CONSULTING AGREEMENT
Exhibit 10.45
This agreement (the “Agreement”) dated this 17th day of April, 2018 retroactively applicable to the beginning of the work period which started January 1, 2017.
BETWEEN
Greenway Innovative Energy
0000 X. Xxxxxx Xx. Xxxxx #000
Xxxxxxxxx, XX 00000
(the “Client”)
AND
Xxxxx X. Xxxxxx
0000 Xxxxx Xxxxx Xxxx
Xxxxxxxxxxxxx, XX 00000
(the “Consultant”)
This Agreement states the terms and conditions that govern the contractual agreement between Greenway Innovative Energy and the Consultant who agrees to be bound by this Agreement.
WHEREAS, the Consultant offers consulting services in the fields of:
Public Relations
Document Preparation
Document Editing and Updating
Presentations: Preparation and Delivery to Customers
Photography
Consultant Coordination with Greenway and with each other
General Advisory Services
Operations: General Assistance and Specific Task Assignments
Technical Document Review and Assistance to Technical staff
NOW, THEREFORE, in consideration of the mutual covenants and promises made by the parties hereto, the Consultant and the Client (individually, each a “Party” and collectively, the “Parties”) covenant and agree as follows:
TERMS OF THE AGREEMENT
TERM
The term of this agreement will begin on the date of this agreement and will remain in force indefinitely until “Termination” as provided in this Agreement.
TERMINATION
In the event that either party wishes to terminate this Agreement, that Party will be required to provide ten days written notice to the other Party.
INDEMNIFICATION
The Client agrees to indemnify, defend, and protect the Consultant from and against all lawsuits and costs of every kind pertaining to the Client’s business including reasonable legal fees due to any act or failure to act by the Client based upon the Consulting Services.
LAW OF THE STATE OF TEXAS
This Consulting Agreement and the interpretation of its terms shall be governed by and construed in accordance with the laws of the State of Texas and subject to the exclusive jurisdiction of the federal and state courts located in Tarrant County, Texas.
INTELLECTUAL PROPERTY
The Parties acknowledge and agree that the Client will hold all intellectual property right in any work product resulting from the Consulting Services including, but not limited to, copyright and trademark rights. The Consultant agrees not to claim any such ownership in such work product’s intellectual property at any time prior to or after the completion and delivery of such work product to the Client.
EXPENSES
The Consultant will be reimbursed from time to time for reasonable and necessary expenses incurred by the Consultant in connection with providing these services includes reasonable travel and living expenses.
Late payments will be subject to 2% interest per month.
COMPENSATION
The Consultant will be compensated at a reduced rate of $40.00 per hour (the “Compensation”). All monetary amounts in the contract shall be in US Dollars.
CHANGES
All Changes to this contract shall be in writing.
INDEPENDENT CONTRACTOR
In providing the Services under this contract, it is expressly agreed that the Consultant is acting as an independent contractor and not as an employee. The Client and Consultant agree that this Agreement does not create a partnership or joint venture between them and is exclusively a contract for service. The client is not required to pay, or make any contribution to, any social security, local, state, or federal taxes, unemployment compensation, worker’s compensation, insurance premium, profit-sharing, pension, or any other employee benefit for the consultant during the Term. The Consultant is responsible for paying, and complying with reporting requirements for, all local, state, and federal taxes relating to payments made to the Consultant under this Agreement.
IN WITNESS WHEREOF, each of the Parties has executed this Consulting Agreement, both Parties by its duly authorized officer, as of the day and year set forth below
| CONSULTANT | |
| /s/ Xxxxx X. Xxxxxx | |
| Xxxxx X. Xxxxxx | |
| Date | |
| 4/18/2018 |
| CLIENT | |
| /s/ Xxxxxxx Xxxxxx | |
| Xxxxxxx Xxxxxx | |
| Date | |
| 4/19/2018 |
