Consulting Agreement Amendment, dated January 8, 2018, by and among Pharma-Bio Serv, Inc., Strategic Consultants International, LLC and Elizabeth Plaza, effective January 1, 2018

EX-10.1 2 pbsv_ex10-1.htm CONSULTING AGREEMENT AMENDMENT Blueprint
Exhibit 10.1
 
CONSULTING AGREEMENT AMENDMENT
 
CONSULTING AGREEMENT AMENDMENT (this “Amendment”), effective as of January 1, 2018, by and among Pharma-Bio Serv, Inc., a Delaware corporation (the “Company”), Strategic Consultants International, LLC, a Puerto Rico registered Limited Liability Corporation (the “Consultant”), and Elizabeth Plaza, residing in Dorado, Puerto Rico (“Plaza”).
 
W I T N E S S E T H:
 
WHEREAS, the Company, Consultant and Plaza have entered into that certain Consulting Agreement, effective as of January 1, 2014, as such Consulting Agreement has been and may be amended, restated or otherwise modified from time to time (the "Consulting Agreement"). Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Consulting Agreement; and
 
WHEREAS, the Company, Consultant and Plaza desire to modify the Consulting Agreement.
 
NOW THEREFORE, for good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the parties hereto agree as follows:
 
1.
The following shall be added to the end of Section 2 of the Consulting Agreement:
 
This Agreement shall be extended through December 31, 2018. For purposes of this Agreement, “Extension Term” shall mean the period from January 1, 2018 through December 31, 2018. All references in this Agreement to the “Term” shall include the “Extension Term,” unless specifically indicated otherwise.
 
2.
The following sentence shall be added at the end of Section 5 of the Consulting Agreement:
 
For the full and proper performance of this Agreement, the Company agrees to compensate Consultant a monthly retainer of $33,700 during the Extension Term. Additionally, in the event the Company achieves at least eighty percent (80%) of its budget for the year ending October 31, 2018, Consultant shall receive a payment in the amount of $100,000 (the “Incentive Fee”). If the Company achieves one hundred percent (100%) or more of its budget for the year ending October 31, 2018, the Incentive Fee shall be $120,000. The determination of whether the Company has achieved its budget for the year ending October 31, 2018 and the percentage by which the Company has achieved its budget shall be made by the Company’s Board of Directors in connection with its final review of the Company’s financial results for the year ending October 31, 2018.
 
3.
Except as expressly amended by the terms of this Amendment and all prior amendments to the Consulting Agreement, the terms of the Consulting Agreement shall remain in effect and are unchanged by this Amendment.
 
IN WITNESS WHEREOF, the parties have executed this Amendment in Dorado, Puerto Rico, this 8th day of January, 2018.
 
PHARMA-BIO SERV, INC.
 
 
 
By: /s/ Pedro J. Lasanta                 
Name: Pedro J. Lasanta
Title:  Chief Financial Officer and Vice President- Finance and Administration and Secretary
STRATEGIC CONSULTANTS INTERNATIONAL LLC:
 
 
By: /s/ Elizabeth Plaza                 
Name: Elizabeth Plaza
Title:   Consultant
 
/s/ Elizabeth Plaza
Elizabeth Plaza, individually