The Investment Banking Agreement is a crucial document used to establish and govern the professional relationship between an investment bank and its client in Saudi Arabia. It is typically implemented when a company seeks comprehensive investment banking services such as financial advisory, capital raising, mergers and acquisitions support, or strategic guidance. The agreement must comply with Saudi Arabian law, including regulations from SAMA and the CMA, while incorporating Shariah compliance principles. It details the scope of services, fee structures, exclusivity provisions, confidentiality obligations, and risk allocation between parties. This document serves as the foundation for all subsequent investment banking transactions and is essential for ensuring regulatory compliance and clear understanding between parties in the Saudi Arabian market.

1. Parties: Identification of the investment bank and the client, including full legal names, commercial registration numbers, and authorized representatives

2. Background: Context of the agreement, relationship background, and general purpose of the engagement

3. Definitions: Key terms used throughout the agreement, including regulatory, technical, and financial terminology

4. Appointment and Scope of Services: Detailed description of investment banking services to be provided and the exclusive/non-exclusive nature of the appointment

5. Bank's Obligations: Specific duties and responsibilities of the investment bank, including service delivery standards and regulatory compliance

6. Client's Obligations: Client's responsibilities, including information provision, cooperation requirements, and compliance obligations

7. Fees and Payment Terms: Detailed fee structure, payment schedules, expenses, and terms for success fees or commissions

8. Shariah Compliance: Provisions ensuring compliance with Islamic financial principles and requirements

9. Representations and Warranties: Standard and specific representations by both parties regarding capacity, authority, and compliance

10. Confidentiality: Obligations regarding confidential information, data protection, and permitted disclosures

11. Regulatory Compliance: Compliance with SAMA, CMA, and other applicable Saudi regulations

12. Term and Termination: Duration of the agreement, renewal terms, and termination rights

13. Liability and Indemnification: Allocation of risks, limitation of liability, and indemnification obligations

14. Force Majeure: Events excusing performance and related procedures

15. Governing Law and Jurisdiction: Saudi Arabian law as governing law and jurisdiction for dispute resolution

16. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment