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Board Of Advisors Agreement

Board Of Advisors Agreement Template for Canada

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Key Requirements PROMPT example:

Board Of Advisors Agreement

"I need a Board of Advisors Agreement for our Vancouver-based tech startup that will bring on three industry experts, with compensation including both cash retainer and stock options, and strong confidentiality provisions due to our pending patent applications."

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Document background
The Board of Advisors Agreement is essential for Canadian companies seeking to formally engage experienced professionals in advisory capacities. This document is typically used when a company wants to establish an advisory board to provide strategic guidance, industry expertise, and networking opportunities without the full fiduciary responsibilities of a formal board of directors. The agreement ensures compliance with Canadian corporate governance requirements while protecting both the company's and advisor's interests through clear definition of roles, responsibilities, confidentiality obligations, and compensation terms. It's particularly crucial for growing companies, startups, and established organizations seeking external expertise in a structured, legally-sound manner.
Suggested Sections

1. Parties: Identifies the company and the advisor, including their full legal names and addresses

2. Background: Explains the context of the agreement, including the company's desire to engage the advisor and the advisor's qualifications

3. Definitions: Defines key terms used throughout the agreement

4. Appointment and Term: Establishes the advisor's appointment to the advisory board and the duration of the engagement

5. Role and Responsibilities: Details the advisor's duties, expected time commitment, and participation requirements

6. Compensation: Outlines the compensation structure, including fees, equity (if applicable), and expense reimbursement

7. Confidentiality: Defines confidential information and establishes obligations for its protection

8. Intellectual Property: Addresses ownership and assignment of any IP created during the advisory relationship

9. Independent Contractor Status: Clarifies that the advisor is an independent contractor, not an employee

10. Representations and Warranties: Contains standard representations from both parties regarding capacity and authority

11. Termination: Specifies conditions and procedures for ending the advisory relationship

12. General Provisions: Includes standard boilerplate clauses such as notices, entire agreement, and governing law

Optional Sections

1. Non-Competition: Restricts advisor's involvement with competing businesses - include when advisor has access to sensitive competitive information

2. Non-Solicitation: Prevents advisor from soliciting company employees or customers - include when advisor has significant contact with key stakeholders

3. Insurance: Requires advisor to maintain certain insurance coverage - include when advisory role involves significant liability risks

4. Board Observer Rights: Grants right to attend board meetings - include when advisor needs board meeting access

5. Equity Compensation Terms: Detailed terms for stock options or other equity compensation - include when equity is part of compensation

6. Conflict Resolution: Specifies mediation or arbitration procedures - include when parties prefer alternative dispute resolution

Suggested Schedules

1. Schedule A - Services Description: Detailed outline of specific advisory services and expectations

2. Schedule B - Compensation Terms: Detailed breakdown of compensation structure, including payment schedules and equity vesting terms

3. Schedule C - Confidential Information: Specific categories of confidential information covered by the agreement

4. Schedule D - Approved Outside Activities: List of pre-approved activities or relationships with other organizations

5. Appendix 1 - Code of Conduct: Company's code of conduct and ethical guidelines applicable to advisors

6. Appendix 2 - Board Meeting Schedule: Anticipated schedule of board and advisory meetings for planning purposes

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈË°æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions































Clauses

























Relevant Industries

Technology

Healthcare

Financial Services

Manufacturing

Energy

Professional Services

Biotechnology

Real Estate

Education

Retail

Telecommunications

Clean Technology

Mining

Agriculture

Non-Profit

Relevant Teams

Legal

Executive Leadership

Corporate Governance

Human Resources

Compliance

Board Administration

Corporate Affairs

Corporate Development

Corporate Secretary Office

Relevant Roles

Chief Executive Officer

Chief Legal Officer

General Counsel

Corporate Secretary

Board Secretary

Chief Financial Officer

Human Resources Director

Compliance Officer

Board Administrator

Legal Counsel

Corporate Governance Officer

Executive Assistant to CEO

Chief Operating Officer

Advisory Board Member

Company Director

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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