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Master Professional Services Agreement
"I need a Master Professional Services Agreement under Nigerian law for an IT consulting company providing software development services to financial institutions, with specific emphasis on data protection compliance and local content requirements."
1. Parties: Identification of the contracting parties, including registered addresses and company registration details
2. Background: Context of the agreement and relationship between the parties
3. Definitions: Detailed definitions of terms used throughout the agreement
4. Scope of Services: General framework for services to be provided under the agreement
5. Statement of Work Process: Process for creating, approving and executing individual Statements of Work
6. Service Provider Obligations: Key obligations and responsibilities of the service provider
7. Client Obligations: Key obligations and responsibilities of the client
8. Personnel: Requirements regarding personnel, including key personnel provisions and substitution rights
9. Fees and Payment Terms: Pricing structure, payment terms, invoicing requirements, and currency provisions
10. Intellectual Property Rights: Ownership and licensing of pre-existing and newly created IP
11. Confidentiality: Protection and handling of confidential information
12. Data Protection: Compliance with NDPR and data handling requirements
13. Liability and Indemnification: Allocation of risks and liability caps
14. Insurance: Required insurance coverage and minimum limits
15. Term and Termination: Duration of agreement and termination rights
16. Force Majeure: Events excusing performance and related procedures
17. Dispute Resolution: Process for resolving disputes, including governing law and jurisdiction
18. General Provisions: Standard boilerplate provisions including notices, assignment, and amendments
1. Local Content Requirements: Required when services involve sectors subject to Nigerian local content laws
2. Regulatory Compliance: Required when services are in regulated industries like telecommunications or financial services
3. Foreign Currency Provisions: Required when payments will be made in foreign currency
4. Technology Transfer: Required when agreement involves technology transfer from foreign providers
5. Environmental Compliance: Required when services have environmental implications
6. Anti-Corruption Compliance: Enhanced provisions required for high-risk services or government-related work
7. Service Levels: Required when specific performance metrics need to be maintained
8. Business Continuity: Required for critical services requiring disaster recovery planning
9. Security Requirements: Required when services involve access to sensitive systems or facilities
1. Schedule 1 - Fee Schedule: Detailed breakdown of fees, rates, and payment terms
2. Schedule 2 - Service Levels: Detailed service level requirements and measurement metrics
3. Schedule 3 - Template Statement of Work: Standard format for individual Statements of Work
4. Schedule 4 - Key Personnel: List of key personnel and their roles
5. Schedule 5 - Technical Requirements: Technical specifications and requirements for services
6. Schedule 6 - Security Requirements: Detailed security protocols and requirements
7. Schedule 7 - Data Processing Agreement: Detailed terms for handling personal data under NDPR
8. Schedule 8 - Business Continuity Plan: Disaster recovery and business continuity requirements
9. Appendix A - Insurance Requirements: Detailed insurance requirements and minimum coverage limits
Authors
Information Technology
Professional Services
Oil and Gas
Financial Services
Telecommunications
Manufacturing
Healthcare
Construction
Education
Energy
Mining
Agriculture
Consulting
Legal Services
Engineering
Legal
Procurement
Finance
Operations
Compliance
Risk Management
Commercial
Business Development
Project Management
Service Delivery
Technical Operations
Account Management
Corporate Affairs
Information Technology
Human Resources
Legal Counsel
Contract Manager
Procurement Manager
Commercial Director
Chief Financial Officer
Operations Director
Project Manager
Compliance Officer
Risk Manager
Business Development Manager
General Counsel
Chief Operating Officer
Service Delivery Manager
Account Manager
Technical Director
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