| | ◾ | | A payment of USD $25,000, representing Consultant’s fee for the five (5) days spent by Consultant providing Services prior to signing this Agreement. |
Invoices must be submitted weekly and approved by the Company. Payment shall be made to Consultant by wire transfer upon receipt and approval of invoice.
Other Considerations:
Consultant has sole responsibility, as an independent contractor, to comply with all laws, rules and regulations relating to the provision of Services, including without limitation, requirements under all tax law requirements (where applicable). Consultant shall be responsible for deducting any and all applicable national and regional taxes deductions, premiums paid by DIRTT and remitting such amounts to governmental authorities as prescribed by law.
As an independent contractor, Consultant shall not be entitled to any employment related benefits. Upon termination of this Agreement, DIRTT shall only be responsible for paying the compensation associated with Services provided by Consultant up to and including the Termination Date. With the exception of such amounts, Consultant shall have no further claim or cause of action against DIRTT for any cause, matter or thing relating to an alleged employment relationship between Consultant and DIRTT, including, without limitation, any claim for reasonable notice of termination, pay in lieu of notice, termination, severance or vacation pay, expenses, bonus or incentive plan payments, profit sharing, stock options, overtime pay, or pension entitlements whether arising pursuant to statute, contract, common law or otherwise. This section shall survive the termination of this Agreement and shall remain binding on Consultant.
All tools, equipment, office space, vehicles, and administrative support required for the purposes of providing Services shall be the sole responsibility of Consultant, with the exception of relevant software, DIRTT-specific tools an any reasonable out of pocket expenses incurred as approved by DIRTT. DIRTT will provide all sales training materials, training sessions required for support.
Intellectual Property:
Consultant agrees that all worldwide rights, title and interest in any and all advances, computer programs, concepts, compositions, data, database technologies, designs, discoveries, domain names, drawings, formulae, ideas, improvements, inventions,know-how, mask works, sketches, software, practices, processes, research materials, trade-secrets, work methods, patents, trade-marks, copyright works and any other intellectual property (whether registerable or not) produced, made, composed, written, performed, or designed by Consultant either alone or jointly with others, in the course of performing your contract with DIRTT and in any way relating to the business of DIRTT (the “Intellectual Property”), shall vest in and be the exclusive property of DIRTT.
Consultant hereby waives any and all authors, moral, and proprietary rights that you may now or in the future have in any Intellectual Property developed in the performance of your contract with DIRTT. Consultant agrees to indemnify and hold harmless DIRTT Environmental Solutions, its directors, officers, agents and employees from and against any and all claims, demands, suits, losses, fines, surcharges, damages, costs and expenses arising out of Consultant’s failure to comply with any laws. Consultant further agrees to indemnify and hold DIRTT, its directors, officers, agents and employees harmless from and against any and all liabilities, claims, demands, suits, losses, fines, surcharges, damages, costs and expenses relating to the injury or death of any person, damage to or destruction of any property, which is directly or indirectly caused by any act or omission on the part of Consultant.
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