Consideration to Consultant Sample Clauses
Consideration to Consultant. In consideration of the Consulting Services provided or to be provided to the Company pursuant to this Agreement, the Company will compensate Consultant by issuing to the Consultant One Million (1,000,000) restricted shares of common stock in Royce Biomedical Inc., a Nevada publicly traded corporation within ten (10) days of the Effective Date. The Company warrants that the Shares to be issued to the Consultant under this Agreement shall be or have been validly issued, fully paid and non-assessable and that the Company’s board of directors has or shall have duly authorized the issuance and any transfer of them to us. The Consultant acknowledges that the Shares to be issued pursuant to this Agreement have not been registered under the Securities Act of 1933, as amended ("Securities Act") and accordingly are "restricted securities" within the meaning of Rule 144 of the Act. As such, the Shares may not be resold or transferred unless you have received an opinion of counsel and in form reasonably satisfactory to you that such resale or transfer is exempt from the registration requirements of that Securities Act.
Consideration to Consultant. 3.1 The Company shall pay the CONSULTANT 3000 S-8 shares per month. In the event the S-8 share exemption is not available the Company shall accrue a debt of the unissued shares. CONSULTANT may at his sole option leave the share debt accrue or elect to have shares subject to rule 144 restriction issued in lieu of waiting for the Company to qualify for the issue S-8 shares.
3.2 Expenses incurred by CONSULTANT in performing services under this Agreement will be reimbursed at cost within fifteen (15) days of receipt of an invoice at the offices of the Company.
(a) The Company agrees to grant to CONSULTANT, upon execution of this Agreement, an option to purchase One Hundred Thousand (1000,000) shares of the Company's Common Stock, $.01 par value ("Common Stock") at an initial exercise price of Seventy five Cents ($.75) per share, subject to adjustment in certain events, with a term of five (5) years, pursuant to the terms of an Option Agreement in the form attached hereto as Exhibit "A". ** Issued prior to execution.** /s/ jr - written in -
3.4 As additional consideration for the services of CONSULTANT, the Company agrees to indemnify and hold harmless CONSULTANT and each of its officers, directors, agents, employees and controlling persons (collectively "Indemnified Persons") to the fullest extent permitted by law, from and against any and all losses, claims, damages, expenses (including reasonable fees, disbursements and other charges of counsel), actions, proceedings or investigations (whether formal or informal), or threats thereof (all of the foregoing being hereinafter referred to as "Liabilities"), based upon, relating to or arising out of Consultant's engagement hereunder, including, but not limited to Liabilities arising in connection with the dissemination of information about the Company or the Company's business, whether in any presentation, in person, through the mails or otherwise; provided, however, that the Company shall not be liable under this paragraph to the extent that it is finally judicially determined that such Liabilities resulted primarily from the willful misconduct or gross negligence of the Indemnified Person seeking Indemnification. In connection with the Company's obligation to indemnify for expenses as set forth above, the Company further agrees to reimburse each Indemnified Person for all expenses (including reasonable fees, disbursements and other charges of counsel) as they are incurred by such Indemnified Person; provided, ho...
Consideration to Consultant. 3.1 As compensation for the consulting services rendered hereunder, the Company shall issue and deliver to Consultant 1,500,000 options (the "Options") to purchase the share of the Company's common stock, $.01 par value (the "Common Stock") at an exercise price $2.00 per share, with Options, together with the underlying shares of Common Stock shall be registered by the Company under the Securities Act of 1933, as amended, pursuant to a Registration Statement on Form S-8. The Options shall vest and become exercisable as follows: (i) 500,000 Options are immediately exercisable, (ii) 250,000 Options exercisable on May 1, 1998, (iii) 250,000 Options exercisable on August 1, 1998, (iv) 250,000 Options exercisable on September 1, 1998 and, (v) 250,000 Options exercisable on December 1, 1998. The Options period will terminate on the second anniversary from the date of execution of this Agreement. Should the Company be sold or should it experience a change in control, the options referenced in (ii), (iii), (iv), and (v) will immediately vest and become exercisable.
3.2 As additional consideration for the service of Consultant, the Company agrees to indemnify and hold harmless Consultant and each of its officers, directors, agents, employees and controlling persons (collectively "Indemnified Persons") to the fullest extent permitted by law, from and against any and all losses, claims, damages, expenses (including reasonable fees, disbursements and other charges of counsel), actions, proceedings or investigations (whether formal or informal), or threats thereof (all of the foregoing being hereinafter referred to as "Liabilities"), based upon, relating to or arising out of Consultant's engagement hereunder, including, but ot limited to Liabilities arising in connection with the dissemination of information about the Company or the Company's business, whether in any presentations, in person, through the mails or otherwise; provided, however, that the Company shall not be liable under this paragraph to the extent that it is finally judicially determined that such Liabilities resulted primarily from the willful misconduct or gross negligence of the Indemnified Person seeking indemnification. In connection with the Company's obligation to indemnify for expenses as set forth above, the Company further agrees to reimburse each Indemnified Person for all expenses (including reasonable fees, disbursements and other charges of counsel) as they are incurred by such Indemnified...
Consideration to Consultant. As full satisfaction of any sums due for Consultant's services rendered through the date of this Agreement, GTC agrees to issue and transfer to Consultant, in the name of Johnathan Eng, an individual, 00,000 Xxares of the Common Stock of the Company (the "Shares").
Consideration to Consultant. As full satisfaction of any sums due for Consultant's services rendered through the date of this Agreement, GTC agrees to issue and transfer to Consultant, in the name of Robert Gleckman, an individual, 000,000 Xxxxxs of the Common Stock of the Company (the "Shares").
Consideration to Consultant. (a) HR shall pay to Consultant as consideration for the services to be performed by Consultant the sum of $____________________, payable upon the execution of this Agreement.
(b) In addition to the compensation set forth elsewhere in this Sectxxx 0, XX xxxll issue and deliver shares of HR's Common Stock, par value $.01 per share (the "Stock"), to Consultant in accordance with the following schedule: Date No. of Shares ---- ------------- October __, 1999 ---------------------- October __, 2000 ---------------------- October __, 2001 ---------------------- October __, 2002 ---------------------- The issuance of such shares of Stock shall not be registered with the Securities and Exchange Commission. If this Agreement is terminated prior to October __ 2002, Consultant will lose all rights to any such shares of Stock remaining to be distributed.
(c) HR shall provide for the payment or reimbursement of all reasonable and necessary expenses incurred by Consultant in connection with the
Consideration to Consultant. FEI shall pay to Consultant the amounts described in the Agreement, subject to all terms and conditions therein.
Consideration to Consultant. As full satisfaction of any sums due for Consultant's services rendered through the date of this Agreement, GTC agrees to issue and transfer to Consultant, in the name of Edwin Wong, an individual, 100,000 Xxxxxs of the Common Stock of the Company (the "Shares").
Consideration to Consultant. The consideration provided by Acquisition to Stockholder for the non-competition covenants contained in this Agreement is Acquisition entering into and consummating the transactions contemplated by the Merger Agreement, it being understood that Acquisition would not enter into or consummate the transactions contemplated by the Merger Agreement unless Stockholder provided the non-competition covenants as specified in this Agreement.
Consideration to Consultant. The Company shall pay and deliver the following consideration to the Consultant at the following times:
a. Thirty Thousand Dollars ($30,000.00) payable by check upon execution of this Termination Agreement by the parties;
b. Thirty Thousand Dollars ($30,000.00) payable by check not later than fifteen (15) days after the Company completes a public offering of its Common Stock, presently expected to be completed about February 28, 1998, provided, however, that if a public offering of the Company's Common Stock has not been completed on or before December 31, 1998, such payment shall be made on that date.
c. Stock Purchase Warrants, deliverable upon execution of this Termination Agreement, entitling the Consultant to purchase from the Company, for a period of two years from the date hereof, up to 20,000 shares of the Company's Common Stock at a price of $1.00 per share until one year after the closing of the public offering of the Company's common stock, and thereafter, until the warrant expires, at the price of $1.15 per share. Said Stock Purchase Warrants shall be in the form of Exhibit A attached to this Termination Agreement.