Consulting Consideration Sample Clauses

Consulting Consideration. In consideration for ▇▇. ▇▇▇▇▇▇▇’▇ consulting services contemplated during the Consulting Period Insys agrees to provide the consulting services fees set forth on Exhibit A (the “Consulting Fees”). Notwithstanding any provision in this Agreement to the contrary, the consulting services are not intended to be and are not employment compensation. In addition, if any payment under this Agreement is determined to be subject to Section 409A, this Agreement shall be interpreted and administered such that such payments comply to the fullest extent possible with Section 409A of the Code. Each installment payment or other payment hereunder shall be considered a separate “payment” for purposes of Section 409A.

Consulting Consideration. As full compensation for the Services, and provided that Consultant timely executes, delivers, and does not revoke the Supplemental Release attached as Annex I hereto within five (5) days following (but not before) the end of the Term (as defined below): 4.1 Trex will provide continued vesting during the Term in regard to any outstanding equity awards Consultant holds as of the Separation Date (each such award an “Equity Award”) that is scheduled to vest during the Term. The Parties agree that ▇▇▇▇▇ ▇▇ hereof lists Consultant’s outstanding Equity Awards as of the Effective Date. In other words, the Services provided by Consultant under this Consulting Agreement designate Consultant a Service Provider for purposes of the Trex Company, Inc. 2014 Stock Incentive Plan and the Trex Company, Inc. Amended and Restated 2023 Stock Incentive Plan (together, the “Plans”) and Consultant’s equity award agreements. Additionally, all vested stock appreciation rights shall retain their original expiration date including upon the occurrence of an event contemplated by Section 16.1 or 16.2 of the Plans. Any portion of any Equity Award that is unvested as of the end of the Term shall be forfeited as of the end of the Term. 4.2 Trex will pay Consultant Sixteen Thousand Six Hundred Sixty Six Dollars ($16,666.00) per each full month during the Term, prorated for any partial month during the Term. Such payment shall be made in arrears during the ten (10) day period following the end of each applicable month during the Term. Each payment shall be made by direct deposit to an account as provided to the Company by Consultant. Any change to the account must be provided to the Company by Consultant at least seven (7) days prior to the end of the applicable month. 4.3 Consultant will be solely responsible and liable for paying all taxes with respect to the consideration received from Trex under this Agreement and shall indemnify and hold harmless Trex with respect to any such taxes. Section 3(b)(iii) of the Transition Agreement is incorporated herein by reference and shall apply to this Agreement, mutatis mutandis. To the extent the Company has previously paid or provided you any benefits pursuant to this Section 4 of this Agreement prior to the Supplemental Release becoming fully effective and irrevocable in accordance with its terms, the Company may seek recovery of such amounts in accordance with Section 3(b)(iii) of the Transition Agreement in such manner as it may determine in it...

Consulting Consideration. As sole consideration for CONSULTANT’s performance of the Services, ACCURAY shall provide CONSULTANT with: (1) continued vesting of CONSULTANT’S outstanding ACCURAY equity awards as detailed in subsection B below; and (2) payment of the bonus CONSULTANT would have received under ACCURAY’s Company Bonus Plan for fiscal 2022, taking into account the approved 80% bonus pool funding level, as if CONSULTANT had remained employed by ACCURAY through the date that would have otherwise been required to earn the bonus, which amount will be paid at the same time as bonuses are paid under the Company Bonus Plan to the U.S. employees of ACCURAY (the “Bonus Payment Date”); provided, however, that CONSULTANT will not be eligible to receive such bonus if this Agreement is terminated by ACCURAY for Cause (as defined below) or if this Agreement is terminated for convenience by CONSULTANT, in each case prior to the Bonus Payment Date.

Consulting Consideration. In consideration for M▇. ▇▇▇▇▇▇▇’▇ consulting services contemplated during the Consulting Period Insys agrees to provide the consulting services fees set forth on Exhibit A (the “Consulting Fees”). Notwithstanding any provision in this Agreement to the contrary, the consulting services are not intended to be and are not employment compensation. In addition, if any payment under this Agreement is determined to be subject to Section 409A, this Agreement shall be interpreted and administered such that such payments comply to the fullest extent possible with Section 409A of the Code. Each installment payment or other payment hereunder shall be considered a separate “payment” for purposes of Section 409A. Insys also agrees to reimburse M▇. ▇▇▇▇▇▇▇ for an amount equal to the employer portion of M▇. ▇▇▇▇▇▇▇’▇ COBRA premiums, in an amount not to exceed $1,448 in any given month or in the aggregate under this Agreement $17,376, for a period to commence on the date hereof and end upon the earlier of (A) twelve months or (B) the date that M▇. ▇▇▇▇▇▇▇ obtains employment (not including employment from a temporary placement agency). The COBRA premiums shall be reimbursed to M▇. ▇▇▇▇▇▇▇ within 30 days upon him presenting to Insys reasonable documentary evidence of proof of payment of such premium(s), unless disputed by Insys in writing. M▇. ▇▇▇▇▇▇▇ acknowledges and agrees that he is solely responsible for obtaining his COBRA benefits and for making payments to obtain such COBRA benefits (and paying for any applicable taxes and fees related to payments from Insys) and the obligations of Insys are solely reimbursement obligations.

Consulting Consideration. 2.1 The Company shall pay the Consultant a monthly consulting fee equal to $10,000, for each month in which the Consultant is providing Consulting Services, until the earlier of the Expiration Date or termination of this Consulting Agreement. Such consulting fee shall be payable monthly in arrears on the last day of each month or as otherwise agreed between the parties. Additionally, Consultant will receive the remainder of Consultant’s 2023 annual bonus and continuation of medical, dental and vision benefits through the Expiration Date. The Company shall reimburse Consultant for reasonable, necessary and documented business expenses incurred by the Consultant in connection with providing the Consulting Services, provided that such expenses must be consistent with Company policies applicable to reimbursement of business expenses. 2.2 Consultant acknowledges that Consultant will receive an IRS Form 1099 from the Company and Consultant will be solely responsible for all federal, state, and local taxes with respect to the payments and benefits provided hereunder. 2.3 The parties further affirm that Consultant’s right to any restricted stock units scheduled to vest after Resignation Effective Date shall continue according to existing vesting schedule. 2.4 The parties further agree that the monthly consulting fee is reasonable and at fair market value. The Parties acknowledge that the Company may be required to publicly disclose certain terms of this Consulting Agreement including the identity of Consultant, the nature of the Consulting Services performed and any payment or other transfer of value provided to Consultant under this Agreement.

Consulting Consideration. As sole consideration for CONSULTANT’s performance of the Services, ACCURAY shall provide CONSULTANT with: (1) continued vesting of CONSULTANT’S outstanding ACCURAY equity awards as detailed in subsection B below; (2) continued coverage under ACCURAY’s directors and officers insurance policies for so long as CONSULTANT remains as an officer or director of ACCURAY or any of its affiliate entities; and (3) so long as this Agreement has not terminated prior to the Bonus Payment Date, payment of the actual bonus CONSULTANT would have received under ACCURAY’s Performance Bonus Plan for fiscal 2018 as if CONSULTANT had remained employed by the Company through the date that would have otherwise been required to earn the bonus, but without the Board or any committee of the Board exercising any negative discretion to reduce the amount of the award, which amount will be paid at the same time as bonuses are paid under the Performance Bonus Plan to the executive officers of ACCURAY (the “Bonus Payment Date”).

Consulting Consideration. (a) AMOUNT PAYABLE UPON AN ACQUISITION. Consulting Consideration shall be determined as provided in Section 3(b), and shall be paid when due twenty five (25%) percent in cash and seventy five percent (75%) in Warrants as provided in Section 3(c). The Consulting Consideration as so determined shall be deemed earned, and paid promptly following, the closing of each Acquisition or with respect to an Option, upon the execution of a definitive document for the Option.

Consulting Consideration. In consideration for the performance of the Consulting Services, Consultant shall receive the consideration set forth on the Consulting Services Schedule (“Consulting Consideration”).

Consulting Consideration. As payment and consideration for the Services to be provided and promises made herein by CONSULTANT, ACCURAY agrees to pay for CONSULTANT’s ongoing coverage under Accuray’s Directors and Officer’s insurance policies for so long as CONSULTANT remains as an officer or director of ACCURAY or any of its affiliate entities. CONSULTANT shall not receive any cash compensation but shall receive continued vesting of equity as detailed in subsection B below (“Consulting Fee”) for the Services.