Establishing secure connection…Loading editor…Preparing document…

Healthcare Advisory Board Agreement

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

HEALTHCARE ADVISORY BOARD AGREEMENT

Parties and Effective Date

This Healthcare Advisory Board Agreement ("Agreement") is entered into by and between:

and

Effective Date:    Term (initial term):

Recitals

WHEREAS, the Organization operates health care services and seeks independent professional advice to improve clinical quality, safety, strategy and patient experience; and

WHEREAS, Advisor possesses relevant experience and expertise and is willing to serve on the Organization's Healthcare Advisory Board under the terms set forth herein.

Appointment; Duties and Time Commitment

Appointment: Organization hereby appoints Advisor to serve as a member of its Healthcare Advisory Board. Advisor accepts such appointment and agrees to perform the duties set forth below in a timely and professional manner.

Compensation and Reimbursement

Advisor shall serve as an independent contractor and, except as provided below, shall not be eligible for employee benefits. Compensation and expense reimbursement shall be provided only as expressly set forth in this Agreement.

Reimbursement: Advisor is eligible for reimbursement of reasonable pre-approved travel and out-of-pocket expenses incurred in the performance of Advisor's duties, subject to Organization's expense policies and prior approval.

Confidentiality; HIPAA and Privacy

Confidential Information means all non-public information disclosed by Organization to Advisor, including but not limited to patient information, clinical data, strategic plans, financial information and provider performance metrics. Advisor shall hold Confidential Information in strict confidence and shall not disclose such information except as expressly permitted in writing by Organization or as required by law.

HIPAA Compliance: Advisor may be provided access to protected health information (PHI) in connection with advisory duties. If Advisor receives PHI, Advisor shall comply with all applicable state and federal privacy laws, implement and maintain safeguards to protect PHI, and execute any additional written agreements required by Organization to satisfy regulatory obligations.

Conflict of Interest; Publications

Advisor represents that, to the best of Advisor's knowledge, there are no conflicts of interest that would materially impair Advisor's ability to perform services under this Agreement, and Advisor agrees to promptly disclose any potential conflict to Organization. Advisor shall not attribute recommendations or opinions to Organization in publications without prior written consent.

Intellectual Property and Work Product

Work Product created by Advisor specifically at the request of Organization shall be the exclusive property of Organization. Advisor grants Organization a perpetual, irrevocable, worldwide, royalty-free license to use any non-proprietary materials or feedback provided by Advisor in the course of providing services.

Independent Contractor; Taxes; Insurance

Advisor is an independent contractor and not an employee. Advisor shall be responsible for all taxes arising from compensation paid under this Agreement. Advisor shall maintain professional liability insurance as required by Organization and provide certificates of insurance upon request.

Indemnification; Limitation of Liability

Each party shall indemnify and hold harmless the other party from any third-party claims arising from the indemnifying party's breach of this Agreement, gross negligence or willful misconduct. Except for liability arising from breach of confidentiality or willful misconduct, neither party shall be liable to the other for consequential, special or punitive damages.

Termination

This Agreement may be terminated by either party upon written notice to the other party. Termination for convenience requires days' prior written notice. Termination for cause may occur immediately upon written notice for material breach that remains uncured after reasonable opportunity to cure.

Notices

All notices under this Agreement shall be in writing and delivered to the addresses set forth below or to such other address as a party may designate by written notice.

Governing Law; Dispute Resolution

This Agreement shall be governed by the laws of the state indicated below without regard to conflict-of-law principles. The parties agree to attempt in good faith to resolve disputes promptly by negotiation. If negotiation fails, the parties agree to submit disputes to binding arbitration.

Arbitration Agreement: Parties agree to submit disputes to binding arbitration in accordance with the arbitration rules selected by the parties at that time.

Miscellaneous

Entire Agreement; Amendment: This Agreement constitutes the entire agreement between the parties and supersedes all prior understandings. No amendment shall be effective unless in writing and signed by both parties.

Acknowledgment of Privacy Notice

Advisor acknowledges receipt of Organization's patient privacy practices and agrees to comply with such practices in the performance of Advisor's duties. Advisor further acknowledges obligations under applicable health information privacy laws.

I acknowledge: Advisor has read and agrees to the privacy acknowledgment above.

Organization (Printed Name):

By:

Date:

Advisor (Printed Name):

By:

Date:

Enter text✕

What a Healthcare Advisory Board Agreement Is and Why It Matters

A Healthcare Advisory Board Agreement is a written contract that sets out the relationship between a health care organization and an external advisor or advisory board. It defines scope of services, duties, compensation, confidentiality, intellectual property, conflict-of-interest rules, term and termination, and recordkeeping expectations. For healthcare contexts the agreement should also address access to protected health information, HIPAA safeguards, and any professional credential requirements. Electronic execution is generally enforceable under the ESIGN Act (15 U.S.C. ch. 96) and UETA where adopted, subject to statutory exceptions and required consumer disclosures.

Why a Clear Advisory Agreement Benefits Your Organization

A precise Healthcare Advisory Board Agreement reduces ambiguity about advisor duties, limits liability, protects patient data, documents compensation and conflicts, and clarifies governance and exit rights while preserving enforceability under ESIGN and state electronic-records rules.

Why a Clear Advisory Agreement Benefits Your Organization

Who Typically Uses This Agreement

Organizations, advisors, and counsel use this agreement to formalize advisory relationships and manage compliance.

  • Hospitals and health systems seeking strategic clinical or operational advice in a documented, compliant arrangement.
  • Individual clinicians, subject matter experts, and industry executives participating as compensated or pro bono advisors.
  • General counsel, compliance officers, and HR teams who control onboarding, NDAs, and HIPAA authorizations.

Use this agreement to align expectations, preserve records, and document consent when advisors access PHI or institutional resources.

Core Sections to Include in a Professional Agreement

Include the following provisions to make the agreement complete, enforceable, and suitable for healthcare settings.

Parties & Scope

Identify each party, institutional affiliation, advisor role, meeting cadence, deliverables, and specific advisory tasks or exclusions to avoid scope creep.

Term & Termination

Specify effective and expiration dates, auto-renewal rules, cause and convenience termination rights, and required notice periods for early exit.

Duties & Compensation

Define meeting fees, honoraria, expense reimbursement, non-monetary benefits, payment timing, and whether compensation triggers tax reporting or vendor onboarding.

Confidentiality & HIPAA

Describe confidentiality obligations, PHI access limitations, required Business Associate Agreement or data use addendum, and breach reporting procedures.

Conflicts & IP

Disclose existing conflicts of interest, restrictions on outside engagements, and ownership or license of intellectual property arising from advisory activities.

Indemnity & Insurance

Allocate liability for professional advice, require insurance where appropriate, and specify limits, indemnification triggers, and defense obligations.

Essential Information and Fields to Capture

Advisor Name: Full legal name
Credentials: Degrees and licenses
Affiliation: Employer or practice name
Contact Info: Address, email, phone
Scope Summary: Key duties summarized
PHI Access: Yes/No and purpose

Step-by-Step: Create and Execute the Agreement

Follow these sequential steps to draft, review, and execute a compliant Healthcare Advisory Board Agreement.

  • 01
    Draft: Prepare terms, scope, HIPAA provisions, and compensation clauses.
  • 02
    Internal Review: Have compliance, legal, and finance review terms and PHI access.
  • 03
    Advisor Review: Send draft to advisor, capture redlines, and finalize language.
  • 04
    Execution: Obtain signatures, date the agreement, and record final version.

How to Configure a Digital Signing Workflow

Set up a consistent online workflow to collect signatures, preserve audit trails, and manage PHI access controls.

Field Configuration
Signature Field Place signature, initial, and date fields for each signer
Authentication Use email link or SMS code; consider stronger ID proofing for PHI
HIPAA BAA Attach Business Associate Agreement before sharing PHI
Audit Trail Enable IP, timestamp, and event logging

Where to Send and Store Signed Agreements

Designate destinations and retention points for executed agreements and supporting materials.

  • Internal Repository: Store executed PDF in EMR or contract repository
  • Advisor Copy: Send signed copy to advisor email address
  • Legal/Compliance: Route final agreement to compliance and counsel
  • Backup Archive: Keep a secure, immutable backup with access controls

Technical and Compliance Considerations for eSigning

Confirm the platform supports secure signatures, audit trails, and the integrations your organization needs before eSigning.

  • File Formats: PDF and DOCX support for signed archives
  • Integrations: Salesforce, Microsoft 365, NetSuite, Box supported
  • Auth Options: Email, SMS, and advanced multi-factor options

Ensure the vendor can supply a HIPAA Business Associate Agreement for PHI workflows, maintains TLS 1.2/1.3 in transit and AES-256 at rest, and retains a detailed audit trail for regulatory review.

Typical Timelines, Notices, and Processing Expectations

Use consistent timelines and notice periods so all parties understand response and renewal windows.

Initial Onboarding:

Complete due diligence within 30 days of engagement

Regular Meetings:

Schedule cadence (quarterly or monthly) in the agreement

Termination Notice:

Commonly 30–90 days written notice required

Conflict Disclosure:

Disclose new conflicts within 10 days of discovery

Record Access:

Preserve signed documents immediately after execution

Common Mistakes to Avoid When Preparing the Agreement

  • Failing to attach or reference a BAA when an advisor will access PHI, exposing the organization to HIPAA liability and regulatory risk.
  • Using vague scope or deliverable language that leads to disputes over advisor obligations and billing for uncompensated time.
  • Neglecting to require conflict-of-interest disclosures or ongoing reporting, which can create reputational and compliance issues.
  • Relying on unsigned or partially executed documents without a preserved audit trail, which can render enforcement difficult.

Key Risks and Potential Consequences

HIPAA Noncompliance: Potential civil monetary penalties
Breach Exposure: Liability from unauthorized PHI access
Fiduciary Claims: Breach of duty or governance disputes
Unenforceable Terms: Poorly executed or unsigned documents
Tax Reporting: Incorrect 1099 treatment or backup withholding
Reputational Harm: Public disclosure of conflicts or breaches

How This Agreement Differs From Other Contract Types

Compare the advisory agreement to common alternatives to ensure you choose the right document type for the relationship.

Criteria Advisory Agreement Consulting Agreement NDA Bylaws
Purpose strategic guidance deliverable-based work confidentiality only organizational governance
Compensation honoraria or stipend fees per project none n/a
HIPAA Scope often includes phi terms may include phi terms typically permitted not typical
Governance Role advisory only operational contractor no governance formal governance

Practical Examples of How Organizations Use This Agreement

Real-world examples show common configurations and compliance-focused adaptations in health settings.

Fertility Centers of Illinois

A midsize clinic engaged external specialists for quarterly advisory sessions

  • Advisors advised on care pathways and clinical partnerships
  • The executed agreement required a BAA, defined meeting deliverables, and documented reimbursement procedures to meet compliance and operational tracking needs.

Xerox (Integration Context)

A large enterprise used integrations to route signed agreements into NetSuite for vendor setup

  • The advisory agreement triggered vendor onboarding and payment workflows
  • The organization preserved audit logs, linked invoices to the executed agreement, and stored records in the contract repository for review.

Key Milestones from Negotiation to Post-Execution

Track these numbered stages to ensure timely approvals, onboarding, and compliance steps.

01

Negotiation and Drafting

Finalize terms, secure internal approvals, and attach required addenda.

02

Execution and Signature

Collect all signatures and ensure the audit trail and timestamps are preserved.

03

Onboarding and Access

Complete system access, training, and PHI controls before advisor engagement.

04

Annual Review

Conduct periodic reviews for conflicts, performance, and compliance updates.

Who Typically Signs and What Authority Is Required

Hospital CEO

An authorized executive officer may sign on behalf of the health system once delegated authority is recorded; signature binds the entity and triggers onboarding and payment obligations.

Advisor (Clinical)

Individual advisors sign in their personal capacity; if signing for an affiliated employer, include a corporate signature block and evidence of signing authority.

Frequently Asked Questions about Healthcare Advisory Board Agreements

Answers to common legal, execution, and compliance questions when preparing or signing an advisory agreement.


Need help? Contact support

Comparing eSignature Options for Executing This Agreement

Basic pricing and capability differences across common eSignature vendors; signNow is shown first for parity in comparison.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial 7-day free trial Varies Varies Varies Varies
Bulk Send Yes Varies Varies Varies Varies
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Varies Varies Varies Varies
Envelope Cap No cap 100 envelopes/user/year Varies Varies Varies
be ready to get more
Join over 28 million airSlate SignNow users