How this Advisor NDA helps startups
Clear advisor duties: Explicit scope of advisory services, time commitments, reporting cadence, and acceptable outside activities, so expectations are aligned.
Targeted confidentiality: Covers sensitive materials—cap table, strategy, customer lists—while allowing permitted disclosures to counsel and investors under strict terms.
Comp and equity clauses: Templates for cash, milestone payments, and common equity vesting schedules (time-based, milestone, or cliffed) with founder-friendly vesting defaults.
IP & inventions: Assigns advisor-created IP to the company and includes confidentiality and invention disclosure obligations with narrow carve-outs for prior inventions.
Founder & counsel notes: Practical drafting notes on limiting non-competes, avoiding overbroad non-use, and when to require separate consulting agreements.
Why data rooms are needed for secure sharing
Data rooms provide technical controls and auditability that simple attachments cannot:
  • Watermarking: Per-user, time-stamped watermarks deter screenshots and identify the source of leaks.
  • Granular access controls: Per-document, per-user permissions (view/comment/download) avoid over-sharing.
  • Audit trail & analytics: See who opened what, when, and for how long — helpful for follow-ups and compliance.
  • Time-limited links & secure viewers: Allow read-only viewing without downloads, or expire links automatically.
  • Document engagement analytics: Track time spent by each user on documents down to page level (page view durations, page-by-page heatmaps) so you know which sections were reviewed and for how long.