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Advisor Agreement (FAST-Style, with Equity Vesting)

A lightweight advisor agreement granting equity that vests monthly over the advisory term, with IP assignment, confidentiality, and clean termination.

16 min interview2026 currentFree to generateAttorney finish by callPDF & Word export

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What is an Advisor Agreement?

Startups bringing on strategic advisors, mentors, or domain experts in exchange for a small equity grant rather than cash.

Advisor Agreement template, current for 2026

The equity guidance is tiered around the FAST-style engagement levels (standard/strategic/expert) without copying the FAST text. Vesting is monthly with no cliff, or with an optional cliff, and the equity is described as subject to board approval and the equity plan. Restricted stock grants carry an 83(b)-election reminder that notes the 2025 IRS electronic-filing option. The agreement also states that the advisor is non-exclusive and not an employee, adds a public-company/insider-trading acknowledgment, offers single-trigger acceleration on an acquisition as an option, and includes a conflict-of-interest and no-competing-advisory clause.

How HDAi does this differently

Unlike a static form, HDAi runs a guided interview and assembles your Advisor Agreement as you answer. When you want it finished, a licensed Hart David Carson attorney reviews it and tailors it to your facts before you sign. The interview and the first draft are automated. The judgment belongs to an attorney.

What you’ll be asked

A short interview in plain language that asks only what this document needs.

Which company is engaging the advisor? This is the entity granting the equity and receiving the advisory services. We capture its legal name, entity type, and state of formation so the agreement binds the right party.
Short name for the Company (defined term) A brief label we use throughout the document instead of the full legal name, for readability.
Who is the advisor? The individual providing advisory services. Advisors are almost always individuals (not entities) so the IP-assignment and confidentiality terms attach personally.
What is the effective date of this agreement? The date the advisory relationship begins.
What is the vesting commencement date? The date from which the equity vesting clock runs. This is usually the Effective Date, but you can set an earlier or later date if the advisor already started or the grant is backdated to a Board-approved date. Leave blank to default to the Effective Date.
What is the advisor's role or title? A short description of the advisory capacity. It frames the scope of services and sets expectations for both sides.
Describe the advisory services the advisor will provide. A plain description of what the advisor will actually do. FAST-style agreements keep this light; specificity here reduces later disputes about scope.
What is the expected time commitment? Sets a soft expectation for availability. Advisor roles are part-time and best-efforts, so this is a target rather than a strict quota.
How long is the advisory term? Determines the total vesting horizon. FAST advisor grants commonly run 24 months, but you can pick a different length or make it open-ended.
If other, how many months is the term? We use this month count as the vesting horizon and term length.
What kind of equity is being granted? The instrument determines the tax and mechanical language. Stock options and RSUs are governed by an equity plan; restricted stock is a direct purchase/grant of shares subject to repurchase.
How is the size of the grant expressed? Advisor grants are usually stated as a percentage of the fully diluted cap table (common in FAST) or as a fixed share count. Pick whichever your board approval uses.
What percentage of fully diluted capitalization is being granted? FAST tiers typically range from about 0.15% (standard) to 1.0% (expert, early stage). This sets the total award.
How many shares or units are being granted? The total number of shares (or units) subject to the award and to vesting.
What is the per-share exercise price? For a stock option, the price the advisor pays to exercise, normally the fair market value on the grant date per the most recent 409A valuation.
How often does the equity vest? FAST-style grants vest in equal installments over the term. Monthly is the classic FAST cadence; other cadences are supported.
Is there a vesting cliff? A cliff means no equity vests until a set number of months has passed, then that portion vests at once. FAST grants often have NO cliff, but some add a short one.
Should vesting accelerate on a change of control (acquisition)? Single-trigger acceleration lets unvested equity vest fully if the company is acquired during the term. Some advisor grants include it; many do not.
Will the Company reimburse pre-approved expenses? Advisors sometimes incur travel or other costs. This decides whether reasonable, pre-approved expenses are reimbursable.
How long should confidentiality obligations last after termination? Sets the survival period for confidentiality. Trade secrets are typically protected indefinitely; other confidential information for a fixed tail.
Does the advisor want to carve out prior inventions from IP assignment? Lets the advisor exclude inventions they made before this engagement from the assignment. If yes, they should list them in an exhibit.
List the prior inventions to exclude from assignment. These are itemized in Exhibit A and remain the advisor's property, outside the assignment.
Include a non-solicitation covenant? Restricts the advisor from soliciting the Company's employees or contractors during the term and for a period after. Keep it modest for advisors. A California carve-out is built in so the clause does not void under Section 16600 for CA advisors.
How much notice is required for termination without cause? Either party may end the advisory relationship on notice. This sets the notice period; vesting stops at the effective termination date.
Which state's law governs this agreement? The governing law and default forum for disputes. Startups commonly use Delaware or their principal-office state.
What county and state is the venue for disputes? The agreed location for any court proceedings, giving both parties certainty on forum.
How should disputes be resolved? Choose between court litigation or binding arbitration. Arbitration is private and often faster; litigation preserves appeal rights.
Who signs for the Company? The name of the person executing on the Company's behalf.
What is the Company signatory's title? Confirms the signer has authority to bind the Company.
What is the Company's address for notices? The Company's address (and optionally an email) for formal notices under Section 9(h). This populates the notice provision so it is not left blank.
What is the advisor's full legal name for the signature block? The advisor signs personally; we use their full legal name here.
What is the advisor's address for notices? The advisor's address (and optionally an email) for formal notices under Section 9(h). This populates the notice provision so it is not left blank.

Frequently asked

About the Advisor Agreement and how HDAi works.

What is an Advisor Agreement (FAST-Style, with Equity Vesting)? +

An Advisor Agreement (FAST-Style, with Equity Vesting) is a short agreement under which an advisor receives equity that vests monthly over the advisory term, with IP assignment, confidentiality, and clean termination. Startups use it to bring on strategic advisors, mentors, or domain experts in exchange for a small equity grant rather than cash.

Is HDAi's Advisor Agreement (FAST-Style, with Equity Vesting) legally binding? +

The Advisor Agreement (FAST-Style, with Equity Vesting) HDAi generates is a professionally drafted document that becomes binding once it is completed, reviewed, and properly signed. If you want a licensed Hart David Carson attorney to finish it, book a planning call. The firm's flat-fee packages, the Illinois Family Plan and Company Launch, cover the most common needs; for any other draft, an Illinois attorney will tell you on the call what finishing it would involve.

Do I need a lawyer to use this Advisor Agreement (FAST-Style, with Equity Vesting)? +

Generating and downloading the Advisor Agreement (FAST-Style, with Equity Vesting) takes minutes and costs nothing, and you do not need a lawyer for that. Before you sign, a licensed Hart David Carson attorney can review the grant size, the vesting terms, and the IP assignment against your cap table and your board approval, which no template can do.

What makes this Advisor Agreement (FAST-Style, with Equity Vesting) current for 2026? +

How long does the Advisor Agreement (FAST-Style, with Equity Vesting) take? +

Estimated time about 16 min (32 questions), depending on how much you already know. The document assembles as you answer. Export it as PDF or Word, or send it to a Hart David Carson attorney for review.

Does this Advisor Agreement (FAST-Style, with Equity Vesting) work in my state? +

HDAi's interview is state-aware. If you ask an attorney to finish the draft, a licensed Hart David Carson attorney confirms it against your state's requirements before you rely on it. Validity and required formalities vary by state.

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Reviewed by Jonathan D. Herpy, Sr., Senior Partner · Last updated October 2026 · Template and page reviewed · Every generated draft is a draft, not legal advice