Ongoing Consulting Services Sample Clauses

Ongoing Consulting Services. Provided that (a) Xx. Xxxxxxxxxx’x employment does not terminate before March 31, 2006 pursuant to either subsection 9.1 or 9.2 below, (b) Xx. Xxxxxxxxxx complies with all the terms and conditions of this Agreement, (c) upon commencement of the Consulting Period, Xx. Xxxxxxxxxx executes the Release attached as Exhibit A, and (d) Xx. Xxxxxxxxxx complies with all other written agreements that he has with the Company and other applicable Company policies, during the period commencing on the expiration of the Regular Period and ending December 31, 2006 (the “Consulting Period”) the Company agrees to engage, and Xx. Xxxxxxxxxx agrees that he will continue to provide, ongoing services to the Company on a consulting basis as reasonably requested from time to time, including occasional emails and telephone conversations. Notwithstanding the foregoing, Xx. Xxxxxxxxxx acknowledges and agrees that the Company may terminate his service as a consultant under this Agreement for Cause (as defined below). Xx. Xxxxxxxxxx further agrees that, if requested by the Company at any time during the Consulting Period, to the extent that it has not been completed prior to the end of the Regular Period, he will resign his positions as a director and/or officer of any of the Company’s subsidiaries and take such other actions and execute such other documents as are reasonably required to effect such resignations and the appointment by the Company of a replacement for Xx. Xxxxxxxxxx in any such capacities. As compensation for Xx. Xxxxxxxxxx’x ongoing services during the Consulting Period, the Company will offer Xx. Xxxxxxxxxx the consideration described in Section 5.3, to which Xx. Xxxxxxxxxx is not otherwise entitled. In addition, the parties each acknowledge and agree that the Company’s offer to engage Xx. Xxxxxxxxxx as a consultant during the Consulting Period is in exchange for his agreement to the terms of this Agreement, including without limitation the provisions of Sections 5, 7, 10 and 12 below. Xx. Xxxxxxxxxx further acknowledges and agrees that the Company’s engagement of TW /s/ TW KB /s/ KB please initial each page him as a consultant to the Company for the Consulting Period is of substantial value to him, in addition to the cash compensation payable under Section 5.3.
Sample 1
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Ongoing Consulting Services. Seller shall make available Xx. Xxxxxx Xxxxx on a part-time basis during normal business hours for a period of two (2) months following Closing as a consultant, to provide consulting services to Buyer in connection with the Business of ICAT. Buyer shall be entitled to such consulting services at no cost to Buyer, except that Buyer shall reimburse Seller or Xx. Xxxxx (as applicable) for any reasonable travel or other out-of-pocket expenses incurred in connection therewith.
Sample 1
Ongoing Consulting Services. Ongoing Services for the Program shall be as set forth in Exhibit A, with fees as set forth in Exhibit C for services such as Ongoing Program Management Service and Ongoing Digital Twin Scenario Service.
Sample 1

Related to Ongoing Consulting Services

  • Consulting Services Except as ADB may otherwise agree, and except as set forth in the paragraph below, the Borrower shall apply quality- and cost-based selection for selecting and engaging Consulting Services.

  • Compensation for Consulting Services For each quarter (i.e., three-month period) that Executive provides consulting services to MediciNova pursuant to the option of MediciNova contained in Section 9 above, MediciNova shall pay Executive a sum equal to fifteen percent (15%) of Executive’s annual Base Compensation which shall be applicable at the time of Executive’s termination of employment with MediciNova (prorated for any period of less than a quarter). The parties expressly agree that when Executive is performing consulting services for MediciNova, Executive is acting as an independent contractor. Therefore, Executive shall be solely liable for Social Security and income taxes that result from Executive’s compensation as a consultant. In addition, Executive shall not be entitled to any other benefits including, without limitation, such group medical, life and disability insurance and other benefits as may be provided to employees and/or executives of MediciNova.

  • Ongoing Services It is important to review every investment you hold and at regular intervals. At the time of, or prior to, our recommendation to you we will discuss our on-going service proposition. This is confirmed in our ‘service proposition and engagement’ document which will be sent to you separately from this agreement.

  • Consulting Period The Consulting Relationship will be deemed to have commenced on the Separation Date and will continue until October 15, 2023 unless the Consulting Relationship has already been terminated earlier pursuant to Section 3(g) below (the “Consulting Period”).

  • Transition Services The Purchasers will provide to the Sellers termination assistance as reasonably requested in order to provide an orderly transition following the termination of the Agreement (or any portion thereof), and the Sellers will provide to the Purchasers reasonable cooperation and assistance in connection therewith. In connection with this transition assistance, the Purchasers and Sellers will reasonably cooperate in the transition of the Services from the Purchasers to any Replacement Provider. With respect to the Serviced Appointments subject to termination, the Sellers shall provide the Purchasers with notice of the effective date (each, a “Transition Effective Date”) of the transition of the Services to a Replacement Provider. Notwithstanding any termination of the Agreement (or any portion thereof) in accordance with this Article II, with respect to the Serviced Appointments subject to termination, the rights and obligations of the parties under the Servicing Agreement shall remain in effect until the applicable Transition Effective Date.

  • Consulting Arrangement At the Company’s option, the Company and Employee will enter into a consulting arrangement for a period of six (6) months from the date of such termination the “Consulting Period”), which arrangement will provide for (A) payment by the Company based upon a full-time monthly rate equal to 100% of Employee’s monthly base salary as of the date of such termination and (B) such other terms of service as shall be negotiated in good faith by the Company and Employee; provided, however, that if the Company determines not to enter into the negotiation of a consulting arrangement, or the Company and Employee cannot, following good-faith negotiation, agree upon the terms of such consulting arrangement, then promptly following such determination or the termination of such negotiations, as the case may be, Employee will be paid a lump-sum amount of cash equal to six (6) months of Employee’s base salary as of the date of such termination, less applicable withholding; provided further, however, that if during the Consulting Period Employee engages in Competition or breaches the covenants in Section 6 or in the separation agreement and release of claims, all payments pursuant to this subsection will immediately cease.

  • Education services 1.1 Catholic education is intrinsic to the mission of the Church. It is one means by which the Church fulfils its role in assisting people to discover and embrace the fullness of life in Xxxxxx. Catholic schools offer a broad, comprehensive curriculum imbued with an authentic Catholic understanding of Xxxxxx and his teaching, as well as a lived appreciation of membership of the Catholic Church. Melbourne Archdiocese Catholic Schools Ltd (MACS) governs the operation of MACS schools and owns, governs and operates the School. 1.2 Parents and guardians, as the first educators of their children, enter into a partnership with the Catholic school to promote and support their child’s education. Parents and guardians must assume a responsibility for maintaining this partnership by supporting the school in the provision of education to their children within the scope of School's registration and furthering the spiritual and academic life of their children.

  • The Services The HSP agrees to provide the Services on the terms and conditions of this PFA including all of its Appendices and schedules.

  • Hosting Services 13.1 If Supplier or its subcontractor, affiliate or any other person or entity providing products or services under the Contract Hosts Customer Data in connection with an Acquisition, the provisions of Appendix 1, attached hereto and incorporated herein, apply to such Acquisition. 13.2 If the Hosting of Customer Data by Supplier or its subcontractor, affiliate or any other person or entity providing products or services under the Contract contributes to or directly causes a Data Breach, Supplier shall be responsible for the obligations set forth in Appendix 1 related to breach reporting requirements and associated costs. Likewise if such Hosting contributes to or directly causes a Security Incident, Supplier shall be responsible for the obligations set forth in Appendix 1, as applicable. 14 Change Management

  • Consulting If the Executive agrees to the provisions of Section 14(e) above, then the Executive shall have the obligation to provide consulting services to the Company as an independent contractor, commencing on the Date of Termination and ending on the second anniversary of the Date of Termination (the “Consulting Period”). The Executive shall hold himself available at reasonable times and on reasonable notice to render such consulting services as may be so assigned to him by the Board or the Company’s then Chief Executive Officer; provided, however, that unless the parties otherwise agree, the consulting services rendered by the Executive during the Consulting Period shall not exceed twenty (20) hours each month; and, provided, further, that the consulting services rendered by the Executive during the Consulting Period shall in no event exceed twenty percent (20%) of the average level of services performed by the Executive for the Company over the thirty-six (36) month period immediately preceding the Executive’s Separation from Service (or the full period of services to the Company, if the Executive has been providing services to the Company for less than thirty-six (36) months). The Company agrees to use its best efforts during the Consulting Period to secure the benefit of the Executive’s consulting services so as to minimize the interference with the Executive’s other activities, including requiring the performance of consulting services at the Company’s offices only when such services may not be reasonably performed off-site by the Executive.

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