consulting services agreement 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. A trade or business is "qualified" for this purpose if it does not consist of "performing services as an employee" and is not a "specified service trade or business" (Sec. Practicing and licensed in NY, NJ & Fl with focus on small businesses across the country that are stuck in predatory commercial loans. Ms. Carrington is a graduate of Johns Hopkins University with a B.A. ", "ContractsCounsel came through in a big way for my start up. in International Relations. 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. By Type (20) One-Page Accounting Architect Bookkeeping Business Construction Design Educational For purposes of this Agreement, the following will not constitute Confidential Information (i) information which is or subsequently becomes generally available to the public through no act or omission of the Consultant, (ii) information set forth in the written records of the Consultant prior to disclosure to the Consultant by or on behalf of the Company, which information is given to the Company in writing as of or prior to the date of this Agreement, and (iii) information which is lawfully obtained by the Consultant in writing from a third party (excluding any affiliates of the Consultant) who was legally entitled to disclose the information. 199A(d)). Additional Documents. The Sec. BUSINESS CONSULTING SERVICES AGREEMENT. Entire Agreement. 0000006891 00000 n Nothing herein shall be deemed to preclude Company from retaining the Services of other persons or entities undertaking the same or endstream endobj 327 0 obj <>stream All rights reserved. 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. However, because the client orders the equipment through the company and pays the company based on the number of orders made, the temporary regulations held that the company is not "engaged in consulting" (Temp. The Consultant Term. 1202 requirement is that the corporation must constitute a "qualified trade or business," which includes all trades or businesses other than the types explicitly excluded in Sec. 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). Equitable Relief. 0000002593 00000 n master service, purchase and sale, license, IP, and SaaS agreements) and corporate (e.g. cereal products, toaster pastries, cereal bars, granola bars, crispy. This Agreement endstream endobj 187 0 obj <>/Size 175/Type/XRef>>stream 1202, as the preamble to the Sec. An independent contractor agreement is a contract between a freelancer and a company or client outlining the specifics of their work together. Confidentiality. <> Atlanta Consulting Services Contract Lawyers, Austin Consulting Services Contract Lawyers, Boston Consulting Services Contract Lawyers, Chicago Consulting Services Contract Lawyers, Dallas Consulting Services Contract Lawyers, Denver Consulting Services Contract Lawyers, Fort Lauderdale Consulting Services Contract Lawyers, Houston Consulting Services Contract Lawyers, Las Vegas Consulting Services Contract Lawyers, Los Angeles Consulting Services Contract Lawyers, Memphis Consulting Services Contract Lawyers, Miami Consulting Services Contract Lawyers, New York Consulting Services Contract Lawyers, Oklahoma City Consulting Services Contract Lawyers, Orlando Consulting Services Contract Lawyers, Philadelphia Consulting Services Contract Lawyers, Phoenix Consulting Services Contract Lawyers, Richmond Consulting Services Contract Lawyers, Salt Lake City Consulting Services Contract Lawyers, San Antonio Consulting Services Contract Lawyers, San Diego Consulting Services Contract Lawyers, San Francisco Consulting Services Contract Lawyers, Seattle Consulting Services Contract Lawyers, Tampa Consulting Services Contract Lawyers. I am looking to further gain legal experience in these fields of law as well as expand my legal experience assisting business start ups, mergers and acquisitions and also trademark registration and licensing. 4.3.1 Company represents that it has the requisite expertise, ability, and legal right to render the services contemplated by this Agreement and/or any executed MSP Agreement or SOW. Consultant further acknowledges that he is responsible for his own taxation affairs and for the payment of any taxation due in respect of the payment to the Consultant in connection with The Law Office of George K. Fuiaxis, from the very beginning in 2002, has built a reputation with its clients as an unmatched, diligent, hands on law practice that is always on duty to find the best course of action for its clients. Counterparts. Company. Provided, however, that in lieu of the quarterly vesting, all RSUs shall vest earlier if the threshold in Section 4(b)(iii) is met. 1202. Services. Corporate counsel with years of in-house experience working with and reporting to board / executive-level and upper management, along with extensive regional / national law firm background in commercial transactions and contracts, complex commercial litigation, and employment matters. 1202 does not define the term, and authorities under Sec. Clara then worked as in-house counsel to a large financial services company, handling intellectual property, vendor contracts, technology, privacy, cybersecurity, licensing, marketing, and otherwise supporting general operations. Sections 7, 8 and 12 through 18 shall survive termination . ?eIvKu-ifElh9@+ h5:|*tP~xn~[xq.x;aC6C~z`;3wMx#8?E}6EYej;m%rU N In addition to any compensation received under this Section 4, the Company shall reimburse the Consultant for all reasonable travel, lodging, meals, and other prior approved out-of-pocket expenses incurred or paid by the Consultant in connection with the performance of its Services under this Agreement; provided, however, any such expenses over $250 shall be approved by the Company in writing in advance. The Consultant agrees to indemnify the Company against all losses, costs, demands, damages, expenses and claims *Z[lZZ :$|ywZUU@`G7}SnRF*W)C.?~WA%sa)\3Qej) UJtzLU 'Consulting' as used in Secs. Are these regulations appropriate sources of guidance? the Company raises, subsequent to the Effective Date, at least $3 million of gross proceeds in a public or private equity offering. The Confidential Information shall be held by the Consultant in the strictest confidence and shall not, without the prior written consent of the Company, be disclosed to any person other than in connection with the Consultants Services to the Company. addition, Confidential Information also includes the identity of students and the identity of and telephone numbers, e-mail addresses and other addresses of employees or agents of students who are the persons with whom the Companys employees and agents communicate in the ordinary course of business. Below is a list of common sections included in Agreements For Consulting Services. Plan for active defense against security threats - Ransomware, DDoS, Phishing, malware. 0000001512 00000 n 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. 199A regulations adopt the same terms used in the Sec. Non-Disclosure of Confidential Information, Employment Contract Review: Costs, What To Expect. Sections 7, 8 and 12 through 18 shall survive termination of this Agreement. Exclusive Jurisdiction and Venue. Notwithstanding the foregoing, Andrew Kaplan, while serving on the Companys Board of Directors, shall be eligible for any and all benefits provided by the Company to its directors. I ended up finding someone who was a great fit for what I needed. A consulting agreement is a document that outlines what you, working as an independent contractor, can help a client business achieve. 1202 exclusion. 1202(e)(3)(A) tracks the interpretation provided under Sec. Sec. 2 0 obj 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. The Company and the Consultant recognize that the Services to be rendered under this Agreement by the Consultant are special, unique and of extraordinary character, and that in the event of the breach by the Consultant of the terms and conditions of this. All other expenditures shall be the sole responsibility of the Consultant. She is admitted to practice in Massachusetts and New York. Consultant shall fully comply with all of the Companys working and safety rules, working hours and holiday For gain on the sale of stock acquired after Sept. 27, 2010, 100% of the gain recognized generally is excluded from gross income. Survival. The Consultants Services shall be performed on a non-exclusive basis, but may not be performed during the Term. The Consultant recognizes that the Company has legitimate business interests to protect and as a consequence, the Consultant agrees to the restrictions contained in this Agreement because they further the Companys legitimate business interests. h_k0[F %4hdmvliPu>w=_1E04%D yF HDu VU>;5#G?lU?0_H~.m~<>@It]1Oiq+:1 NanIsn-'V7mMY,]}!N7(_o,,_3_WnxYZ-]][{ 199A(d)(2)(A)). from the University of Notre Dame. 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. These legal documents are important for making sure you have a successful engagement with a consultant you may hire. Sections 7, 8 and 12 through 18 shall survive termination of this Agreement. With a supreme pledge of exceptional service to its clients in the areas of Real Estate (Commercial & Residential), Loan Modifications, Intellectual Property, Corporate Law & Business Transactions, Wills, Trusts & Estates, the Law Office of George K. Fuiaxis creates solutions for the many faceted problems faced by its clients. Consultant shall not use time, materials, or equipment of the Company without the prior written consent of the Company. Non-Disclosure of Confidential Information. What is the meaning of consulting for purposes of this provision? In. If any provision of this Agreement otherwise is deemed to be invalid or unenforceable or is prohibited by the laws of the state or jurisdiction where it is to be performed, this Agreement shall be considered divisible as to such provision and such provision shall be inoperative in such state or jurisdiction and shall not be part of the consideration moving from either of the Parties to the other. Cash Compensation. Consultant Agreement. 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. 3. onsultant's services under this Agreement shall commence on _____, 20___ and end one calendar year from this commencement date, unless renewed by mutual written agreement of the parties hereto prior to the termination The relationship between users and ContractsCounsel are not protected as attorney-client privilege or as legal work product. I love to help dentists and physicians with legal issues pertaining to licensing, credentialing, employment, and general business-legal questions. One Sec. 2. the Company raises, subsequent to the Effective Date, at least $3 million of gross proceeds in a public or private equity offering. Agreement or if the Consultant shall cease to provide the Services to the Company for any reason and take any action in violation of Section 7, the Company shall be entitled to institute and prosecute proceedings in any court of competent jurisdiction to enjoin the Consultant from breaching the provisions of Section 7. 1.448-1T(e)(4)(iv)(B), Example (6)). % Can a new employer ask for my last pay stub? . During the Term, the Consultant shall act as a strategic advisor providing educational, business and financial advice services to the Company (the Services). Contract law varies widely by jurisdiction. startxref Do you need help with a consulting services contract? marshmallow squares, cookies, crackers, or any other grain-based convenience food or any other product which the Company manufactures, distributes, sells or markets during the term of this In that example, it appears the advice provided is treated as ancillary to the product that is delivered. proprietary and then only to those who have agreed to accept the same obligation of confidentiality and non-use as Consultant; Accordingly, Consultant and Company each acknowledge and agree that Consultant will not be treated as an employee for purposes of any Using the temporary Sec. One of the excluded business types is consulting. The Consultant shall use its best efforts to perform the Services pursuant to this Agreement competently, carefully, faithfully and shall devote sufficient time and energies necessary to perform the Services. Survival. Notwithstanding the preceding, in the event of a violation by the Consultant of Section 7, the Company may terminate this Agreement immediately upon written notice to the Consultant. I am a software developer turned lawyer with 7+ years of experience drafting, reviewing, and negotiating SaaS agreements, as well as other technology agreements. For the avoidance of doubt, a direct competitor shall be deemed to be any online university or Internet-based postsecondary education company or the providing of any services to a college or university relating to online education. Today, Atilla's practice spans all corporate matters for clients in Colorado and the District of Columbia. howsoever incurred by the Company in relation to the taxation treatment of the payments made under this Agreement or as a result of the breach by the Consultant of any of the terms of this Agreement. For purposes of this paragraph, the term Products shall mean ready-to-eat The Consultant further acknowledges that such Confidential Information as is acquired and used by the Company is a special, valuable and unique asset. Tax Section membership will help you stay up to date and make your practice more efficient. x-!H]dk38g6[SDYBR|@Ra This Business Consulting Services Agreement (the Agreement) is entered into effective as of May 29, 2014 (the Effective Date) by and between Aspen Group, Inc., a Delaware corporation (the Company) and AEK Consulting LLC, a New Jersey limited liability company (the Consultant). The remaining provisions of this Agreement shall be valid and binding and of like effect as though such provisions were not included. Consultant has the right to refuse to accept any new Projects proposed by Company. Notwithstanding the foregoing, Andrew Kaplan, while serving on the Companys Board of Directors, shall be eligible for any and all benefits provided by the Company to its directors. 354 0 obj <>stream Provided, however, if there is a Change of Control of the Company as defined by the 2012 Equity Incentive Plan, all RSUs shall immediately vest. 1.448-1T(e)(4)(iv)(A)). Independent Contractor Relationship; Appointment to Board of Directors. IN WITNESS WHEREOF, Company and Consultant have duly executed and delivered this Agreement endstream endobj 176 0 obj <>/Metadata 17 0 R/PieceInfo<>>>/Pages 16 0 R/PageLayout/OneColumn/OCProperties<>/OCGs[177 0 R]>>/StructTreeRoot 19 0 R/Type/Catalog/LastModified(D:20110707141218)/PageLabels 14 0 R>> endobj 177 0 obj <. All records, files, materials and other Confidential Information obtained by the Consultant in the course of its Services to the Company are confidential and proprietary and shall remain the exclusive property of the Company or its students, as the case may be. The amount of gain a taxpayer is eligible to exclude is subject to a limitation, generally, the greater of: (1) $10 million for all of the taxpayer's QSBS issued by the corporation; or (2) 10 times the aggregate adjusted bases of the corporation's QSBS disposed of by the taxpayer in the tax year (Sec. The U.S. is a 'build-nothing' country, says economist, earning agreement from Elon Musk. We will be in touch shortly! Address and Telephone Number of Agent for Service of Process) If any of the Securities being registered on this Form S-8 are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of . For purposes of this Agreement, the following will not constitute Confidential Information (i) information which is or subsequently becomes generally available to the public through no act or omission of the Consultant, (ii) information set forth in the written records of the Consultant prior to disclosure to the Consultant by or on behalf of the Company, which information is given to the Company in writing as of or prior to the date of this Agreement, and (iii) information which is lawfully obtained by the Consultant in writing from a third party (excluding any affiliates of the Consultant) who was legally entitled to disclose the information. ARTICLE 2 - SERVICES 2.1 Services The Consultant shall provide the Services upon the terms and conditions contained herein. <<020A4B10CA3C99488011D47AD4C5A3B5>]>> Recognized for creating policies and practices to address ethical dilemmas and resolving misconduct. Definitions. GENERAL CONSULTING AND SERVICES AGREEMENT . 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