# BOARD ADVISORY AGREEMENT
Date: 4 November 2031
Parties: Lumen Bioanalytics Limited and Dr Peter Okafor
## 1. Purpose and parties
Lumen Bioanalytics Limited appoints Dr Peter Okafor as an external board adviser from 10 November 2031 for a twelve-month term. Peter will advise on laboratory partnerships and NHS procurement, but is not a director, officer, employee or agent and cannot bind Lumen.
## 2. Facts, scope and terms
He will attend one board meeting each month, provide a written market note quarterly and make up to six hours a month available for calls. The board decides strategy and Peter's views are advisory; regulated clinical, investment and legal decisions remain with appropriately qualified people.
## 3. Process and responsibilities
Lumen pays £2,400 plus VAT monthly against an invoice and reimburses pre-approved travel up to £180 per trip. Either party may terminate on 30 days' notice, immediately for serious confidentiality breach, fraud or an unmanaged conflict, with accrued fees paid after return of property.
## 4. Evidence, records and safeguards
Peter must disclose interests in suppliers, universities and competing businesses before advice, keep a conflicts register and decline a matter where independence cannot be protected. Lumen will provide accurate information, identify a board contact and not ask Peter to access patient data unless a lawful, secure arrangement exists.
## 5. Review, escalation and outcome
Board papers, minutes, advice and inventions created specifically for Lumen are confidential; Peter assigns those inventions on payment, while retaining pre-existing know-how. Each party keeps records for six years, reports a security incident promptly and complies with UK GDPR where personal data is shared.
## 6. Reservations and practical protections
The agreement does not create a fiduciary directorship or promise of future appointment. Liability is uncapped for fraud, death or personal injury caused by negligence and otherwise capped at fees paid in six months, excluding losses caused by Lumen's own unlawful act.
## 7. England and Wales law and completion
This completed fictional agreement is signed on 4 November 2031 under England and Wales law. Notices go to the company registered office and Peter's nominated email, and both retain the schedule and signed confidentiality undertaking.