Consulting Consideration Sample Clauses

Consulting Consideration. The Company shall provide to Consultant the consideration specified in Exhibit B hereto (the “Consulting Consideration”). For the avoidance of doubt, Consultant shall not be entitled to any other payment or consideration in exchange for the Services except as otherwise specified in Exhibit B.

Consulting Consideration. In consideration for M▇. ▇▇▇▇▇▇▇’▇ consulting services contemplated during the Consulting Period Insys agrees to provide the consulting services fees set forth on Exhibit A (the “Consulting Fees”). Notwithstanding any provision in this Agreement to the contrary, the consulting services are not intended to be and are not employment compensation. In addition, if any payment under this Agreement is determined to be subject to Section 409A, this Agreement shall be interpreted and administered such that such payments comply to the fullest extent possible with Section 409A of the Code. Each installment payment or other payment hereunder shall be considered a separate “payment” for purposes of Section 409A. Insys also agrees to reimburse M▇. ▇▇▇▇▇▇▇ for an amount equal to the employer portion of M▇. ▇▇▇▇▇▇▇’▇ COBRA premiums, in an amount not to exceed $1,448 in any given month or in the aggregate under this Agreement $17,376, for a period to commence on the date hereof and end upon the earlier of (A) twelve months or (B) the date that M▇. ▇▇▇▇▇▇▇ obtains employment (not including employment from a temporary placement agency). The COBRA premiums shall be reimbursed to M▇. ▇▇▇▇▇▇▇ within 30 days upon him presenting to Insys reasonable documentary evidence of proof of payment of such premium(s), unless disputed by Insys in writing. M▇. ▇▇▇▇▇▇▇ acknowledges and agrees that he is solely responsible for obtaining his COBRA benefits and for making payments to obtain such COBRA benefits (and paying for any applicable taxes and fees related to payments from Insys) and the obligations of Insys are solely reimbursement obligations.

Consulting Consideration. The Company shall pay the Consultant a monthly consulting fee equal to $15,000, which shall be paid on the last day of each month for which the Consultant is providing Transition Services, until the earlier of the Expiration Date or termination of this Consulting Agreement (the “Transition Services Fee”). In addition, Consultant shall continue to vest under all outstanding and unvested awards granted Consultant under the ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ 2017 Stock Incentive Plan and the applicable award agreements through the Expiration Date (as defined below) or such earlier date as this Consulting Agreement may be terminated pursuant to Section 5 below. Under no circumstances will Consultant be eligible for any continued vesting credit for the period between February 4, 2025 and April 5, 2025 unless Consultant timely executes and does not revoke the Reaffirmation attached hereto as Exhibit B.

Consulting Consideration. 2.1 The Company shall pay the Consultant a monthly consulting fee equal to $10,000, for each month in which the Consultant is providing Consulting Services, until the earlier of the Expiration Date or termination of this Consulting Agreement. Such consulting fee shall be payable monthly in arrears on the last day of each month or as otherwise agreed between the parties. Additionally, Consultant will receive the remainder of Consultant’s 2023 annual bonus and continuation of medical, dental and vision benefits through the Expiration Date. The Company shall reimburse Consultant for reasonable, necessary and documented business expenses incurred by the Consultant in connection with providing the Consulting Services, provided that such expenses must be consistent with Company policies applicable to reimbursement of business expenses. 2.2 Consultant acknowledges that Consultant will receive an IRS Form 1099 from the Company and Consultant will be solely responsible for all federal, state, and local taxes with respect to the payments and benefits provided hereunder. 2.3 The parties further affirm that Consultant’s right to any restricted stock units scheduled to vest after Resignation Effective Date shall continue according to existing vesting schedule. 2.4 The parties further agree that the monthly consulting fee is reasonable and at fair market value. The Parties acknowledge that the Company may be required to publicly disclose certain terms of this Consulting Agreement including the identity of Consultant, the nature of the Consulting Services performed and any payment or other transfer of value provided to Consultant under this Agreement.

Consulting Consideration. As sole consideration for CONSULTANT’s performance of the Services, ACCURAY shall provide CONSULTANT with an hourly rate of $375 for each hour of Services rendered during the Term. Undisputed invoices from CONSULTANT will be paid within ten (10) days following ACCURAY’s receipt thereof.

Consulting Consideration. 3.1. During the term of this Agreement, the Company shall pay to the Consultant Success Fee in the amount of 3.0% (the “Fee”) on any amount actually invested in the Company by investors introduced by the Consultant or on licensing and M&A transaction between the company and a party pre-approved by the Company (in writing) and introduced by the Consultant following pre-approval by the Company (“Commissionable Transactions”). For pre approved investors that will participate in the IPO, the parties will discuss a different fee arrangement. The Fee constitutes full compensation to the Consultant for all Services provided by the Consultant and all charges, costs and expenses incurred by the Consultant on behalf of the Company in providing the Services on the terms set forth herein. 3.2. The Fee shall be payable within 30 days of the closing of the relevant financing transaction and upon reception of a lawful invoice from the Consultant. 3.3. If applicable, VAT will be added to the Fee and the Consultant will provide a proper VAT receipt against payment. 3.4. All income tax and other taxes in respect of the Fee and any other compensation payable pursuant to this Agreement, including the grant or exercise of the share option granted pursuant to this Agreement and the payment for, or disposition of the shares covered thereby, shall be borne solely by the Consultant. Notwithstanding the aforesaid, the Company may withhold taxes, at the rate provided by law, unless the Consultant presents to the Company a certificate from the relevant tax authority for an exemption or reduced rate. Without derogating from the generality of the above, the Consultant hereby warrants that it is fully aware that it is responsible to pay all taxes, social benefits, national insurance payments and any other payments required by law due on its income under this Agreement.

Consulting Consideration. (a) AMOUNT PAYABLE UPON AN ACQUISITION. Consulting Consideration shall be determined as provided in Section 3(b), and shall be paid when due twenty five (25%) percent in cash and seventy five percent (75%) in Warrants as provided in Section 3(c). The Consulting Consideration as so determined shall be deemed earned, and paid promptly following, the closing of each Acquisition or with respect to an Option, upon the execution of a definitive document for the Option.

Consulting Consideration. In consideration for the performance of the Consulting Services, Consultant shall receive the consideration set forth on the Consulting Services Schedule (“Consulting Consideration”).

Consulting Consideration. As payment and consideration for the Services to be provided and promises made herein by CONSULTANT, ACCURAY agrees to pay for CONSULTANT’s ongoing coverage under Accuray’s Directors and Officer’s insurance policies for so long as CONSULTANT remains as an officer or director of ACCURAY or any of its affiliate entities. CONSULTANT shall not receive any cash compensation but shall receive continued vesting of equity as detailed in subsection B below (“Consulting Fee”) for the Services.