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Business Sale Broker Agreement
"I need a Business Sale Broker Agreement under Swiss law for my technology company's sale, with exclusive rights for the broker to market internationally and provisions for cross-border transactions, targeting completion by March 2025."
1. Parties: Identification of the broker and the business owner/seller
2. Background: Context of the agreement and brief description of the business to be sold
3. Definitions: Key terms used throughout the agreement, including 'Business', 'Transaction', 'Success Fee', etc.
4. Appointment and Scope: Formal appointment of broker and detailed scope of services
5. Broker's Rights and Obligations: Detailed responsibilities including marketing, identifying buyers, facilitating negotiations
6. Client's Rights and Obligations: Business owner's responsibilities, including providing information and cooperation
7. Compensation Structure: Success fee calculation, payment terms, and conditions for fee entitlement
8. Confidentiality: Obligations regarding confidential information and compliance with Swiss data protection laws
9. Term and Termination: Duration of agreement, renewal terms, and termination provisions
10. Exclusivity: Whether the broker has exclusive rights to market and sell the business
11. Limitation of Liability: Scope of broker's liability under Swiss law
12. Governing Law and Jurisdiction: Confirmation of Swiss law application and jurisdiction for disputes
1. Multiple Broker Coordination: Required when multiple brokers might be involved in the sale process
2. International Sales Provisions: Needed when targeting international buyers or cross-border transactions
3. Special Industry Requirements: For regulated industries requiring specific compliance measures
4. Post-Transaction Services: If broker will provide services after the main transaction
5. Sub-Broker Authorization: When the broker may need to engage other brokers or agents
6. Success Fee Variations: For complex transactions with multiple possible outcome scenarios
7. Non-Circumvention: When there's significant risk of direct dealing between parties
8. Marketing Budget and Expenses: When specific marketing expenses are to be shared or reimbursed
1. Schedule 1 - Business Description: Detailed description of the business being sold
2. Schedule 2 - Services Scope: Detailed list of services to be provided by the broker
3. Schedule 3 - Fee Structure: Detailed breakdown of success fee calculations and scenarios
4. Schedule 4 - Required Information: List of documents and information to be provided by the business owner
5. Schedule 5 - Approved Marketing Materials: Templates or guidelines for business marketing materials
6. Appendix A - Confidentiality Agreement: Standard NDA for potential buyers
7. Appendix B - Due Diligence Checklist: Standard checklist for information gathering and verification
8. Appendix C - Broker's Credentials: Broker's licenses, certifications, and relevant experience
Authors
Approved Buyer
Business
Business Day
Business Information
Closing
Confidential Information
Due Diligence
Effective Date
Exclusivity Period
Information Memorandum
Introduction
Marketing Materials
Purchase Price
Qualified Buyer
Sale Transaction
Services
Success Fee
Term
Territory
Transaction Documents
Valuation
Business Assets
Broker's Representatives
Client's Representatives
Completion Date
Data Room
Engagement Period
Material Adverse Change
Non-Disclosure Agreement
Professional Fees
Proprietary Information
Regulated Information
Sale Process
Signing Date
Target Price
Scope of Services
Exclusivity
Broker's Obligations
Client's Obligations
Success Fee
Payment Terms
Expenses
Confidentiality
Data Protection
Intellectual Property
Non-Circumvention
Marketing Authorization
Due Diligence
Representations and Warranties
Limitation of Liability
Indemnification
Term
Termination
Force Majeure
Assignment
Notices
Amendment
Severability
Entire Agreement
Governing Law
Jurisdiction
Good Faith
Compliance with Laws
Sub-Contracting
Conflict of Interest
Status of Broker
Authority
Insurance
Dispute Resolution
Professional Services
Manufacturing
Retail
Technology
Healthcare
Hospitality
Financial Services
Real Estate
Construction
Transportation
Energy
Agriculture
Education
Media and Entertainment
Legal
Finance
Corporate Development
Mergers & Acquisitions
Executive Leadership
Business Development
Compliance
Corporate Secretariat
Treasury
Risk Management
Business Owner
CEO
Managing Director
Business Broker
M&A Advisor
Chief Financial Officer
Legal Counsel
Corporate Lawyer
Business Development Director
Finance Director
Transaction Advisory Manager
Company Secretary
Investment Banker
Private Equity Manager
Business Valuation Specialist
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