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1. Parties: Identification of the principal/supplier and the dealer, including full legal names and registered addresses
2. Background: Context of the agreement, brief description of the business relationship and parties' objectives
3. Definitions: Definitions of key terms used throughout the agreement
4. Appointment and Territory: Terms of dealer appointment, territory definition, and exclusivity/non-exclusivity provisions
5. Term and Renewal: Duration of the agreement and conditions for renewal
6. Dealer Obligations: Core responsibilities of the dealer including sales targets, marketing, customer service, and reporting requirements
7. Principal Obligations: Core responsibilities of the principal including product supply, support, and training
8. Product Orders and Delivery: Procedures for ordering products, delivery terms, and lead times
9. Prices and Payment Terms: Pricing structure, payment conditions, and credit terms
10. Intellectual Property Rights: Usage rights and restrictions regarding trademarks, logos, and other IP
11. Confidentiality: Protection of confidential information and trade secrets
12. Termination: Grounds for termination, notice periods, and consequences of termination
13. Post-Termination Obligations: Obligations of both parties after agreement termination
14. Governing Law and Dispute Resolution: Choice of Nigerian law and dispute resolution mechanisms
15. General Provisions: Standard boilerplate clauses including force majeure, notices, and entire agreement
1. Performance Guarantees: Required when specific performance metrics need to be guaranteed, including bank guarantees or performance bonds
2. Product Training: Detailed training requirements when products are technical or require specific expertise
3. Marketing and Promotion: Specific marketing obligations and cost-sharing arrangements when joint marketing is contemplated
4. After-Sales Service: Detailed service obligations when products require significant after-sales support
5. Insurance Requirements: Specific insurance obligations when dealing with high-value products or significant liability risks
6. Import/Export Provisions: Required for international dealership arrangements
7. Anti-Corruption Compliance: Detailed compliance requirements when dealing with government contracts or regulated industries
8. Data Protection: Required when personal data processing is involved in the dealership operations
1. Schedule 1 - Products: Detailed list of products covered by the agreement
2. Schedule 2 - Territory: Detailed description of geographical territory and any excluded areas
3. Schedule 3 - Pricing and Commission Structure: Detailed pricing lists, discount structures, and commission calculations
4. Schedule 4 - Performance Targets: Specific sales targets and performance metrics
5. Schedule 5 - Technical Requirements: Technical specifications and standards for product handling and storage
6. Schedule 6 - Trademark Usage Guidelines: Specific guidelines for use of principal's trademarks and branding
7. Schedule 7 - Reporting Templates: Standard forms for regular reporting requirements
8. Appendix A - Service Level Agreement: Detailed service standards and response times
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