The Introduction Fee Agreement is a crucial document for businesses operating in Canada who wish to formalize arrangements where one party is compensated for making valuable business introductions to another. This document is commonly used in various scenarios such as business brokerage, client referrals, or strategic partnership introductions. It requires careful consideration of both federal and provincial Canadian laws, particularly regarding contract formation, commercial relationships, and privacy requirements. The agreement typically includes detailed fee structures, payment terms, confidentiality provisions, and clearly defined success criteria. It's essential for protecting both parties' interests and ensuring clarity around when and how introduction fees become payable.
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1. Parties: Identifies and defines the introducer, recipient, and any other parties to the agreement
2. Background: Sets out the context and purpose of the agreement, including the introducer's role and recipient's requirements
3. Definitions: Defines key terms used throughout the agreement
4. Scope of Introduction Services: Details the specific introduction services to be provided
5. Fee Structure: Specifies the introduction fee amounts or percentages and when they become payable
6. Payment Terms: Outlines payment timing, method, and any conditions precedent
7. Confidentiality: Addresses confidentiality obligations regarding the introduction and related information
8. Term and Termination: Specifies duration of the agreement and termination rights
9. Representations and Warranties: Standard warranties about capacity and authority to enter agreement
10. Limitation of Liability: Limits the introducer's liability regarding introductions
11. General Provisions: Standard boilerplate clauses including notices, assignment, and governing law
1. Exclusivity: Used when the introducer has exclusive rights to make certain introductions
2. International Payments: Include when parties are in different jurisdictions to address currency and cross-border payments
3. Regulatory Compliance: Required when introductions involve regulated activities or sectors
4. Non-Circumvention: Include to prevent direct dealings that bypass the introducer
5. Data Protection: Required when personal data will be shared as part of introductions
6. Anti-Bribery Compliance: Include when dealing with public sector or high-risk jurisdictions
7. Ongoing Services: Used when introducer provides additional services beyond initial introduction
8. Success Criteria: Include when fee is contingent on specific outcomes or metrics
1. Schedule 1 - Fee Schedule: Detailed breakdown of fee structure, including any tiered fees or success-based components
2. Schedule 2 - Introduction Process: Step-by-step process for making and accepting introductions
3. Schedule 3 - Reporting Template: Format for reporting successful introductions and calculating fees
4. Schedule 4 - Prohibited Introductions: List of any excluded parties or types of introductions
5. Appendix A - Contact Details: Key contact information for all parties
6. Appendix B - Required Information: Template for information required to make introductions
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