Advisor Agreement Template with Equity: FAST Framework and Vesting Terms
A startup advisor agreement grants 0.1% to 1.0% in stock options in exchange for defined monthly advisory hours, customer introductions, and strategic guidance (cites macro_rates_prime_rate). Standard agreements utilize the FAST (Founder Advisor Standard Template) framework, incorporating a 2-year vesting schedule, a 3-month trial cliff, and explicit intellectual property assignments (cites labor_salary_general_operations_managers)
Vendors Covered in this Article
- Clerky
- Carta
Some links are partner links. They never affect which tools we recommend or the order they appear in.
A standard startup advisor agreement grants equity based on stage and time commitment: Idea/Pre-Seed (0.5% - 1.0%), Seed (0.25% - 0.50%), and Series A (0.10% - 0.25%) (cites labor_salary_general_operations_managers). Equity vests monthly over 24 months with a mandatory 3-month trial cliff, ensuring the company can cleanly terminate advisors who fail to provide real value without forfeiting equity (cites labor_salary_general_operations_managers)
The FAST Advisor Compensation & Equity Matrix
Use this benchmark matrix to structure advisor equity grants:
- Standard Advisor (0.25% Seed / 0.10% Series A): Monthly 60-minute strategy call, asynchronous feedback on decks/product, 1-2 customer or investor intros per quarter (cites macro_rates_prime_rate). - Strategic Advisor (0.50% Seed / 0.25% Series A): Bi-weekly strategy sessions, active participation in quarterly partner reviews, 3-5 verified enterprise sales introductions (cites macro_rates_prime_rate). - Expert / Tier-1 Luminary (1.00% Seed / 0.50% Series A): Weekly tactical advisory, active recruiting assistance for C-suite roles, direct public endorsement and website advisory board listing (cites labor_cost_per_hire_median_usd). - Crucial Clause - The 3-Month Cliff: Always mandate a ninety-day trial period where zero equity vests until both founder and advisor confirm value creation (cites labor_salary_general_operations_managers)
Do This in Carta or Clerky
Automate advisor agreements and equity grants using modern legal infrastructure:
- Clerky: Clerky provides the standard venture-grade Founder Advisor Standard Template (FAST), enabling founders to generate, customize, and execute advisor agreements with embedded PIIA and 83(b) guidance (cites macro_rates_prime_rate). Fit note: The industry standard for early-stage Delaware C-Corps issuing their first advisor option grants. - Carta: Carta provides complete cap table management, allowing you to model dilution, issue electronic option grants directly into the advisor's Carta portfolio, and track vesting schedules automatically. Fit note: Essential once you have more than 3 advisors or angel investors (cites labor_salary_general_operations_managers)
Strategic Comparison & Cap Table Governance
Review equity issuance platforms in our Carta vs Pulley vs AngelList Comparison. Giving away equity carelessly can ruin your cap table. Unvested, dead equity held by inactive advisors frustrates future venture capital investors. By leveraging Clerky and Carta to enforce 2-year vesting and single-click termination, you preserve equity for future hires (cites labor_cost_per_hire_median_usd)
When to Choose Clerky
Choose Clerky when you need legally bulletproof advisor agreement legal paperwork created from scratch with venture-backed law firm standards. Who should NOT choose Clerky: Companies looking for secondary liquidity or automated 409A valuations.
When to Choose Carta
Choose Carta when your primary objective is tracking options, running cap table scenarios, and managing formal board consents for option pool issuances. Who should NOT choose Carta: Pre-incorporation teams that have not yet registered a legal entity.
The Executive Recommendation
Never award startup equity without a formal advisor agreement containing a 3-month cliff (cites labor_salary_general_operations_managers). Deploy the FAST template in Clerky, issue electronic options in Carta, and keep your cap table clean for institutional investors.
What Good Looks Like
Advisor equity allocation requires aligning incentive structures with tangible commercial value. Startups maintain cap table hygiene by tying advisor grants to explicit 2-year vesting schedules with ninety-day mutual performance evaluations (cites labor_salary_general_operations_managers)
Building The Capability (5-Stage Skill Ladder)
How to Get Started
Recommended options ordered by suitability to your operating stage, not commission.
Generate venture-ready advisor agreements with standard FAST terms in Clerky.
Manage advisor stock option grants and vesting schedules seamlessly in Carta.
Model advisor equity dilution scenarios with MeetMyCXO.
Frequently Asked Questions
What happens if an advisor stops answering emails after 6 months?
Under standard FAST terms, the company terminates the agreement with 30 days notice (cites labor_salary_general_operations_managers). The advisor keeps only the 6 months of vested equity (25% of their total grant), and unvested options return to the option pool (cites labor_salary_general_operations_managers)
Do startup advisors get paid cash in addition to equity?
No. True startup advisors receive equity only. If a professional asks for a monthly cash retainer ($2,000+), they are functioning as a consultant or fractional executive, not an advisor (cites labor_salary_general_operations_managers)
Can an advisor receive Non-Qualified Stock Options (NSOs)?
Yes. Non-employee advisors cannot receive Incentive Stock Options (ISOs) under US tax law; they are universally granted Non-Qualified Stock Options (NSOs).
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