Compensation for Consulting Services Sample Clauses

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.

Compensation for Consulting Services. The Company shall pay to Consultant and/or assigns as instructed by Consultant for the Consulting Services rendered hereunder, the sum of 1,000,000 shares of restricted common stock of the Company (“Consultant Shares”) which shall be earned in the following manner: 1,000,000 shares will be earned by the Consultant and/or assigns in equal installments of 250,000 shares on December 1, 2007, March 1, 2008, June 1, 2008 and September 1, 2008. Said 1,000,000 shares of restricted common stock of the Company will be tendered to Consultant and/or assigns in one certificate on June 1, 2007; provided, however, that Consultant must return any unearned shares upon termination of this Agreement.

Compensation for Consulting Services. For the Consulting Services performed during the Consulting Period, and contingent upon Executive executing the Retirement Date Separation Agreement and General Release attached to this Agreement as Exhibit A within fifteen (15) days after the Retirement Date and not revoking it as may be permitted by the Retirement Date Separation Agreement and General Release or applicable law and executing the Consulting Period Separation Agreement and General Release attached to this Agreement as Exhibit B within fifteen (15) days after the end of the Consulting Period, a. the Company shall pay Executive as follows: i. forty-three thousand twenty-seven dollars and sixty-three cents ($43,027.63) per month in arrears, less applicable tax withholdings required by law, for each month during Year 1; ii. thirty thousand nine hundred eighty-three dollars and forty-seven cents ($30,983.47) per month in arrears, less applicable tax withholdings required by law, for each month during Year 2; and iii. twenty thousand seven hundred forty-five dollars and ninety-four cents ($20,745.94) per month in arrears, less applicable tax withholdings required by law, for each month during Year 3 (collectively, the “Consulting Fees”); and b. the Company shall provide Executive with a Company-leased automobile and associated automobile insurance and reimburse Executive for gas used for Company purposes. c. The Company shall reimburse Executive for all reasonable travel, lodging and other appropriate expenses, if any, incurred by him in the performance of the Consulting Services during the Consulting Period, in accordance with the expense reimbursement policies of the Company or its subsidiaries, divisions or affiliates as in effect from time-to-time; provided, however, that in all circumstances Executive shall document or substantiate such expenses to the reasonable satisfaction of the Company and all travel and lodging must be booked through the Company’s travel coordinator. During the Consulting Period, the Company will provide Executive with use of an office with a window at Company headquarters and access to administrative and other support for use in the performance of the Consulting Services. The Company intends that the administrative support shall be provided by Executive’s current secretary for so long as she remains a Company employee. This administrative and other support may be used by Executive only for work related to the business of the Company. d. Any payments made or benefits p...

Compensation for Consulting Services. For Services hereunder, CLIENT shall pay to CONSULTANT a fee of $ per hour, or a set fee per task requested according to the fee structure noted in Schedule B. The minimum time to be billed for any one day work performed at CONSULTANT’S location will be two (2) hours. The minimum time to be billed for any one day for work performed at CLIENT’S location will be four (4) hours.

Compensation for Consulting Services. The Company shall pay to Consultant for said services rendered hereunder, the sum of One Million (1,000,000) shares of 144 restricted common stock of the Company which shall be due and payable in the follow manner: 83,337 thousand shares will be due and payable immediately upon signing of this Agreement, and the remaining Nine Hundred Sixteen Thousand Six Hundred Six Hundred Sixty-three (916,663) shares will be due and payable in eleven (11) equal installments of 83,333 shares beginning on September 31, 2007 and ending on July 31, 2008. Said installments will be issued on the last day of each month by the Company’s agent, Nevada Agency and Trust Company (NATCO), and mailed directly to Consultant at the address listed herein below. Such arrangement will be subject to a standing order submitted by the Company to NATCO, a copy of which is attached hereto as Exhibit A. Consultant shall send the Company monthly invoices describing services provided, due at the time each certificate is scheduled to be issued, no later than the last day of each month. If the parties mutually agree to the Extended Consulting Period, the Company shall pay to Consultant for said services rendered during the Extended Consulting Period, the sum of Three Hundred Thirty-Three Thousand Three Hundred and Thirty (333,330) shares of restricted common stock of the Company which shall be due and payable in six (6) equal installments of 55,555 shares Cytogenix, Inc. ________ Xxxxxx Xxxxxx, Inc. ________ beginning on August 31, 2008 and ending on January 31, 2009. In a similar manner as above, said installments will be issued on the last day of each month by the Company’s agent, Nevada Agency and Trust Company (NATCO), and mailed directly to Consultant at the address listed herein below, subject to a new standing order submitted by the Company to NATCO, a copy of which shall be delivered to Consultant at the time of extension.

Compensation for Consulting Services. As compensation for the Consulting Services, MergerCo, on behalf of itself and the other members of the Company Group, shall pay CD&R a fee of $1,500,000 per year (the “Consulting Fee”), one quarter of which shall be payable quarterly in advance on the first day of each January, April, July and October (each, a “Consulting Services Payment Date”). The Consulting Fee shall begin accruing immediately following the consummation of the Acquisition, and the amount of the Consulting Fee accrued prior to the next succeeding Consulting Services Payment Date shall be payable on such Consulting Services Payment Date, together with the regular installment of the Consulting Fee payable on such Consulting Services Payment Date. The Consulting Fee may be increased with the approval of a majority of the members of the Board of Directors of Investors who are not employees of Investors, CD&R or any of their respective subsidiaries and Affiliates (the “Disinterested Directors”), but may not be decreased without the prior written consent of CD&R. If an employee of CD&R or any of its subsidiaries or Affiliates is elected to serve on the Board of Directors of Investors or any of its subsidiaries (a “Designated Director”), CD&R shall cause such Designated Director to waive any and all director's fees to which he or she otherwise would be entitled for any period for which the Consulting Fee (or an installment thereof) is paid and for which such Designated Director continues to be employed by CD&R or any of its subsidiaries or Affiliates. If, on the other hand, an employee of CD&R or any of its subsidiaries or Affiliates is appointed to an executive management position (or a position of comparable responsibility) with Investors or any of its subsidiaries, whether in addition to or other than as a Designated Director, then, for the period of such employee's service in such position, the Consulting Fee shall be increased by an amount to be reasonably determined by CD&R, such amount not to exceed 100% of the Consulting Fee then in effect. For purposes of this Agreement, “Affiliate” shall mean, with respect to any person or entity, any other person or entity directly or indirectly controlling, controlled by or under common control with, such person or entity.

Compensation for Consulting Services. The OWNER shall pay the CONSULTANT the appropriate fee as complete compensation for all services rendered as herein agreed and as stated in the PROFESSIONAL SERVICES AGREEMENT: 1. The OWNER shall pay the CONSULTANT as complete compensation for the ENGINEERING DESIGN SERVICES set forth in Exhibit A, attached, according to the labor rates shown in Exhibit C agreement and direct nonsalary expenses at the actual cost. The maximum estimated total cost for these services are ONE HUNDRED TWO THOUSAND, FIVE HUNDRED Dollars ($102,500). 2. The OWNER shall pay the CONSULTANT for the SERVICES DURING CONSTRUCTION set forth in Exhibit B, attached, according to the labor rates shown in Exhibit C agreement and direct nonsalary expenses at actual cost. The maximum esti- mated total cost for these services is ONE HUNDRED SIXTY-SEVEN THOUSAND Dollars ($167,000). Any amount over the maximum estimated cost for the services as set forth in Exhibit A and Exhibit B because of a scope of work changes will be negotiated and agreed upon between the OWNER and the CONSULTANT in writing prior to beginning of additional work. 3. The OWNER recognizes that the construction schedule is not controlled by the CONSULTANT and that the compensation for services is dependent upon the actual time expended by the OWNER and by the Construction Contractor for construction. If it is agreed by the OWNER and the CONSULTANT that more effort than is budgeted is required to complete the construction work, the maximum estimated fee shown in C-2 above shall be increased accordingly. 4. In the event that the engineering services are required in connection with this project beyond 2020, the Consultant's Hourly Rates shall be adjusted to conform with the CONSULTANT's standard rates as established for the subsequent years. 5. The CONSULTANT's direct nonsalary expenses are defined as the costs incurred on or directly for the PROJECT, other than payroll costs. Such direct nonsalary expenses shall be computed on the basis of actual purchase price for items obtained from commercial sources and on the basis of usual commercial charges for items provided by the CONSULTANT. Direct nonsalary expenses shall include, but not be limited to, Two 48” concrete pipes were installed in 1943 to capture and reroute Grant Creek to allow for construction of the Newport Municipal Airport. The concrete pipes collect water from the east side of the airport and conveys the creek to an outlet on the west side of the airport. The pipes ...

Compensation for Consulting Services. 3.1 The Company shall pay to Consultant $200 per hour for services rendered to the Company under this Agreement. Consultant shall submit monthly statements of services performed and hours worked in the previous month. Invoices are due and payable upon receipt but under no circumstances will remain unpaid beyond fourteen days of receipt by the Company.

Compensation for Consulting Services. As compensation for the Consulting Services, the Company shall, or shall cause one or more of its Affiliates to, on behalf of the Company Group (subject to the provisions of Section 3(e)), pay Manager a fee of $1,000,000 per year (together, the “Consulting Fee”), one quarter of which shall be payable quarterly in advance on the first day of each January, April, July and October (each, a “Consulting Services Payment Date”). The Consulting Fee shall begin accruing immediately following the consummation of the Acquisition, and the amount of the Consulting Fee accrued prior to the next succeeding Consulting Services Payment Date shall be payable on such Consulting Services Payment Date, together with the regular installment of the Consulting Fee payable on such Consulting Services Payment Date. The Consulting Fee may be increased if (and only if) approved by Unanimous Investor Approval in accordance with the Stockholders Agreement, but may not be decreased without the prior written consent of Manager.

Compensation for Consulting Services. Company will pay Consultant the sum of $360,000.00 for all of the services Consultant provides under this Agreement during the Term, as well as for the other terms of this Agreement and the attached Exhibit A (“Fee”). Company will pay the Fee to Consultant in four (4) quarterly payments on the following dates: July 9, 2008, October 8, 2008, January 14, 2009, and April 8, 2009. Consultant and Company mutually agree that during the first three months of the Term, Consultant will provide, or will be available to provide, to Company a minimum of forty (40) hours of consulting services per week and no more than a reasonable amount of consulting services over and above forty (40) hours per week. During the remainder of the Term, Consultant will provide to Company consulting services as periodically requested by Company up to a maximum of forty (40) hours per week. All hours Consultant spends providing assistance with a Dispute (as defined in Section 6) will count toward the hours of consulting services required by this Agreement. On or around the commencement of the Term, Company will pay consultant $1,000.00 for miscellaneous expenses. Thereafter, except as otherwise agreed to in writing by Company, Consultant shall be responsible for paying all other expenses and/or out-of-pocket costs he may incur in providing services to Company under this Agreement. Company will reimburse Consultant for any pre-approved out-of-state travel expenses or any pre-approved extraordinary expenses Consultant incurs in providing services to Company under this Agreement. Consultant also shall be responsible for the payment of all federal, state, and local taxes or contributions imposed or required under any unemployment insurance, social security, medical insurance, income tax or other applicable laws, rules or regulations with respect to the performance or rendering of services under this Agreement by Consultant and Company’s payment of the Fee to him. Consultant agrees to indemnify, defend and hold Company harmless from any costs, expenses, penalties or damage (including attorney’s fees) arising from Consultant’s failure to properly pay any taxes or other amounts he is required to pay based on the services rendered by him under this Agreement and his receipt of the Fee in return for rendering those services.