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  • Michele L. Debartolo v. Mezzion Pharmaceuticals, Inc.Commercial - Contract document preview
  • Michele L. Debartolo v. Mezzion Pharmaceuticals, Inc.Commercial - Contract document preview
  • Michele L. Debartolo v. Mezzion Pharmaceuticals, Inc.Commercial - Contract document preview
  • Michele L. Debartolo v. Mezzion Pharmaceuticals, Inc.Commercial - Contract document preview
  • Michele L. Debartolo v. Mezzion Pharmaceuticals, Inc.Commercial - Contract document preview
  • Michele L. Debartolo v. Mezzion Pharmaceuticals, Inc.Commercial - Contract document preview
  • Michele L. Debartolo v. Mezzion Pharmaceuticals, Inc.Commercial - Contract document preview
  • Michele L. Debartolo v. Mezzion Pharmaceuticals, Inc.Commercial - Contract document preview
						
                                

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FILED: NEW YORK COUNTY CLERK 06/16/2022 03:27 PM INDEX NO. 656827/2022 NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 06/16/2022 EXHIBIT A FILED: NEW YORK COUNTY CLERK 06/16/2022 03:27 PM INDEX NO. 656827/2022 NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 06/16/2022 CONFIDENTIAL CONSULTING AGREEMENT This Consulting Agreement (this “Agreement”) is entered into as of January 1, 2021, (the “Effective Date”) by and between Mezzion Pharmaceuticals Inc, having a place of business at 520 Lake Cook Road, Suite 250, Deerfield, Illinois 60015 (“MEZZION”), and Michele L. DeBartolo, having a place of business at S276 Kellar Square, Geneva Illinois 60134“Consultant”). MEZZION and Consultant hereby agree as follows: 1. Engagement of Services. Consultant will provide the services described on Exhibit A (the “Services”), which is attached to and made a part of this Agreement. Consultant will provide the Services in a professional manner, and by the completion dates mutually agreed upon between Mezzion and Consultant. 2. Fees and Payment. Mezzion will pay Consultant at the rate set forth on Exhibit A for Services performed pursuant to this Agreement. Consultant shall submit invoices on a monthly basis as follows: Invoices shall be addressed to: Mezzion Pharmaceutical, Inc. 520 Lake Cook Rd Suite 250 Deerfield, Illinois 60015 Invoices shall be sent by email with all appropriate documentation to: Primary email: Mr. W. G. Kim, Mezzion Pharma: wgkim@mezzion.co.kr Copy to: James Yeager, james.yeager@mezzion.com Unless otherwise provided in Exhibit A, payment for Services shall be made to Consultant within 30 days after receipt of each invoice by MEZZION. MEZZION will also reimburse Consultant for all reasonable and necessary travel and other related expenses previously approved in writing by MEZZION, provided that Consultant shall itemize such expenses on an invoice/itemized expense report and provide reasonable documentation and receipts in accordance with MEZZION’s Contractor Travel and Expense Reimbursement Guidelines attached hereto as Exhibit B. Upon termination of this Agreement for any reason, Consultant will be reimbursed only for expenses that are incurred prior to termination of this Agreement. 3. Independent Contractor Relationship. Consultant’s relationship with MEZZION is that of an independent contractor, and nothing in this Agreement is intended to, or shall be construed to create a partnership, agency, joint venture, employment or similar relationship. Consultant is not authorized to make any representation, contract or commitment on behalf of MEZZION unless specifically requested or authorized in writing to do so by MEZZION. Consultant will not be entitled to any of the benefits that MEZZION may make available to its employees, including, but not limited to, group health or life insurance, profit-sharing or retirement benefits. Consultant is solely responsible for, and MEZZION-DeBartolo Consulting Agreement Page 1 FILED: NEW YORK COUNTY CLERK 06/16/2022 03:27 PM INDEX NO. 656827/2022 NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 06/16/2022 CONFIDENTIAL will file on a timely basis, all tax returns and payments required to be filed with, or made to, any federal, state or local tax authority with respect to the performance of Services and receipt of fees under this Agreement. Consultant is solely responsible for, and must maintain adequate records of, expenses incurred in the course of performing Services under this Agreement. No part of Consultant’s payment will be subject to withholding by MEZZION for the payment of any social security, federal, state or any other employee payroll taxes. MEZZION will regularly report amounts paid to Consultant by filing Form 1099-MISC with the Internal Revenue Service as required by law. Consultant will complete and submit to MEZZION a W-9 Form (Exhibit C). 4. Work Product. As used herein “Work Product” shall mean all information, know-how, trade secrets, designs, developments, improvements, conceptions, reductions-to-practice, inventions, software, works of authorship, ideas, trademarks, service marks, trade names, trade dress and reports that Consultant solely or jointly with others, invents, conceives, authors or otherwise develops in the performance of the Services for MEZZION under this Agreement. Consultant acknowledges and agrees that all Work Product, and all patent, copyright and other intellectual property rights therein, shall be solely owned by MEZZION. Consultant further agrees that this Agreement is and shall constitute a work for hire and that the Work Product is considered a work-for-hire under the United States Copyright Act and, thus, any and all concepts, ideas, copies, sketches, art-work, electronic files and other materials related to it shall be the sole and exclusive property of MEZZION. Consultant agrees to promptly disclose to MEZZION in writing all Work Product. Consultant hereby does and shall assign to MEZZION or MEZZION’s designee all of Consultant’s right, title and interest in, to and under (a) any and all Work Product and (b) any and all patent, copyright and other intellectual property rights therein (“Mezzion IP”). Consultant shall perform, during and after the term of this Agreement, all acts deemed necessary or desirable by MEZZION to permit and assist it in evidencing, perfecting, obtaining, maintaining, defending and enforcing its rights in the Work Product, Mezzion IP, and/or Consultant’s assignment with respect thereto in any and all countries, including without limitation execution of documents and assistance or cooperation in legal proceedings. Consultant hereby irrevocably designates and appoints MEZZION and its duly authorized officers, attorneys and agents, as Consultant’s agents and attorneys-in-fact to act for and on behalf of Consultant, to execute and file any documents and to do all other lawfully permitted acts to further the above purposes with the same legal force and effect as if executed by Consultant. 5. Confidentiality. 5.1 “Confidential Information” means any information directly or indirectly related to MEZZION or MEZZION’s business, not generally known to the public and which is provided at any time by Mezzion to Consultant in written, graphic, oral or physical form, regardless of whether such information is included or incorporated into other materials or not. For greater certainty, such information includes but is not limited to drug discovery, targets, materials including biological and chemical materials, compositions, proprietary drug delivery technology, NCEs, proprietary chemicals, proprietary biologics, compounds, compositions, structures, formulae, formulations, dosage amounts, dosage forms, dosage regimens, indications, mechanisms of action, side effects, methodologies, practices, processes including synthetic processes, techniques, apparatus formulations, devices, process chemistry, drawings, specifications, designs, trade secrets, regulatory knowledge and strategy, scientific knowledge, know-how, ideas, conceptions, reductions-to-practice, inventions, works and software, software codes, products and product information, proposed products and services, product development, research, development, business operations, customer MEZZION-DeBartolo Consulting Agreement Page 2 FILED: NEW YORK COUNTY CLERK 06/16/2022 03:27 PM INDEX NO. 656827/2022 NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 06/16/2022 CONFIDENTIAL requirements, data, records, plans including marketing plans, market opportunities, marketing strategies, marketing information, financial information, pricing including pricing opportunities and pricing strategies, financial information, business forecasts, sales information, contacts, customer lists, customers, consultants, territories, CROs, KOLs, Work Product, Mezzion IP and Mezzion Property (as defined in Section 6), and any and all information relating to, arising out of, derived from or concerning same. Consultant shall not use, disseminate or in any way disclose Confidential Information to any third party except as otherwise permitted herein. Consultant may use Confidential Information solely to perform the Services for the sole benefit of MEZZION. Consultant shall immediately give notice to MEZZION in writing of any unauthorized use or disclosure of any Confidential Information. Consultant shall assist MEZZION in remedying any such unauthorized use or disclosure of Confidential Information. 5.2 “Confidential Information” shall not include any information or materials which: 5.2.1 is in the knowledge, possession or control of the Receiving Party which information is documented in a writing and bears an authentic and original date that precedes its disclosure by the Disclosing Party; 5.2.2 is public knowledge as evidenced by and documented in a dated writing at the time of disclosure by the Disclosing Party or becomes public knowledge through no direct or indirect fault of the Receiving Party; 5.2.3 is developed independently by the Receiving Party as a result of the operations or activities of the Receiving Party, but only to the extent that (1) such developed information is evidenced by and documented in a writing and bears an original and authentic date, (2) such developed information is developed by only those who have no direct or indirect knowledge of this Agreement or the Confidential Information disclosed under this Agreement, and (3) such developed information is not based upon and does not commingle, include or incorporate any Confidential Information of the Disclosing Party; or 5.2.4 is obtained from a source other than the Disclosing Party without breach of any legal obligation or the terms of this Agreement, but only to the extent that (1) such obtained information is evidenced by and documented in a writing and bears an original and authentic date, and (2) such obtained information is obtained from only those who have no direct or indirect knowledge of this Agreement or the Confidential Information disclosed under this Agreement. 5.3 “Public Information” shall mean any information that is excluded from Confidential Information, as defined under this Section 5. 5.4 "Confidential Materials" shall mean any and all tangible material containing Confidential Information, including without limitation written or printed documents and electronic or computer information, including disks, diskettes, models, prototypes, sketches, drawings, papers, notebooks, pads, lists, designs, apparatus, tapes, thumb drives, files, including files stored over the internet, devices, and hard drives, whether machine or user readable. MEZZION-DeBartolo Consulting Agreement Page 3 FILED: NEW YORK COUNTY CLERK 06/16/2022 03:27 PM INDEX NO. 656827/2022 NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 06/16/2022 CONFIDENTIAL 5.5 A Party hereto that discloses Confidential Information and/or Confidential Materials is the “Disclosing Party” and a Party hereto in receipt of the disclosed Confidential Information and/or Confidential Materials is the "Receiving Party". 6. Ownership and Return of Confidential Information and MEZZION Property. All Confidential Information and any Confidential Materials, whether delivered to Consultant by MEZZION or made by Consultant in the performance of Services hereunder, and whether or not they contain Confidential Information (collectively, the “MEZZION Property”), are the sole and exclusive property of MEZZION or MEZZION’s suppliers or customers, and Consultant hereby assigns and does and will assign to MEZZION all rights, title and interest Consultant may have or acquire in the MEZZION Property. Within five (5) business days after any request by MEZZION, Consultant shall destroy or deliver to MEZZION, at MEZZION’s option: (a) all MEZZION Property; and (b) all Confidential Materials and any other materials in Consultant’s possession or control that contain any Confidential Information. 7. Third-Party Information. Consultant understands and agrees that as part of the consideration for retention as a consultant to MEZZION, Consultant has not brought and will not bring to MEZZION, disclose, or use in the performance of Services at MEZZION any equipment, supplies, facility, trade secret information, or any other confidential and/or proprietary information of any current or former employer or any third party that is not generally available to the public, unless Consultant has obtained advance written authorization for their possession, disclosure or use. 8. Observance of MEZZION Rules. If any Services are performed on MEZZION’s premises, Consultant will observe MEZZION’s rules and regulations with respect to conduct, health, safety and protection of persons and property. 9. Applicable Laws. Consultant shall perform the Services in accordance with all applicable federal, state, and local laws, rules, regulations and other standards, including export laws or regulations of the United States or foreign governments. 10. Debarment. Consultant warrants that Consultant is not now or has not been (A) debarred or convicted of a crime for which a person can be debarred, under Section 335(a) or 335(b) of the Generic Drug Enforcement Act of 1992 (the “Act”), (B) threatened to be debarred or indicted for a crime or otherwise engaged in conduct for which a person can be debarred, under Section 335(a) or (b) of the Act, or (C) disqualified or subject to a disqualification hearing pursuant to Section 312.70 of the Act. If during the term of this Agreement, Consultant either becomes debarred or disqualified, or receives notice of an action or threat of an action with respect to debarment or disqualification, or engages in any conduct or activity that could lead to any of the foregoing disqualification or debarment actions, Consultant further agrees to immediately notify MEZZION. 11. Committees. If Consultant is a part of, or is to become a member of a committee that makes formulary decisions or develops clinical guidelines, Consultant is required to disclose to that committee Consultant’s relationship with MEZZION and to follow that committee’s procedures regarding relationships with pharmaceutical manufacturers. This obligation will extend two (2) years beyond the expiration or termination of this Agreement. MEZZION-DeBartolo Consulting Agreement Page 4 FILED: NEW YORK COUNTY CLERK 06/16/2022 03:27 PM INDEX NO. 656827/2022 NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 06/16/2022 CONFIDENTIAL 12. No Conflict of Interest. Consultant represents and warrants to MEZZION that Consultant is legally able to enter into this consulting arrangement with MEZZION and that this Agreement will not and does not conflict with any agreement, arrangement or understanding, written or oral, to which Consultant is a party or by which Consultant is bound. MEZZION will indemnify and hold harmless Consultant of any obligations, costs, claims, judgments, attorney's fees and attachments arising from or in any way connected with the Services rendered hereunder, except claims arising out of Consultant’s negligence or willful misconduct. 13. Term and Termination. This Agreement is effective as of the Effective Date above and shall remain in effect for a period of one (1) year, provided that MEZZION or Consultant may terminate this Agreement at any time, upon thirty (30) days advance written notice. Upon termination of this Agreement, MEZZION shall pay Consultant for Services accepted through the effective date of termination. Consultant’s warranties and the rights and obligations contained in this Section and Sections 4, 5, 6, 7, 9, 10, 11, 12, and 15 will survive any termination or expiration of this Agreement. 14. No Assignment. This Agreement and Consultant’s rights and obligations hereunder may not be assigned by Consultant except with the prior written approval of MEZZION. This Agreement will bind and inure to the benefit of Consultant and Consultant’s respective successors and permitted assigns. Consultant may not subcontract or otherwise delegate any part of the Services without the express written consent of MEZZION. 15. General Provisions. Consultant agrees that it will not, during or after the term of this Agreement, make any negative, false, or disparaging statements (written or oral) to MEZZION’s customers, potential customers, press, or any third party regarding MEZZION or its products or services. If any provision of this Agreement is found to be unenforceable, the remainder of this Agreement will continue in full force and effect. The failure of MEZZION to require performance by Consultant of any provision hereof shall not affect the full right to require such performance at any time thereafter; nor shall the waiver by MEZZION of a breach of any provision hereof be taken or held to be a waiver of the provision itself. All notices and communications under this Agreement shall be in writing to the applicable address first set forth above. 16. Entire Agreement. This Agreement, including any Exhibits attached hereto, constitutes the entire agreement between MEZZION and Consultant relating to the subject matter hereof and supersedes all prior or contemporaneous agreements, written or oral, concerning such subject matter. This Agreement shall not be modified or amended in any manner except in a written Amendment to the Agreement signed by MEZZION and Consultant. In the event of a conflict between the terms of this Agreement and any Exhibits attached hereto, the terms of this Agreement shall govern. 17. Governing Law and Jurisdiction. This Agreement shall be governed by and construed in accordance with the laws of New York State. Thus, the laws of the State of New York, without regard to its choice of law provisions, shall apply to and control any interpretation, construction, performance or enforcement of this Agreement. The parties agree that the exclusive jurisdiction for any legal proceeding arising out of or relating to this Agreement shall be in the federal or state courts of New York located in the Manhattan Borough, and the parties hereby waive any challenge to personal jurisdiction, venue or Forum non conveniens in any such court. MEZZION-DeBartolo Consulting Agreement Page 5 FILED: NEW YORK COUNTY CLERK 06/16/2022 03:27 PM INDEX NO. 656827/2022 NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 06/16/2022 CONFIDENTIAL 18. Counterparts. This Agreement may be signed in one or more counterparts, each of which will be deemed an original but all of which together will constitute one and the same instrument. Execution of this Agreement may be accomplished via facsimile or via email exchange of signed .pdf execution copies. IN WITNESS WHEREOF, MEZZION and Consultant have executed this Agreement as of the Effective Date. MEZZION Michele L. DeBartolo, MPH, RD Digitally signed by James L. James L. Yeager Digitally signed by Michele L. DeBartolo Date: 2021.03.07 Michele L. DeBartolo Date: 2021.03.07 15:34:22 -06'00' By: Yeager 15:38:42 -06'00' By: (signature) Name: James L. Yeager Name: Michele L. DeBartolo Title: Executive Director Title: MEZZION-DeBartolo Consulting Agreement Page 6 FILED: NEW YORK COUNTY CLERK 06/16/2022 03:27 PM INDEX NO. 656827/2022 NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 06/16/2022 CONFIDENTIAL EXHIBIT A SERVICES; FEES Services. In the scope of this contract, the Consultant is likely to perform consulting including, but not limited to, the following services: 1. Regulatory Affairs Fees. Consultant will be paid for Services performed at the rate of $220.00/hour. For business requested by MEZZION that requires travel away from Consultant's place of business, MEZZION agrees to compensate CONSULTANT at the rate of $110.00 for time spent traveling. Fees for consulting hours will be billed every 4 weeks. Invoices for Fees and Expenses should be submitted to Mezzion by the 5th of the month. Payment of invoices will be made by wire transfer to Consultant’s bank account on the 25th of the month or the first business day following the 25th of the month if the 25th falls on a weekend. Travel Expenses. Travel, if any, will be as mutually agreed upon between MEZZION and Consultant, and in accordance with MEZZION’s Contractor Travel and Expense Reimbursement Guidelines. Pre-Approved Expenses. None. MEZZION-DeBartolo Consulting Agreement Page 7 FILED: NEW YORK COUNTY CLERK 06/16/2022 03:27 PM INDEX NO. 656827/2022 NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 06/16/2022 CONFIDENTIAL EXHIBIT B CONTRACTOR TRAVEL AND EXPENSE REIMBURSEMENT GUIDELINES Scope: These guidelines apply to all Contractor requests for reimbursement for travel and entertainment expenses, including airfare, lodging, conference and meeting fees, rental car expense, other transportation expense, travel meals, business meals, telephone and other incidental travel expenses. Overview: MEZZION will reimburse reasonable, necessary and proper expenditures incurred by a Contractor in the conduct of business for MEZZION provided they are properly submitted, with the appropriate approvals by MEZZION, and with proper documentation as outlined in these guidelines. Contractors who do not comply with this document may be subject to delay or withholding of expense reimbursement. Procedures: Making Travel Arrangements Any travel should be budgeted and approved by the MEZZION point of contact prior to making travel arrangements. Air Travel Consultant will make their own air travel arrangements except when MEZZION has given prior notice to Consultant that Mezzion either directly or indirectly through a travel agent will make the required arrangements. MEZZION’s standard class of service is Coach Class. Business class for flights outside of North America. For domestic flights, travelers should generally purchase best available fares and may purchase exchangeable tickets if the situation warrants. Cancellations and Itinerary Changes When a trip is canceled after a ticket has been issued, the Contractor should inform the MEZZION point of contact or other travel service provider as soon as possible to initiate a refund or arrange for reuse of the ticket. If it becomes necessary to change an itinerary during the course of a trip that requires reissuance of the original ticket, submit receipts for both the original ticket and the reissued ticket with the expense report. In the event that a ticket is unused, it is the Contractor’s responsibility to return the unused ticket to the travel agency for credit. Full explanation of any flight changes, refunds, or cancellations are to be included in the expense report. Lodging Hotel accommodations are approved by MEZZION when an overnight stay is required for MEZZION business purposes. Accommodations should be in hotels that are standard business hotels (e.g., Marriott, Sheraton or Hilton), and whenever possible where corporate rates can be obtained by MEZZION-DeBartolo Consulting Agreement Page 8 FILED: NEW YORK COUNTY CLERK 06/16/2022 03:27 PM INDEX NO. 656827/2022 NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 06/16/2022 CONFIDENTIAL MEZZION, such as at certain conferences or seminars, where special room rates may be available to participants. Rental Car Car rental reservations may be made through any reputable car rental agency using a personal credit card in the name of the driver. Rentals should be appropriate to the circumstances and number of people in the vehicle. Luxury or premium cars, such as sports cars or convertibles, are discouraged unless provided as a “free” upgrade. Contractors are responsible for any fines, citations, and safekeeping of personal valuables, and any charges imposed as a result of improperly operating or parking the rental car. Reimbursement for Personal Vehicle Usage Contractors will be reimbursed for business usage of personal vehicles based on the current IRS standard mileage rate, which is 55.5 cents per mile for mileage incurred beginning January 1, 2012 and is subject to change. To be reimbursed for use of their personal car for MEZZION business, Contractors must provide on an expense report: x Purpose of the trip x Date and location x Receipts for tolls and parking x Mileage to and from the business location Ground Transportation To and From Terminals Ground transportation to and from the airport and airport parking fees are reimbursable. Contractors should share ground transportation to and from the airport whenever practical. If you are traveling for an extended period of time, consider using a taxi or shuttle rather than leaving your car parked at the airport. Taxi Service Taxi service, including a reasonable gratuity, is reimbursable and may be used when less expensive modes of transportation are not available or practical. A receipt is required for reimbursement of fares greater than $25. Telephone/Internet Usage Business phone calls made by Contractor while traveling on business for MEZZION are reimbursable provided they are of reasonable frequency and length. All telephone expenses greater than $25 requires the receipt or bill to be submitted with the expense report. Travelers are encouraged to use the most cost effective method for using telephones. The use of in-flight telephone services is discouraged except for emergencies or critical business issues. Expenses incurred for connecting to Internet service when traveling for MEZZION business purposes are reimbursable. MEZZION-DeBartolo Consulting Agreement Page 9 FILED: NEW YORK COUNTY CLERK 06/16/2022 03:27 PM INDEX NO. 656827/2022 NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 06/16/2022 CONFIDENTIAL Meals and Entertainment MEZZION will reimburse Contractor for reasonable and actual meal costs incurred while traveling on behalf of MEZZION. These costs should be appropriate to the location and circumstances and not be extravagant. Spousal Travel MEZZION will not reimburse Contractor for additional costs resulting from spouse or family members travel, meals, or other expenses. Other: Fitness Centers Most business hotels have fitness facilities available to guests at no additional charge. However, some charge a nominal fee per day to use their fitness facilities. While traveling on MEZZION business, these charges are reimbursable. Charges for massages or other spa services are not reimbursable. Laundry and Dry Cleaning Travelers should pack sufficient clothing for the duration of their trip. However, when appropriate, MEZZION may reimburse for laundry or dry-cleaning during the course of a multiple day trip at the discretion of MEZZION. Gratuities and Tips MEZZION will reimburse for reasonable gratuities for services rendered in connection with travel for MEZZION. Customs vary by circumstance and level of service provided, so Contractor’s judgment and discretion are required. As a guideline, waiters in U.S. metropolitan restaurants should be tipped between 15-20% of the bill (not including sales taxes); skycaps and bellhops are usually tipped $1-2 per bag, taxi drivers 10-15% of the fare. MEZZION does not reimburse for any of the following: x Childcare costs x Pet care or kennels x Spa charges, massages x Movie rentals in hotel rooms x Toiletries x Reading materials, newspapers, etc. x Alcohol on airplanes Expense Reimbursement and Documentation: Required Documentation For business meals, the following documentation is required by MEZZION, and must be recorded on the expense report or the receipt: x Names of individuals present, their titles and company name x Name and location of where the meal or event took place x Exact amount and date of the expense x Business topic discussed or purpose of the meal. MEZZION-DeBartolo Consulting Agreement Page 10 FILED: NEW YORK COUNTY CLERK 06/16/2022 03:27 PM INDEX NO. 656827/2022 NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 06/16/2022 CONFIDENTIAL Receipts MEZZION requires reasonable and compelling evidence to support expense reimbursements. Valid credit card receipts or other compelling documentation are required for all expenses in excess of $25. Missing or Non-existent Receipts Occasionally, travelers will lose or misplace receipts. When an expense is incurred but there is no receipt, the traveler should: x Write a brief explanation of the nature of the expense (see Required Documentation section above). x Include a statement explaining why the receipt is missing or non-existent. x Include a statement asserting that the expenses were incurred on behalf of MEZZION’s business. x Sign and date the explanatory memo. x Attach the memo (and any other receipts) to the expense report form. Expense reports Hours and expenses should be itemized and send to Mezzion along with support documentation. MEZZION-DeBartolo Consulting Agreement Page 11