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Success Fee Agreement
"I need a Success Fee Agreement for a management consulting engagement where we'll receive 2% of the target company's purchase price if we successfully complete the M&A transaction by March 2025, with the agreement governed by UAE law and including specific performance milestones."
1. Parties: Identifies and defines the contracting parties with their full legal names, addresses, and registration details
2. Background: Sets out the context of the agreement, including the purpose of the engagement and the basic commercial understanding
3. Definitions: Defines key terms used throughout the agreement, including 'Success Event', 'Success Fee', and other relevant terminology
4. Scope of Services: Details the services to be provided by the service provider that could trigger the success fee
5. Success Fee Structure: Specifies the success fee calculation method, triggers for payment, and any applicable thresholds or caps
6. Payment Terms: Outlines when and how the success fee will be paid, including invoice requirements and payment timelines
7. Conditions Precedent: Lists any conditions that must be met before the success fee becomes payable
8. Term and Termination: Specifies the duration of the agreement and circumstances under which it can be terminated
9. Confidentiality: Establishes obligations regarding confidential information shared during the engagement
10. Governing Law and Jurisdiction: Specifies UAE law as the governing law and establishes jurisdiction for dispute resolution
1. Non-Circumvention: Used when there's a risk of the client attempting to avoid success fee payments through alternative arrangements
2. Exclusivity: Added when the service provider is granted exclusive rights to provide the specified services
3. Force Majeure: Included for longer-term agreements or when external factors could significantly impact performance
4. Anti-Bribery and Corruption: Important for transactions involving government entities or international parties
5. Assignment and Subcontracting: Added when either party might need to transfer rights or obligations
6. Intellectual Property Rights: Included when the services involve creation or use of intellectual property
7. Dispute Resolution: Detailed dispute resolution procedures, particularly relevant for high-value success fees
1. Success Criteria: Detailed description of what constitutes a 'Success Event' and how it will be measured or determined
2. Fee Calculation Methodology: Detailed formula and examples of how the success fee will be calculated in various scenarios
3. Service Description: Detailed scope of services and deliverables to be provided
4. Key Personnel: List of key individuals involved in providing the services, if relevant
5. Excluded Services: List of services or activities specifically excluded from the success fee arrangement
6. Form of Invoice: Template for invoicing the success fee, including required information and format
Authors
Financial Services
Professional Services
Real Estate
Investment Banking
Management Consulting
Corporate Advisory
Mergers & Acquisitions
Private Equity
Business Brokerage
Commercial Real Estate
Investment Advisory
Technology Consulting
Strategic Advisory
Legal
Finance
Corporate Development
Strategy
Business Development
Commercial
Mergers & Acquisitions
Investment
Advisory
Risk Management
Compliance
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Investment Director
Managing Director
Business Development Manager
Corporate Finance Manager
Transaction Advisory Director
Management Consultant
Business Broker
Investment Banker
Financial Advisor
Commercial Director
Head of Strategy
General Counsel
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