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This document is a Founder Advisor Agreement, which outlines the agreement between an advisor and a company for the provision of services. The advisor will work and consult with the company, receiving shares of company common stock and compensation for their services, along with reimbursement for any expenses incurred while providing services.
This agreement can be terminated by either party with five days’ written notice. The advisor is considered an independent contractor and not an employee, and therefore, will not be eligible for employee benefits. The advisor is also obligated to keep all information related to the company confidential, returning all information to the company upon termination, and not disclosing any proprietary information. This agreement does not grant the advisor any rights to any patents, trademarks, or other intellectual property belonging to the company, and any inventions made by the advisor in the course of providing services will belong to the company.
1. Schedule A: Before agreeing to the Founder Advisor Agreement, you should refer to Schedule A attached to the agreement to understand the type of services expected of you as the advisor. It includes a description of the consulting and advisory services that you will provide to the company.
2. Consideration: This section outlines the compensation and options the Advisor will receive for the services rendered. You should read through this section to understand the number of shares you are entitled to purchase and the vesting period. Also, note the compensation amount for the services rendered, which is payable to the Advisor in the currency specified in the agreement.
3. Expenses: The Company will reimburse the Advisor for all expenses incurred while performing the services. The advisor is required to maintain an accurate record of all expenses incurred, itemize each expense in the invoice, and submit proof of purchase and receipt. However, if an expense exceeds the amount specified in the agreement, you need to obtain the Company's written consent before incurring it.
4. Term and Termination: The Founder Advisor Agreement is effective from the current date and continues indefinitely until the agreed-upon date of service completion. However, either party may terminate the agreement by giving five days' written notice to the other party.
5. Independent Contractor: Both parties act as independent contractors and not as partners, agents, employees, or joint ventures. Therefore, the Advisor is not entitled to any of the Company's employee benefit plans, group insurance arrangements, or similar programs.
6. Non-Disclosure and Confidential Information: This section outlines the Advisor's obligation to keep all business, technical, commercial, and financial information obtained from or assigned to the company confidential, including the identity of the company's customers or employees. The Advisor is not to disclose or use any proprietary information other than in performing their services. After the termination of the agreement, the Advisor must promptly return all items and copies containing or embodying proprietary information.
7. No Rights Granted: The Founder Advisor Agreement does not grant the Advisor any license or rights under any patent, trademark, or other intellectual property right or interest belonging to the Company.
8. Assignment of Intellectual Property: The Company will own all rights, title, and interest relating to any inventions or proprietary information the Advisor creates or develops in connection with providing the services outlined in Schedule A.
By following these steps, you can use the Founder Advisor Agreement to understand the expectations and obligations of both parties involved in the agreement.