Board Of Advisor Agreement Template for Germany

The Board of Advisor Agreement is essential for companies operating under German law who seek to formally engage external experts in advisory capacities. This document is typically used when a company wants to benefit from specialized expertise without adding members to its formal board of directors. The agreement comprehensively addresses the advisory relationship, including appointment terms, duties, compensation, confidentiality, and liability aspects, while ensuring compliance with German corporate governance standards and regulations. It's particularly important for growing companies, those entering new markets, or organizations requiring specific industry expertise. The document should be carefully tailored to meet both the specific needs of the company and the requirements of German corporate and contract law.

1. Parties: Identification of the company and the advisor, including full legal names and addresses

2. Background: Context of the appointment and brief description of the advisor's expertise and the company's needs

3. Definitions: Key terms used throughout the agreement

4. Appointment and Term: Formal appointment of the advisor and duration of the agreement

5. Role and Responsibilities: Detailed description of the advisor's duties, expected time commitment, and scope of authority

6. Compensation: Details of fees, payment terms, and any expense reimbursement policies

7. Confidentiality: Obligations regarding confidential information and trade secrets

8. Intellectual Property: Ownership and rights related to any IP created during the advisory relationship

9. Conflicts of Interest: Disclosure requirements and handling of potential conflicts

10. Termination: Conditions and procedures for ending the agreement

11. Independent Contractor Status: Clarification that the advisor is not an employee

12. Liability and Indemnification: Scope of advisor's liability and mutual indemnification provisions

13. Governing Law and Jurisdiction: Specification of German law application and jurisdiction

14. General Provisions: Standard legal clauses including severability, entire agreement, and amendments