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Consulting For Equity Agreement
"I need a Consulting For Equity Agreement for engaging a senior software development consultant who will help build our MVP in exchange for 2% equity vesting over 24 months, with major IP protection clauses as they'll be working on our core technology."
1. Parties: Identification of the company and the consultant, including their full legal names and addresses
2. Background: Context of the agreement, including the company's business, consultant's expertise, and desire to enter into an equity-for-services arrangement
3. Definitions: Key terms used throughout the agreement, including technical, financial, and legal terminology
4. Scope of Services: Detailed description of consulting services to be provided, including specific deliverables and performance standards
5. Equity Compensation: Details of equity to be issued, including type of securities, number of shares/options, vesting schedule, and any conditions
6. Term and Termination: Duration of the agreement and circumstances under which it can be terminated by either party
7. Consultant's Obligations: Key responsibilities, commitments, and standards of performance expected from the consultant
8. Company's Obligations: Company's commitments, including equity issuance, support, and resources provided to the consultant
9. Intellectual Property Rights: Assignment and ownership of IP created during the consulting period
10. Confidentiality: Protection of confidential information and trade secrets
11. Independent Contractor Status: Clear statement of consultant's status as an independent contractor, not an employee
12. Representations and Warranties: Key promises and guarantees made by both parties
13. General Provisions: Standard legal clauses including governing law, notices, entire agreement, and amendments
1. Non-Competition: Restrictions on consultant's ability to compete with the company, used when consultant will have access to sensitive competitive information
2. Non-Solicitation: Restrictions on soliciting company's employees or clients, important for consultants with significant client contact
3. Share Rights and Restrictions: Detailed shareholder rights and restrictions, needed when consultant receives voting shares
4. Drag-Along and Tag-Along Rights: Rights in case of company sale, important for significant equity stakes
5. Board Observer Rights: Rights to attend board meetings, relevant for strategic consultants receiving substantial equity
6. Expense Reimbursement: Terms for reimbursing consultant's expenses, if applicable
7. Dispute Resolution: Specific procedures for resolving disputes, recommended for high-value or complex arrangements
8. Insurance Requirements: Professional liability insurance requirements, important for high-risk consulting services
1. Schedule A - Services Description: Detailed scope of work, deliverables, and timelines
2. Schedule B - Equity Terms: Detailed terms of equity issuance, including vesting schedule and any conditions
3. Schedule C - Share Rights: Detailed description of rights attached to shares or options
4. Schedule D - Milestone Requirements: Specific performance milestones linked to equity vesting
5. Appendix 1 - Confidential Information: Definition and examples of confidential information
6. Appendix 2 - IP Assignment: Detailed IP assignment provisions and procedures
7. Appendix 3 - Reporting Requirements: Format and frequency of progress reports
8. Appendix 4 - Company Capitalization: Current cap table and ownership structure
Authors
Technology
Software Development
Biotechnology
Financial Services
Professional Services
Healthcare
Clean Energy
E-commerce
Digital Media
Manufacturing
Telecommunications
Education Technology
Legal
Human Resources
Finance
Executive Leadership
Corporate Development
Operations
Administration
Compliance
Risk Management
CEO
Founder
Technical Consultant
Strategy Consultant
Business Development Consultant
Marketing Consultant
Financial Advisor
IT Consultant
Product Development Consultant
Legal Counsel
HR Director
Chief Financial Officer
Chief Technology Officer
Operations Director
Company Secretary
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