Intermediary Fee Agreement Template for United Arab Emirates

The Intermediary Fee Agreement is essential for businesses operating in the UAE that engage third parties to facilitate transactions, represent their interests, or provide agency services. This document is particularly important given the UAE's specific requirements for commercial agency relationships and intermediary services. It should be used when engaging agents, brokers, consultants, or other intermediaries who will represent the principal's interests in return for fees or commission. The agreement must comply with UAE Federal Law No. 18 of 1993 (Commercial Code) and related regulations, addressing key aspects such as service scope, fee structures, VAT implications, and regulatory compliance. It's particularly relevant for businesses expanding in the UAE market or engaging in cross-border transactions requiring local intermediary support.

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

2. Background: Context of the agreement, brief description of the principal's business and the intermediary's expertise

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

4. Appointment and Scope: Terms of intermediary appointment and detailed scope of services to be provided

5. Term and Termination: Duration of the agreement and circumstances under which it can be terminated

6. Fees and Payment Terms: Structure of intermediary fees, payment schedule, and VAT treatment

7. Obligations of the Intermediary: Detailed responsibilities, performance standards, and compliance requirements

8. Obligations of the Principal: Principal's responsibilities, including information provision and cooperation

9. Representations and Warranties: Standard and specific warranties from both parties

10. Confidentiality: Protection of confidential information and trade secrets

11. Compliance with Laws: Specific provisions regarding UAE laws, anti-corruption, and regulatory compliance

12. Limitation of Liability: Caps on liability and exclusions in accordance with UAE law

13. Governing Law and Jurisdiction: UAE law as governing law and jurisdiction of UAE courts

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