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1. Parties: Identification of the contracting companies, including registration details as required under Nigerian law
2. Background: Context of the agreement and brief description of both companies' business activities
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Services: Detailed description of services to be provided, including deliverables and standards
5. Term: Duration of the agreement, including commencement date and any renewal provisions
6. Payment Terms: Fees, payment schedule, invoicing procedures, and currency specifications
7. Service Provider's Obligations: Key responsibilities and commitments of the service provider
8. Client's Obligations: Key responsibilities and commitments of the client
9. Representations and Warranties: Standard warranties about capacity to contract and service quality
10. Confidentiality: Protection of confidential information and trade secrets
11. Intellectual Property: Ownership and usage rights of pre-existing and created IP
12. Limitation of Liability: Caps on liability and exclusions
13. Force Majeure: Provisions for unforeseen circumstances preventing performance
14. Termination: Grounds for termination and consequences
15. Dispute Resolution: Process for resolving disputes, including jurisdiction and governing law
16. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement
1. Service Levels: Include when specific performance metrics and standards need to be maintained
2. Data Protection: Include when services involve processing personal data or sensitive information
3. Compliance with Laws: Include when services are in regulated industries or involve specific regulatory requirements
4. Insurance: Include when services involve significant risks or physical presence
5. Staff and Subcontractors: Include when service provider will use subcontractors or deploy staff to client sites
6. Change Control: Include when scope of services may need to be modified during the term
7. Transition and Exit: Include when complex service handover is required at termination
8. Anti-Bribery and Corruption: Include for high-value contracts or when dealing with government-linked entities
9. Foreign Exchange Provisions: Include when payments involve foreign currency transactions
1. Schedule 1 - Service Description: Detailed specifications of services to be provided
2. Schedule 2 - Charges and Payment Terms: Detailed breakdown of fees, rates, and payment schedules
3. Schedule 3 - Service Levels: Performance metrics, measurement methods, and remedies for failure
4. Schedule 4 - Key Personnel: List of key staff members responsible for service delivery
5. Schedule 5 - Required Insurance: Details of insurance types and coverage levels
6. Appendix A - Form of Change Order: Template for documenting agreed changes to services
7. Appendix B - Security Requirements: Security protocols and requirements for service delivery
8. Appendix C - Exit Plan Template: Framework for service transition upon termination
Applicable Law
Business Day
Charges
Confidential Information
Client
Client Materials
Commencement Date
Deliverables
Effective Date
Force Majeure Event
Good Industry Practice
Initial Term
Intellectual Property Rights
Key Personnel
Material Breach
Notice
Party/Parties
Payment Terms
Representatives
Renewal Term
Services
Service Levels
Service Provider
Service Provider Materials
Service Schedule
Site
Specifications
Staff
Subcontractor
Term
Termination Date
Third Party
Working Hours
VAT
Change Order
Dispute
Emergency
Losses
Performance Standards
Records
Term and Duration
Services Scope
Service Provider Obligations
Client Obligations
Fees and Payment
Service Levels
Performance Standards
Key Personnel
Staff and Resources
Subcontracting
Quality Assurance
Compliance with Laws
Representations and Warranties
Intellectual Property Rights
Confidentiality
Data Protection
Record Keeping
Audit Rights
Insurance
Indemnification
Limitation of Liability
Force Majeure
Change Control
Termination
Exit Management
Anti-Bribery and Corruption
Assignment and Novation
Dispute Resolution
Governing Law
Notices
Entire Agreement
Severability
Waiver
Force Majeure
Third Party Rights
Relationship of Parties
Announcements and Publicity
Foreign Exchange Provisions
Health and Safety
Environmental Compliance
Information Technology
Consulting
Professional Services
Manufacturing
Oil and Gas
Financial Services
Telecommunications
Construction
Logistics
Facilities Management
Healthcare
Education
Real Estate
Marketing and Advertising
Environmental Services
Legal
Procurement
Operations
Finance
Commercial
Business Development
Project Management
Risk and Compliance
Contract Administration
Service Delivery
Chief Executive Officer
Managing Director
Legal Counsel
Contract Manager
Procurement Manager
Operations Director
Finance Director
Commercial Manager
Business Development Manager
Project Manager
Risk Manager
Compliance Officer
Company Secretary
Chief Financial Officer
Service Delivery Manager
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