Strategic Advisor Services Sample Clauses
Strategic Advisor Services. Beginning on the Transition Date and through the End Date, Executive will continue to provide services to the Company as a strategic advisor with her services focusing on those set forth on Exhibit A, as reasonably requested by the Company’s Chief Executive Officer (the “Services”). As of the Transition Date, Executive will be an independent contractor to the Company and will determine the time and location at which she will perform services and will have access to Company technology systems solely as necessary to ensure continuity in providing the Services. Beginning on the Transition Date, Executive will no longer be an officer of the Company and will have no power or authority to bind the Company, except as specifically authorized by the Company’s Chief Executive Officer. The Parties acknowledge and agree that there will be no break in service between Executive’s termination of employment and her providing Services to the Company as a strategic advisor.
Strategic Advisor Services. From July 22, 2024 to December 31, 2024 unless terminated earlier (the “Transition Services Period”), you will provide advisory services to the Company as follows:
a. You and the Company expect that you will devote up to ten (10) hours per month providing strategic advisory services (“Services”) as requested by the Chief Executive Officer (“CEO”) of the Company.
b. As compensation for the Services, the Company will pay you at an hourly rate of $650.00, to be paid within 30 days of your submission of an invoice to the Company following the end of each month of the Transition Services Period detailing the Services rendered.
c. In performing the Services for the Company as an advisor during the Transition Services Period, you will act in the capacity of an independent contractor with respect to the Company and not as an employee of the Company. Without limiting the generality of the foregoing, you are not authorized to bind the Company to any liability or obligation or to represent that you have any such authority. As an independent contractor, you are not eligible to participate in any of the Company’s employee benefit plans, group insurance arrangements or similar programs, and you are solely responsible for any tax payments, withholdings, and the like. You agree to indemnify and hold the Company harmless with respect to any and all taxes, penalties, premiums, or other liabilities or obligations that may arise relating to Services provided by you or payments made to you pursuant to this Agreement. You are directly responsible for all returns and reports required by any governmental body. You agree not to assert in any judicial or administrative proceeding, application or forum that you are an employee of the Company with respect to the Services.
d. You agree that all copyrightable material, notes, records, drawings, designs, inventions, improvements, developments, discoveries and trade secrets conceived, made or discovered by you, solely or in collaboration with others, during the Transition Services Period which relate in any manner to the business of the Company that you may be directed to undertake, investigate or experiment with, or which you may become associated with in work, investigation or experimentation in the line of business of the Company in performing the Services hereunder (collectively, “Work Product”), are the sole property of the Company. You further shall assign (or cause to be assigned) and do hereby assign fully to the Company all Work...