consulting services agreement sec

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. Regs. Their platform put me in touch with the right lawyers for my industry and the team was as responsive as humanly possible during the whole process. The firm specializes in representing business owners with Merchant Cash Advances or Factoring Arrangments they can no longer afford. Equitable Relief. xSn0>!I$}@`IAE43c{m.U7)D!k2'vS%{*'yT'l `Jvb[4Gz2WY->TTe!+T%ZL Can a new employer ask for my last pay stub? %PDF-1.3 In that example, it appears the advice provided is treated as ancillary to the product that is delivered. 165(g)(3), Recent changes to the Sec. Atilla Z. Baksay is a Colorado-based attorney practicing transactional and corporate law as well as securities regulation. The Company shall not pay contributions to social security, unemployment insurance, federal or state withholding taxes, nor provide any other contributions or benefits, which might be expected in an employer-employee relationship. :]2>$)Z. Consulting Agreement Template. She earned her Juris Doctorate from New England Law | Boston and her LL.M. Consultant shall fully comply with all of the Companys working and safety rules, working hours and holiday ARTICLE 2 - SERVICES 2.1 Services The Consultant shall provide the Services upon the terms and conditions contained herein. Do you need help with an agreement for consulting services? The U.S. is a 'build-nothing' country, says economist, earning agreement from Elon Musk. 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. The Consultant agrees to indemnify the Company against all losses, costs, demands, damages, expenses and claims I have purchased a house from individual and now I'm trying to see what I need to get the deed into my name. Hiring a lawyer on ContractsCounsel is easy, transparent and affordable. 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Jim Slattery most recently served as General Counsel at Regional News Network, a large owner of broadcast television stations. The division of this Agreement into Articles and Sections and the headings of any Articles or Sections are for convenience of reference only and shall not affect the construction or interpretation of this Agreement. Use LawDepot's Consulting Agreement template to create a custom document that suits a client's specific needs. 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. as of the day first written above. I am a partner at Freeman Lovell PLLC, where I lead commercial contracts practice group. 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. We will be in touch shortly! %%EOF 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. Agreement Term This agreement will commence on agreement start date and will continue for a period of agreement months. I handle everything from their Mergers & Acquisitions, Private Placement Memorandums, and Articles of Amendment to Intellectual Property Assignments, to Employment Law and Beach of Contract settlements. The issuing corporation must remain a domestic C corporation during substantially all of the taxpayer's holding period (Sec. One Sec. Notices and Addresses. 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. Sec. :~ _~2ICM_vOfW5855>>oO:KyS|ucqs_N;xO;X[^uW_Vo+z_&c 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). Consultant will perform those services described in the Statement of Work and by reference incorporated herein. The Consultant shall exercise all due and diligence precautions to protect the integrity of the Companys Confidential Information and to keep it confidential whether it is in written form, on electronic media or oral. Get helpful updates on where life and legal meet. 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. 0000001008 00000 n Equity Compensation. 448. 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. 199A, enacted in 2017, permits an individual (or other noncorporate taxpayer) a deduction of up to 20% of income from a qualified trade or business (Sec. This Business Consulting Services Agreement (the "Agreement") is entered into effective as of May 29, . Expenses. 448 and 199A. Leverage your professional network, and get hired. 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. 9847). All taxes, withholding and the like on any and all amounts paid under this Agreement shall be the Consultants responsibility. 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. Retired Dentist transitioned to Law, with a special interest in Commercial Real Estate, Startup businesses, Asset Purchase Agreements, and Employment Contracts. startxref One of the excluded business types is consulting. 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? This Agreement A good consulting services contract will detail items such as the length of time the engagement will last for, what materials are being provided by each party, how disputes will be handled in case they arise during the course of work under the agreement, and more. 'Consulting' as used in Secs. 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. This article discusses the history of the deduction of business meal expenses and the new rules under the TCJA and the regulations and provides a framework for documenting and substantiating the deduction. Equity Compensation. have agreed to enter into this consulting agreement under the terms of which Penner, under the auspices of Consultant, shall provide certain consulting services for a period of at least two years. 1 0 obj Preservation of Company Confidential Information, Surrender of Material upon Termination of Agreement, Consultants Representations/Warranties and Covenants, Employment Contract Review: Costs, What To Expect. Cash Compensation. Sections 7, 8 and 12 through 18 shall survive termination of this Agreement. Advice that culminates in the delivery of a product or nonadvisory service is thus merely an initial step in the delivery of the product or performance of the service and is not independently treated as consulting. Security Exchange Commission - Edgar Database, EX-10.1 2 dex101.htm CONSULTING AGREEMENT, ViewedSeptember 21, 2021, View Source on SEC. The rights and obligations of the Company under this Agreement shall inure to the benefit of and be binding upon the successors and assigns of the Company. Get in touch below and we will schedule a time to connect! IN WITNESS WHEREOF, the Company and the Consultant have executed this Agreement as of the date written above. Can a new employer ask for my last pay stub? 1202(e)(3), generally incorporates a modified version of the Sec. 3 0 obj These sections are linked to the below sample agreement for you to explore. It appears appropriate to use the Sec. 4-205. A consulting agreement is a document that outlines what you, working as an independent contractor, can help a client business achieve. Founder and owner of Grant Phillips Law.. 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. How much does it cost to draft a contract? similar services as those undertaken by Consultant hereunder or from independently developing or acquiring materials or programs that are similar to, or competitive with, the services. % 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. 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). See more at www.grantphillipslaw.com, "ContractsCounsel puts on-demand legal services in the cloud. 199A. 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. 0000002291 00000 n x-!H]dk38g6[SDYBR|@Ra whether directly or indirectly, for any direct competitor of the Company or its subsidiary. Section and Paragraph Headings. Thanks for submitting. As an outsider, the consultant is able to maintain necessary objectivity and bring a different . Provided further that if on an applicable vesting date clause (x) has not been met but clause (y) is met within the 18 month term, the earlier three month service provisions shall be deemed to have been met. endobj Practicing and licensed in NY, NJ & Fl with focus on small businesses across the country that are stuck in predatory commercial loans. Thanks for submitting. 448 states that a C corporation may not use the cash method of accounting unless it falls under one of several exceptions, one of which is qualification as a personal service corporation. And for convenience and transparency, many estate-planning services are provided at a flat rate. 1.199A-5(a)(1)). All lawyers are vetted by our team and peer reviewed by our customers for you to explore before hiring. This CONSULTING AGREEMENT is made and entered into the "Effective Date" between the "Consultant" both as outlined in Exhibit A and The OWASP Foundation (the "Company") a 501c (3) charity with its principal place of business at 1200-C Agora Drive #232, Bel Air, MD 21014. Attorney creating plans and strategies to help individuals create, build, protect and pass on wealth. However, it may not be appropriate to rely on the Sec. Any and all other rights granted to the Consultant under this Agreement shall terminate as of the date of such termination. Why do attorneys keep turning me down for my case? Company. 1202 exclusion. For additional information about these items, contact Joseph Wiener (Joseph.Wiener@rsmus.com) and Stefan Gottschalk (Stefan.Gottschalk@rsmus.com). Dont get lost in the fog of legislative changes, developing tax issues, and newly evolving tax planning strategies. understands his responsibilities with respect to the payment of these taxes. I am currently licensed in Arizona and Pennsylvania, after having moved to Phoenix in September 2019. 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. 1202(c)(2)(A)). 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. I have purchased a house from individual and now I'm trying to see what I need to get the deed into my name. 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. 199A. Confidentiality. Survival. If a. consultant is to access classified information (i.e. in International Relations. If any restriction set forth in this Agreement is deemed unreasonable in scope, it is the Parties intent that it shall be construed in such a manner as to impose only those restrictions that are reasonable in light of the circumstances and as are necessary to assure the Company the benefits of this Agreement. c. Immediately upon termination of this Agreement for any reason, all such data, information, and other work as Services. 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. 0000001747 00000 n An independent contractor agreement is a contract between a freelancer and a company or client outlining the specifics of their work together. Partners for impact | We are a dynamic and forward-thinking firm that operates across a wide range of industries. 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 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. Exhibit 10.2 . Independent Contractor Relationship; Appointment to Board of Directors. 199A(d)). During the Term, the Consultant shall act as a strategic advisor providing educational, business and financial advice services to the Company (the Services). 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. U.S. is a document that outlines what you, working as an independent contractor Relationship Appointment! Treated as ancillary to the below sample agreement for you to explore before hiring such data, information and. ( e ) ( 2 ) ( 3 ), generally incorporates a version. 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A dynamic and forward-thinking firm that operates across a wide range of.! Viewedseptember 21, 2021, View Source on Sec, can help a client business achieve One of the written... It cost to draft a contract her LL.M a partner at Freeman Lovell PLLC, where i lead contracts. & quot ; ) is entered into effective as of May 29, Arrangments they can longer. Practicing transactional and corporate law as well as securities regulation estate-planning services are at! And affordable help a client business achieve corporation must remain a domestic C corporation during substantially all of Sec! To maintain necessary objectivity and bring a different we will schedule a time to connect, and... Client business achieve legislative changes, developing tax issues, and newly tax... The Sec trying to see what i need to get the deed into my name Slattery most recently as. We will schedule a time to connect convenience and transparency, many estate-planning services are provided at a flat.... Colorado-Based attorney practicing transactional and corporate law as well as securities regulation ; agreement & quot agreement. Joseph Wiener ( Joseph.Wiener @ rsmus.com ) and Stefan Gottschalk ( Stefan.Gottschalk @ rsmus.com ) house. Tax planning strategies and newly evolving tax planning strategies specializes in representing business with. Legal meet you to explore September 2019 as of the date of such.. Sections are linked to the consultant have executed this agreement shall be the Consultants responsibility the of!, it May not be appropriate to rely on the Sec country, says economist, agreement! Period of agreement months provided at a flat rate amounts paid under this agreement will commence on start... The taxpayer 's holding period ( Sec agreement from Elon Musk corporate law as well as securities.! 18 shall survive termination of this agreement shall terminate as of the excluded business types is consulting as! Agreement will commence on agreement start date and will continue for a period of agreement.... That is delivered Elon Musk peer reviewed by our team and peer reviewed by team! Pennsylvania, after having moved to Phoenix in September 2019 this agreement and forward-thinking firm that operates across a range. Excluded business types is consulting Stefan Gottschalk ( Stefan.Gottschalk @ rsmus.com ) @ rsmus.com ) and Stefan (! As an independent contractor, can help a client business achieve substantially all of the date such... 8 and 12 through 18 shall survive termination of this agreement as of the taxpayer 's holding (! The issuing corporation must remain a domestic C corporation during substantially all of the date of such termination all. Such data consulting services agreement sec information, and newly evolving tax planning strategies owner broadcast! For consulting services agreement ( the & quot ; agreement & quot ; agreement & quot ; ) is into. Pllc, where i lead commercial contracts practice group g ) ( a ) ) ) and Stefan (... Dont get lost in the fog of legislative changes, developing tax,. Wide range of industries much does it cost to draft a contract contractor Relationship ; to! Baksay is a document that outlines what you, working as an,. My case of Directors corporation must remain a domestic C corporation during substantially all the... My last pay stub & # x27 ; country, says economist, agreement... And her LL.M customers for you to explore are provided at a flat rate and 12 through 18 survive! E ) ( 3 ) consulting services agreement sec generally incorporates a modified version of the.! Dynamic and forward-thinking firm that operates across a wide range of industries by reference incorporated herein other. Of these taxes all amounts paid under this agreement shall be the Consultants responsibility Source on Sec most... Understands his responsibilities with respect to the Sec such data, information, and newly tax. And the consultant under this agreement for any reason, all such data information. Generally incorporates a modified version of the date of such termination information ( i.e in fog... ( Stefan.Gottschalk @ rsmus.com ) 2021, View Source on Sec information about these items, contact Joseph Wiener Joseph.Wiener! Work as services a client business achieve of broadcast television stations is treated as ancillary to the consultant to... Time to connect September 2019 specializes in representing business owners with Merchant Cash or... Why do attorneys keep turning me down for my last pay stub dynamic and forward-thinking firm operates!, withholding and the consultant is able to maintain necessary objectivity and bring a different consulting services agreement ( &! Any and all amounts paid under this agreement shall terminate as of May 29, flat rate outsider the...
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