e. Personnel supplied by Consultant to provide services to Company under this Agreement will
be deemed Consultant’s employees or agents and will not for any purpose be considered
employees or agents of Company. Consultant assumes full responsibility for the actions of
such personnel while performing services pursuant to this Agreement, and shall be solely
responsible for their supervision, daily direction and control, provision of employment benefits
(if any) and payment of salary (including all required withholding of taxes).
5. COMPENSATION, BENEFITS AND EXPENSES
5.1. Compensation
In consideration of the services to be rendered hereunder, including, without limitation, services to
any Affiliated Company, Consultant shall be paid [AMOUNT], payable at the time and pursuant to the
procedures regularly established, and as they may be amended, by the Company during the course
of this Agreement.
5.2. Benefits
Other than the compensation specified in this 5.1, neither Consultant nor its Agents shall be entitled
to any direct or indirect compensation for services performed hereunder.
5.3. Expenses
The Company shall reimburse Consultant for reasonable travel and other business expenses incurred
by its Agents in the performance of the duties hereunder in accordance with the Company’s general
policies, as they may be amended from time to time during the course of this Agreement.
6. INVOICING
Company shall pay the amounts agreed to herein upon receipt of invoices which shall be sent by
Consultant, and Company shall pay the amount of such invoices to Consultant.
7. TERMINATION OF CONSULTING RELATIONSHIP
7.1. By the Company or the Consultant
At any time, either the Company or the Consultant may terminate, without liability, the Consulting
Period for any reason, with or without cause, by giving [AGREED UPON NUMBER OF DAYS] days
advance written notice to the other party. If the Consultant terminates its consulting relationship with
the Company pursuant to Sections 2, 3 and 4, the Company shall have the option, in its complete
discretion, to terminate Consultant immediately without the running of any notice period. The
Company shall pay Consultant the compensation to which the Consultant is entitled pursuant to
Section 5 through the end of the Consulting Period, and thereafter all obligations of the Company
shall terminate.
7.2. Termination Due to Bankruptcy, Receivership
The Consulting Period shall terminate and the Company’s obligations hereunder (including the
obligation to pay Consultant compensation under Section 5 shall cease upon the occurrence of: (i)
the appointment of a receiver, liquidator, or trustee for the Company by decree of competent authority
in connection with any adjudication or determination by such authority that the Company is bankrupt
or insolvent; (ii) the filing by the Company of a petition in voluntary bankruptcy, the making of an
assignment for the benefit of its creditors, or the entering into of a composition with its creditors; or (iii)
any formal action of the Board to terminate the Company’s existence or otherwise to wind up the
Company’s affairs.
©
C
o
p
y
r
i
g
h
t
E
n
v
i
s
i
o
n
C
o
r
p
o
r
a
t
i
o
n
.
2
0
0
2
.