Tool & guide

DST Brokers: Engagement-Terms Extractor

By Sequoia ResearchPublished Read as Markdown

Engagement-Terms Extractor

Users identify scope, exclusions, fees, termination provisions, and ongoing responsibilities in an agreement. The tool produces a source-linked checklist for review and does not substitute for interpretation by a qualified professional.

For an export, select Download in the tool, then Save file when it appears below. Your entries stay in your browser.

What Is This Article About?

This guide explains how to use the Engagement-Terms Extractor to organize selected clauses from a DST broker's proposed service agreement. You enter the source, section, term, responsible party, timing, and questions yourself. The tool groups that record into a checklist covering scope, exclusions, fees, termination, and ongoing duties. It flags gaps in the entered fields without reading the document or deciding what a clause means. The result is a review aid that you can save and discuss with the relevant professionals.

Table of Contents

What the Engagement-Terms Extractor Does

The tool turns your selected contract notes into a source-linked checklist. Here, DST means Delaware statutory trust. “Extractor” describes the manual workflow: you locate a term, enter it, and connect it to a source. The tool does not upload a file, scan a document, search its text, or generate a legal reading.

This makes it useful when several documents seem to describe one relationship. A proposal may state what work is offered. A fee schedule may describe charges. A later reply may clarify one point while leaving another open. Keeping those records separate helps you see which source supports each part of your understanding.

The U.S. Securities and Exchange Commission, or SEC, explains that a customer relationship summary, called Form CRS, covers services, costs, and conflicts. It also says the services you receive depend on the agreement. A short summary is therefore a starting point for a more specific review, rather than a complete account of every term. SEC guide to Form CRS.

The tool supplies five topic groups and a set of fields. It cannot tell whether you found every relevant clause, copied it accurately, or read an exception correctly. A full-looking checklist can still omit a key term. Use the output to support review of the documents, not to replace that review.

Choose One Brokerage Engagement

Start by entering the firm or contracting party and the engagement being reviewed. Be specific enough to distinguish this service from another one. For example, identify a proposed transaction service rather than entering only “my investments.” Use a short, non-sensitive description; an account number or personal financial history is not needed.

Choose the review date. It cannot be later than the current date. Other evidence dates are checked against that review date, so choose a date that fits the records you intend to include. A past review date describes the perspective of that checklist; it does not confirm that the terms still apply today.

The firm and engagement lock when the first source is saved. This prevents notes about one relationship from being carried into a renamed relationship. If the identity is wrong, use Start new after downloading anything you need. That action asks for confirmation and clears the sources and clauses before allowing a new identity.

The review date can change. Moving it earlier may make saved source or review dates invalid. The tool will block a new checklist until the dates fit again. It does not quietly change those source dates for you or delete the records that caused the conflict.

Record the Document and Its Version

Add a source before adding a clause. The source needs a distinct label and version, your document-status label, and the date you inspected it. Enter its document date if known. An optional full web address can help locate a public source, but the tool does not open or fetch that address.

Use the status that matches your record: Draft, Signed copy recorded, or Status unknown. These are your descriptions. Selecting the signed-copy label does not check signatures, authority, completeness, or legal effect. If you have only a draft, retain that fact even when the draft's text looks settled.

A source date cannot follow the date you inspected it. The inspected date cannot follow the review date. A blank document date is allowed and will be marked unknown. This is preferable to assigning a date from a filename or assuming the download date is the document's effective date.

Source labels, status, and dates lock after saving. To record a new version, add a new source with a clear version label. There is room for up to eight sources. A source used by a clause cannot be removed until the linked clauses are removed. This keeps a saved term from pointing to a source that has vanished from the record.

Extract a Clause With a Source Locator

Choose a saved source and one topic. Enter a page, section, or other precise locator. “Agreement” is usually too broad to help another reader find the term. “Section 4, second paragraph” gives them a more useful starting point. The tool requires a locator but cannot test whether it is accurate.

Enter your plain-language account of the term. You may also paste a short passage of selected source text. Keep it brief and non-sensitive. The two fields have different jobs: one preserves the selected language, while the other records your understanding. A paraphrase should not hide a condition that appears in the source.

Then fill in three practical fields: who acts or pays, what event or period triggers the term, and what conditions or exclusions matter. Leave a field blank when the answer is unknown. If it does not apply, explain why in the field instead of using an unexplained symbol.

Suppose a clause mentions a processing charge but gives no billing event. You can record the stated charge and leave the trigger open. The resulting flag does not prove the agreement lacks a trigger elsewhere. It shows that your extracted record has not supplied one. The next task is to look for it or ask for clarification.

Each saved clause receives an identifier. Source and topic lock for that clause. Other fields can be edited, but the old text is not kept as a version history. Download the current checklist before changing a note that you may need to preserve.

Use the Five Contract Topics

Scope asks what work the engagement covers. Record the promised activity and the party expected to perform it. A promise to collect a report differs from a promise to assess it. Keep both the action and its limits in the plain-language term.

Exclusions asks what the service leaves out. An agreement might address one type of work in one section and exclude related work elsewhere. Use separate clause records where that helps preserve both references. The tool does not detect a conflict between them or decide which controls.

Fees asks about the charge, its base, who receives it, and what causes it to arise. These are text fields. The tool does not calculate a commission, add charges, or treat a blank amount as zero. A range or maximum should remain a range or maximum until the applicable terms are known.

The SEC's July 23, 2025 fee bulletin identifies disclosures, fee schedules, statements, and confirmations as useful records for understanding charges. The checklist can point to those different sources, but it does not decide whether a particular charge applies or whether one payment is included in another. SEC fee and expense bulletin.

Termination asks what happens when the engagement ends. Record the stated notice process, timing, charges, and continuing duties where relevant. The tool does not calculate a legal deadline from a clause or decide whether a notice is valid.

Ongoing responsibilities asks what work continues after the initial event. Identify the actual task, responsible role, and trigger. A continuing payment does not, by itself, fill this service field. Keep a missing promise open rather than assuming that “support” means every task you may later need.

Keep Your Questions and Outside Review Separate

The default review state is Extracted; interpretation pending. This means you have made a record and have not labeled it with either of the other states. It does not mean the copied language is wrong, and it does not mean the tool has interpreted it.

Choose Question open when you want to record an unresolved question. That state requires question text. You can also keep a question in either of the other states. For example, a professional may explain one part of a fee clause while another part still needs a response.

External review noted requires a reviewer role, review date, and note. It records what you say was reviewed. It does not verify the person, their qualifications, their advice, or the effect of that advice. Use a role and a concise description rather than private contact details or sensitive legal communications.

The external review date cannot follow the checklist date. If the source has a document date, the external review cannot precede that recorded date. This is a consistency check, not proof that the professional reviewed the exact file you entered. Confirm the version outside the tool.

If you change the state away from External review noted, clear those external-review fields before saving. This avoids leaving a professional-review note attached to a different state without explanation. Preserve an earlier export if you need a record of the change.

Understand the Checklist and Its Counts

Prepare checklist groups saved clauses under the five topics. A local source link takes you to the source record inside the tool. The source label and clause locator also appear in downloads, so the connection remains readable outside the page.

A topic with no clauses is marked as unrecorded. That means no clause was entered under that topic. It does not mean the agreement has no such term. There is no required number of clauses per topic, and one clause is not proof that you captured the whole topic.

The checklist counts source records, clause records, topics with and without entries, open questions, and external-review notes. It also counts clauses missing actor, trigger, or condition text; unknown source dates; and sources that have no linked clauses. These are measures of the entered record, not scores for the agreement or broker.

The follow-up list combines several kinds of gaps. It includes missing topics, blank practical fields, unknown source dates, sources not labeled signed copies, and your questions. These flags can overlap. One draft clause with two empty fields and an open question can create several follow-up items. Adding those items does not measure the number of legal defects.

The Financial Industry Regulatory Authority's Notice 23-08 discusses covered firms' review of material claims and relevant primary records. This tool's five-topic workflow is an original organizational aid; it is not that notice's compliance test or a substitute for professional judgment. FINRA Notice 23-08, May 9, 2023.

Work Through the Fictional Example

Load fictional example replaces the current record only after confirmation. The sample names an invented Birch brokerage engagement and two invented sources. One is a dated draft; the other is an undated reply with unknown document status. No real firm or contract is represented.

Three clauses cover Scope, Fees, and Ongoing responsibilities. Exclusions and Termination have no saved clause. The fee clause records an open question and leaves its trigger and conditions blank. The ongoing-duty clause has an external-review note and still retains a question about what document makes the task part of the engagement.

The summary therefore shows two sources, three clauses, three topics with entries, and two without entries. It shows two open questions, one external-review note, one clause missing practical fields, and one source with an unknown date. Both sources have a linked clause, so the unlinked-source count is zero.

The follow-up list has ten items. Two concern the missing topics. The three clauses produce eight more items from source labels, blank fields, an unknown date, and the two questions. The count is deliberately not called a completion percentage. A user could fill every field with vague text and remove many flags without improving the underlying evidence.

Try editing the fee clause to add the missing trigger. The record changes only after a valid save. Cancel keeps the prior saved clause. Prepare the checklist again to see which flag changed. The tool does not remove the separate open question unless you change that text too.

Correct Records Without Changing Their Identity

When you edit a saved clause, its source and topic stay fixed. To move a term to another source version or topic, remove the old clause and add a new one. Removal asks for confirmation. The new clause receives a new identifier during the current session, which helps distinguish it from the removed record.

A failed save leaves the prior saved records intact. You may see an error for a missing question, invalid date, broken source reference, or exceeded limit. Correct the pending entry or cancel it before preparing a new checklist. An unsaved form is not included in the export.

The tool allows up to thirty saved clauses and eight sources. It also limits the saved record to 200,000 bytes of UTF-8 text. This byte limit can be reached sooner with some languages or symbols. Individual fields have their own character limits. Shorten long excerpts or notes instead of treating the tool as a storage location for a full agreement.

Typing, changing the review date, or opening a clause for edit clears the displayed results and disables downloads. Save or cancel pending work, then prepare again. This prevents a new download from silently presenting an older result while you are changing the inputs.

Download and Recheck the Record

Both downloads include every saved source and all five topic groups. JSON preserves the structured record and results. Text provides a readable source list, clause notes, flags, and follow-up checklist. The two formats describe the same prepared record; neither is a signed agreement or proof of what a professional said.

The page does not keep records after closing and has no import feature. It does not send the checklist, contact the firm, or create reminders. Download before leaving. To preserve an earlier version before editing, save that export with a date and a short description of the review stage.

Recheck the source references before sharing the output. Remove unnecessary personal details and make sure your wording does not turn a question into a confirmed fact. If the agreement changes, create clearly labeled source and clause records for the new version. The value of the checklist is the traceable connection between a term, its source, and the work still needed to understand it.

FAQ

Does the Tool Read or Extract My Agreement Automatically?

No. You locate the clauses and enter the text or summary yourself. There is no file upload, document search, automated interpretation, or source retrieval. The tool organizes the entered terms and checks defined fields and dates.

Does a Filled Topic Mean That Part of the Agreement Is Complete?

No. It only means at least one clause was entered under that topic. You may have missed another clause, an exception, or a later amendment. Counts describe your record, not the completeness or quality of the agreement.

Can I Enter a Document With No Date?

Yes. Leave the document-date field blank and enter the date you inspected it. The checklist flags the unknown date. Do not borrow a date from a filename unless the source establishes what that date means.

Does External Review Noted Mean the Term Is Approved?

No. It is your record of a role, date, and note. The tool does not confirm the professional's identity, work, advice, or approval. An open question may remain even when an external-review note is recorded.

Can I Compare Two Brokers in the Same Checklist?

Use a separate engagement record for each firm or relationship. The identity locks when the first source is saved. This tool is designed to trace clauses within one engagement, rather than rank competing firms or merge their terms.

What Happens if I Make an Invalid Edit?

The prior saved record remains unchanged. Fix or cancel the pending edit, then prepare the checklist again. Downloads stay disabled while the result is stale or work remains pending, so the exported record matches the saved inputs you reviewed.

Can I Recover an Earlier Clause After Editing or Closing?

The tool has no stored history or import. Download before changing material notes or leaving the page. An earlier export preserves a copy you can read outside the tool, but it does not restore the browser session automatically.

About Sequoia Research

Sequoia Research, LLC provides independent research on DSTs and other real estate investment offerings. This educational tool helps readers organize source records and questions. It does not provide a legal opinion, verify contractual rights, or recommend a broker or investment.

Sources

Sources reviewed October 17, 2026. The workflow, sample agreement, fields, and checklist logic are original; no private client agreement was inspected.