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1. Parties: Identification of the broker and the client with full legal names and addresses
2. Background: Context of the agreement and brief description of the broker's services and client's requirements
3. Definitions: Key terms used throughout the agreement including 'Services', 'Success Fee', 'Transaction', etc.
4. Scope of Services: Detailed description of the brokerage services to be provided
5. Broker's Obligations: Key responsibilities and duties of the broker including professional standards and reporting requirements
6. Client's Obligations: Client's responsibilities including providing necessary information and cooperation
7. Fee Structure: Detailed breakdown of all fees, including success fees, retainers, and payment terms
8. Payment Terms: Timing and method of payment, including conditions for fee becoming due
9. Confidentiality: Obligations regarding confidential information and trade secrets
10. Term and Termination: Duration of the agreement and circumstances under which it can be terminated
11. Governing Law and Jurisdiction: Confirmation of Swiss law application and jurisdiction for disputes
12. Entire Agreement: Standard boilerplate confirming this document represents the complete agreement between parties
1. Exclusivity: Used when the broker is granted exclusive rights to provide the specified services
2. Success Fee Protection: Included when there's a need to protect the broker's right to fees for a period after termination
3. International Transactions: Added when the services involve cross-border transactions
4. Compliance with Regulations: Included for regulated sectors like financial services or real estate
5. Force Majeure: Added when specific provisions for unforeseen circumstances are required
6. Data Protection: Detailed section when significant personal data processing is involved
7. Non-Circumvention: Used when there's risk of direct client-target dealings bypassing the broker
1. Schedule 1 - Scope of Services: Detailed breakdown of specific services to be provided
2. Schedule 2 - Fee Calculation: Detailed methodology for calculating success fees and other charges
3. Schedule 3 - Target Companies/Properties: List of specific targets if the broker's mandate is limited to certain entities or properties
4. Appendix A - Broker's Credentials: Copies of relevant licenses and certifications
5. Appendix B - Reporting Template: Standard format for regular reports to be provided by the broker
6. Appendix C - Compliance Requirements: Specific regulatory requirements applicable to the services
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