Advisory Agreement Template for United States

An Advisory Agreement spells out the relationship between an advisor (like a consultant or investment professional) and their client. It sets clear expectations about what services the advisor will provide, how they'll be paid, and how long the arrangement will last. Think of it as your roadmap for working together professionally.

These agreements protect both parties under U.S. securities laws and typically include key details about confidentiality, conflicts of interest, and the advisor's fiduciary duties. For investment advisors registered with the SEC, these agreements must meet specific regulatory requirements about fee structures and disclosure obligations. They're especially common in financial services, startups, and corporate consulting.

Use an Advisory Agreement when bringing on professional advisors to your business, especially for investment guidance, strategic consulting, or startup mentorship. This agreement becomes essential before sharing sensitive company information or when advisors start providing formal recommendations that could impact business decisions.

The timing is particularly important for SEC-registered investment advisors, who must have signed agreements before giving paid advice. Many businesses put these in place during funding rounds, business expansions, or when seeking specialized expertise in areas like technology or market entry. Having clear terms from day one prevents misunderstandings about compensation, confidentiality, and the scope of advisory services.

• Investment Advisory Agreements: Used by financial advisors and wealth managers, these focus on portfolio management, fee structures, and SEC compliance requirements
• Strategic Consulting Agreements: Common for business consultants, covering project-based work, deliverables, and consulting fees
• Board Advisory Agreements: For advisory board members, outlining meeting commitments, compensation (often including equity), and confidentiality terms
• Technical Advisory Agreements: Used with subject matter experts, detailing specialized guidance, intellectual property rights, and technical scope
• Startup Mentor Agreements: Typically includes equity compensation, milestone-based terms, and specific industry expertise requirements

• Business Advisors: Professionals who provide strategic guidance, including consultants, industry experts, and former executives who sign these agreements before sharing expertise
• Companies and Startups: Organizations seeking external expertise, from early-stage ventures to established corporations needing specialized guidance
• Investment Advisors: SEC-registered professionals who must use these agreements when providing paid investment advice to clients
• Legal Counsel: Attorneys who draft and review these agreements to ensure compliance with securities laws and protect both parties' interests
• Board Members: Advisory board participants who formalize their roles and responsibilities through these agreements

• Scope Definition: Document the specific advisory services, expected deliverables, and any industry-specific requirements or limitations
• Compensation Details: Outline fee structures, payment schedules, and any equity compensation arrangements
• Timeline Planning: Set clear start dates, duration, renewal terms, and any milestone-based deadlines
• Confidentiality Needs: Identify sensitive information that needs protection and any specific non-disclosure requirements
• Compliance Check: Our platform ensures your agreement meets SEC requirements and includes all mandatory disclosures for your industry
• Signing Authority: Confirm who has authority to execute the agreement on behalf of each party

• Parties and Roles: Clear identification of advisor and client, including contact details and legal capacity
• Services Scope: Detailed description of advisory services, deliverables, and performance standards
• Compensation Terms: Fee structure, payment schedule, expense reimbursement, and equity arrangements if applicable
• Duration and Termination: Agreement length, renewal options, and conditions for early termination
• Confidentiality: Protection of sensitive information, trade secrets, and intellectual property
• Fiduciary Duties: Advisor's obligations, conflict disclosures, and standard of care
• Dispute Resolution: Governing law, jurisdiction, and method for resolving disagreements

An Advisory Agreement differs significantly from an Agency Agreement, though both involve professional services. The key distinctions lie in authority levels, responsibilities, and relationship structure.

• Decision-Making Authority: Advisors provide recommendations but cannot make binding decisions, while agents can legally act on behalf of their principals
• Liability Scope: Agency Agreements create direct liability for principals through the agent's actions, while Advisory Agreements limit liability to the quality of advice given
• Relationship Duration: Advisory relationships often work on specific projects or ongoing consultation, while agency relationships typically involve continuous representation
• Fiduciary Duties: Both create fiduciary duties, but agents have broader obligations including loyalty and the duty to follow instructions, while advisors mainly focus on providing honest, informed guidance