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Business Broker Engagement Agreement
"I need a Business Broker Engagement Agreement for my UK-based M&A consultancy firm, with specific provisions for cross-border transactions and a complex success fee structure based on deal value tiers."
1. Parties: Identifies and defines the contracting parties - the broker and the client
2. Background: Sets out the context and purpose of the broker engagement
3. Definitions: Defines key terms used throughout the agreement including 'Services', 'Success Fee', 'Target Business'
4. Scope of Services: Details the specific services to be provided by the broker including business identification, valuation, and transaction support
5. Appointment and Authority: Establishes the nature of the broker's appointment and extent of their authority to act
6. Fees and Payment Terms: Specifies retainer fees, success fees, payment conditions and timing
7. Term and Termination: Defines the duration of the agreement and circumstances for early termination
8. Confidentiality: Sets out obligations regarding confidential information and trade secrets
9. Non-Circumvention: Prevents parties from circumventing the broker to avoid fees
10. Representations and Warranties: Contains standard representations about capacity and authority to contract
11. Limitation of Liability: Sets out the extent and limitations of the broker's liability
12. General Provisions: Contains boilerplate clauses including governing law, notices, and entire agreement
1. Success Fee Structure: Detailed provisions for performance-based compensation, used when including success-based payments
2. International Services: Additional provisions for cross-border services, used when broker provides international services
3. Sub-broker Arrangements: Terms governing the engagement of sub-brokers, used when sub-brokers may be involved
4. Data Protection: Specific provisions for handling personal data, used when significant personal data processing is involved
5. Anti-Money Laundering: Specific AML obligations and procedures, used when dealing with regulated activities
1. Schedule of Fees: Detailed breakdown of fee structure, calculations, and payment mechanisms
2. Service Level Agreement: Detailed service standards, response times, and performance metrics
3. Target Business Profile: Specific characteristics and criteria for businesses to be targeted
4. Excluded Opportunities: List of businesses or opportunities excluded from the scope of the agreement
5. Required Information Schedule: Lists the information and documentation required from the client
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