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Advisor Equity Agreement

Advisor Equity Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Advisor Equity Agreement

"I need an Advisor Equity Agreement for a UAE-based technology startup, granting our new technical advisor 2% equity vesting over 3 years, with specific provisions for protecting our intellectual property and maintaining confidentiality of our AI development projects."

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Document background
The Advisor Equity Agreement is a crucial document for UAE companies seeking to engage experienced advisors while conserving cash resources by offering equity-based compensation. This agreement type is particularly relevant for startups, growth-stage companies, and established businesses looking to benefit from external expertise while aligning advisor interests with company success. The document must comply with UAE Federal Law No. 32 of 2021 (Companies Law) and related regulations, particularly regarding share issuance and foreign ownership restrictions. It typically includes detailed provisions about advisory services, equity compensation structure, vesting schedules, confidentiality obligations, and termination rights, all framed within UAE legal requirements.
Suggested Sections

1. Parties: Identification of the Company and the Advisor, including full legal names and addresses

2. Background: Context of the agreement, including the Company's desire to engage the Advisor and the Advisor's qualifications

3. Definitions: Key terms used throughout the agreement, including 'Services', 'Equity Compensation', 'Shares', etc.

4. Appointment and Term: Formal appointment of the Advisor and duration of the agreement

5. Advisory Services: Detailed description of services to be provided by the Advisor

6. Equity Compensation: Details of equity grant, including number of shares/options, vesting schedule, and conditions

7. Service Commitment: Expected time commitment and performance standards

8. Representations and Warranties: Standard representations from both parties, including capacity to enter agreement and regulatory compliance

9. Confidentiality: Obligations regarding confidential information and trade secrets

10. Intellectual Property: Ownership and assignment of IP created during the advisory relationship

11. Termination: Circumstances under which the agreement can be terminated and consequences

12. Post-Termination Obligations: Continuing obligations after agreement ends

13. Governing Law and Jurisdiction: Specification of UAE law and relevant jurisdiction for disputes

14. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

Optional Sections

1. Non-Competition: Restrictions on competing activities - include if advisor has access to sensitive information or could pose competitive threat

2. Tax Matters: Specific tax-related provisions - include if complex tax implications exist or if advisor is non-UAE resident

3. Regulatory Compliance: Additional compliance requirements - include if advisor needs specific licenses or registrations

4. Board Observer Rights: Rights to attend board meetings - include if advisor is senior/strategic advisor

5. Relationship with Other Agreements: Integration with existing agreements - include if advisor has other relationships with company

6. Currency and Payment Terms: Include if there are additional cash compensation elements

7. Insurance: Professional liability insurance requirements - include for high-risk advisory roles

Suggested Schedules

1. Schedule 1 - Services Description: Detailed scope of advisory services and deliverables

2. Schedule 2 - Equity Compensation Terms: Detailed terms of equity grant, including vesting schedule and conditions

3. Schedule 3 - Share Rights and Restrictions: Details of rights attached to shares and any transfer restrictions

4. Schedule 4 - Confidential Information: List of specific confidential information and handling requirements

5. Appendix A - Company's Articles of Association: Current Articles of Association referenced for share rights

6. Appendix B - Shareholders Agreement: Reference to or extract of relevant shareholders agreement provisions

7. Appendix C - Share Certificate Template: Template for share certificates to be issued

8. Appendix D - Required Regulatory Forms: Any UAE-specific forms required for equity issuance or transfer

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Agreement
Advisor
Advisory Services
Applicable Law
Articles of Association
Board
Business Day
Change of Control
Company
Competitor
Confidential Information
Effective Date
Equity Compensation
Fair Market Value
Financial Year
Good Reason
Intellectual Property Rights
Material Breach
Memorandum of Association
Notice
Options
Parties
Related Parties
Restricted Business
Securities
Services
Shareholders Agreement
Shares
Share Certificate
SCA
Subsidiary
Term
Territory
UAE
Unvested Shares
Vested Shares
Vesting Date
Vesting Period
Vesting Schedule
Work Product
Clauses
Appointment
Term
Advisory Services
Service Standards
Equity Grant
Vesting
Share Rights
Transfer Restrictions
Confidentiality
Intellectual Property
Non-Competition
Non-Solicitation
Representations and Warranties
Indemnification
Termination
Post-Termination Obligations
Board Observer Rights
Information Rights
Regulatory Compliance
Tax Matters
Assignment
Force Majeure
Notices
Amendment
Severability
Entire Agreement
Third Party Rights
Counterparts
Governing Law
Dispute Resolution
Language
Time of Essence
Shareholder Approval
Relationship of Parties
Costs and Expenses
Relevant Industries

Technology

Financial Services

Real Estate

Healthcare

Education

Retail

E-commerce

Manufacturing

Professional Services

Energy

Tourism and Hospitality

Media and Entertainment

Telecommunications

Construction

Transportation and Logistics

Relevant Teams

Legal

Human Resources

Finance

Corporate Secretariat

Executive Leadership

Board of Directors

Compliance

Corporate Development

Relevant Roles

CEO

Chief Legal Officer

General Counsel

Legal Director

HR Director

Chief Financial Officer

Company Secretary

Board Member

Strategic Advisor

Technical Advisor

Industry Expert

Business Development Advisor

Financial Advisor

Technology Advisor

Management Consultant

Industries
UAE Federal Law No. 32 of 2021 (Companies Law): The primary legislation governing companies in the UAE, including share issuance, transfer of shares, and corporate governance requirements
UAE Federal Law No. 8 of 1980 (UAE Labor Law): Although this is an advisory agreement, labor law considerations may apply regarding the nature of the relationship and potential conflict with employment regulations
SCA Board Resolution No. 3 of 2000: Regulations concerning the issuance and offering of shares by the Securities and Commodities Authority (SCA), relevant for equity arrangements
UAE Federal Law No. 19 of 2018 (Foreign Direct Investment Law): Relevant if the advisor is a foreign national, as it governs foreign ownership and investment in UAE companies
UAE Federal Law No. 2 of 2015 (Commercial Companies Law): Contains provisions regarding commercial transactions and business relationships, including advisory services
UAE Federal Decree-Law No. 47 of 2022 (Corporate Tax Law): New corporate tax law that may impact the taxation of equity compensation and advisory arrangements
DIFC Law No. 5 of 2021 (if applicable for DIFC companies): Specific regulations for companies established in Dubai International Financial Centre, including provisions for equity arrangements and advisory agreements
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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