An Advisory Board Agreement is essential when companies seek to formally engage external experts for strategic guidance and industry insights. This document, governed by Singapore law, establishes the framework for the advisory relationship, including scope of services, compensation, confidentiality, and intellectual property rights. It differs from director agreements as advisory board members typically have no fiduciary duties or voting rights. The agreement ensures compliance with Singapore's regulatory requirements while protecting both parties' interests through clear terms and conditions.
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1. Parties: Identifies the contracting parties and their details
2. Background: Context and purpose of the advisory board appointment
3. Definitions: Key terms used throughout the agreement
4. Appointment and Term: Scope of appointment and duration
5. Duties and Responsibilities: Specific advisory services to be provided
6. Compensation: Advisory fees and reimbursement terms
7. Confidentiality: Protection of confidential information
8. Intellectual Property: Ownership and protection of IP rights created during advisory role
9. Independent Contractor Status: Clarification of relationship between advisor and company
10. Termination: Circumstances and process for ending the agreement
11. General Provisions: Standard boilerplate clauses including governing law, notices, and amendments
1. Share Options: Terms of any equity compensation, including vesting schedules and exercise conditions
2. Insurance: Coverage requirements and provisions for liability insurance
3. International Travel: Travel requirements, arrangements, and reimbursement policies
4. Non-Compete: Restrictions on competing activities during and after the advisory role
5. Board Observer Rights: Rights to attend and participate in board meetings if applicable
1. Schedule 1: Services Description: Detailed outline of advisory services and expectations
2. Schedule 2: Compensation Terms: Detailed payment terms, including fees, equity, and reimbursement structure
3. Schedule 3: Company Policies: Relevant company policies applicable to advisors
4. Appendix A: Confidentiality Agreement: Detailed confidentiality terms and non-disclosure provisions
5. Appendix B: Share Option Terms: Detailed terms of any share options or equity compensation
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