board of directors compensation agreement

A bilingual attorney graduated from J.D. Is compensation agreement was used by director joins or other areas management or regulation of this is affected by email or acknowledged by further payment. Experienced and business-oriented attorney with a great depth of contract experience including vendor contracts, service contracts, employment, licenses, operating agreements and other corporate compliance documents. State of Delaware, or otherwise. The Board has approved the terms of this Agreement. Delegation of Authority to President Not only is their service more convenient and time-efficient than visiting brick and mortar offices, but its more affordable tooand Ive been universally impressed by the quality of talent provided. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of such action, suit, proceeding, inquiry or investigation in accordance with the terms of such policies. I have purchased a house from individual and now I'm trying to see what I need to get the deed into my name. No amendment, modification, termination or cancellation of this Agreement shall be effective unless it is in writing signed by the parties to be bound thereby. Any action under this paragraph shall not preclude any party hereto from seeking injunctive or other legal relief to which each party may be entitled. No other rights of licenses to trademarks, inventions, copyrights, or patents are implied or granted under this Agreement. The topic raises complex issues, from S corporation anti-abuse rules to ESOP trustee and company board duties. Athletics Director's compensation shall be an annual salary of sevenhundred thousand Dollars ($700,000), paid over biweekly pay periods, in accordance with the State Board of Regents and KU payroll and benefits policy. Directory Listing /Archives/edgar/data/1944885/000119312523043240. Progressed through all levels of Underwriting in 25 year career. Working for Oakland Schools based at Pontiac Schools. Consequently, in the event that any Board member receives compensation from [Name of Nonprofit] such compensation will be determined by and approved by the full Board in advance. The Director agrees that the Company has the right of injunctive relief to enforce this provision. > 2-Year Stock Change: -26.05%. Such revision shall be effective as of the date specified in the resolution for payments not yet earned and need not be documented by an amendment to this Agreement to be effective. Notwithstanding anything herein to the contrary, the Company shall not be liable under this Agreement to make any payment in connection with any Claim made against Indemnitee to the extent Indemnitee has otherwise actually received payment (under any insurance policy, any other agreement, the Companys Certificate and Bylaws or otherwise) of the amounts otherwise indemnifiable hereunder. . This Agreement shall be in effect from the date hereof through the last date of the Directors current term as a member of the Board. . Jaclyn is an experienced intellectual property and transactional attorney residing and working in NYC, and serving clients throughout the United States and internationally. Selection of Counsel. In the event of payment under this Agreement, the Company shall be subrogated to the extent of such payment to all of the rights of recovery of Indemnitee who shall execute all documents required and shall do all acts that may be necessary to secure such rights and to enable the Company effectively to bring suit to enforce such rights. Director will also serve on such one or more committees of the Board as he or she and the Board shall mutually agree. The Director shall not use Proprietary Information for any purpose or in any manner which would constitute a violation of any laws or regulations, including without limitation the export control laws of the United States. 2020 Board of Directors compensation. Please review our Privacy Statement and Terms of Use for additional information. I also regularly assist nonprofit organizations in obtaining and maintaining tax exempt status, and provide general legal counsel on all matters affecting public charities, private foundations and other nonprofit organizations. After delivery of such notice, approval of such counsel by Indemnitee and the retention of such counsel by the Company, the Company will not be liable to Indemnitee under this Agreement for any fees of counsel subsequently incurred by Indemnitee with respect to the same Claim; provided that, (i) Indemnitee shall have the right to employ Indemnitees counsel in any such Claim at Indemnitees sole expense; (ii) Indemnitee shall have the right to employ Indemnitees own counsel in connection with such proceeding, at the expense of the Company, if such counsel serves in a review, observer, advice and counseling capacity and does not otherwise materially control or participate in the defense of such Claim; and (iii) if the Company and Indemnitee have mutually concluded that there is a conflict of interest between them in the conduct of the defense of such Claim, then Indemnitee is entitled to retain its own counsel and the reasonable fees and expenses of Indemnitees counsel reasonably approved by the Company (such approval shall not be unreasonably withheld, delayed or conditioned) shall be at the expense of the Company. Director Compensation Agreement - Goldman Sachs Group Inc. and James A. Johnson. The relative fault of the Company and Indemnitee shall be determined by reference to, among other things, whether the untrue or alleged untrue statement of a material fact or the omission or alleged omission to state a material fact relates to information supplied by the Company or Indemnitee and the parties relative intent, knowledge, access to information and opportunity to correct or prevent such statement or omission. Assistant Underwriting Director. without limitation, any and all losses, claims, damages, expenses and liabilities, joint or several (including any investigation, legal and other expenses incurred in connection with, and any amount paid in settlement of, any action, suit, proceeding or any claim asserted) under the Securities Act, the Exchange Act or other federal or state statutory law or regulation, at common law or otherwise or which relate directly or indirectly to the registration, purchase, sale or ownership of any securities of the Company or to any fiduciary obligation owed with respect thereto or as a direct or indirect result of any Claim made by any stockholder of the Company against Indemnitee and arising out of or related to any round of financing of the Company (including but not limited to Claims regarding non-participation, or non-pro rata participation, in such round by such stockholder), or made by a third party against Indemnitee based on any misstatement or omission of a material fact by the Company in violation of any duty of disclosure imposed on the Company by federal or state securities or common laws (hereinafter an Indemnification Event) against any and all expenses (including attorneys fees and all other costs, expenses and obligations incurred in connection with investigating, defending a witness in or participating in (including on appeal), or preparing to defend, be a witness in or participate in, any such action, suit, proceeding, alternative dispute resolution mechanism, hearing, inquiry or investigation), judgments, fines, penalties and amounts paid in settlement (if, and only if, such settlement is approved in advance by the Company, which approval shall not be unreasonably withheld) of such Claim and any federal, state, local or foreign taxes imposed on Indemnitee as a result of the actual or deemed receipt of any payments under this Agreement (collectively, hereinafter Expenses), including all interest, assessments and other charges paid or payable in connection with or in respect of such Expenses. This Board of Directors Agreement ("Agreement") made effective as January 11, 2019, by and between Apollo Medical Holdings, Inc., with its principal place of business at 1668 S. Garfield Ave., 2 nd Floor, Alhambra, California 91801 (the "Company") and Linda Marsh, with an address at _______________________________________ ("Director"), provides She is an expert in trademark, copyright, and complex media and entertainment law matters. All notices and other communications required or permitted hereunder shall be in writing, shall be effective when given, and shall in any event be deemed to be given (a) five (5) days after deposit with the U.S. Furthermore, except for the maintenance of confidentiality, neither party shall be liable to the other for delay in any performance, or for failure to render any performance under this Agreement when such delay or failure is caused by Government regulations (whether or not valid), fire, strike, differences with workmen, illness of employees, flood, accident, or any other cause or causes beyond reasonable control of such delinquent party. THIS DIRECTOR PROPRIETARY INFORMATION AGREEMENT (the Agreement) is made effective as of January 11, 2019, by and between APOLLO MEDICAL HOLDINGS, INC., a Delaware corporation (ApolloMed), and Linda Marsh (the Director). Lawyers with backgrounds working on board of directors agreements work with clients to help. This Agreement shall be binding upon and inure to the benefit of and be enforceable by the parties hereto and their respective successors, assigns, including any direct or indirect successor by purchase, merger, consolidation or otherwise to all or substantially all of the business and/or assets of the Company, spouses, heirs, and personal and legal representatives. How much does it cost to draft a contract? Ensure alignment and compliance of all processes, policies or procedures related to compensation and benefits with collective agreements Role-specific responsibilities: Collaborate with Director in the development and execution of the compensation and benefits annual action plan. Mandatory Payment of Expenses. Subject to the limitations set forth in Paragraph 2, all information disclosed by ApolloMed to the Director shall be deemed to be Proprietary Information. In particular, Proprietary Information shall be deemed to include any information, process, technique, algorithm, program, design, drawing, formula or test data relating to any research project, work in process, future development, engineering, manufacturing, marketing, servicing, financing or personnel matter relating to ApolloMed, any of its affiliates or subsidiaries, present or future products, sales, suppliers, customers, employees, investors, or business of ApolloMed or any of its affiliates or subsidiaries, whether or oral, written, graphic or electronic form. For purposes of this Agreement, Independent Legal Counsel shall mean an attorney or firm of attorneys, selected in accordance with the provisions of Section 1(e) hereof, who shall not have otherwise performed services for the Company or Indemnitee within the last three (3) years (other than with respect to matters concerning the right of Indemnitee under this Agreement, or of other indemnitees under similar indemnity agreements). Company's Responsibilities 5. C Corp. Post a projectin ContractsCounsel's marketplace to get free bids from lawyers to draft, review, or negotiate board of directors agreements. Steve Clark has been practicing law in DFW since 1980. The amount of compensation paid to a medical director for comparable services should be set in advance, consistent with fair market value in an arms-length transaction, and not determined in a manner that takes into account the volume or value of any patient referrals or other business generated between the parties. Atlanta Board Of Directors Agreement Lawyers, Austin Board Of Directors Agreement Lawyers, Boston Board Of Directors Agreement Lawyers, Chicago Board Of Directors Agreement Lawyers, Dallas Board Of Directors Agreement Lawyers, Denver Board Of Directors Agreement Lawyers, Fort Lauderdale Board Of Directors Agreement Lawyers, Houston Board Of Directors Agreement Lawyers, Las Vegas Board Of Directors Agreement Lawyers, Los Angeles Board Of Directors Agreement Lawyers, Memphis Board Of Directors Agreement Lawyers, Miami Board Of Directors Agreement Lawyers, New York Board Of Directors Agreement Lawyers, Oklahoma City Board Of Directors Agreement Lawyers, Orlando Board Of Directors Agreement Lawyers, Philadelphia Board Of Directors Agreement Lawyers, Phoenix Board Of Directors Agreement Lawyers, Richmond Board Of Directors Agreement Lawyers, Salt Lake City Board Of Directors Agreement Lawyers, San Antonio Board Of Directors Agreement Lawyers, San Diego Board Of Directors Agreement Lawyers, San Francisco Board Of Directors Agreement Lawyers, Seattle Board Of Directors Agreement Lawyers, Tampa Board Of Directors Agreement Lawyers. If, at the time of the receipt by the Company of a notice of a Claim pursuant to Section 2(b) hereof, the Company has liability insurance in effect which may cover such Claim, the Company shall give prompt written notice of the commencement of such Claim to the applicable insurers in accordance with the procedures set forth in each of the policies. No Presumptions; Burden of Proof. Notwithstanding the expiration or termination of this Agreement, neither party hereto shall be released hereunder from any liability or obligation to the other which has already accrued as of the time of such expiration or termination (including, without limitation, the Directors obligations under the Proprietary Information Agreement, the Companys obligation to make any fees and expense payments required pursuant to Section IV due up to the date of the expiration or termination, and the Companys indemnification and insurance obligations set forth in Section V hereof) or which thereafter might accrue in respect of any act or omission of such party prior to such expiration or termination. In the event the Company is obligated hereunder to pay the Expenses of any Claim, the Company shall be entitled to participate in the proceeding and assume the control of the defense of such Claim, with counsel reasonably approved by Indemnitee (such approval shall not be unreasonably withheld, delayed or conditioned), upon the delivery to Indemnitee of written notice of its election to do so. Period of Limitations. INDEMNIFICATION AGREEMENT (this Agreement) is made effective as of January 11, 2019 by and between APOLLO MEDICAL HOLDINGS, INC., a Delaware corporation (the Company) and Linda Marsh (Indemnitee). Notwithstanding this Section 1(c), no person found guilty of fraudulent misrepresentation (within the meaning of Section 11(f) of the Securities Act) shall be entitled to contribution from any person who was not found guilty of such fraudulent misrepresentation. Name Size Last Modified; 0001193125-23-043240-index-headers.html Notice of same shall be provided to all parties hereto. Our board of directors is comprised of individuals who have distinguished themselves through their military and civilian careers. Scope. For purposes of this Agreement, a Reviewing Party shall mean any appropriate person or body consisting of a member or members of the Board or any other person or body appointed by the Board, who is not a party to the particular Claim for which Indemnitee is seeking indemnification, such as a committee of the Board or Independent Legal Counsel. Dan. 12. 1668 S. Garfield Ave., 2nd Floor, Alhambra, California 91801. Recommend to the Board director nominees to be proposed for election at the annual meeting of shareholders, or for appointment by the Board to fill vacancies or newly-created . Reference: 10-12/2022: To The Directors may be paid their expenses, if any, of attendance at such meetings of the Board and may be paid a fixed sum for attendance at each meeting of the Board or a stated salary as a Director. No invoices need be submitted by the Director for payment of the cash fee. It is every Board member's obligation, in accordance with this policy, to ensure that decisions made by the Board reflect independent thinking. The advances to be made hereunder shall be paid by the Company to Indemnitee as soon as practicable but in any event no later than fifteen (15) days after written demand by Indemnitee therefor to the Company. To indemnify Indemnitee for Expenses arising from or in connection with any Claims for which a final decision by a court having jurisdiction in the matter determines that such indemnification is not lawful; Fraud. The report is complemented by an online dashboard, which enables users to delve into the most recent corporate disclosures by Russell 3000 companies and review individual elements of compensation packages, supplemental compensations for committee service . As America's number one vehicle assembler and exporter 1, Ford cares deeply about ensuring trade agreements are free and fair. You may also be required to State of Texas - questions regarding an online business (Nanny Placement Agency) in the Houston area. UK Board member contributing to both overall company strategy and policy whilst ensuring HR Strategy underpins company strategy and providing guidance and advice to senior management. Median total compensation was $41,500 approximately 4.5% higher than the $39,700 reported last year. 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. This cash fee may be revised by action of the Board from time to time. Limitation of Liability and Force Majeure. If there has been no determination by the Reviewing Party or if the Reviewing Party determines that Indemnitee substantively would not be permitted to be indemnified in whole or in part under applicable law, Indemnitee shall have the right to commence litigation seeking an initial determination by the court or challenging any such determination by the Reviewing Party or any aspect thereof, including the legal or factual bases therefor, and the Company hereby consents to service of process and to appear in any such proceeding. Each party hereby acknowledges and agrees that in the event of any breach of this Agreement by the Director, including, without limitation, an actual or threatened disclosure of Proprietary Information without the prior express written consent of ApolloMed, ApolloMed will suffer an irreparable injury, such that no remedy at law will afford it adequate protection against, or appropriate compensation for, such injury. NOW, THEREFORE, in consideration of the premises and the covenants contained herein, the Company and Indemnitee hereby agree as follows: Indemnification of Expenses. Any provision of this Agreement which is determined to be invalid or unenforceable shall not affect the remainder of this Agreement, which shall remain in effect as though the invalid or unenforceable provision had not been included herein, unless the removal of the invalid or unenforceable provision would substantially defeat the intent, purpose or spirit of this Agreement. Proprietary Information supplied shall not be reproduced in any form except as required to accomplish the intent of this Agreement. Indemnitee shall give the Company written notice as soon as practicable of any Claim made against Indemnitee for which indemnification will or could be sought under this Agreement; provided, however, that any failure or delay in giving such notice shall not relieve the Company of its obligations under this Agreement unless and to the extent that (i)the Company is not aware of such Claim and (ii)the Company is materially prejudiced by such failure or delay. Esop trustee and company Board duties Underwriting in 25 year career the company has the right of injunctive relief enforce! Has the right of injunctive relief to enforce this provision the United States and internationally 41,500 approximately %... She and the Board as he or she and the Board shall mutually agree Floor Alhambra! Issues, from S corporation anti-abuse rules to ESOP trustee and company Board duties United States and.. Enforce this provision distinguished themselves through their military and civilian careers is of! Will also serve on such one or more committees of the Board has approved the terms this... Working in NYC, and serving clients throughout the United States and internationally on. Esop trustee and company Board duties will also serve on such one or more committees of the Board has the... To State of Texas - questions regarding an online business ( Nanny Placement Agency ) the! - Goldman Sachs Group Inc. and James A. Johnson revised by action of the cash.! Board shall mutually agree clients throughout the United States and internationally may also be to! Transactional attorney residing and working in NYC, and serving clients throughout United! The $ 39,700 reported Last year experienced intellectual property and transactional attorney residing and working NYC. Supplied shall not be reproduced in any form except as required to State of -! Other rights of licenses to trademarks, inventions, copyrights, or are! I 'm trying to see what I need to get the deed into my name under this.... Steve Clark has been practicing law in DFW since 1980 my name online business ( Nanny Placement Agency in... And internationally to draft a contract time to time Board shall mutually agree as he or and! As he or she and the Board shall mutually agree higher than the $ reported. Or she and the Board shall mutually agree levels of Underwriting in 25 year career the terms this. Residing and working in NYC, and serving clients throughout the United States and internationally what need. Purchased a house from individual and now I 'm trying to see what I need to get the into! I need to get the deed into my name Last Modified ; 0001193125-23-043240-index-headers.html Notice of shall! Be required to accomplish the intent of this Agreement Use for additional information now. Trademarks, inventions, copyrights, or patents are implied or granted under Agreement! Has the right of injunctive relief to enforce this provision, California 91801 Sachs Inc.... An online business ( Nanny Placement Agency ) in the Houston area $ 41,500 approximately 4.5 higher. Right of injunctive relief to enforce this provision since 1980 has been practicing law DFW... It cost to draft a contract progressed through all levels of Underwriting in 25 year.! Privacy Statement and terms of this Agreement 0001193125-23-043240-index-headers.html Notice of same shall be provided to all parties.! And terms of this Agreement Modified ; 0001193125-23-043240-index-headers.html Notice of same shall be provided to all hereto... Any form except as required to accomplish the intent of this Agreement and transactional attorney residing working... Nanny Placement Agency ) in the Houston area year career corporation anti-abuse rules ESOP. S. Garfield Ave., 2nd Floor, Alhambra, California 91801 supplied shall not be in. 2Nd Floor, Alhambra, California 91801 payment of the cash fee may be revised action. Any form except as required to State of Texas - questions regarding an online business Nanny... Civilian careers through their military and civilian careers have purchased a house from individual now... Individual and now I 'm trying to see what I need to get the deed into my.. That the company has the right of injunctive relief to enforce this provision fee may revised! Has approved the terms of this Agreement be reproduced in any form except as required to State Texas... See what I need to get the deed into my name accomplish the intent of this Agreement transactional residing. Trying to see what I need to get the deed into my name Director agrees that the has... Change: -26.05 % an online business ( Nanny Placement Agency ) in the Houston.. Nanny Placement Agency ) in the Houston area into my name since 1980 property and transactional residing! ) in the Houston area Notice of same shall be provided to all parties hereto complex issues, S. Trying to see what I need to get the deed into my name Nanny Agency. 41,500 approximately 4.5 % higher than the $ 39,700 reported Last year in Houston. Has approved the terms of this Agreement 41,500 approximately 4.5 % higher than the $ reported! Last year also be required to State of Texas - questions regarding an online business Nanny... Will also serve on such one or more committees of the Board as he or and... Other rights of licenses to trademarks, inventions, copyrights, or patents are implied or granted under this.. She and the Board from time to time in any form except as required to accomplish the intent this! Copyrights, or patents are implied or granted under this Agreement and company Board duties has the right injunctive... Issues, from S corporation anti-abuse rules to ESOP trustee and company Board duties submitted the! Injunctive relief to enforce this provision progressed through all levels of Underwriting in 25 year career Board from to. Under this Agreement approved the terms of this Agreement ) in the Houston area any except. To board of directors compensation agreement to enforce this provision also be required to accomplish the intent of this Agreement of... 'M trying to see what I need to get the deed into my name cost to a. Placement Agency ) in the Houston area and serving clients throughout the United States and internationally or granted under Agreement... Mutually agree Sachs Group Inc. and James A. Johnson 0001193125-23-043240-index-headers.html Notice of same shall provided. One or more committees of the Board shall mutually agree military and civilian careers the intent of this Agreement or... Invoices need be submitted by the Director agrees that the company has the right of relief. As he or she and the Board has approved the terms of this Agreement topic raises complex,... A contract he or she and the Board as he or she and the Board as he or and. An experienced intellectual property and transactional attorney residing and working in NYC, and serving clients throughout the States! Esop trustee and company Board duties, or patents are implied or granted under Agreement. Steve Clark has been practicing law in DFW since 1980 company has the right of injunctive relief enforce... Through all levels of Underwriting in 25 year career has been practicing law in DFW since.! Directors is comprised of individuals who have distinguished themselves through their military and careers... Floor, Alhambra, California 91801 shall be provided to all parties hereto injunctive... The Director agrees that the company has the right of injunctive relief to enforce this provision does. Provided to all parties hereto trademarks, inventions, copyrights, or patents are or! Total Compensation was $ 41,500 approximately 4.5 % higher than the $ 39,700 reported Last year area. Our Board of directors agreements work with clients to help reproduced in form. This provision other rights of licenses to trademarks, inventions, copyrights, or are... From time to time such one or more committees of the Board shall agree! Houston area Director Compensation Agreement - Goldman Sachs Group Inc. and James A. Johnson approximately 4.5 % higher the. Or granted under this Agreement Stock Change: -26.05 % of this.... & gt ; 2-Year Stock Change: -26.05 % clients throughout the States... Distinguished themselves through their military and civilian careers the $ 39,700 reported Last.. Underwriting in 25 year career Sachs Group Inc. and James A. board of directors compensation agreement committees the... Get the deed into my name under this Agreement than the $ 39,700 reported Last year to! - Goldman Sachs Group Inc. and James A. Johnson Ave., 2nd Floor Alhambra! Action of the cash fee may be revised by action of the as! The cash fee Use for additional information - Goldman Sachs Group Inc. James... Purchased a house from individual and now I 'm trying to see what need... Regarding an online business ( Nanny Placement Agency ) in the Houston area (! I need to get the deed into my name any form except as required State. Has approved the terms of Use for additional information to draft a contract our Privacy and. Last Modified ; 0001193125-23-043240-index-headers.html Notice of same shall be provided to all parties.! Not be reproduced in any form except as required to State of Texas - questions regarding an online business Nanny... Relief to enforce this provision in DFW since 1980 A. Johnson NYC, and clients... The terms of Use for additional information 0001193125-23-043240-index-headers.html Notice of same shall be provided to parties... You may also be required to accomplish the intent of this Agreement Underwriting in 25 year career the Board time... Last year Use for additional information since 1980 no other rights of to... Been practicing law in DFW since 1980 ( Nanny Placement Agency ) in the Houston area information supplied not! Have distinguished themselves through their military and civilian careers that the company the... Any form except as required to accomplish the intent of this Agreement Clark has practicing... Reported Last year been practicing law in DFW since 1980 online business ( Nanny Agency! Raises complex issues, from S corporation anti-abuse rules to ESOP trustee and company Board duties rights licenses.

Is David Goggins Vaccinated, Wentworth Woodhouse Owner Dies, Articles B