[{"data":1,"prerenderedAt":528},["ShallowReactive",2],{"document-advisory-board-agreement-D13898":3},{"document":4,"label":23,"preview":11,"thumb":24,"thumb600":25,"description":5,"descriptionCustom":6,"apiDescription":5,"pages":8,"extension":10,"parents":26,"breadcrumb":30,"related":38,"customDescModule":179,"customdescription":6,"mdFm":180,"mdProseHtml":527},{"description":5,"descriptionCustom":6,"label":7,"pages":8,"size":9,"extension":10,"preview":11,"thumb":12,"svgFrame":13,"seoMetadata":14,"parents":16,"keywords":15},"ADVISORY BOARD AGREEMENT This Advisory Board Agreement (the \"Agreement\") is effective [DATE], BETWEEN: [COMPANY NAME] (the \"Company\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its principal place of business located at: [COMPLETE ADDRESS] AND: [ADVISOR NAME] (the \"Advisor\"), an individual with their principal place of residence/business located at: [COMPLETE ADDRESS] WHEREAS, the Company desires to engage the Advisor to serve as a member of the Company's Advisory Board and to provide strategic advice and counsel to the Company; and WHEREAS, the Advisor agrees to provide such services in accordance with the terms and conditions of this Agreement; NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, the Parties hereto agree as follows: APPOINTMENT AND TERM Appointment: The Company hereby appoints the Advisor as a member of its Advisory Board, and the Advisor accepts such appointment, subject to the terms of this Agreement. Term of Service: The Advisor's appointment shall be for a term of [NUMBER OF YEARS] years, commencing on [START DATE] and ending on [END DATE], unless terminated earlier in accordance with this Agreement. Upon mutual agreement, the term may be extended or renewed. DUTIES AND RESPONSIBILITIES 2.1 Advisory Services: The Advisor agrees to provide strategic advice, industry insights, and guidance to the Company's management team as a member of the Advisory Board. The Advisor's role is consultative and non-binding and may include the following: Attending and participating in Advisory Board meetings. Offering counsel on business strategies, market trends, and growth opportunities. Providing advice on operational and management issues as requested by the Company. Assisting with the development of partnerships, investments, and other business relationships. 2.2 Time Commitment: The Advisor shall devote a reasonable amount of time to the Company, including attending Advisory Board meetings [NUMBER OF TIMES] per year and being available for consultations as needed. The specific meeting schedule shall be agreed upon in advance. 2.3 No Authority to Act: The Advisor acknowledges that their role is purely advisory, and they have no authority to bind the Company or act on its behalf unless specifically authorized by the Company in writing. COMPENSATION AND EXPENSES 3.1 Compensation: As compensation for serving as a member of the Advisory Board, the Advisor shall receive [DESCRIPTION OF COMPENSATION, e.g., an annual retainer of [AMOUNT], equity in the Company, stock options, or other forms of remuneration]. Specific details regarding equity compensation, if applicable, are outlined in Schedule A attached to this Agreement. 3.2 Reimbursement of Expenses: The Company agrees to reimburse the Advisor for any reasonable and necessary expenses incurred in connection with their role on the Advisory Board, including travel and lodging expenses for attending meetings, provided that such expenses are pre-approved by the Company. CONFIDENTIALITY AND NON-DISCLOSURE 4.1 Confidential Information: The Advisor acknowledges that during their service on the Advisory Board, they may have access to the Company's confidential or proprietary information, including but not limited to business plans, financial data, intellectual property, marketing strategies, and customer information (the \"Confidential Information\"). 4.2 Non-Disclosure: The Advisor agrees to maintain the confidentiality of all Confidential Information and not to disclose it to any third party without the Company's prior written consent. 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Number is [Insert], and its Business License Number is [insert]. Independent Contractor has complied with all Federal, State, and local laws regarding business permits, sales permits, licenses, reporting requirements, tax withholding requirements, and other legal requirements of any kind that may be required to carry out said business and the Scope of Work which is to be performed as an Independent Contractor pursuant to this Agreement. Independent Contractor is or remains open to conducting similar tasks or activities for clients other than the Company and holds themselves out to the public to be a separate business entity. Company desires to engage and contract for the services of the Independent Contractor to perform certain tasks as set forth below. Independent Contractor desires to enter into this Agreement and perform as an independent contractor for the company and is willing to do so on the terms and conditions set forth below. NOW, THEREFORE, in consideration of the above recitals and the mutual promises and conditions contained in this Agreement, the Parties agree as follows: TERMS This Agreement shall be effective commencing [Date], and shall continue until terminated at the completion of the Scope of Work which shall occur no later than [Date] or by either party as otherwise provided herein. STATUS OF INDEPENDENT CONTRACTOR This Agreement does not constitute a hiring by either party. It is the parties intentions that Independent Contractor shall have an independent contractor status and not be an employee for any purposes, including, but not limited to, [laws]. Independent Contractor shall retain sole and absolute discretion in the manner and means of carrying out their activities and responsibilities under this Agreement. This Agreement shall not be considered or construed to be a partnership or joint venture, and the Company shall not be liable for any obligations incurred by Independent Contractor unless specifically authorized in writing. Independent Contractor shall not act as an agent of the Company, ostensibly or otherwise, nor bind the Company in any manner, unless specifically authorized to do so in writing. TASKS, DUTIES, AND SCOPE OF WORK Independent Contractor agrees to devote as much time, attention, and energy as necessary to complete or achieve the following: [Describe]. The above to be referred to in this Agreement as the \"Scope of Work\". It is expected that the Scope of Work will completed by [Date]. Independent Contractor shall additionally perform any and all tasks and duties associated with the Scope of Work set forth above, including but not limited to, work being performed already or related change orders. Independent Contractor shall not be entitled to engage in any activities which are not expressly set forth by this Agreement. The books and records related to the Scope of Work set forth in this Agreement shall be maintained by the Independent Contractor at the Independent Contractor's principal place of business and open to inspection by Company during regular working hours. Documents to which Company will be entitled to inspect include, but are not limited to, any and all contract documents, change orders/purchase orders and work authorized by Independent Contractor or Company on existing or potential projects related to this Agreement. Independent Contractor shall be responsible to the management and directors of Company, but Independent Contractor will not be required to follow or establish a regular or daily work schedule. Supply all necessary equipment, materials and supplies. Independent Contractor will not rely on the equipment or offices of Company for completion of tasks and duties set forth pursuant to this Agreement. Any advice given Independent Contractors regarding the scope of work shall be considered a suggestion only, not an instruction. Company retains the right to inspect, stop, or alter the work of Independent Contractor to assure its conformity with this Agreement. ASSURANCE OF SERVICES Independent Contractor will assure that the following individuals (the \"Key Employees\") will be available to perform, and will perform, the Services hereunder until they are completed (identify by title and name as applicable): [Name of Key Employee, Title] [Name of Key Employee, Title] The Key Employees may be changed only with the prior written approval of the Company, which approval shall not be unreasonably withheld. COMPENSATION Independent Contractor shall be entitled to compensation for performing those tasks and duties related to the Scope of Work as follows: [Describe] Such compensation shall become due and payable to Independent Contractor in the following time, place, and manner: [Describe] NOTICE CONCERNING WITHHOLDING OF TAXES Independent Contractor recognizes and understands that it will receive a [specify tax] statement and related tax statements, and will be required to file corporate and/or individual tax returns and to pay taxes in accordance with all provisions of applicable Federal and State law. Independent Contractor hereby promises and agrees to indemnify the Company for any damages or expenses, including attorney's fees, and legal expenses, incurred by the Company as a result of independent contractor's failure to make such required payments. AGREEMENT TO WAIVE RIGHTS TO BENEFITS Independent Contractor hereby waives and foregoes the right to receive any benefits given by Company to its regular employees, including, but not limited to, health benefits, vacation and sick leave benefits, profit sharing plans, etc. This waiver is applicable to all non-salary benefits which might otherwise be found to accrue to the Independent Contractor by virtue of their services to Company, and is effective for the entire duration of Independent Contractor's agreement with Company. This waiver is effective independently of Independent Contractor's employment status as adjudged for taxation purposes or for any other purpose. Neither this Agreement, nor any duties or obligations under this Agreement may be assigned by either party without the consent of the other. TERMINATION This Agreement may be terminated prior to the completion or achievement of the Scope of Work by either party giving [number] days written notice. Such termination shall not prejudice any other remedy to which the terminating party may be entitled, either by law, in equity, or under this Agreement. NON-DISCLOSURE OF TRADE SECRETS, CUSTOMER LISTS AND OTHER PROPRIETARY INFORMATION Independent Contractor agrees not to disclose or communicate, in any manner, either during or after Independent Contractor's agreement with Company, information about Company, its operations, clientele, or any other information, that relate to the business of Company including, but not limited to, the names of its customers, its marketing strategies, operations, or any other information of any kind which would be deemed confidential, a trade secret, a customer list, or other form of proprietary information of Company. Independent Contractor acknowledges that the above information is material and confidential and that it affects the profitability of Company. ","Independent Contractor Agreement",62,"https://templates.business-in-a-box.com/imgs/1000px/independent-contractor-agreement-D160.png","https://templates.business-in-a-box.com/imgs/250px/160.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#160.xml",{"title":6,"description":6},[96],{"label":97,"url":98},"Consultant & Contractors","consulting-contractor-business","independent contractor agreement","/template/independent-contractor-agreement-D160",{"description":102,"descriptionCustom":6,"label":103,"pages":104,"size":9,"extension":10,"preview":105,"thumb":106,"svgFrame":107,"seoMetadata":108,"parents":110,"keywords":109,"url":116},"NON-DISCLOSURE AGREEMENT (NDA) This Non-Disclosure Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Disclosing Party\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [RECEIVING PARTY NAME] (the \"Receiving Party\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS, Receiving Party has been or will be engaged in the performance of work on [DESCRIBE]; and in connection therewith will be given access to certain confidential and proprietary information; and WHEREAS, Receiving Party and Disclosing Party wish to evidence by this Agreement the manner in which said confidential and proprietary material will be treated. NOW, THEREFORE, it is agreed as follows: NON-DISCLOSURE OF CONFIDENTIAL INFORMATION Both Parties understand and agree that each Party may have access to the confidential information of the other party. For the purposes of this Agreement, \"Confidential Information\" means proprietary and confidential information about the Disclosing Party's (or it's suppliers') business or activities. Such information includes all business, financial, technical, and other information marked or designated by such Party as \"confidential\" or \"proprietary.\" Confidential Information also includes information which, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as confidential. For the purposes of this Agreement, Confidential Information does not include: Information that is currently in the public domain or that enters the public domain after the signing of this Agreement. Information a Party lawfully receives from a third Party without restriction on disclosure and without breach of a non-disclosure obligation. Information that the Receiving Party knew prior to receiving any Confidential Information from the Disclosing Party. Information that the Receiving Party independently develops without reliance on any Confidential Information from the Disclosing Party. Each Party agrees that it will not disclose to any third Party or use any Confidential Information disclosed to it by the other Party except when expressly permitted in writing by the other Party. Each Party also agrees that it will take all reasonable measures to maintain the confidentiality of all Confidential Information of the other Party in its possession or control. TERM The term of this Agreement is [number] of [years/months] from the date of execution by both Parties. TITLE The Receiving Party agrees that all Confidential Information furnished by the Disclosing Party shall remain the sole property of the Disclosing Party. 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The Corporation may, in its sole discretion, increase or reduce the duties, or modify the title and job description, of the Employee from time to time, and any such increase, reduction or modification shall not be deemed a termination of this Agreement. ACCEPTANCE OF EMPLOYMENT Employee accepts employment with the Corporation upon the terms set forth above and agrees to devote all Employee's time, energy and ability to the interests of the Corporation, and to perform Employee's duties in an efficient, trustworthy and business-like manner. DEVOTION OF TIME TO EMPLOYMENT The Employee shall devote the Employee's best efforts and substantially all of the Employee's working time to performing the duties on behalf of the Corporation. The Employee shall provide services during the hours that are scheduled by the Corporation management. The Employee shall be prompt in reporting to work at the assigned time. NO CONFLICT OF INTEREST Employee shall not engage in any other business while employed by the Corporation. Employee shall not engage in any activity that conflicts with the Employees duties to the Corporation. Employee shall not provide any service or lend any aid or assistance to any party that competes with the services offered by the Corporation. Employee shall not provide any services to clients or prospective clients of the Corporation outside of the provision of services for the Corporation, whether such services are provided with or without compensation or remuneration. CORPORATION PROPERTY Employee acknowledges and agrees that while employed by the Corporation the Employee may be provided with use of computer equipment and other property of the Corporation. The use and possession of the such items shall be subject to any policies, requirements or restrictions established by the Corporation. Such items may only be used in performance of the Employee's duties for the corporation. On request of the Corporation, the Employee shall immediately deliver any such items to the Corporation. Upon termination of employment, Employee shall have the affirmative duty to return any such item to the Corporation whether a request is made or not. The obligation to return Corporation property shall extend and include any and all work product, client property, proprietary rights, intangible property, and all other property of the corporation regardless of the form or medium. COMPENSATION The Corporation shall pay the Employee such hourly compensation as determined by the Corporation. Payment shall be at the same time as the Corporations usual payroll to other employees. BONUS & BENEFITS Payment of any bonuses shall be at the complete discretion of the Corporation. No guarantee or representation that any bonuses will be paid has been made to the Employee. Standard benefits that are provided to other non-management employees shall be offered to the Employee, subject to the Corporation's policies and the terms and conditions of such benefits. WITHHOLDING All sums payable to Employee under this Agreement will be reduced by all federal, state, local, and other withholdings and similar taxes and payments required by applicable law. QUALIFICATIONS OF EMPLOYEE The employee shall satisfy all of the qualification that are established by the Corporation. TERM OF AGREEMENT There shall be no guaranteed term of employment. Employer acknowledges and agrees that Employee shall be an \"At Will\" Employee and that Employee's employment may be terminated at any time by the Corporation, with or without cause. FEES FROM EMPLOYEE'S WORK The Corporation shall have exclusive authority to determine the fees, or a procedure for establishing the fees, to be charged to clients by the Corporation for services that are provided by the Employee. All sums paid to the Employee or the Corporation in the way of fees, in cash or in kind, or otherwise for services of the Employee, shall, except as otherwise specifically agreed by the Corporation, be and remain the property of the Corporation and shall be included in the Corporation's name in such checking account or accounts as the Corporation may from time to time designate. CLIENTS AND CLIENT RECORDS The Corporation shall have the authority to determine who will be accepted as clients of the Corporation, and the Employee recognizes that such clients accepted are clients of the Corporation and not the Employee. All client records and files of any type concerning clients of the Corporation shall belong to and remain the property of the Corporation, notwithstanding the subsequent termination of the employment. POLICIES AND PROCEDURES The Corporation shall have the authority to establish from time to time the policies and procedures to be followed by the Employee in performing services for the Corporation. This may include, but is not necessarily limited to, employment policies, computer use policies, Internet access policies, email policies, and all other policies, procedures, directives, and mandates established by the Corporation, whether or not in written form or formally adopted. Employee shall abide by the provisions of any contract entered into by the Corporation under which the Employee provides services. Employee shall comply with the terms and conditions of any and all contracts entered by the Corporation. TERMINATION Employee acknowledges and agrees that Employee is an \"at will\" employee of the Corporation. As such, no term of employment is created hereby and employee may be terminated at any time in the sole discretion of the Corporation, whether there exists any cause for termination or not. CREATIONS AND INVENTIONS Employee acknowledges and agrees that any and all work product of the Employee that is conceived or created during the Employee's employment with the Corporation is the exclusive property of the Corporation. This shall include any and all copyrights, trade secrets, confidential information, patents, trademarks, trade dress, ideas, concepts, plans, business plans, business concepts, techniques, inventions, drawings, artwork, logos, graphics, web pages, databases, software, programs, CGI's, plug ins, applications, brochures, inventions, marketing plans and concepts, and all other ideas and work product of the Employee. The Employee acknowledges and agrees that all creations shall be \"works made for hire\" as defined in the [ACT OR CODE]. Notwithstanding the fact that this material may be considered to be a work made for hire, Employee agrees, during Employee's employment and thereafter, which covenant shall survive any termination of the employment relationship, to execute any and all documents requested by the Corporation to confirm the Corporation's ownership and control of all such material, including but not limited to assignments of copyright, confirmations of work for hire status, waivers of proprietary rights, copyright application, and any other documents requested by Corporation. RESTRICTIVE COVENANTS","Employment Agreement_At Will Employee","7","https://templates.business-in-a-box.com/imgs/1000px/employment-agreement_at-will-employee-D541.png","https://templates.business-in-a-box.com/imgs/250px/541.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#541.xml",{"title":125,"description":6},"employment agreement_at will employee",[127,130,133],{"label":128,"url":129},"Human Resources","human-resources",{"label":131,"url":132},"Hire an Employee","hire-employee",{"label":33,"url":112},"/template/employment-agreement_at-will-employee-D541",{"description":136,"descriptionCustom":6,"label":137,"pages":138,"size":139,"extension":10,"preview":140,"thumb":141,"svgFrame":142,"seoMetadata":143,"parents":144,"keywords":148,"url":149},"EMPLOYMENT AGREEMENT FOR AN EXECUTIVE This Employment Agreement for an Executive (the \"Agreement\") is made and effective this [Date], BETWEEN: [EXECUTIVE NAME] (the \"Executive\"), an individual with his main address at: AND: [COMPANY NAME] (the \"Company\"), an entity organized and existing under the laws of the [STATE/PROVINCE], with its head office located at: Recitals In consideration of the covenants and agreements herein contained and the moneys to be paid hereunder, the Company hereby employs the Executive and the Executive hereby agrees to perform services as an Executive of the Company, upon the following terms and conditions: TERM The Company hereby employs Executive to serve as [position] and to serve in such additional or different position or positions as the Company may determine in its sole discretion. The term of employment shall be for a period of [NUMBER] years (\"Employment Period\") to commence on [DATE], unless earlier terminated as set forth herein. The effective date of this Agreement shall be the date first set forth above, and it shall continue in effect until the earlier of: The effective date of any subsequent employment agreement between the Company and the Executive; The effective date of any termination of employment as provided elsewhere herein; or [NUMBER] year(s) from the effective date hereof, provided, that this Employment Agreement shall automatically renew for successive periods of [NUMBER] years each unless either party gives written notice to other that it does not wish to automatically renew this Agreement, which written notice must be received by the other party no less than [NUMBER] days and no more than [NUMBER] days prior to the expiration of the applicable term. Duties and Responsibilities Executive will be reporting to [IDENTIFY]. Within the limitations established by the By-laws of the Company, the Executive shall have each and all of the duties and responsibilities of that position and such other or different duties on behalf of the Company, as may be assigned from time to time by [identify what person or body may assign additional responsibilities]. Location The initial principal location at which Executive shall perform services for the Company shall be [location]. Acceptance of Employment Executive accepts employment with the Company upon the terms set forth above and agrees to devote all Executive's time, energy and ability to the interests of the Company, and to perform Executive's duties in an efficient, trustworthy and business-like manner. Devotion of Time to Employment The Executive shall devote the Executive's best efforts and substantially all of the Executive's working time to performing the duties on behalf of the Company. The Executive shall provide services during the normal business hours of the Company as determined by the Company. Reasonable amounts of time may be allotted to personal or outside business, charitable and professional activities and shall not constitute a violation of this Agreement provided such activities do not materially interfere with the services required to be rendered hereunder. QUALIFICATIONS The Executive shall, as a condition of this Agreement, satisfy all of the qualification that are reasonably and in good faith established by the Board of Directors. Compensation Base Salary Executive shall be paid a base salary (\"Base Salary\") at the annual rate of [salary], payable in bi-weekly installments consistent with Company's payroll practices. The annual Base Salary shall be reviewed on or before [DATE] of each year, unless Executive's employment hereunder shall have been terminated earlier pursuant to this Agreement, starting on [agreed upon date] by the Board of Directors of the Company to determine if such Base Salary should be increased for the following year in recognition of services to the Company. In consideration of the services under this Agreement, Executive shall be paid the aggregate of basic compensation, bonus and benefits as hereinafter set forth. Payment Payment of all compensation to Executive hereunder shall be made in accordance with the relevant Company policies in effect from time to time, including normal payroll practices. Bonus From time to time, the Company may pay to Executive a bonus out of net revenues of the Company. Payment of any bonus compensation shall be at the sole discretion of the Board of Directors or the Executive committee of the Board of Directors and the Executive shall have no entitlement to such amount absent a decision by the Company as aforesaid to make such bonus compensation. Executive shall also be entitled to a bonus determined as follows: [DESCRIBE] Benefits The Company shall provide Executive with such benefits as are provided to other senior management Of the Company. Benefits shall include at a minimum (i) paid vacation of [NUMBER] days per year, at such times as approved by the Board of Directors, (ii) health insurance coverage under the same terms as offered to other Executives of the Company, (iii) retirement and profit sharing programs as offered to other Executives of the Company, (iv) paid holidays as per the Company's policies, and (v) such other benefits and perquisites as are approved by the Board of Directors. The Company has the right to modify conditions of participation, terminate any benefit, or change insurance plans and other providers of such benefits in its sole discretion. The Executive shall be reimbursed for out of pocket expenses that are pre-approved by the Company, subject to the Company's policies and procedures therefore, and only for such items that are a necessary and integral part of the Executive's job functions. NonDeductible Compensation In the event a deduction shall be disallowed by the Internal Revenue Service or a court of competent jurisdiction for federal income tax purposes for all or any part of the payment made to Executive by the Company or any other shareholder or Executive of the Company, shall be required by the Internal Revenue Service to pay a deficiency on account of such disallowance, then Executive shall repay to the Company or such other individual required to make such payment, an amount equal to the tax imposed on the disallowed portion of such payment, plus any and all interest and penalties paid with respect thereto. The Company or other party required to make payment shall not be required to defend any proposed disallowance or other action by the Internal Revenue Service or any other state, federal, or local taxing authorities. Withholding All sums payable to Executive under this Agreement will be reduced by all federal, state, local, and other withholdings and similar taxes and payments required by applicable law. Other Employment Benefits Business Expenses Upon submission of itemized expense statements in the manner specified by the Company, Executive shall be entitled to reimbursement for reasonable travel and other reasonable business expenses duly incurred by Executive in the performance of his duties under this Agreement. Benefit Plans Executive shall be entitled to participate in the Company's medical and dental plans, life and disability insurance plans and retirement plans pursuant to their terms and conditions. Executive shall be entitled to participate in any other benefit plan offered by the Company to its Executives during the term of this Agreement (other than stock option or stock incentive plans, which are governed by Section 3(d) below). Nothing in this Agreement shall preclude the Company or any affiliate of the Company from terminating or amending any Executive benefit plan or program from time to time. Vacation Executive shall be entitled to [agreed upon number of time] weeks of vacation each year of full employment, exclusive of legal holidays, as long as the scheduling of Executive's vacation does not interfere with the Company's normal business operations.","Employment Agreement Executive","12",97,"https://templates.business-in-a-box.com/imgs/1000px/employment-agreement_executive-D543.png","https://templates.business-in-a-box.com/imgs/250px/543.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#543.xml",{"title":6,"description":6},[145,146,147],{"label":128,"url":129},{"label":131,"url":132},{"label":33,"url":112},"employment agreement executive","/template/employment-agreement-executive-D543",{"description":151,"descriptionCustom":6,"label":152,"pages":120,"size":153,"extension":10,"preview":154,"thumb":155,"svgFrame":156,"seoMetadata":157,"parents":158,"keywords":163,"url":164},"INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENT This Intellectual Property Assignment Agreement (the \"Agreement\") is effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Assignor\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [COMPANY NAME] (the \"Assignee\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [COMPANY NAME] (the \"Shareholder\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] PREAMBLE WHEREAS [YOUR COMPANY NAME] owns all rights in a patent registered with the [COUNTRY] Patent Office under file number [NUMBER], serial number [NUMBER], entitled [SPECIFY] (the \"Patent\"); WHEREAS [YOUR COMPANY NAME] wishes to assign all rights and title in and to the Patent [COMPANY NAME]; WHEREAS the parties wish to enter into this Agreement on the terms and conditions more particularly provided herein. NOW, THEREFORE, in consideration of the above premises and agreements herein contained, the preamble forming an integral part hereof, the parties agree as follows: DEFINITIONS In this Agreement, except where the context or subject matter is inconsistent therewith, the following terms shall have the following meanings: \"Affiliates\" means, with respect to a Party to this Agreement, any person which, directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with such Party. The term \"control\" means possession, direct or indirect, of the powers to direct or cause the direction of the management or policies of a person, whether through ownership of equity participation, voting securities, or beneficial interests, by contract, by agreement or otherwise. \"Agreement\" shall mean this document, the annexed schedules, which are incorporated herein, together with any future written and executed amendments agreed to by the parties. \"Assigned Rights\" shall mean all rights and title in the Patent and all Intellectual Property Rights in the technology described in the Patent, in all countries. \"Improvements\" means innovations, inventions, ideas, designs, concepts, discoveries, techniques, works, processes, formulas, new derived material and modifications related to the Patent, whether or not patentable, copyrightable, or otherwise protectable as trade secrets or under any other intellectual property, conceived, brought to practice or developed by either Party after the date of this Agreement. \"Intellectual Property Rights\" includes all patents, trade marks, service marks, registered designs, integrated circuits topographies, including applications for any of the foregoing, and includes all copyrights, design rights, know-how, confidential information, trade secrets and any other similar rights in [COUNTRY] and in any other countries. \"Patent\" shall mean the patent described in recitals hereof and its counterpart applications in any country, now or thereafter owned by [YOUR COMPANY NAME] or to which [YOUR COMPANY NAME] otherwise acquires rights, including any patent application, divisional, continuation, provisional, reissue, re-examination, extension certificate, registration, renewal, confirmation and national phase entry application related to such Patent. ASSIGNMENT OF PATENT Subject to the terms and conditions contained in this Agreement, [YOUR COMPANY NAME] hereby irrevocably assigns to [COMPANY NAME] all rights and title and any other rights to the Patent as well as all Intellectual Property Rights in the technology described in the Patent, in all countries. The parties hereby recognize that any and all Intellectual Property Rights in any Improvements shall be held by [COMPANY NAME]. The parties hereby recognize that no Intellectual Property Rights are assigned, licensed or otherwise granted under this Agreement, save and except as explicitly stated in this Section 2. COMPENSATION In consideration of the Assigned Rights, [COMPANY NAME] agrees to pay [YOUR COMPANY NAME] the sum of [AMOUNT] (the \"Purchase Price\") payable upon the execution of this Agreement by all of the parties hereto. REPRESENTATIONS AND WARRANTIES The Guarantors represent and warrant on a joint and several basis to [COMPANY NAME] that: the Patent and [COMPANY NAME]'s use of the Patent does not, to the best knowledge of the Guarantors, infringe upon any patent, or any trademark, copyright, trade secret or other Intellectual Property Rights or proprietary right of any third party, and that there is currently no actual or threatened suit against [YOUR COMPANY NAME] by any third party based on an alleged violation of such right, and the Guarantors do not know of any basis for any such action; there are no outstanding assignments, grants, licenses, liens, encumbrances, obligations or agreements (whether written, oral or implied) regarding the Patent; [YOUR COMPANY NAME] has all rights, power and authority required in order to grant the Assigned Rights free and clear of all encumbrances or legal restrictions, in accordance with this Agreement; [YOUR COMPANY NAME] has good and marketable title to the Patent; there is no requirement for [YOUR COMPANY NAME] to obtain any other authorization, consent or approval from any third party as a condition to the enforceability of any provision of this Agreement or the lawful conclusion of the transactions contemplated by this Agreement; Notwithstanding any investigation conducted prior to the execution of this Agreement, and notwithstanding implied knowledge or notice of any fact or circumstance which [COMPANY NAME] may have as a result of such investigation or otherwise, [COMPANY NAME] shall be entitled to rely upon the representations and warranties set forth herein and the obligations of [YOUR COMPANY NAME] hereto with respect to such representations and warranties shall survive the termination of this Agreement for any reason. The Guarantors, on a joint and several basis, shall indemnify and hold [COMPANY NAME] harmless from all losses, liabilities, damages and expenses, including reasonable attorneys' fees and costs (collectively, \"Liabilities\"), that [COMPANY NAME] may suffer to the extent resulting from any claims, demands, actions or other proceedings made or instituted by any third party against [COMPANY NAME] and arising out of the use of the Patent, or related to the breach of any obligation or any representation and warranty under this Agreement, except for Liabilities arising out of the gross negligence or willful misconduct of [COMPANY NAME]. TERM AND TERMINATION This Agreement shall take effect upon the execution hereof by both parties hereto, and, unless sooner terminated as per paragraph 5.2 below, shall remain in effect until the expiration of the Patent. Upon any material breach or default under this Agreement by either Party, the other Party may give notice of such breach or default and, unless the same shall be cured within [NUMBER] days after delivery of such notice, then, without limitation of any other remedy available hereunder, such Party may terminate this Agreement immediately upon delivery of a notice of termination to the other Party at any time thereafter. The termination of this Agreement by either of the Parties shall be subject to all other rights and remedies available to the Parties hereunder or otherwise. NOTICE","Intellectual Property Assignment",80,"https://templates.business-in-a-box.com/imgs/1000px/intellectual-property-assignment-D5229.png","https://templates.business-in-a-box.com/imgs/250px/5229.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#5229.xml",{"title":6,"description":6},[159,160],{"label":33,"url":112},{"label":161,"url":162},"Transfer & Assignment Agreements","transfer-assignment-agreement","intellectual property assignment","/template/intellectual-property-assignment-D5229",{"description":166,"descriptionCustom":6,"label":167,"pages":168,"size":169,"extension":10,"preview":170,"thumb":171,"svgFrame":172,"seoMetadata":173,"parents":174,"keywords":177,"url":178},"NON-COMPETE AGREEMENT This Non-Compete Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: FIRST PARTY NAME] (the \"First Party\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [COMPANY NAME] (the \"Second Party\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] FOR GOOD CONSIDERATION, the receipt of which is hereby acknowledged, the undersigned First party agrees not to compete with Second party, or its successors or assigns.","General Non-Compete Agreement","1",30,"https://templates.business-in-a-box.com/imgs/1000px/general-non-compete-agreement-D882.png","https://templates.business-in-a-box.com/imgs/250px/882.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#882.xml",{"title":6,"description":6},[175,176],{"label":33,"url":112},{"label":33,"url":112},"general non compete agreement","/template/general-non-compete-agreement-D882",false,{"seo":181,"reviewer":192,"legal_disclaimer":196,"quick_facts":197,"at_a_glance":199,"personas":203,"variants":228,"glossary":254,"clauses":288,"how_to_fill":337,"common_mistakes":378,"faqs":403,"industries":434,"comparisons":459,"diy_vs_lawyer":471,"jurisdictions":484,"related_template_ids_curated":505,"schema":515,"classification":516},{"meta_title":182,"meta_description":183,"primary_keyword":184,"secondary_keywords":185},"Advisory Board Agreement Template (Free Word)","Free advisory board agreement template covering equity, compensation, duties, confidentiality, and term. Download in Word, edit online, or export as PDF. Free Word and PDF download.","advisory board agreement template",[15,186,187,188,189,190,191],"startup advisor agreement","advisory board contract template","advisory agreement template free","board advisor agreement template word","advisory board agreement pdf","equity advisor agreement template",{"name":193,"credential":194,"reviewed_date":195},"Bruno Goulet","CEO, Business in a Box","2026-05-02",true,{"difficulty":198,"legal_review_recommended":196,"signature_required":196,"notarization_required":179},"medium",{"what_it_is":200,"when_you_need_it":201,"whats_inside":202},"An Advisory Board Agreement is a legally binding contract between a company and an individual advisor who agrees to provide strategic guidance, introductions, or domain expertise in exchange for compensation — typically equity, cash retainer, or a combination of both. This free Word download lets you define the advisor's scope, meeting cadence, equity vesting schedule, confidentiality obligations, and termination terms in a single document you can edit online and export as PDF.\n","Use it whenever you bring on a formal advisor — whether a domain expert, industry connector, or former executive — to distinguish the relationship from informal mentorship and create enforceable obligations on both sides. It is especially critical before granting any equity to ensure vesting, IP assignment, and confidentiality are in writing before services begin.\n","Advisor duties and time commitment, compensation and equity grant with vesting schedule, confidentiality and non-disclosure obligations, IP assignment, conflict-of-interest disclosures, term and termination provisions, and governing law.\n",[204,208,212,216,220,224],{"title":205,"use_case":206,"icon_asset_id":207},"Startup founders","Formalizing equity grants to advisors before a seed or Series A raise","persona-startup-founder",{"title":209,"use_case":210,"icon_asset_id":211},"Small business owners","Bringing on an industry expert for strategic guidance without a full board seat","persona-small-business-owner",{"title":213,"use_case":214,"icon_asset_id":215},"Growth-stage CEOs","Structuring a named advisory board to support fundraising credibility","persona-ceo",{"title":217,"use_case":218,"icon_asset_id":219},"HR managers","Documenting advisor relationships to distinguish them from employment for tax and classification purposes","persona-hr-manager",{"title":221,"use_case":222,"icon_asset_id":223},"Operations directors","Standardizing advisor onboarding across multiple functional advisory relationships","persona-operations-director",{"title":225,"use_case":226,"icon_asset_id":227},"General counsel / in-house lawyers","Reviewing and executing advisor agreements before equity is issued on the cap table","persona-general-counsel",[229,233,236,240,243,247,250],{"situation":230,"recommended_template":231,"slug":232},"Compensating an advisor with equity only, no cash","Advisory Board Agreement (Equity-Only)","advisory-board-agreement-D13898",{"situation":234,"recommended_template":235,"slug":232},"Paying a cash retainer with no equity component","Advisory Board Agreement (Cash Retainer)",{"situation":237,"recommended_template":238,"slug":239},"Engaging a formal board director with fiduciary duties","Board of Directors Agreement","agreement-for-chairman-of-board-of-directors-D852",{"situation":241,"recommended_template":89,"slug":242},"Hiring an external consultant for a defined project","independent-contractor-agreement-D160",{"situation":244,"recommended_template":245,"slug":246},"Formalizing a short-term expert engagement with a fixed deliverable","Consulting Agreement","consulting-agreement---long-D12543",{"situation":248,"recommended_template":249,"slug":232},"Bringing on a scientific or technical advisory board member","Scientific Advisory Board Agreement",{"situation":251,"recommended_template":252,"slug":253},"Structuring an unpaid advisory role with confidentiality only","Advisor Non-Disclosure Agreement","non-disclosure-agreement-nda-D12692",[255,258,261,264,267,270,273,276,279,282,285],{"term":256,"definition":257},"Advisory Board","A group of external individuals who provide strategic guidance to a company's leadership but hold no fiduciary duties and exercise no formal governance authority.",{"term":259,"definition":260},"Equity Compensation","A grant of company stock or stock options given to an advisor in exchange for services, typically representing 0.1–1% of fully diluted shares depending on stage and contribution.",{"term":262,"definition":263},"Vesting Schedule","The timeline over which an advisor earns the right to their equity grant — commonly 24 months with a 6-month cliff for advisory roles.",{"term":265,"definition":266},"Cliff","The minimum period an advisor must serve before any equity vests — typically 6 months for advisors, after which a lump sum of accrued equity is released.",{"term":268,"definition":269},"Fully Diluted Shares","The total number of shares outstanding if all options, warrants, and convertible instruments were exercised, used as the basis for calculating an advisor's ownership percentage.",{"term":271,"definition":272},"IP Assignment","A clause transferring ownership of any work product, introductions, or materials created by the advisor in connection with their role to the company.",{"term":274,"definition":275},"Conflict of Interest","A situation where an advisor's personal interests or outside affiliations — such as advising a competitor — could impair their ability to give objective guidance.",{"term":277,"definition":278},"Fiduciary Duty","A legal obligation to act in another party's best interest — advisory board members typically do not have fiduciary duties, distinguishing them from formal board directors.",{"term":280,"definition":281},"SAFE (Simple Agreement for Future Equity)","A financing instrument sometimes used alongside advisory grants to convert advisor compensation into equity at a future priced round.",{"term":283,"definition":284},"Independent Contractor Status","The classification of an advisor as self-employed rather than an employee, affecting tax withholding, benefit eligibility, and labor law protections.",{"term":286,"definition":287},"Non-Solicitation","A restriction preventing an advisor from recruiting the company's employees or clients for a competing venture during or after the advisory term.",[289,294,299,304,309,314,318,323,327,332],{"name":290,"plain_english":291,"sample_language":292,"common_mistake":293},"Parties, Role, and Effective Date","Identifies the company and the advisor by legal name, defines the advisor's title (e.g., 'Strategic Advisor' or 'Advisory Board Member'), and records the date the agreement takes effect.","This Advisory Board Agreement ('Agreement') is entered into as of [DATE] between [COMPANY LEGAL NAME], a [STATE] [ENTITY TYPE] ('Company'), and [ADVISOR FULL NAME] ('Advisor'). Advisor agrees to serve as a member of the Company's Advisory Board in the capacity of [ADVISORY ROLE / AREA OF FOCUS].","Using the company's trade name instead of its registered legal entity. A mismatch between the contracting party and the equity-issuing entity creates cap-table complications at the next funding round.",{"name":295,"plain_english":296,"sample_language":297,"common_mistake":298},"Advisor Duties and Time Commitment","Describes what the advisor is expected to do — meetings, introductions, availability for calls — and how many hours per month or quarter are expected.","Advisor shall provide strategic guidance in the area of [DOMAIN], make themselves available for approximately [X] hours per month, attend [X] advisory board meetings per year (in person or remote), and make introductions as reasonably requested by the Company.","Leaving duties entirely vague, such as 'provide general advice as needed.' Without specifics, an advisor who is persistently unavailable cannot be terminated for cause and continues vesting equity.",{"name":300,"plain_english":301,"sample_language":302,"common_mistake":303},"Compensation and Equity Grant","States whether the advisor receives cash, equity, or both — and if equity, the grant size expressed as a number of shares or options and the vesting schedule.","In consideration for services, Company shall grant Advisor an option to purchase [X] shares of Common Stock at an exercise price of $[PRICE] per share, vesting over [24] months with a [6]-month cliff, subject to the Company's equity plan and a separate option agreement.","Describing equity as a percentage (e.g., '0.25%') rather than a fixed number of shares. Percentage references become ambiguous as the cap table changes, leading to disputes over what the advisor was actually promised.",{"name":305,"plain_english":306,"sample_language":307,"common_mistake":308},"Vesting, Acceleration, and Termination of Equity","Details the vesting timeline, what happens to unvested equity if the agreement is terminated, and whether any acceleration applies on a change of control.","Unvested options shall terminate immediately upon termination of this Agreement for any reason. In the event of a Change of Control, [X]% of then-unvested options shall accelerate and become immediately exercisable. 'Change of Control' means [DEFINITION].","Granting full single-trigger acceleration to all advisors as a default. Broad acceleration can complicate acquisition negotiations — limit it to senior or strategic advisors where leverage is genuinely warranted.",{"name":310,"plain_english":311,"sample_language":312,"common_mistake":313},"Confidentiality and Non-Disclosure","Prohibits the advisor from disclosing or using the company's confidential information — technology, financials, customer data, product roadmap — during and after the advisory term.","Advisor agrees to hold all Confidential Information of the Company in strict confidence and not to disclose or use such information for any purpose outside the scope of this Agreement. 'Confidential Information' includes, without limitation, [EXAMPLES].","Failing to define 'Confidential Information' and relying solely on a catch-all phrase. Courts require a reasonable definition — an overbroad or undefined clause can be deemed unenforceable in its entirety.",{"name":152,"plain_english":315,"sample_language":316,"common_mistake":317},"Assigns to the company all work product, frameworks, introductions, and materials created by the advisor in the course of their advisory services.","Advisor agrees that all work product, deliverables, and inventions developed by Advisor in connection with services under this Agreement are the sole property of the Company and are hereby irrevocably assigned to the Company.","Omitting IP assignment entirely for advisory roles. Advisors in product, technology, or creative domains may generate protectable IP — without assignment, the company does not own it.",{"name":319,"plain_english":320,"sample_language":321,"common_mistake":322},"Conflict of Interest and Outside Activities","Requires the advisor to disclose existing and future relationships that could create a conflict, and may restrict advising direct competitors.","Advisor represents that the services provided under this Agreement do not conflict with any existing obligations. Advisor shall promptly disclose to the Company any relationship or activity that may constitute a conflict of interest. Advisor agrees not to advise any [DIRECT COMPETITOR / COMPANIES IN THE SAME SECTOR] without prior written consent.","No conflict disclosure at all. An advisor simultaneously advising a direct competitor while receiving your equity is a serious problem — and one that is nearly impossible to address without a written clause.",{"name":283,"plain_english":324,"sample_language":325,"common_mistake":326},"Clarifies that the advisor is an independent contractor and not an employee — meaning no tax withholding, no benefits, and no employment law protections.","Advisor is an independent contractor and not an employee of the Company. Nothing in this Agreement shall be construed to create an employment, partnership, or agency relationship. Advisor is solely responsible for all taxes on compensation received under this Agreement.","Treating the advisor as a contractor in the agreement but then exerting employee-level control over their work hours and methods. Tax authorities apply a behavioral-control test, not just contract labels.",{"name":328,"plain_english":329,"sample_language":330,"common_mistake":331},"Term and Termination","Sets the initial agreement term, the renewal mechanism, and the conditions under which either party may terminate — with or without cause.","This Agreement shall commence on the Effective Date and continue for [12] months, renewing automatically for successive [12]-month periods unless either party provides [30] days' written notice of non-renewal. Either party may terminate this Agreement for cause immediately upon written notice or without cause upon [30] days' written notice.","No termination-for-cause provision. Without one, an advisor who breaches confidentiality, joins a competitor, or simply stops engaging cannot be removed without triggering a notice period — during which vesting may continue.",{"name":333,"plain_english":334,"sample_language":335,"common_mistake":336},"Governing Law and Dispute Resolution","Specifies which jurisdiction's laws govern the agreement and how disputes are handled — typically arbitration or the courts of the company's home state.","This Agreement shall be governed by the laws of the State of [STATE], without regard to conflict-of-law principles. Any dispute arising hereunder shall be resolved by binding arbitration administered by [AAA / JAMS] in [CITY], except claims for injunctive relief, which may be brought in any court of competent jurisdiction.","Choosing a governing law that has no connection to where the company is incorporated or the advisor resides. Enforcing the agreement then requires litigating jurisdictional questions before reaching the merits.",[338,343,348,353,358,363,368,373],{"step":339,"title":340,"description":341,"tip":342},1,"Identify the parties and the advisor's area of focus","Enter the company's full registered legal name and entity type, the advisor's legal name, and a one-sentence description of the advisory domain (e.g., 'go-to-market strategy,' 'regulatory affairs,' 'enterprise sales').","Confirm the exact legal entity that will issue the equity — this must match your cap table and equity plan to avoid problems at due diligence.",{"step":344,"title":345,"description":346,"tip":347},2,"Define the advisor's duties and expected time commitment","Specify the number of hours per month, quarterly meeting cadence, and any specific deliverables such as introductions, reviews, or attendance at board meetings.","A 3–5 hour per month commitment with one quarterly check-in is the standard floor for equity-compensated advisors — anything less rarely justifies the cap-table dilution.",{"step":349,"title":350,"description":351,"tip":352},3,"Set the compensation terms and equity grant details","Enter the equity grant as a fixed number of shares or options, the exercise price (use 409A fair market value for US options), and whether any cash retainer applies.","Reference the separate option agreement and equity plan rather than restating all terms here — the advisory agreement should point to those documents, not duplicate them.",{"step":354,"title":355,"description":356,"tip":357},4,"Configure the vesting schedule and termination of equity","Set the total vesting period (24 months is standard for advisors), the cliff length (6 months is common), and specify that unvested equity terminates immediately on agreement termination.","Consider a no-cliff structure for advisors who are asked to deliver a high-value introduction or specific output within the first 90 days — the cliff creates a perverse incentive to disengage early.",{"step":359,"title":360,"description":361,"tip":362},5,"Complete the confidentiality and IP assignment clauses","Define 'Confidential Information' specifically — list categories such as financials, customer data, technology, and product roadmap — and confirm that all work product created in the advisory role is assigned to the company.","For technical or product advisors, add a schedule listing the specific areas of IP they may contribute to, so assignment scope is unambiguous.",{"step":364,"title":365,"description":366,"tip":367},6,"Require conflict-of-interest disclosure","Ask the advisor to list all existing advisory, employment, or board relationships at signing, and include a forward-looking obligation to disclose future conflicts promptly.","A simple attachment listing the advisor's current affiliations, signed at execution, is far easier to enforce than a general representation — and it signals seriousness to the advisor.",{"step":369,"title":370,"description":371,"tip":372},7,"Set the term, renewal, and termination provisions","Choose the initial term (12 months is standard, renewable), the notice period for non-renewal (30 days), and the conditions for immediate termination for cause.","Include breach of confidentiality, joining a direct competitor, and failure to meet the minimum time commitment as explicit cause triggers — vague 'material breach' language requires litigation to apply.",{"step":374,"title":375,"description":376,"tip":377},8,"Execute before any equity is granted","Both parties must sign the agreement and the accompanying equity plan documents before any options appear on the cap table.","In common-law jurisdictions, equity granted before a written agreement is signed may be treated as an unconditional gift without the accompanying vesting and forfeiture conditions.",[379,383,387,391,395,399],{"mistake":380,"why_it_matters":381,"fix":382},"Granting equity before the agreement is signed","Equity issued without a vesting agreement in place may be treated as fully vested and unconditional. The company then has no mechanism to claw it back if the advisor disengages after 60 days.","Execute the advisory board agreement and option grant simultaneously — both documents must be signed before the grant date recorded on the cap table.",{"mistake":384,"why_it_matters":385,"fix":386},"Defining equity as a percentage rather than a share count","A promise of '0.25% of the company' becomes ambiguous every time new shares are issued. Advisors have sued over dilution disputes rooted in percentage-based language.","State the grant as a fixed number of shares or options. Include a fully-diluted share count as of the grant date in a recital so context is preserved.",{"mistake":388,"why_it_matters":389,"fix":390},"No conflict-of-interest disclosure requirement","An advisor simultaneously advising a direct competitor while receiving your equity creates both a competitive risk and a potential breach of fiduciary duty claim if they hold any governance role.","Require a written disclosure of all current affiliations at signing and a forward-looking obligation to disclose new conflicts within 15 days of them arising.",{"mistake":392,"why_it_matters":393,"fix":394},"Omitting a termination-for-cause clause","Without cause-based termination, removing an advisor who breaches confidentiality or becomes disengaged requires waiting out the notice period — during which vesting continues.","List specific cause triggers — breach of confidentiality, advising a competitor, failure to meet time commitments, or conduct damaging to the company's reputation — as grounds for immediate termination.",{"mistake":396,"why_it_matters":397,"fix":398},"Treating advisory roles as employment in practice","If the company controls how and when the advisor works, tax authorities may reclassify the relationship as employment, triggering back payroll taxes, penalties, and potential benefit obligations.","Structure the engagement around outcomes and availability rather than schedules and method. The contract's independent-contractor clause is necessary but not sufficient — the actual working relationship must match.",{"mistake":400,"why_it_matters":401,"fix":402},"No IP assignment clause for product or technical advisors","A technical advisor who contributes architecture decisions, code reviews, or design concepts may hold rights to that work if the agreement is silent on assignment — a serious problem at acquisition due diligence.","Include a broad IP assignment covering all work product created in connection with the advisory services, regardless of the medium or location in which it was produced.",[404,407,410,413,416,419,422,425,428,431],{"question":405,"answer":406},"What is an advisory board agreement?","An advisory board agreement is a legally binding contract between a company and an individual advisor that defines the terms of the advisory relationship — including the advisor's duties, time commitment, compensation (equity or cash), confidentiality obligations, IP assignment, and how the relationship ends. It distinguishes a formal advisory arrangement from an informal mentorship and creates enforceable obligations on both sides before any equity is granted.\n",{"question":408,"answer":409},"What should be included in an advisory board agreement?","At minimum: the parties and advisory role, duties and time commitment, equity or cash compensation with vesting schedule, confidentiality and non-disclosure obligations, IP assignment, conflict-of-interest disclosure, independent contractor status, term and termination provisions (including for-cause triggers), and governing law. Missing any of these creates gaps that courts fill with jurisdiction-specific defaults — typically unfavorable to the company.\n",{"question":411,"answer":412},"How much equity should an advisor receive?","Advisor equity typically ranges from 0.1% to 1.0% of fully diluted shares, depending on the company's stage, the advisor's seniority and contribution, and whether cash compensation is also provided. Early-stage startups commonly grant 0.25–0.5% to strategic advisors. The FAST (Founder-Advisor Standard Template) framework, published by the Founder Institute, offers a tiered equity table based on advisor contribution level that many US startups use as a reference benchmark.\n",{"question":414,"answer":415},"What is the standard vesting schedule for an advisory board agreement?","The most common structure for advisor equity is a 24-month vesting period with a 6-month cliff — meaning no equity vests until the advisor has served 6 months, at which point 25% of the grant vests in a lump sum, and the remaining 75% vests monthly over the following 18 months. Some companies use a 2-year monthly vest with no cliff for advisors who are expected to deliver value immediately from day one.\n",{"question":417,"answer":418},"What is the difference between an advisory board member and a board director?","A board director holds a fiduciary duty to act in the company's and shareholders' best interests, participates in formal governance, votes on major decisions, and carries legal liability. An advisory board member has no fiduciary duty, no voting rights, and no formal governance authority — they provide guidance and introductions only. The distinction matters for liability, D&O insurance coverage, and the type of agreement used to formalize the relationship.\n",{"question":420,"answer":421},"Do advisory board agreements need to be reviewed by a lawyer?","For straightforward domestic advisory arrangements with standard equity grants, a high-quality template is generally sufficient. A lawyer's review is recommended when the advisor will receive a significant equity stake (above 0.5%), when the advisor role involves access to sensitive IP or customer data, when the advisor is simultaneously affiliated with a competitor, or when the company is approaching a Series A or acquisition where the cap table will be scrutinized. A 1–2 hour template review typically costs $300–$600.\n",{"question":423,"answer":424},"Can an advisory board agreement be terminated early?","Yes. Either party can typically terminate the agreement with written notice — commonly 30 days for termination without cause. Termination for cause (breach of confidentiality, joining a competitor, or failure to meet time commitments) is generally immediate. Upon termination, unvested equity should terminate automatically under the agreement's terms, and the advisor retains only the shares or options that had already vested as of the termination date.\n",{"question":426,"answer":427},"Is an advisory board agreement the same as a consulting agreement?","No. A consulting agreement is typically used for a defined project with specific deliverables, a fixed fee, and a limited scope. An advisory board agreement governs an ongoing, open-ended relationship centered on strategic guidance, availability, and equity compensation rather than project fees. Advisors are usually compensated with equity and a small retainer; consultants are usually compensated with project-based or hourly fees. Using a consulting agreement for an equity-compensated advisor creates tax and classification ambiguity.\n",{"question":429,"answer":430},"What happens to advisor equity when the company is acquired?","The outcome depends on what the advisory board agreement says about change-of-control acceleration. Single-trigger acceleration vests all or some unvested equity automatically on a change of control. Double-trigger acceleration requires both a change of control and a subsequent termination of the advisory relationship. In the absence of an acceleration provision, unvested equity typically terminates or is assumed by the acquirer subject to new vesting conditions — making explicit change-of-control language critical for advisors who have contributed meaningfully to an acquisition outcome.\n",{"question":432,"answer":433},"Do advisory board agreements need to comply with securities laws?","Yes. Equity grants to advisors — whether stock, options, or warrants — are securities under US federal law and equivalent laws in other jurisdictions. In the US, advisory equity grants to non-employees are typically issued under an exemption from registration (such as Rule 701 or Regulation D). Companies should ensure that equity grants to advisors are documented through a formal equity plan and that grants are made at fair market value as determined by a 409A valuation to avoid adverse tax consequences for the advisor.\n",[435,439,443,447,451,455],{"industry":436,"icon_asset_id":437,"specifics":438},"Technology / SaaS","industry-saas","Technical advisors often contribute architecture input and code reviews, making IP assignment and conflict-of-interest clauses covering competitor work essential.",{"industry":440,"icon_asset_id":441,"specifics":442},"Life Sciences / Biotech","industry-healthtech","Scientific advisory board members typically hold academic or industry positions that require explicit conflict disclosure and publication-rights carve-outs within confidentiality clauses.",{"industry":444,"icon_asset_id":445,"specifics":446},"Financial Services / Fintech","industry-fintech","Regulatory expertise advisors must disclose any licensed broker-dealer or investment adviser affiliations, and equity grants require careful securities-law structuring.",{"industry":448,"icon_asset_id":449,"specifics":450},"Consumer Goods / Retail","industry-retail","Brand and retail strategy advisors often have overlapping relationships with competing brands — conflict-of-interest disclosure and a defined competitive perimeter clause are particularly important.",{"industry":452,"icon_asset_id":453,"specifics":454},"Professional Services","industry-professional-services","Advisors who are also active practitioners must disclose client relationships that could create conflicts, and non-solicitation clauses covering the company's client base are standard.",{"industry":456,"icon_asset_id":457,"specifics":458},"Manufacturing","industry-manufacturing","Supply-chain and operations advisors frequently have supplier or distributor relationships that require disclosure, and trade-secret protections within the confidentiality clause need to cover process and product IP.",[460,463,465,468],{"vs":245,"vs_template_id":461,"summary":462},"consulting-agreement-D154","A consulting agreement covers a defined project with specific deliverables, a fixed fee, and a limited time scope. An advisory board agreement governs an ongoing strategic relationship compensated primarily with equity and a retainer. Advisors provide availability and judgment over time; consultants deliver defined outputs. Using a consulting agreement for an equity-compensated advisor creates tax classification risk and omits the vesting mechanics the relationship requires.",{"vs":89,"vs_template_id":242,"summary":464},"An independent contractor agreement is appropriate for task-based work with hourly or project fees. An advisory board agreement is suited to a long-term, equity-based relationship with no defined deliverable. Both classify the person as a non-employee, but only the advisory agreement includes vesting schedules, equity grant terms, and conflict-of-interest obligations — the core mechanics of an advisory relationship.",{"vs":466,"vs_template_id":253,"summary":467},"Non-Disclosure Agreement","A standalone NDA protects confidential information during exploratory conversations before any formal relationship is established. An advisory board agreement contains confidentiality obligations as one clause within a comprehensive governing document. Relying on an NDA alone for an active advisor relationship leaves equity, duties, IP assignment, and termination entirely unaddressed.",{"vs":238,"vs_template_id":469,"summary":470},"D{BOARD_OF_DIRECTORS_AGREEMENT_ID}","A board of directors agreement formalizes a fiduciary governance role with voting rights, D&O insurance coverage, and formal meeting obligations. An advisory board agreement creates a non-fiduciary, non-voting relationship with no governance authority. Directors face legal liability for governance decisions; advisors do not. Companies that need strategic guidance without governance complexity should use an advisory agreement — elevating an advisor to a director seat is a separate, higher-stakes decision.",{"use_template":472,"template_plus_review":476,"custom_drafted":480},{"best_for":473,"cost":474,"time":475},"Early-stage startups formalizing standard equity advisory relationships below 0.5% grant size in a single jurisdiction","Free","20–30 minutes",{"best_for":477,"cost":478,"time":479},"Advisors receiving above 0.5% equity, Series A-stage companies with complex cap tables, or cross-border advisory arrangements","$300–$600","1–3 days",{"best_for":481,"cost":482,"time":483},"Scientific advisory boards in regulated industries, advisors with existing competitor affiliations, or equity grants requiring bespoke securities-law structuring","$1,500–$4,000+","1–2 weeks",[485,490,495,500],{"code":486,"name":487,"flag_asset_id":488,"note":489},"us","United States","flag-us","Advisory equity grants to non-employees are typically issued as non-qualified stock options (NQSOs) under the company's equity plan, exempted from SEC registration under Rule 701 or Regulation D. A 409A valuation is required to set the exercise price at fair market value — issuing options below FMV creates immediate ordinary income tax for the advisor. Non-compete clauses in advisory agreements face the same state-by-state enforceability issues as employment non-competes; California, Minnesota, and Oklahoma effectively ban them.",{"code":491,"name":492,"flag_asset_id":493,"note":494},"ca","Canada","flag-ca","Advisory equity grants in Canada are subject to the Income Tax Act provisions governing stock options — advisors receiving options may face income inclusion at exercise unless the company qualifies as a Canadian-Controlled Private Corporation (CCPC), in which case the inclusion is deferred to disposition. Provincial securities exemptions (such as Ontario's 'family, friends and business associates' exemption) apply to equity grants; confirm the applicable exemption before issuing. Quebec advisors may require a French-language version of the agreement for provincially-regulated entities.",{"code":496,"name":497,"flag_asset_id":498,"note":499},"uk","United Kingdom","flag-uk","UK advisory equity is typically structured as unapproved options or EMI options (if the company qualifies under the Enterprise Management Incentives scheme). EMI options offer significant tax advantages but require HMRC notification within 92 days of grant. Advisors are likely classified as workers or self-employed contractors under UK tax law — HMRC may scrutinize arrangements where a company exerts employment-level control. Post-termination restrictive covenants, including non-competes, must be reasonable in scope to be enforceable under English law.",{"code":501,"name":502,"flag_asset_id":503,"note":504},"eu","European Union","flag-eu","Advisor equity structuring and tax treatment vary significantly by member state — France, Germany, and the Netherlands each have distinct rules on option taxation and reporting. GDPR applies to any personal data shared with the advisor in the course of their role, and the confidentiality clause should reference the company's data processing obligations. Post-employment non-competes in many EU member states require financial compensation to the advisor during the restriction period to be enforceable — typically 25–50% of the advisor's average compensation.",[246,242,253,506,507,508,509,510,511,512,513,514],"employment-agreement_at-will-employee-D541","employment-agreement-executive-D543","intellectual-property-assignment-D5229","general-non-compete-agreement-D882","equity-incentive-plan-D13224","adhesion-to-the-unanimous-shareholder-agreement-D848","joint-venture-agreement-D889","memorandum-of-understanding-D12548","term-sheet-D473",{"emit_how_to":196,"emit_defined_term":196},{"primary_folder":112,"secondary_folder":517,"document_type":518,"industry":519,"business_stage":520,"tags":521,"confidence":526},"partnerships-and-joint-ventures","agreement","general","growth",[518,522,523,524,525],"governance","advisory-board","equity-compensation","strategic-guidance",0.92,"\u003Ch2>What is an Advisory Board Agreement?\u003C/h2>\n\u003Cp>An \u003Cstrong>Advisory Board Agreement\u003C/strong> is a legally binding contract between a company and an individual advisor that formally governs the advisory relationship — defining what the advisor will do, how they will be compensated (typically with equity, a cash retainer, or both), what they must keep confidential, and how the arrangement ends. Unlike informal mentorship or a casual introduction arrangement, a properly executed advisory board agreement creates enforceable obligations on both sides and ensures that equity grants come attached to the vesting schedules, IP assignment, and confidentiality protections the company requires. It is the document that transforms a handshake with an experienced industry contact into a structured, cap-table-ready relationship.\u003C/p>\n\u003Ch2>Why You Need This Document\u003C/h2>\n\u003Cp>Without a written advisory board agreement in place before any equity is granted, a company has almost no legal recourse if an advisor takes their options and disappears after two months, simultaneously advises a direct competitor, or claims ownership of product concepts they contributed. Unvested equity issued without a vesting agreement may be treated as a fully vested gift — and clawing it back requires litigation. Cap tables reviewed at Series A due diligence routinely flag advisory equity with no underlying agreement as a red flag, sometimes blocking or delaying financing. Beyond equity mechanics, a signed agreement also establishes the advisor's independent-contractor status — critical for avoiding payroll tax reclassification — and creates the confidentiality baseline that allows you to share sensitive financials, customer data, and product strategy with someone who is not an employee. This template gives you all of those protections in a single document you can execute in under an hour.\u003C/p>\n",1781185995059]