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1. Parties: Identifies the principal and the broker, including their full legal names, registration numbers, and registered addresses
2. Background: Sets out the context of the agreement, including the broker's licenses and qualifications, and the principal's intention to engage the broker's services
3. Definitions: Defines key terms used throughout the agreement, including 'Commission', 'Services', 'Transaction', and other relevant terms
4. Appointment and Scope: Details the formal appointment of the broker and the specific services to be provided
5. Commission Structure: Specifies the commission rates, calculation methods, and payment terms
6. Payment Terms: Outlines when and how commissions will be paid, including payment methods and timing
7. Broker's Obligations: Lists the broker's duties, responsibilities, and service standards
8. Principal's Obligations: Specifies the principal's responsibilities, including providing necessary information and cooperation
9. Compliance: Addresses regulatory compliance requirements, including SFC regulations and AML obligations
10. Term and Termination: Specifies the duration of the agreement and circumstances for termination
11. Confidentiality: Sets out obligations regarding confidential information and data protection
12. Governing Law and Jurisdiction: Specifies Hong Kong as the governing law and jurisdiction for disputes
1. Non-Compete Clause: Restricts the broker from working with competitors, used when dealing with sensitive market segments
2. Performance Targets: Sets specific performance metrics and related commission adjustments, used for performance-based arrangements
3. Sub-Broker Arrangements: Addresses the possibility of engaging sub-brokers, used when sub-brokerage is permitted
4. Insurance Requirements: Specifies required insurance coverage, used for high-risk transactions
5. Marketing and Branding: Guidelines for using the principal's brand, used when broker represents the principal publicly
6. Dispute Resolution: Details mediation or arbitration procedures, used for complex arrangements
7. Force Majeure: Addresses unforeseen circumstances affecting performance, used for long-term agreements
8. Intellectual Property: Covers IP rights and usage, used when proprietary systems or materials are involved
1. Commission Rate Schedule: Detailed breakdown of commission rates for different types of transactions or products
2. Service Level Agreement: Specific performance metrics and service standards
3. Approved Products/Services: List of products or services the broker is authorized to sell/promote
4. Compliance Procedures: Detailed compliance requirements and procedures
5. Required Documentation: Templates and forms for transaction documentation
6. Territory Schedule: Definition of geographical areas or market segments covered
7. Contact Details: Key contact persons and escalation matrix for both parties
8. Commission Calculation Examples: Illustrative examples of commission calculations for different scenarios
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