He is a seasoned negotiator who has been involved in negotiations as complex as the Olympic Games. Due-diligence services on behalf of prospective buyers of target companies; Real property appraisals for property tax purposes; Business expansion advice and proposal writing. All relationships between business users and the independent lawyers featured on this website will be governed by the individual engagement letters provided by each lawyer. Regarding consulting specifically, some guidance or analytical principle is necessary to delineate the parameters of the term prior to applying that delineation to the facts and circumstances of a particular case. Ms. Carrington is a graduate of Johns Hopkins University with a B.A. 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 . 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. 1.199A-5(a)(1)). The RSUs shall be delivered on the earlier of (i) November 30, 2015, (ii) a Change of Control of the Company, or (iii) if the average closing price of the Companys Common Stock is at least $0.50 over a 10 trading day period (subject to adjustment for stock splits, combinations and similar events). All claims relating to or arising out of this Agreement, or the breach thereof, whether sounding in contract, tort, or otherwise, shall also be governed by the laws of the State of New York without regard to choice of law considerations. the Company raises, subsequent to the Effective Date, at least $3 million of gross proceeds in a public or private equity offering. In accordance with Paragraph 2-212 of the "National Industrial Security Program Operating Manual," DoD 5220.2-M, we certify that (Insert Name of Using Contractor Facility) has entered into an agreement whereby (Insert Name of Consultant) will provide services requiring access to (Insert Confidential, Secret, or Top Secret) information. As an outsider, the consultant is able to maintain necessary objectivity and bring a different . Security Exchange Commission - Edgar Database, EX-10.1 2 dex101.htm CONSULTING AGREEMENT, ViewedSeptember 21, 2021, View Source on SEC. Following law school, Atilla practiced international trade law at the Executive Office of the President, Office of the United States Trade Representative, where his practice spanned economic sanctions enacted against goods originating in the Peoples Republic of China valued at $500 billion. ?eIvKu-ifElh9@+ h5:|*tP~xn~[xq.x;aC6C~z`;3wMx#8?E}6EYej;m%rU N Equity Compensation. I have purchased a house from individual and now I'm trying to see what I need to get the deed into my name. 448 temporary regulations. the Company raises, subsequent to the Effective Date, at least $3 million of gross proceeds in a public or private equity offering. If youre looking for a modern way for your small business to meet legal needs, I cant recommend them enough! Securely pay to start working with the lawyer you select. 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. 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 $2,240,000 Original Issue Discount Secured Convertible Debenture, dated as of September 25, 2013 (the Hillair Debenture); advice relating to expanding Aspen Universitys curricular offerings and promoting its business. Work with security vendors and service providers to ensure that services are delivered. All records, files, materials and other Confidential Information obtained by the Consultant in the course of its Services to the Company are confidential and proprietary and shall remain the exclusive property of the Company or its students, as the case may be. The remaining provisions of this Agreement shall be valid and binding and of like effect as though such provisions were not included. 199A(d)(2)(A)). On request from the Company, the Consultant shall provide evidence, satisfactory to the Company, of the existence or, as the case may be, the renewal of the insurance. Those nonadvisory services include transaction execution, personnel and hiring assistance, and advertising. Survival. What is the meaning of consulting for purposes of this provision? Thanks for submitting. IT Security Analyst in Seattle, WA! Leverage your professional network, and get hired. %PDF-1.4 % . By this Agreement, Client retains Coordinated Capital Securities, Inc., hereinafter referred to as "CCS", a SEC registered investment adviser to provide retirement plan consulting services on a nondiscretionary basis, to Client. y~$nf/_H)"KE=z)w5(.wo_h.i8jz(b>i00-7ze|Sj,r >|k->rV(0#L/Rq8>`z^8>7x St., stream 1202(e)(3), would refer to the provision of advice and counsel that do not complement other services provided. 0000002915 00000 n My career interests are to practice Transactional Corporate Law, including Business Start Up, and Mergers and Acquisitions, as well as Real Estate Law, Estate Planning Law, and Intellectual Property Law. Section and Paragraph Headings. This legal contract usually includes information regarding the scope of the work, payment, and deadlines. 4 0 obj The regulations state further that "consulting does not include the performance of consulting services embedded in, or ancillary to, the sale of goods or performance of services on behalf of a trade or business that is otherwise not an SSTB if there is no separate payment for the consulting services" (Regs. The office represents several various clients, including well known lending institutions, foreign and domestic corporations, sellers and buyers of residential and commercial real estate, residential and commercial landlords and tenants, well known restaurant and business owners, automobile dealerships, airline companies, well known fashion, sports and entertainment industry individuals and corporations, information technology (IT) startups and well known IT companies. This Agreement shall be construed in accordance with the laws of the State of Oklahoma (without regard to the legislative or judicial conflict of laws rules of any state), except to the extent superseded by Federal law. 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. The Consultant acknowledges that it is an independent contractor and that no employee of the Consultant shall be considered an employee of the Company. One Sec. 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. 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. 341 0 obj <>/Filter/FlateDecode/ID[<9CDEF72EF4370145B19341F405E4A0A3>]/Index[323 32]/Info 322 0 R/Length 91/Prev 401856/Root 324 0 R/Size 355/Type/XRef/W[1 3 1]>>stream Secretary of Office of Policy and Management to establish standards. Get helpful updates on where life and legal meet. Confidential Information. 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 . 1202(e)(3). Prior Approval. 199A(d)(2)(A)). Below is a list of common sections included in Consulting Services Contracts. Clients Rate Lawyers on our Platform 4.9/5 Stars. 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 She's very professional and responsive. 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. 0000006891 00000 n 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. I ended up finding someone who was a great fit for what I needed. With our multidisciplinary teams, we create . Practicing and licensed in NY, NJ & Fl with focus on small businesses across the country that are stuck in predatory commercial loans. The temporary regulations provide 10 examples that illustrate what does and does not constitute "the provision of advice and counsel." All other expenditures shall be the sole responsibility of the Consultant. The Law Office of David Watson, LLC provides comprehensive and individualized estate-planning services for all stages and phases of life. Receive flat-fee bids from lawyers in our marketplace to compare. Another provision that uses the term "consulting" is Sec. It was easy to work with Contracts Counsel to submit a bid and compare the lawyers on their experience and cost. natural person or any other entity engaged in the manufacture, distribution, sale or marketing of any products in competition with the Companys Products. restricted stock transfers, stock options plans, convertible notes/SAFE/SAFT agreements, bylaws/operating agreements, loan agreements, personal guarantees, and security agreements) contracts, in-house documents (e.g. %PDF-1.3 All relationships between business users and the independent lawyers featured on this website will be governed by the individual engagement letters provided by each lawyer. IN WITNESS WHEREOF, the Company and the Consultant have executed this Agreement as of the date written above. Atilla represents clients in the negotiation and drafting of transactional (e.g. 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). In florida, 70 employees at my business they lay off 10 and give severance to 8 out of the ten, myself 5 year employee and a 2 month employeee and both are sales others are operation, do have rights to get the same severance? Any and all other rights granted to the Consultant under this Agreement shall terminate as of the date of such termination. Additional Documents. The Consultant further acknowledges that such Confidential Information as is acquired and used by the Company is a special, valuable and unique asset. That Consultant will only disclose Confidential Information to employees, agents or Subcontractors of Consultant who have a. need to know such information in order to carry out Consultants responsibilities hereunder, and only then to those who have been advised that such information is confidential and Not only is their service more convenient and time-efficient than visiting brick and mortar offices, but its more affordable tooand Ive been universally impressed by the quality of talent provided. Confidential Information includes, but is not limited to, trade secrets as defined by the common law and statutes in New York or any future New York statute, processes, policies, procedures, techniques including recruiting techniques, designs, drawings, know-how, show-how, technical information, specifications, computer software and source code, information and data relating to the development, research, testing, costs, marketing and uses of the Companys products and services, the Companys budgets and strategic plans, and the identity and special needs of students, databases, data, all technology relating to the Companys businesses, systems, methods of operation, student lists, student information, solicitation leads, marketing and advertising materials, methods and manuals and forms, all of which pertain to the activities or operations of the Company, names, home addresses and all telephone numbers and e-mail addresses of the Companys employees, former employees, clients and former clients. 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. 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. Temporary regulations under Sec. 0000001323 00000 n A number of issues arise in determining whether, and to what extent, corporate stock qualifies for the Sec. Entire Agreement. The execution of this Agreement may be by actual, facsimile or pdf signature. <<020A4B10CA3C99488011D47AD4C5A3B5>]>> Consultant Agreement. By Type (20) One-Page Accounting Architect Bookkeeping Business Construction Design Educational 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. Clients Rate Lawyers on our Platform 4.9/5 Stars. A consulting agreement is used between a client and a consultant who provides professional services, advice, or knowledge in exchange for payment. 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. Written procedures by state agencies for implementing standards. 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). We will be in touch shortly! Expenses. 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. Survival. The Company hereby engages and retains the Consultant and the Consultant hereby agrees to render services upon the terms and conditions hereinafter set forth. 199A. ", "This was an easy way to find an attorney to help me with a contract quickly. Post a projectin ContractsCounsel's marketplace to get free bids from lawyers to draft, review, or negotiate consulting services contracts. The issuing corporation must remain a domestic C corporation during substantially all of the taxpayer's holding period (Sec. 9847). All claims relating to or arising out of this Agreement, or the breach thereof, whether sounding in contract, tort, or otherwise, shall also be governed by the laws of the State of New York without regard to choice of law considerations. 4-206 to 4-209. 179D energy-efficient commercial buildings deduction, IRS provides guidance on perfecting S elections and QSub elections. 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. Non-Disclosure of Confidential Information. Keidi S. Carrington brings a wealth of legal knowledge and business experience in the financial services area with a particular focus on investment management. endstream endobj 327 0 obj <>stream 1202 has increased. %%EOF She took the time to make sure I understood the contract she created for me. Confidentiality. %PDF-1.7 1202 (e) (3). 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. 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