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.
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 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. As consideration for the Consulting Services (as defined in paragraph 10), the Company shall cause to be paid to Executive an amount equal to $166,667 by the close of business on the third business day following the Reaffirmation Date and monthly payments in the amount of $10,000 per month (with each monthly payment being due and payable on the last business day of the month, with the first payment being made on the last business day of the month after the month in which the Reaffirmation Date occurs) during the Consulting Period (as defined in paragraph 10).
Consulting Consideration. As sole consideration for CONSULTANT’s performance of the Services, ACCURAY shall provide CONSULTANT with:
(1) a monthly payment in the amount of Fifteen Thousand Dollars ($15,000), payable within five (5) days of the end of each month during the Initial Term (as defined below);
(2) continued vesting of CONSULTANT’S outstanding ACCURAY equity awards as detailed in subsection B below;
(3) payment of the actual bonus CONSULTANT would have received under ACCURAY’s Company Bonus Plan for fiscal 2022 as if CONSULTANT had remained employed by the Company through the date that would have otherwise been required to earn the bonus, but without the Board or any committee of the Board exercising any negative discretion to reduce the amount of the award, which amount will be paid at the same time as bonuses are paid under the Company Bonus Plan to the executive officers of ACCURAY (the “Bonus Payment Date”); provided, however, that CONSULTANT will not be eligible to receive such bonus if this Agreement is terminated by ACCURAY for Cause (as defined below) or if this Agreement is terminated for convenience by CONSULTANT, in each case prior to the Bonus Payment Date;
(4) reimbursement of insurance premiums payable to retain group health coverage as of the Effective Date for himself and his eligible dependents pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1986 (“COBRA”) during the Initial Term (or the maximum period of COBRA coverage, whichever is less); provided that CONSULTANT must submit a reimbursement request in accordance with ACCURAY policy within thirty (30) days of paying such insurance premiums; and provided further that if CONSULTANT accepts other employment during the Initial Term, ACCURAY’s obligation under this subsection (4) will be extinguished as of the date CONSULTANT becomes eligible to be covered under the group health plan of CONSULTANT’s employer; and
(5) continued coverage under ACCURAY’s directors and officers insurance policies for so long as CONSULTANT remains as an officer or director of ACCURAY or any of its affiliate entities. As used herein, “
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 LLC making Xxxxx and Xxxxxxxx available to serve as OPS's CEO and CFO, respectively, and the agreement of LLC to perform the Services, OPS will deliver to LLC the following consideration:
(a) Options. OPS will grant to LLC nonqualified stock options for 600,000 shares of Common Stock, pursuant to a nonqualified stock option agreement substantially in the form attached hereto as Exhibit C (the "LLC Stock Option Agreement").
Consulting Consideration. Your sole consideration for your services during the Consulting Period will be the continued vesting during the Consulting Period of your outstanding stock options and other equity awards, if any (the “Stock Awards”) a current list of which is attached hereto as Exhibit D.
Consulting Consideration. In consideration for Xx. Xxxxxxx’x 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.
