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The Success Fee Consulting Agreement is a specialized contract used when engaging consultants or advisory firms on a performance-contingent basis in Hong Kong. This document is particularly relevant for projects where the client seeks to align the consultant's compensation with specific measurable outcomes, such as successful completion of a merger, achievement of cost savings, or meeting defined business objectives. The agreement, governed by Hong Kong law, typically includes detailed success criteria, fee calculations, and verification mechanisms. It's commonly used in corporate transactions, business optimization projects, and strategic initiatives where the consultant's compensation is directly linked to their ability to deliver specific results. The structure provides motivation for consultants while offering clients a risk-sharing arrangement where significant fees are only paid upon achievement of desired outcomes.

1. Parties: Identifies and provides full details of the consultant and the client

2. Background: Sets out the context of the agreement, including the client's needs and consultant's expertise

3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation rules

4. Appointment and Scope of Services: Details the formal appointment and comprehensive description of consulting services to be provided

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

6. Success Criteria and Fee Structure: Clearly defines what constitutes 'success' and details of the success fee calculation and payment terms

7. Consultant's Obligations: Lists specific duties, responsibilities, and standards of service expected from the consultant

8. Client's Obligations: Outlines the client's responsibilities, including provision of information and cooperation

9. Payment Terms: Details the payment process, timing, and any conditions precedent to payment

10. Confidentiality: Provisions protecting confidential information exchanged during the engagement

11. Intellectual Property Rights: Addresses ownership and usage rights of any IP created during the consulting work

12. Liability and Indemnification: Sets out liability limitations and indemnification obligations

13. General Provisions: Standard boilerplate clauses including notices, assignment, entire agreement, etc.

14. Governing Law and Jurisdiction: Specifies Hong Kong law as governing law and jurisdiction for disputes