Retention Contract Clauses (36)

Retention. Notwithstanding anything to the contrary in this Agreement, you acknowledge and agree that the terms and conditions of the Company's existing Executive Stock Ownership and Retention Guideline, as amended from time to time or any successor thereto (the "Ownership Guideline"), are incorporated by reference into this Agreement and shall apply to the Options if you on the Grant Date are or subsequently become an employee who is subject to the Ownership Guideline.

Retention. The Company hereby retains Maxim as its financial advisor and investment banker to provide general financial advisory and investment banking services, and Maxim accepts such retention on the terms and conditions set forth in this Agreement. In connection with this Agreement, Maxim may provide certain or all of the following services (collectively referred to as the "Advisory Services"): (a) provide a valuation analysis of the Company including: I. Comparable company analysis; II. Precedent trans...action analysis; (b) assist m`anagement of the Company and advise the Company with respect to its strategic planning process and business plans including an analysis of markets, positioning, financial models, organizational structure, potential strategic alliances and capital requirements; (c) advise the Company on matters relating to its capitalization including a potential national exchange listing; (d) assist management of the Company with the preparation of the Company's marketing materials and investor presentations; (e) assist the Company with strategic introductions; (f) work closely with the Company's management team to develop a set of long and short-term goals with special focus on enhancing corporate and shareholder value. This will include assisting the Company in determining key business actions, including assistance with strategic partnership discussions and review of financing requirements, intended to help enhance shareholder value and exposure to the investment community; (g) advise the Company on potential financing alternatives and merger and acquisition criteria and activity, including facilitation and negotiation of any financial or structural aspects of such alternatives; and (h) provide such other financial advisory and investment banking services upon which the parties may mutually agree. Members FINRA & SIPC 405 Lexington Ave. * New York, NY 10174 * tel (212) 895-3500 * (800) 724-0761 * fax (212) 895-3783 * www.maximgrp.com New York, NY * Long Island, NY * Redbank, NJ * Boca Raton, FL * Lafayette, CA February 14, 2018 GeoVax Labs, Inc. It is expressly understood and agreed that Maxim shall be required to perform only such tasks as may be necessary or desirable in connection with the rendering of its services hereunder and therefore may not perform all of the tasks enumerated above during the term of this Agreement. Moreover, it is further understood that Maxim need not perform each of the above-referenced tasks in order to receive the fees described in Section 3. It is further understood that Maxim's tasks may not be limited to those enumerated in this paragraph. View More

Retention. Consultant will be retained by the Company during the Term (as defined below) as an independent consultant, to provide advice and assistance to the Company in connection with the Company's business, customers and operations and to cooperate with the Company with respect to matters relating to Consultant's former employment by the Company ("Consulting Services"). Consultant shall render Consulting Services to the Company as reasonably requested by the Company's Chairman of the Board and/or Chief ...Executive Officer, and will participate in meetings or conferences as may be reasonably requested by them. Consultant shall be available to render Consulting Services for up to ten (10) hours per calendar month during regular business hours and such other times as shall be mutually agreed to by the Company and Consultant. The services to be provided under this clause shall only be rendered when they are expressly requested in writing by the Chairman of the Board and/or Chief Executive Officer of the Company. 1.1 Subject to the terms and conditions of this Consulting Agreement and the Separation Agreement (including, without limitation, any restrictive covenants), during the Term, Consultant (a) will not be required to render services exclusively to the Company, and (b) will be free to accept other employment or to provide consulting or other personal services to third parties. Nothing in this Consulting Agreement requires Consultant to divulge the confidential information of any employer or third parties by whom Consultant is retained. 1.2 In rendering the Consulting Services to the Company hereunder, Consultant will cooperate with the Company and its management, utilize professional skill and diligence to provide the expertise required in connection with such services and at all times comply with the Company's Code of Ethics, Insider Trading Policy and other corporate policies and procedures as in effect from time to time. The Company shall not be required to furnish Consultant with any equipment or facilities. View More

Retention. Retention Benefit. On December 31, 2013, (the "Retention Date") if the Employee is actively employed by the Company as of such date, the Company will pay to the Employee a lump sum retention payment in an aggregate amount equal to $79,560.001 (the "Retention Payment"). The Retention Payment shall be payable not later than the tenth day following the Retention Date.