The Board of Advisors Agreement is essential for companies seeking to formalize relationships with experienced professionals who provide strategic guidance without taking on director-level fiduciary responsibilities. This document is particularly important in the United States, where it helps protect both the company and advisor by clearly defining the scope of the advisory relationship, compensation terms, and confidentiality requirements. The agreement typically includes provisions for equity compensation, particularly in startup environments, and ensures compliance with securities laws and corporate governance requirements.
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Board Of Advisors Agreement
"I need a Board of Advisors Agreement for my Series A startup that includes equity compensation (2% vesting over 3 years) and specific provisions for quarterly meetings, with a focus on protecting our AI technology intellectual property."
1. Parties: Identification of the company and advisor
2. Background: Context and purpose of the advisory relationship
3. Definitions: Key terms used throughout the agreement
4. Appointment: Terms of appointment to the advisory board
5. Services: Scope of advisory services to be provided
6. Compensation: Payment terms, equity arrangements if applicable
7. Confidentiality: Protection of company information
8. Term and Termination: Duration and ending conditions
1. Equity Compensation: Detailed provisions for stock options or other equity arrangements when advisor receives equity compensation
2. Non-Competition: Restrictions on competing activities for advisors in sensitive positions or competitive industries
3. Insurance: D&O insurance coverage provisions when company provides liability insurance
1. Schedule A - Services: Detailed description of advisory services
2. Schedule B - Compensation: Detailed compensation terms including equity if applicable
3. Schedule C - Confidential Information: Specific items deemed confidential
4. Exhibit A - Stock Option Agreement: If equity compensation is included
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