Tripartite Contract for Nigeria

Tripartite Contract Template for Nigeria

This document is a comprehensive tripartite contract governed by Nigerian law, designed to establish and regulate the legal relationship between three parties involved in a commercial arrangement. It incorporates key provisions required under Nigerian contract law and relevant sector-specific regulations, ensuring compliance with local legal requirements while protecting the interests of all parties involved. The agreement includes detailed sections on roles and responsibilities, risk allocation, dispute resolution mechanisms, and termination provisions, all structured to be enforceable under Nigerian jurisdiction.

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What is a Tripartite Contract?

The Tripartite Contract is a specialized legal instrument used in Nigerian business transactions where three distinct parties need to formalize their mutual obligations and relationships within a single agreement. This document type is particularly valuable in complex commercial arrangements such as project financing, joint ventures, or large-scale infrastructure projects where multiple parties have interconnected roles and responsibilities. The contract must comply with Nigerian contract law principles and relevant regulatory requirements, including those under the Companies and Allied Matters Act (CAMA) 2020 and sector-specific regulations. It typically includes comprehensive provisions for risk allocation, performance obligations, payment mechanisms, and dispute resolution, structured to protect each party's interests while promoting the successful execution of the underlying business arrangement.

What sections should be included in a Tripartite Contract?

1. Parties: Identifies and provides full details of all three contracting parties

2. Background: Explains the context and purpose of the agreement and relationship between the three parties

3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation rules

4. Commencement and Duration: Specifies when the agreement becomes effective and its duration

5. Obligations of Party A: Details the specific duties, responsibilities and commitments of the first party

6. Obligations of Party B: Details the specific duties, responsibilities and commitments of the second party

7. Obligations of Party C: Details the specific duties, responsibilities and commitments of the third party

8. Payment Terms: Specifies all financial arrangements between the parties

9. Representations and Warranties: States the legal promises and assertions made by each party

10. Liability and Indemnification: Outlines the allocation of risks and responsibilities for losses

11. Confidentiality: Establishes obligations regarding confidential information

12. Termination: Specifies how and when the agreement can be terminated by any party

13. Dispute Resolution: Details the process for resolving disagreements between parties

14. Governing Law and Jurisdiction: Specifies Nigerian law as governing law and establishes jurisdiction

15. General Provisions: Contains standard boilerplate clauses including notices, amendments, and assignment

What sections are optional to include in a Tripartite Contract?

1. Force Majeure: Include when parties want protection from events beyond their control

2. Intellectual Property Rights: Include when the agreement involves IP creation or licensing

3. Data Protection: Include when personal data processing is involved

4. Insurance: Include when specific insurance requirements need to be maintained

5. Step-In Rights: Include when any party needs the right to take over others' obligations

6. Anti-Corruption Compliance: Include for contracts involving government entities or high-value transactions

7. Change Control: Include when the scope of services or deliverables may need modification

8. Performance Metrics: Include when specific performance standards need to be met

What schedules should be included in a Tripartite Contract?

1. Schedule 1 - Service Levels: Detailed description of service standards and performance metrics

2. Schedule 2 - Fee Schedule: Detailed breakdown of all fees, payments, and calculation methods

3. Schedule 3 - Key Personnel: List of key individuals from each party responsible for contract implementation

4. Schedule 4 - Technical Specifications: Detailed technical requirements or specifications if applicable

5. Schedule 5 - Project Timeline: Detailed timeline of deliverables and milestones

6. Appendix A - Contact Details: Contact information for authorized representatives of all parties

7. Appendix B - Required Forms: Standard forms or templates to be used during contract execution

8. Appendix C - Compliance Requirements: Specific regulatory or compliance requirements applicable to the contract

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Nigeria

Publisher

Genie AI

Document Type

Agreement Contract

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Banking and Finance

Oil and Gas

Infrastructure Development

Real Estate

Manufacturing

Telecommunications

Construction

Energy

Mining

Agricultural Processing

Technology

Healthcare

Transportation

Education

Relevant Teams

Legal

Commercial

Finance

Operations

Risk and Compliance

Business Development

Project Management

Corporate Affairs

Strategic Planning

Procurement

Relevant Roles

Chief Executive Officer

Managing Director

Legal Counsel

Contract Manager

Commercial Director

Project Manager

Chief Financial Officer

Business Development Manager

Risk Manager

Compliance Officer

Operations Director

Partnership Manager

Strategic Planning Director

General Counsel

Company Secretary

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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