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1. Parties: Identification of the Principal and the Representative IRCC, including full legal names, registration numbers, and registered addresses
2. Background: Context of the appointment and brief description of the parties' business activities
3. Definitions: Key terms used throughout the agreement, including regulatory terms specific to Hong Kong securities law
4. Appointment and Scope: Formal appointment of the IRCC and detailed scope of representation authority
5. Regulatory Compliance: Obligations to comply with Hong Kong securities laws and regulations, particularly SFO requirements
6. Duties and Responsibilities: Specific duties of the IRCC, including reporting, record-keeping, and client interaction obligations
7. Term and Termination: Duration of the appointment and circumstances under which it can be terminated
8. Confidentiality: Obligations regarding confidential information and compliance with privacy laws
9. Indemnification: Mutual indemnification provisions and liability limitations
10. Governing Law and Jurisdiction: Specification of Hong Kong law as governing law and jurisdiction for disputes
1. Foreign Law Compliance: Additional provisions for cross-border activities, used when the IRCC operates in multiple jurisdictions
2. Professional Insurance: Requirements for professional indemnity insurance, included when specifically required by the nature of services
3. Sub-delegation: Terms for appointing sub-representatives, included when sub-delegation is permitted
4. Service Levels: Specific performance metrics and standards, included for more complex representation arrangements
5. Data Protection: Enhanced data protection provisions, included when handling sensitive personal data
6. Force Majeure: Provisions for unforeseen circumstances, included for longer-term arrangements
1. Schedule 1 - Scope of Services: Detailed description of authorized activities and representation scope
2. Schedule 2 - Fee Schedule: Breakdown of fees, charges, and payment terms
3. Schedule 3 - Compliance Requirements: Specific regulatory requirements and compliance procedures
4. Schedule 4 - Authorized Personnel: List of authorized representatives and their credentials
5. Appendix A - Required Forms: Standard forms and documentation required for the representation
6. Appendix B - Reporting Templates: Templates for required periodic reports and notifications
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