Private Equity Finder's Fee Agreement Template for Singapore

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Key Requirements PROMPT example:

Private Equity Finder's Fee Agreement

"I need a Private Equity Finder's Fee Agreement for engaging an independent consultant to source healthcare sector deals in Southeast Asia, with a standard 2% success fee structure and Singapore law governing the agreement."

What is a Private Equity Finder's Fee Agreement?

The Private Equity Finder's Fee Agreement is essential for documenting arrangements where intermediaries assist private equity firms in identifying investment opportunities in Singapore and the broader Asia-Pacific region. This agreement type is particularly relevant in Singapore's sophisticated financial services sector, where strict regulatory compliance is required for investment-related activities. The document outlines the finder's role, success criteria, fee calculations, and payment conditions while ensuring compliance with Singapore's regulatory requirements, including the Securities and Futures Act and Financial Advisers Act. It's commonly used when engaging independent consultants, boutique advisory firms, or industry experts who have access to proprietary deal flow or unique market insights.

What sections should be included in a Private Equity Finder's Fee Agreement?

1. Parties: Identifies and provides details of the contracting parties - the Company (typically the PE firm or investor) and the Finder

2. Background: Sets out the context of the agreement, including the Company's desire to identify investment opportunities and the Finder's capability to introduce such opportunities

3. Definitions: Defines key terms used throughout the agreement, including 'Target Company', 'Investment', 'Success Fee', and 'Introduction'

4. Appointment and Scope: Details the appointment of the Finder and specifies the scope of services to be provided

5. Finder's Services and Obligations: Specifies the exact services to be provided by the Finder and their obligations in performing these services

6. Success Fee Structure: Details the fee calculation methodology, payment triggers, and payment terms

7. Payment Terms: Specifies the timing, method, and conditions for payment of fees

8. Regulatory Compliance: Addresses compliance with relevant Singapore laws and regulations, including securities laws and financial advisory regulations

9. Representations and Warranties: Contains standard representations and warranties from both parties

10. Confidentiality: Provisions regarding the handling and protection of confidential information

11. Term and Termination: Specifies the duration of the agreement and circumstances for termination

12. General Provisions: Standard boilerplate clauses including notices, governing law, and dispute resolution

What sections are optional to include in a Private Equity Finder's Fee Agreement?

1. Exclusivity: Optional provisions regarding exclusive rights to introduce certain opportunities, used when the Finder has unique access to specific targets

2. Tail Period: Provisions regarding fees for deals completed after agreement termination, used when there's significant lead time in deal completion

3. Non-Circumvention: Prevents the Company from bypassing the Finder to avoid fees, used in markets where direct access to targets is possible

4. Expense Reimbursement: Details regarding reimbursement of Finder's expenses, used when significant costs are expected

5. Sub-contractors: Provisions regarding the Finder's right to use sub-contractors, used when the Finder operates through a network

6. Intellectual Property: Provisions regarding ownership of materials and information, used when proprietary methods or materials are involved

What schedules should be included in a Private Equity Finder's Fee Agreement?

1. Schedule 1: Fee Calculation: Detailed methodology for calculating success fees, including any sliding scales or thresholds

2. Schedule 2: Target Companies: List of pre-identified target companies or sectors, if applicable

3. Schedule 3: Excluded Opportunities: List of companies or opportunities explicitly excluded from the scope

4. Schedule 4: Compliance Requirements: Detailed compliance procedures and requirements

5. Appendix A: Introduction Certificate: Template for documenting formal introductions made by the Finder

6. Appendix B: Fee Invoice Template: Standard format for fee invoices and supporting documentation

Authors

Alex Denne

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

Industries

Securities and Futures Act (Cap. 289): Regulates capital markets activities and financial services in Singapore, including arrangements related to securities and investment products. Relevant for determining if the finder's activities constitute regulated financial services.

Contracts Act (Cap. 53): Governs the formation and enforcement of contracts in Singapore, ensuring the agreement meets basic requirements for validity including offer, acceptance, consideration, and intention to create legal relations.

Financial Advisers Act (Cap. 110): Regulates financial advisory services in Singapore. May be relevant if the finder's role includes providing advice about investment products or securities.

Personal Data Protection Act 2012: Governs the collection, use, and disclosure of personal data. Relevant for handling any personal information of parties involved in the transaction.

Corruption, Drug Trafficking and Other Serious Crimes (Confiscation of Benefits) Act: Anti-money laundering legislation that may be relevant for due diligence and compliance requirements in financial transactions.

Registration of Business Names Act (Cap. 32): Relevant if the finder is operating as a business entity, ensuring proper registration and compliance with business naming requirements.

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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