Independent Contractor. Consultant is an independent contractor of [[Agenus:Organization]]. Consultant acknowledges and agrees that [[Agenus:Organization]] will not provide Consultant with any employment benefits. Consultant is also responsible for the payment and the withholding of all applicable taxes, levies and/or duties applicable to all compensation and/or reimbursements paid to Consultant hereunder in accordance with all applicable laws, rules and regulations.

Independent Contractor. Consultant is an independent contractor and not an employee of the Company. Consultant shall be responsible for all taxes arising from compensation and other amounts paid under this Agreement. Neither federal, state or local income tax, nor payroll tax of any kind, shall be withheld or paid by the Company on Consultant’s behalf. Consultant will not be eligible for, and shall not participate in, any employee pension, health, welfare, or other fringe benefit plan of the Company. Company agrees to add Consultant as an Insured Person to its D&O Policy.

Independent Contractor. Consultant is an independent contractor and not an employee of the Company. Consultant shall be responsible for all taxes arising from compensation and other amounts paid under this Agreement. Neither federal, state or local income tax, nor payroll tax of any kind, shall be withheld or paid by the Company on Consultant’s behalf. Consultant will not be eligible for, and shall not participate in, any employee pension, health, welfare, or other fringe benefit plan of the Company.

The relationship of the Client and Parexel to each other is that of independent contractors, and nothing contained herein will be construed to constitute, create, or in any way be interpreted as, a joint venture, partnership, or business organization of any kind. Except as expressly provided for in this Agreement, under no circumstances will the employees or agents of one party be considered employees or agents of the other party. In that respect, and subject to the terms of Section 3.2, neither Party shall have the authority to execute any agreement on behalf of the other Party, nor shall either Party have any authority to negotiate any agreement, except as the other Party may expressly direct in writing.

Independent Contractor. All obligations of a Party will be rendered by such Party as an independent contractor of the other Party for federal, state and local income tax purposes and for all other purposes. Neither Party will represent itself to be a partner or joint venturer of or with the other Party.

Independent Contractor. Advisor is an independent contractor and nothing in this Agreement will be construed as establishing an employment or agency relationship between Stoke and Advisor. Advisor has no authority to bind Stoke by contract or otherwise.

Independent Contractor. Consultant is an independent contractor and nothing in this Agreement will be construed as establishing an employment or agency relationship between Company and Consultant. Consultant has no authority to bind Company by contract or otherwise. Consultant will perform Services under the general direction of Company, but Consultant will determine, in Consultant’s sole discretion, the manner and means by which Services are accomplished, subject to the requirement that Consultant will at all times comply with applicable law.

Independent Contractor. MONCADA is an independent contractor of AEON, and no fiduciary duty exists between the parties. MONCADA will have sole control over the manner and means of providing his services under this Agreement. Nothing in this Agreement shall be construed as creating a partnership, joint venture, employer-employee or other relationship other than that of independent parties. MONCADA is not an agent of AEON and is not authorized to make, or enter into, any contract, commitment or agreement on behalf of, or binding upon, AEON except as may be pre-approved in writing by AEON. MONCADA is prohibited from acting as, or holding himself out as, an officer, employee or agent of AEON. MONCADA further understands and agrees that he is not covered under AEON’s workers’ compensation insurance (if required by law) or state unemployment insurance coverages and that he shall be solely responsible for providing his own health insurance coverage, disability insurance coverage, worker’s compensation insurance, general liability insurance, life insurance coverage, and retirement plan benefits, if any.

INDEPENDENT CONTRACTOR. It is the intention of the parties hereto that Consultant shall perform the Services hereunder, upon his retirement, as an independent contractor and the consulting arrangement hereunder shall not constitute an employment relationship, nor shall Consultant be considered an employee of [[Wesbanco:Organization]] for any purpose.

Independent Contractor. At all times during the Term, Consultant shall be an independent contractor of the Company. In no event shall Consultant be deemed to be an employee of the Company, and Consultant shall not at any time be entitled to any employment rights or benefits from the Company or be deemed to be an agent of the Company or have any power to bind or commit the Company or otherwise act on its behalf, other than as specifically set forth on [Exhibit A] attached hereto. Consultant acknowledges and agrees that, as a non-employee, Consultant is not eligible for any benefits sponsored by the Company or any other benefit from the Company, other than as specifically set forth on [Exhibit A] attached hereto, and, accordingly, Consultant shall not participate in any pension or welfare benefit plans, programs or arrangements of the Company. Consultant shall not at any time communicate or represent to any third party, or cause or knowingly permit any third-party to assume, that in performing the Consulting Services hereunder, Consultant is an employee, agent or other representative of the Company or has any authority to bind the Company or act on behalf of the Company. Consultant shall be solely responsible for making all of Consultant’s applicable tax filings and remittances with respect to amounts paid to Consultant pursuant to this Agreement and shall indemnify and hold harmless the Company and its respective representatives for all claims, damages, costs and liabilities arising from Consultant’s failure to do so. It is not the purpose or intention of this Agreement or the parties to create, and the same shall not be construed as creating, any partnership, partnership relation, joint venture, agency, or employment relationship.