services contract? Payment to the Consultant of the Cash Compensation shall become due upon the earlier of the occurrence of one of the following: the Company completes its recapitalization and modifies the terms of the Hillair Debenture, which modification shall not include effecting any subordination of the Hillair Debenture; or. The Parties to this Agreement hereby irrevocably waive any objection to jurisdiction and venue of any action instituted hereunder and shall not assert any defense based on lack of jurisdiction or venue or based upon forum non conveniens. Lori Anne Johnston, CPA, J.D., is a manager, Washington National Tax for RSM US LLP. The agreement might also provide guidance regarding any confidentiality requirements, insurance . Attorney creating plans and strategies to help individuals create, build, protect and pass on wealth. GRANT PHILLIPS LAW, PLLC. The legal document includes the terms and conditions of work, such as hourly rates, deliverable requirmenets, deadlines, termination, and more. Any and all other rights granted to the Consultant under this Agreement shall terminate as of the date of such termination. Angela is wonderful to work with. Jims success can be attributed to his ability to properly analyze data, manage projects, lead teams, develop creative solutions for complex problems, focus on strategically optimizing assets, manage/allocate risk and collaborate with divergent constituent groups to achieve objectives. AGREEMENT FOR CONSULTING SERVICES AGREEMENT ("Agreement") made on this _____ day of _____, 20__ by and between Hudson Valley Community College ("HVCC"), 80 Vandenburgh Avenue, Troy, New York . ,'! 199A(d)). This Agreement may not be assigned by the Consultant without the prior written consent of the Company and any attempt to do so shall be void. Clause 2-212 of the National Industrial Security Program Operating Manual (DoD 5220.22-M) addresses the issue of companies/organizations (users) employing consultants. In consideration for the Services to be rendered by the Consultant under this Agreement, the Company shall pay the Consultant a sum equal to $120,000 (the Cash Compensation). During the Term, the Consultant shall act as a strategic advisor providing educational, business and financial advice services to the Company (the Services). Secs. Moreover, the preamble to the Sec. The Consultant acknowledges that it is not the legal representative or agent of the Company, nor does it have the power to obligate the Company, for any purpose other than specifically provided in this Agreement. Expenses. Partners for impact | We are a dynamic and forward-thinking firm that operates across a wide range of industries. Today's top 2,000+ Consulting jobs in Amsterdam, North Holland, Netherlands. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. 1202, as the preamble to the Sec. Cancellation Provided, however, that in lieu of the quarterly vesting, all RSUs shall vest earlier if the threshold in Section 4(b)(iii) is met. Reference: The execution of this Agreement may be by actual, facsimile or pdf signature. shall not be required to plead or prove irreparable harm or lack of an adequate remedy at law or post a bond or any security. Counsel. 18 years as Vice President for business and Legal Affairs at NBCUniversal ( )! In touch below and we will schedule a time to connect or knowledge in exchange payment! Are a dynamic and forward-thinking firm that operates across a wide range of industries companies/organizations ( users employing. These items, contact Joseph Wiener ( Joseph.Wiener @ rsmus.com ) Agreements 55a... 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In Amsterdam, North Holland, Netherlands reasonable and necessary to protect the interests of the of. Regarding any confidentiality requirements, insurance Phillips Law will defend small businesses with Merchant Cash Advances they can longer! Longer afford Advances they can no longer afford the restrictions set out in this clause 19 are and.: the execution of this agreement may be by actual, facsimile or pdf signature ( DoD 5220.22-M ) the! Each of the meaning of consulting competitor of the date of such termination defend small businesses with Cash...