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The Broker Agent Contract serves as a crucial legal framework for establishing and managing broker-principal relationships under Swiss law. This document is essential when engaging independent brokers or agents to represent a company's interests in various transactions, whether in financial services, real estate, or other commercial sectors. The contract explicitly defines the broker's authority, compensation structure, and obligations while ensuring compliance with Swiss regulations, particularly the Swiss Code of Obligations (OR) Articles 412-418 governing brokerage contracts. It's designed to protect both parties' interests while providing clear guidelines for the business relationship, including specific provisions for confidentiality, data protection, and regulatory compliance requirements unique to the Swiss jurisdiction.

1. Parties: Identification of the principal and the broker, including full legal names, addresses, and registration details

2. Background: Context of the brokerage relationship and general purpose of the agreement

3. Definitions: Key terms used throughout the agreement, including specific industry terminology

4. Appointment and Scope: Formal appointment of the broker and detailed description of authorized services

5. Broker's Rights and Obligations: Detailed responsibilities, duties of care, loyalty, and professional standards

6. Principal's Rights and Obligations: Principal's responsibilities, including information provision and cooperation obligations

7. Commission Structure: Detailed breakdown of commission rates, calculation methods, and payment terms

8. Payment Terms: Timing and method of commission payments, including invoicing procedures

9. Term and Termination: Duration of the agreement and conditions for termination by either party

10. Confidentiality: Obligations regarding confidential information and trade secrets

11. Data Protection: Compliance with Swiss Data Protection Act and data handling procedures

12. Liability and Indemnification: Extent of broker's liability and any indemnification provisions

13. Governing Law and Jurisdiction: Confirmation of Swiss law application and jurisdiction for disputes

14. General Provisions: Standard clauses including severability, entire agreement, and amendments