Advisor Agreement
This Advisor Services Agreement outlines the terms for an individual ("Advisor") to provide temporary services to a company ("Company") as an independent contractor. It details the scope of work, compensation (including cash and equity options), confidentiality obligations, intellectual property ownership, and non-solicitation clauses. The agreement also includes provisions for dispute resolution through arbitration.
[company name]
ADVISOR SERVICES AGREEMENT
This Agreement is made by [company name]., its successors and its subsidiaries worldwide (“Company”) and the undersigned (“Advisor”), effective as of the date set forth below, for the purpose of setting forth the exclusive terms and conditions by which Company will acquire Advisor’s services on a temporary basis.
In consideration of the mutual obligations specified in this Agreement, and any compensation paid to Advisor for her or his services, the parties agree to the following:
Work And Payment. Attached to this Agreement as Exhibit A hereto is a statement of the work to be performed by Advisor, Advisor’s compensation, the maximum price Company shall be obligated to pay under this Agreement and such other terms and conditions as shall be deemed appropriate or necessary for the performance of the work. All reasonable preapproved expenses incurred by the Advisor on behalf of Company will be paid by Company.
Nondisclosure And Trade Secrets.
During the term of this Agreement and in the course of Advisor’s performance hereunder, Advisor may receive and otherwise be exposed to confidential and proprietary information relating to Company’s business practices, strategies and technologies. Such confidential and proprietary information includes, but is not limited to, confidential and proprietary information supplied to Advisor with the legend “Company Confidential and Proprietary,” or equivalent, Company’s marketing and customer support strategies, Company’s financial information, including sales, costs, profits and pricing methods, Company’s internal organization, employee information and customer lists including potential customers, Company’s technology, including discoveries, New Developments (as defined below) inventions, research and development efforts, processes, hardware/software design and maintenance tools, methods, product know-how and show-how, and all derivatives, improvements and enhancements to any of the above which are created or developed by Advisor under this Agreement and information of third parties as to which Company has an obligation of confidentiality (collectively referred to as “Information”).
Notwithstanding the above, the “Information” does not include information which (i) was known to Advisor at the time it was disclosed, other than by previous disclosure by Company, as evidenced by Advisor’s written records at the time of disclosure; (ii) is at the time of disclosure or later becomes publicly known under circumstances involving no breach of this Agreement; or (iii) is lawfully and in good faith made available to Advisor by a third party who did not derive it, directly or indirectly, from Company.
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