1. Parties: Identification of the parties entering into the agreement, including full legal names, registration numbers, and registered addresses
2. Background: Context of the agreement, brief description of the parties, and purpose of the advisory relationship
3. Definitions: Definitions of key terms used throughout the agreement
4. Appointment and Scope of Services: Terms of appointment and detailed description of advisory services to be provided
5. Term and Termination: Duration of the agreement and circumstances under which it can be terminated
6. Fees and Payment Terms: Compensation structure, payment schedule, and expenses policy
7. Obligations of the Advisor: Duties, responsibilities, and performance standards expected from the advisor
8. Obligations of the Client: Client's responsibilities, including providing necessary information and cooperation
9. Confidentiality: Provisions for handling confidential information and trade secrets
10. Intellectual Property: Ownership and rights related to work products and pre-existing IP
11. Non-Competition and Non-Solicitation: Restrictions on competitive activities and solicitation of employees/clients
12. Representations and Warranties: Statements of fact and promises made by both parties
13. Limitation of Liability: Caps on liability and exclusions of certain types of damages
14. Force Majeure: Provisions for handling events beyond parties' control
15. Governing Law and Jurisdiction: Specification of Nigerian law as governing law and jurisdiction for disputes
16. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
