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Transaction Fee Agreement Template for England and Wales

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Key Requirements PROMPT example:

Transaction Fee Agreement

"I need a Transaction Fee Agreement for our investment advisory firm based in London, setting out a 2% fee structure for M&A deals above £50 million, with an additional success fee of 1% for deals completing before March 2025."

Document background
The Transaction Fee Agreement serves as the primary document governing fee arrangements for transaction-based services in England and Wales. It is commonly used in financial services, corporate deals, and advisory relationships where compensation is tied to specific transactions or outcomes. The agreement provides clarity on fee structures, prevents disputes, and ensures compliance with UK regulatory requirements. It typically includes detailed provisions on calculation methods, payment triggers, and timing of payments, while addressing both parties' rights and obligations throughout the transaction process.
Suggested Sections

1. Parties: Identification of contracting parties and their details

2. Background: Context and purpose of the agreement

3. Definitions: Key terms used throughout the agreement

4. Transaction Fee Structure: Details of fees, calculation methods, and payment terms

5. Payment Terms: Timing and method of payment

6. Term and Termination: Duration of agreement and termination provisions

7. Governing Law: Specification of applicable law and jurisdiction

Optional Sections

1. Exclusivity: Terms of exclusive arrangements - used when parties agree to exclusive dealing arrangements

2. Success Fee: Additional fees based on successful outcomes - used when including performance-based compensation

3. Regulatory Compliance: Specific regulatory obligations - used when transaction involves regulated activities

4. Force Majeure: Provisions for unforeseen circumstances - used when parties want protection against extraordinary events

Suggested Schedules

1. Fee Calculation Schedule: Detailed methodology for calculating transaction fees

2. Service Level Requirements: Specific performance criteria and standards

3. Transaction Types: List of covered transaction types and applicable fees

4. Excluded Services: Services specifically excluded from the agreement

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions






























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Relevant Industries
Relevant Teams
Relevant Roles
Industries

Financial Services and Markets Act 2000: Primary legislation for financial services regulation in the UK. Crucial if the transaction fee relates to regulated financial activities. Includes requirements for FCA authorization and regulation.

Financial Services Act 2012: Updates to financial services regulation and includes important consumer protection provisions that may affect fee arrangements.

Consumer Rights Act 2015: Key legislation for consumer protection, particularly relevant if one party is a consumer. Covers fairness of terms and transparency requirements in contracts.

Unfair Contract Terms Act 1977: Governs the reasonableness of contract terms and places limitations on exclusion clauses. Essential for ensuring fee terms are fair and enforceable.

Money Laundering Regulations 2017: Relevant for regulated financial services, including due diligence requirements that may affect payment terms and client verification.

Common Law Contract Principles: Fundamental contract law principles including offer, acceptance, consideration, intention to create legal relations, and capacity to contract.

Bribery Act 2010: Contains anti-bribery provisions and considerations for corporate hospitality that may affect how transaction fees are structured and paid.

VAT Act 1994: Covers tax implications of fees and VAT registration requirements that may affect the calculation and payment of transaction fees.

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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