The Consulting Agreement With Stock Options is essential for companies seeking to engage professional expertise while offering equity incentives. This document, governed by U.S. law, combines traditional consulting terms with stock option provisions, making it particularly valuable for startups and growth-stage companies. It addresses critical aspects including service scope, compensation structure, equity rights, intellectual property protection, and regulatory compliance. The agreement is designed to protect both parties' interests while ensuring alignment with SEC requirements and IRS guidelines for independent contractor relationships.
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1. Parties: Identification of the company and consultant with full legal names and addresses
2. Background: Context of the consulting relationship and reason for engagement
3. Definitions: Key terms used throughout the agreement
4. Scope of Services: Detailed description of consulting services to be provided
5. Compensation: Payment terms, including fees and stock option details
6. Term and Termination: Duration of agreement and conditions for ending it
7. Independent Contractor Status: Clear statement of consultant's status as independent contractor
8. Intellectual Property Rights: Ownership and assignment of work product
1. Non-Competition: Restrictions on competing activities during and after the consulting engagement
2. Non-Solicitation: Restrictions on soliciting employees or customers of the company
3. Expense Reimbursement: Terms and conditions for reimbursing consultant expenses
1. Schedule A - Services Description: Detailed outline of services to be provided by the consultant
2. Schedule B - Compensation Details: Detailed fee structure and payment terms
3. Schedule C - Stock Option Terms: Specific terms of stock option grant including vesting schedule and exercise conditions
4. Exhibit A - Form of Stock Option Agreement: Standard form agreement for stock option grant
5. Exhibit B - Proprietary Information Agreement: Detailed terms regarding confidentiality and intellectual property protection
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