ADVISORY AGREEMENT.
This Advisor Agreement (hereinafter referred to as “Agreement”) is made on ___________________ between ____________________, ____________________, and ______________ (hereinafter referred to as the “advisors”) and _________________ (hereinafter referred to as the “Company”). Together referred to as the “parties”.
The parties herein agree that the Advisors herein shall serve as members of the Company’s Advisory Board and the parties herein shall be legally bound by the following terms; –
- Services.
The parties herein agree that the Advisors will render advice and other services agreed upon by the parties.
- Compensation.
Parties agree that as consideration for the services to be provided by the Advisors and other obligations, the Company will pay _________.
- Term.
The initial term of the Agreement shall be two (2) years beginning on the date of signing this Agreement and will automatically renew for an additional one (1) year.
- No Authority.
The Advisors agree and acknowledge that they do not have the authority to enter into contracts or negotiations that bind the Company without the prior written consent of the Company to do so.
- Intellectual property.
All ideas, inventions, improvement, methods, processes, and any other forms of intellectual property that the Advisors conceive or develop during the performance of this Agreement will be the sole and exclusive property of the Company.
- Confidentiality.
A party may obtain access to information related to the other party’s business that the party considers to be confidential. The parties agree to hold all confidential information in strict trust and confidence, not use or permit others to use the confidential information not agreed in the agreement, not to disclose the confidential information to third parties without the prior written consent of the other party.
- Limitations.
In no event will the Company be liable for any consequential direct or indirect damages, losses, lawsuits whether in contract or tort or otherwise arising from and in relation to the performance of this agreement.
- Non-Solicitation.
The Advisor agrees that during the performance of this agreement and six (6) months after termination, they will not interfere with the development of the business by soliciting or hiring an employee of the Company.
- Indemnification.
The Advisors will indemnify and hold harmless the Company and its employees from and against any liabilities, damages, or costs arising from or in relation to any breach of the terms herein.
- Warranties.
The Advisors warrant that the services will not infringe any intellectual property of any person and they will comply with all the laws in performing their obligations under this agreement.
- Termination.
The parties herein may terminate the terms of this Agreement by issuing a prior 30 days written notice to the other party for reasons which include but are not limited to gross misconduct.
- Governing Law.
This Agreement shall be interpreted and governed by the laws of the state of New Jersey.
- Dispute Resolution.
In case of a dispute between the parties in regards to the duties and obligations under this agreement, the parties shall in good faith participate in mediation to resolve the dispute. If mediation fails, parties shall refer the matter Arbitration in accordance with the laws of New Jersey.
Each party shall bear its costs for arbitration.
- Relationship.
The relationship between the parties shall be that of an independent Advisor.
- Severability.
If any provision under this agreement is deemed invalid or unenforceable, the same shall be severed from the agreement and the remaining provisions shall remain in full force and effect.
- Amendments.
Any provision of this agreement may be amended with written signed consent by both parties.
- Waiver.
Any failure by a party to enforce a breach of any term herein shall not be construed to be a waiver of the right to enforce any subsequent breach.
- Entire Agreement.
This agreement constitutes the entire agreement between the parties and supersedes any prior agreement whether oral or written.
IN WITNESS HEREOF, the parties have executed this Agreement on the date indicated herein-below; –
The COMPANY.
Signature: ________________________
Name: ___________________________
Title: ____________________________
Date: ____________________________
The ADVISORS.
Signature: _______________________ _______________________ _________________
Name: __________________________ _______________________ _________________
Date: ___________________________ _______________________ __________________
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