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Advisor Agreement
I need an advisor agreement for a consultant who will provide strategic guidance on business development for a period of 12 months, with a monthly retainer fee and performance-based bonuses. The agreement should include confidentiality clauses, a non-compete clause for the duration of the contract, and a termination notice period of 30 days.
What is an Advisor Agreement?
An Advisor Agreement sets out the terms when someone provides expert guidance to a company, often in areas like business strategy, technology, or finance. It's a legally binding contract that Indian companies use to formalize relationships with their advisors, laying out compensation, confidentiality requirements, and the scope of advisory services.
Under Indian contract law, these agreements protect both parties by clearly defining key elements like equity compensation, time commitments, and intellectual property rights. Good advisor agreements include specific performance metrics, termination conditions, and conflict of interest provisions - especially important given India's growing startup ecosystem where advisors often work with multiple companies.
When should you use an Advisor Agreement?
Use an Advisor Agreement when bringing experts on board to guide your company's growth, especially during crucial phases like market expansion or fundraising. This agreement becomes essential for Indian startups and established companies engaging advisors who provide strategic input, industry connections, or specialized knowledge in areas like technology, finance, or market entry.
The timing is critical - put this agreement in place before the advisor begins any work. This protects intellectual property rights, sets clear expectations about time commitments, and defines compensation structures (including any equity arrangements) under Indian securities regulations. It's particularly important when engaging overseas advisors or when advisory roles involve sensitive company information.
What are the different types of Advisor Agreement?
- Advisory Shares Agreement: Specifically for equity-based advisor compensation, detailing share vesting schedules and ownership terms
- Financial Advisory Agreement: Tailored for financial consultants providing investment guidance, valuation services, or fundraising support
- Business Consultant Contract Agreement: Comprehensive version for long-term business strategy and operational consulting relationships
- Business Consulting Engagement Letter: Shorter format for project-specific consulting assignments with defined deliverables
- Advisory Services Contract: General-purpose template adaptable for various advisory roles, from technology to market entry guidance
Who should typically use an Advisor Agreement?
- Startups and Growth Companies: Primary users of Advisor Agreements, especially during funding rounds, expansion phases, or when seeking specialized expertise
- Industry Experts and Mentors: Experienced professionals who provide strategic guidance, often taking equity compensation alongside cash fees
- Legal Teams: Draft and review agreements to ensure compliance with Indian corporate and securities laws
- Board Members: Review and approve advisor appointments, especially when equity compensation is involved
- Company Secretaries: Handle documentation, regulatory filings, and maintain records of advisor relationships
- Financial Controllers: Manage advisor compensation structures and ensure compliance with tax regulations
How do you write an Advisor Agreement?
- Advisor Details: Gather full legal name, contact information, qualifications, and any existing commitments to other companies
- Scope Definition: Document specific advisory services, time commitments, and expected deliverables
- Compensation Structure: Decide on cash fees, equity components, and vesting schedules if applicable
- Duration Terms: Set clear start date, term length, and renewal/termination conditions
- Confidentiality Needs: List specific proprietary information the advisor will access
- Company Information: Include registered business details, authorized signatory names, and board approval status
- Document Generation: Use our platform to create a legally compliant agreement that includes all required elements under Indian law
What should be included in an Advisor Agreement?
- Parties and Scope: Complete details of advisor and company, with precise description of advisory services
- Compensation Terms: Clear structure of fees, equity (if any), and payment schedules following Indian securities regulations
- Confidentiality Clause: Comprehensive NDA provisions aligned with Indian IT Act requirements
- Term and Termination: Duration, renewal conditions, and grounds for early termination
- Intellectual Property: Assignment of rights created during advisory period
- Non-Compete Provisions: Reasonable restrictions as per Indian Contract Act
- Dispute Resolution: Arbitration clause compliant with Indian Arbitration Act
- Governing Law: Explicit mention of Indian jurisdiction and applicable state laws
What's the difference between an Advisor Agreement and an Agency Agreement?
An Advisor Agreement differs significantly from an Agency Agreement, though both involve external parties working with a company. Let's explore the key distinctions to help you choose the right document for your situation.
- Authority and Representation: Advisors provide guidance and expertise but cannot bind the company legally, while agents have specific authority to act on behalf of the company and enter into binding commitments
- Compensation Structure: Advisor agreements often include equity components and fixed retainers, whereas agency agreements typically involve commissions or success-based fees
- Legal Liability: Agents bear direct responsibility for their actions on behalf of the principal under Indian contract law, while advisors face limited liability focused on their consultation quality
- Duration and Commitment: Advisory relationships are usually ongoing with flexible time commitments, while agency agreements often specify fixed terms with clear performance metrics
- Regulatory Oversight: Agency relationships face stricter regulatory scrutiny under Indian law, particularly in financial and real estate sectors
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