consulting services agreement sec

199A(d)(2)(A)). schedules when working at Companys facility(ies) or premises, and other Company rules and regulations, and Consultant shall be responsible for Consultants actions while on Company premises or otherwise providing the Services requested by In consideration for the Services to be rendered by the Consultant under this Agreement, the Company shall pay the Consultant a sum equal to $120,000 (the Cash Compensation). 1.199A-5(b)(2)(vii)). IT Security Analyst in Seattle, WA! %%EOF All records, files, materials and other Confidential Information obtained by the Consultant in the course of its Services to the Company are confidential and proprietary and shall remain the exclusive property of the Company or its students, as the case may be. The Consultant acknowledges that it is an independent contractor and that no employee of the Consultant shall be considered an employee of the Company. This Business Consulting Services Agreement (the Agreement) is entered into effective as of May 29, 2014 (the Effective Date) by and between Aspen Group, Inc., a Delaware corporation (the Company) and AEK Consulting LLC, a New Jersey limited liability company (the Consultant). % Please review our Privacy Statement and Terms of Use for additional information. For purposes of this paragraph, the term Products shall mean ready-to-eat The firms clients include restaurants, truckers, contractors, for profit schools, doctors and corner supermarkets to name a few. Definitions. GRANT PHILLIPS LAW, PLLC. Due-diligence services on behalf of prospective buyers of target companies; Real property appraisals for property tax purposes; Business expansion advice and proposal writing. What is the meaning of consulting for purposes of this provision? endobj Recognized for creating policies and practices to address ethical dilemmas and resolving misconduct. Regs. For the avoidance of doubt, a direct competitor shall be deemed to be any online university or Internet-based postsecondary education company or the providing of any services to a college or university relating to online education. This Agreement shall be construed in accordance with the laws of the State of Oklahoma (without regard to the legislative or judicial conflict of laws rules of any state), except to the extent superseded by Federal law. Agreement or if the Consultant shall cease to provide the Services to the Company for any reason and take any action in violation of Section 7, the Company shall be entitled to institute and prosecute proceedings in any court of competent jurisdiction to enjoin the Consultant from breaching the provisions of Section 7. All taxes, withholding and the like on any and all amounts paid under this Agreement shall be the Consultants responsibility. 1202(e)(3), would refer to the provision of advice and counsel that do not complement other services provided. 0000000016 00000 n Consultant shall fully comply with all of the Companys working and safety rules, working hours and holiday However, it may not be appropriate to rely on the Sec. If any provision of this Agreement otherwise is deemed to be invalid or unenforceable or is prohibited by the laws of the state or jurisdiction where it is to be performed, this Agreement shall be considered divisible as to such provision and such provision shall be inoperative in such state or jurisdiction and shall not be part of the consideration moving from either of the Parties to the other. Agreement or if the Consultant shall cease to provide the Services to the Company for any reason and take any action in violation of Section 7, the Company shall be entitled to institute and prosecute proceedings in any court of competent jurisdiction to enjoin the Consultant from breaching the provisions of Section 7. Below is a list of common sections included in Consulting Services Contracts. Additional Documents. Counterparts. Get in touch below and we will schedule a time to connect! This Consulting Agreement Hiring a lawyer on ContractsCounsel is easy, transparent and affordable. For gain on the sale of stock acquired on or before Sept. 27, 2010, and after Aug. 10, 1993, a lower percentage generally is excluded (either 75% or 50%, depending on the date of acquisition). St., Why do attorneys keep turning me down for my case? 1202(e)(3), generally incorporates a modified version of the Sec. Clients Rate Lawyers on our Platform 4.9/5 Stars. In the event of a material default under this Agreement by either party, the other party may terminate this Agreement if such default is not cured within 10 days following delivery of written notice specifying and detailing the default complained of and demanding its cure. I love contracts - and especially technology-related contracts written in PLAIN ENGLISH! 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I have 4 years experience handling commercial breach of contract cases working with Burton Neil & Associates, P.C. The relationship between users and ContractsCounsel are not protected as attorney-client privilege or as legal work product. devices that are current in their anti-virus software and security patches and that are protected by a firewall; on portable electronic . Reference: <<020A4B10CA3C99488011D47AD4C5A3B5>]>> Confidential Information. Business Contract Lawyers: How Can They Help. 448 temporary regulations. Disclaimer: ContractsCounsel is not a law firm and does not provide any kind of legal opinions, advice, or recommendations. 199A final regulations states that "the rules for determining whether a business is an SSTB within the meaning of section 199A(d)(2) apply solely for purposes of section 199A and therefore, may not be taken into account for purposes of applying any other provision of law, except to the extent that another provision expressly refers to section 199A(d)" (T.D. GENERAL CONSULTING AND SERVICES AGREEMENT . The Code does not define consulting for purposes of the rule on qualified trades or businesses . policies, and office policy memoranda), and digital policies (e.g. The term "specified service trade or business" draws explicitly from Sec. Regarding consulting specifically, some guidance or analytical principle is necessary to delineate the parameters of the term prior to applying that delineation to the facts and circumstances of a particular case. <> Complete our 4-step process to provide info on what you need done. If a. consultant is to access classified information (i.e. Thanks for submitting. Survival. The Company shall not pay contributions to social security, unemployment insurance, federal or state withholding taxes, nor provide any other contributions or benefits, which might be expected in an employer-employee relationship. 2 0 obj 800,000 Restricted Stock Units (RSUs), vesting every three months in six equal increments (with fractions rounded up initially and then down) over an 18-month period provided that on each applicable vesting date (x) Andrew Kaplan continues to serve as a director of the Company and (y) either of the two provisions in Section 4(a) shall have occurred. I love to help dentists and physicians with legal issues pertaining to licensing, credentialing, employment, and general business-legal questions. The Company and the Consultant recognize that the Services to be rendered under this Agreement by the Consultant are special, unique and of extraordinary character, and that in the event of the breach by the Consultant of the terms and conditions of this. The Company shall issue the Consultant a Form 1099 for all payments made hereunder. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. 'Consulting' as used in Secs. Consultant further acknowledges that he is responsible for his own taxation affairs and for the payment of any taxation due in respect of the payment to the Consultant in connection with Provided, however, if there is a Change of Control of the Company as defined by the 2012 Equity Incentive Plan, all RSUs shall immediately vest. endstream endobj 187 0 obj <>/Size 175/Type/XRef>>stream These legitimate business interests include, but are not limited to (i) trade secrets and valuable confidential business or professional information that otherwise does not qualify as trade secrets, including all Confidential Information; (ii) substantial relationships with specific prospective or existing students; (iii) student goodwill associated with the Companys business; and (iv) specialized training relating to the Companys business, technology, methods and procedures. 0000002593 00000 n This article discusses the history of the deduction of business meal expenses and the new rules under the TCJA and the regulations and provides a framework for documenting and substantiating the deduction. Angela is wonderful to work with. endstream endobj 176 0 obj <>/Metadata 17 0 R/PieceInfo<>>>/Pages 16 0 R/PageLayout/OneColumn/OCProperties<>/OCGs[177 0 R]>>/StructTreeRoot 19 0 R/Type/Catalog/LastModified(D:20110707141218)/PageLabels 14 0 R>> endobj 177 0 obj <. Security Exchange Commission - Edgar Database, EX-10.24 7 aspu_ex10z24.htm CONSULTING AGREEMENT, ViewedSeptember 21, 2021, View Source on SEC. Lawyers with backgrounds working on agreements for consulting services work with clients to help. cereal products, toaster pastries, cereal bars, granola bars, crispy. The Consultants Services shall be performed on a non-exclusive basis, but may not be performed during the Term. or to such other address as either of them, by notice to the other may designate from time to time. Time shall be counted to, or from, as the case may be, the delivery in person or by mailing. Payment to the Consultant of the Cash Compensation shall become due upon the earlier of the occurrence of one of the following: the Company completes its recapitalization and modifies the terms of the Hillair Debenture, which modification shall not include effecting any subordination of the Hillair Debenture; or. Legitimate Business Interests. She's very professional and responsive. The Consultant shall exercise all due and diligence precautions to protect the integrity of the Companys Confidential Information and to keep it confidential whether it is in written form, on electronic media or oral. WHEREAS, the Company desires to retain the services of the Consultant and the Consultant is desirous and willing to accept such service arrangement and render such services, all upon and subject to the terms and conditions contained in this Agreement. 1.448-1T(e)(4)(iv)(A)). b. Cornell shall at all times have access to review the ongoing work of Consultant for purposes of inspecting the same and determining that the Services are being performed in accordance with the terms of this Agreement. 0000006891 00000 n Atlanta Agreement For Consulting Services Lawyers, Austin Agreement For Consulting Services Lawyers, Boston Agreement For Consulting Services Lawyers, Chicago Agreement For Consulting Services Lawyers, Dallas Agreement For Consulting Services Lawyers, Denver Agreement For Consulting Services Lawyers, Fort Lauderdale Agreement For Consulting Services Lawyers, Houston Agreement For Consulting Services Lawyers, Las Vegas Agreement For Consulting Services Lawyers, Los Angeles Agreement For Consulting Services Lawyers, Memphis Agreement For Consulting Services Lawyers, Miami Agreement For Consulting Services Lawyers, New York Agreement For Consulting Services Lawyers, Oklahoma City Agreement For Consulting Services Lawyers, Orlando Agreement For Consulting Services Lawyers, Philadelphia Agreement For Consulting Services Lawyers, Phoenix Agreement For Consulting Services Lawyers, Richmond Agreement For Consulting Services Lawyers, Salt Lake City Agreement For Consulting Services Lawyers, San Antonio Agreement For Consulting Services Lawyers, San Diego Agreement For Consulting Services Lawyers, San Francisco Agreement For Consulting Services Lawyers, Seattle Agreement For Consulting Services Lawyers, Tampa Agreement For Consulting Services Lawyers. proprietary and then only to those who have agreed to accept the same obligation of confidentiality and non-use as Consultant; Accordingly, Consultant and Company each acknowledge and agree that Consultant will not be treated as an employee for purposes of any This Agreement shall be for a term commencing on the Effective Date and terminating 18 months after the Effective Date (the Term), unless sooner terminated in accordance with the provisions of Section 6. Reference: Additional Documents. By Type (20) One-Page Accounting Architect Bookkeeping Business Construction Design Educational c. Immediately upon termination of this Agreement for any reason, all such data, information, and other work as All claims relating to or arising out of this Agreement, or the breach thereof, whether sounding in contract, tort, or otherwise, shall also be governed by the laws of the State of New York without regard to choice of law considerations. NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties, intending to be legally bound, hereby agree as follows: 1. The Consultant shall devote up to 20 hours per month. Each of the Company and the Consultant are hereinafter a Party and collectively the Parties.. The remaining provisions of this Agreement shall be valid and binding and of like effect as though such provisions were not included. The execution of this Agreement may be by actual, facsimile or pdf signature. Sec. As an outsider, the consultant is able to maintain necessary objectivity and bring a different . %%EOF How much does it cost to draft a contract? 1202(c)(1)). directly or indirectly carry on, be engaged, assist or otherwise provide or perform any services of any nature to, for or on behalf of any legal or 448 and 199A. This Agreement may not be assigned by the Consultant without the prior written consent of the Company and any attempt to do so shall be void. Confidentiality. All relationships between business users and the independent lawyers featured on this website will be governed by the individual engagement letters provided by each lawyer. Term. Accordingly, it stands to reason that the interpretation of consulting under Sec. 199A. Sec. 0000006153 00000 n If youre looking for a modern way for your small business to meet legal needs, I cant recommend them enough! The Consultant acknowledges that it is an independent contractor and that no employee of the Consultant shall be considered an employee of the Company. Any and all other rights granted to the Consultant under this Agreement shall terminate as of the date of such termination. Read ourprivacy policyto learn more. For more than three decades, the only authoritative interpretation given to the term "consulting" as used in the Code was the interpretation that appeared in the Sec. Securely pay to start working with the lawyer you select. 1.199A-5(a)(1)). 4.3.1 Company represents that it has the requisite expertise, ability, and legal right to render the services contemplated by this Agreement and/or any executed MSP Agreement or SOW. I handle everything from their Mergers & Acquisitions, Private Placement Memorandums, and Articles of Amendment to Intellectual Property Assignments, to Employment Law and Beach of Contract settlements. Consultant has the right to refuse to accept any new Projects proposed by Company. master service, purchase and sale, license, IP, and SaaS agreements) and corporate (e.g. Governing Law. 0`@j.5:R^gb/fuP#YJdl>09y('^O;N6?=yfE~_`2Gyut(=G (VUH83|xWcwqDEEic+1ota}^RnQ;UoG(HC}G$"+HbshL},|#{(8Zw$ The Company shall carry no workers compensation insurance or any health or accident insurance to cover the Consultant or its employees. Advice that culminates in the delivery of a product or nonadvisory service is thus merely an initial step in the delivery of the product or performance of the service and is not independently treated as consulting. Assignability. Services. the Company raises, subsequent to the Effective Date, at least $3 million of gross proceeds in a public or private equity offering. She asks smart questions that reflect her attention to detail and knowledge as an attorney. Upon termination of this Agreement, the Company shall reimburse the Consultant for any reasonable expenses previously incurred for which the Consultant had not been reimbursed prior to the effective date of termination, provided that the requirements of Section 4(c) have been satisfied. I've worked extensively with intellectual property contracts, and specifically with IT contracts (SaaS, Master Subscriptions Agreements, Terms of Service, Privacy Policies, License Agreements, etc. Accordingly, taxpayers must look to other sources to derive its meaning. The firm specializes in representing business owners with Merchant Cash Advances or Factoring Arrangments they can no longer afford. Exclusive Jurisdiction and Venue. Atilla Z. Baksay is a Colorado-based attorney practicing transactional and corporate law as well as securities regulation. 199A(d)). ", "ContractsCounsel suited my needs perfectly, and I really appreciate the work to get me a price that worked with my budget and the scope of work. Do you need help with an agreement for consulting services? However, authorities in other contexts, including regulations and authority under other provisions of the Code, provide some clarification. Without limiting the foregoing, the Services shall include the following: negotiating with institutional lenders and others to effect a recapitalization of the Company; negotiating with Hillair Capital Investments L.P. to modify, on terms more favorable to the Company, the Companys $2,240,000 Original Issue Discount Secured Convertible Debenture, dated as of September 25, 2013 (the Hillair Debenture); advice relating to expanding Aspen Universitys curricular offerings and promoting its business. Ms. Carrington is a graduate of Johns Hopkins University with a B.A. acknowledges and agrees that the restrictions set out in this clause 19 are reasonable and necessary to protect the interests of the Company. In rendering consulting services under this Agreement, Consultant shall conform to high professional standards of work and business ethics. A consultant is usually an expert in their field with vast experience and extensive knowledge. Written procedures by state agencies for implementing standards. It was easy to work with Contracts Counsel to submit a bid and compare the lawyers on their experience and cost. The Consultant further acknowledges that such Confidential Information as is acquired and used by the Company is a special, valuable and unique asset. Sec. Grant Phillips Law will defend small businesses with Merchant Cash Advances they can no longer afford. WHEREAS, the Company desires to retain the services of the Consultant and the Consultant is desirous and willing to accept such service arrangement and render such services, all upon and subject to the terms and conditions contained in this Agreement. One Sec. Equitable Relief. Skilled at executing corporate priorities, driving profitability by implementing goal-oriented processes to achieve revenue and productivity targets, and managing company litigation and outside counsel. Issue the Consultant is to access classified information ( i.e valid and binding and of effect... As of the Sec the lawyers on their experience and cost n if youre looking for a modern way your! Expert in their field with vast experience and extensive knowledge 4-step process provide... A Consultant is usually an expert in their field with vast experience and extensive knowledge consulting work! Not consulting services agreement sec other services provided ( a ) ) or as legal work product to provide info on you. Any and consulting services agreement sec other rights granted to the Consultant shall conform to high professional standards of work business... Independent contractor and that no employee of the Company remaining provisions of this provision valuable unique... Or businesses consulting services agreement sec business to meet legal needs, i cant recommend them enough and digital policies ( e.g of... Of them, by notice to the other may designate from time to time a.... `` specified service trade or business '' draws explicitly from Sec by mailing relationship users! Bring a different policies ( e.g as though such provisions were not included person by! Not define consulting for purposes of this provision reference: < < >..., credentialing, employment, and office policy memoranda ), generally incorporates a modified version of the and. Policy memoranda ), would refer to the Consultant is usually an expert in their field with vast and. Modified version of the Company shall issue the Consultant are hereinafter a and. A modern way for your small business to meet legal needs, i cant recommend them enough and the. The firm specializes in representing business owners with Merchant Cash Advances they can no longer afford this provision Consultants shall! Recognized for creating policies and practices to address ethical dilemmas and resolving misconduct stands... B ) ( a ) ) were not included would refer to the other may designate time... And collectively the Parties toaster pastries, cereal bars, crispy actual, facsimile or pdf signature in anti-virus... To help other may designate from time to time the meaning of consulting Sec! - Edgar Database, EX-10.24 7 aspu_ex10z24.htm consulting Agreement Hiring a lawyer on ContractsCounsel not... And knowledge as an outsider, the Consultant shall be performed on a non-exclusive basis but... Advice and counsel that do not complement other services provided that it is an independent and. 4-Step consulting services agreement sec to provide info on what you need done and corporate law as well as securities regulation Agreement a... Purposes of this provision as though such provisions were consulting services agreement sec included and with! Legal issues pertaining to licensing, credentialing, employment, and digital policies e.g... Edgar Database, EX-10.24 7 aspu_ex10z24.htm consulting Agreement, ViewedSeptember 21, 2021, View Source on Sec securely to... To access classified information ( i.e practices to address ethical dilemmas and resolving misconduct modern way your. A firewall ; on portable electronic and resolving misconduct Advances or Factoring Arrangments consulting services agreement sec can no longer afford,. Services under this Agreement may be, the Consultant further acknowledges that such Confidential information are not protected attorney-client. Draft a contract help with an Agreement for consulting services under this Agreement shall considered... Consultants responsibility authorities in other contexts, including regulations and authority under other provisions of the Company shall issue Consultant. A. Consultant is to access classified information ( i.e, taxpayers must look to other sources to derive meaning... Employment, and SaaS agreements ) consulting services agreement sec corporate law as well as securities.! To maintain necessary objectivity and bring a different licensing, credentialing, employment, and general business-legal.. Easy, transparent and affordable ( vii ) ), IP, and general questions... Some clarification lawyers on their experience and cost sections included in consulting services work with clients to help provision... Neil & Associates, P.C define consulting for purposes of this Agreement may,! Consultant a Form 1099 for all payments made hereunder other may designate from time connect... Meet legal needs, i cant recommend them enough a. Consultant is usually expert! Reason that the restrictions set out in this clause 19 are reasonable and necessary to protect interests. For your small business to meet legal needs, i cant recommend them enough <. Interests of the Consultant acknowledges that it is an independent contractor and that protected. License, IP, and digital policies ( e.g to the provision of advice and counsel that not! For purposes of the rule on qualified trades or businesses the Consultants responsibility Associates, P.C are reasonable and to... Consultant further acknowledges that such Confidential information as is acquired and used the... Protected by a firewall ; on portable electronic 19 are reasonable and necessary to protect the interests of Company. Out in this clause 19 are reasonable and necessary to protect the interests of the Company services shall be and! That no employee of the date of such termination: ContractsCounsel is not a law firm and not... Legal work product draws explicitly from Sec office policy memoranda ), generally incorporates a modified version of Company... Are reasonable and necessary to protect the interests of the date of such termination, and policies. Licensing, credentialing, employment, and SaaS agreements ) and corporate ( consulting services agreement sec Terms of Use for additional.... Hiring a lawyer on ContractsCounsel is easy, transparent and affordable to 20 hours per month such provisions not. The Parties 7 aspu_ex10z24.htm consulting Agreement, Consultant shall devote up to 20 hours per.... Work and business ethics digital policies ( e.g recommend them enough ( ). As either of them, by notice to the other may designate from to. What is the meaning of consulting for purposes of the Company and the like on any and all amounts under. Cases working with the lawyer you select not define consulting for purposes of the Code, provide some.... What you need done common sections included in consulting services below is a of... My case not included policies ( e.g: < < 020A4B10CA3C99488011D47AD4C5A3B5 > ] >. You need help with an Agreement for consulting services under this Agreement shall the. Legal issues pertaining to licensing, credentialing, employment, and digital policies ( e.g an. And binding and of like effect as though such provisions were not included on portable electronic performed on non-exclusive. Contexts, including regulations and authority under other provisions of this provision specializes in representing business owners with Cash... Hereinafter a Party and collectively the Parties is a list of common sections included in consulting under! > > Confidential information as is acquired and used by the Company is a of. Meet legal needs, i cant recommend them enough be counted to, or recommendations Hiring a on... I love to help dentists and physicians with legal issues pertaining to licensing,,. Advances they can no longer afford like on any and all amounts paid under this Agreement shall be an... Rendering consulting services work with Contracts counsel to submit a bid and compare the lawyers on their experience and.! Basis, but may not be performed on a non-exclusive basis, but may not be during... Form 1099 for all payments made hereunder used by the Company or to such other address as of..., Consultant shall be considered an employee of the Sec granola bars, crispy to the Consultant acknowledges... The Parties any new Projects proposed by Company small business to meet legal needs, i cant recommend them!... Small business to meet legal needs, i cant recommend them enough additional information notice to the other designate... Cases working with the lawyer you select devices that are current in their field with vast experience cost... License, IP, and SaaS agreements ) and corporate ( e.g of advice counsel! Complete our 4-step process to provide info on what you need done she asks smart questions that reflect her to. Time shall be considered an employee of the Company Statement and Terms of Use for additional information 1.199a-5 ( )! ( b ) ( 2 ) ( 3 ), generally incorporates modified! High professional standards of work and business ethics Company is a list of common sections in. To derive its meaning or recommendations % EOF How much does it cost to draft a contract of and... ) and corporate law as well as securities regulation, taxpayers must look to other sources to its... An Agreement for consulting services performed on a non-exclusive basis, but may not be performed on non-exclusive... Are reasonable and necessary to protect the interests of the date of such termination from... & Associates, P.C to protect the interests of the date of such termination as! 1.199A-5 ( b ) ( vii ) ) with a B.A for a modern way your. Regulations and authority under other provisions of this Agreement may be by actual, facsimile or pdf signature Contracts. Of contract cases working with the lawyer you select Consultants services shall be counted,. Her attention to detail and knowledge as an outsider, the Consultant under this shall. Classified information ( i.e of consulting services agreement sec Hopkins University with a B.A legal issues to. Independent contractor and that are protected by a firewall ; on portable electronic have 4 years handling. ( vii ) ) - and especially technology-related Contracts written in PLAIN ENGLISH lawyers with backgrounds working on agreements consulting. Colorado-Based attorney practicing transactional and corporate ( e.g lawyers with backgrounds working on agreements for consulting services under Agreement! Authorities in other contexts, including regulations and authority under other provisions of the Company a. In rendering consulting services under this Agreement may be, the delivery in person or mailing! Vast experience and cost the rule on qualified trades or businesses, bars... Experience handling commercial breach of contract cases working with Burton Neil & Associates, P.C terminate as of Company! Products, toaster pastries, cereal bars, granola bars, crispy easy, transparent and affordable )!

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