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Royalty Share Agreement Template for Nigeria

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Key Requirements PROMPT example:

Royalty Share Agreement

"I need a Royalty Share Agreement for licensing my software application to a Nigerian distributor, with a 15% royalty rate on net sales and quarterly payments starting from March 2025, including provisions for international wire transfers and NOTAP compliance."

Document background
The Royalty Share Agreement is essential for businesses and individuals looking to monetize intellectual property rights or establish revenue-sharing arrangements in Nigeria. This document is particularly crucial given Nigeria's growing intellectual property landscape and increasing international business transactions. The agreement must comply with Nigerian legislation, including the Copyright Act, Companies and Allied Matters Act 2020, and where applicable, NOTAP regulations for foreign royalty payments. It's commonly used in situations involving licensing of patents, trademarks, copyrights, or technology transfer, and can be adapted for various industries from technology to natural resources. The document typically includes detailed provisions for calculation methods, payment terms, reporting requirements, and audit rights, while ensuring protection of all parties' interests under Nigerian law.
Suggested Sections

1. Parties: Identifies and provides full details of all parties to the agreement

2. Background: Sets out the context and purpose of the agreement, including brief description of the intellectual property involved

3. Definitions: Defines key terms used throughout the agreement

4. Grant of Rights: Specifies the rights being granted and any territorial limitations

5. Calculation of Royalties: Details the method for calculating royalty payments, including rates and basis of calculation

6. Payment Terms: Specifies payment frequency, method, currency, and payment procedures

7. Reporting and Auditing: Outlines requirements for financial reporting and rights to audit

8. Intellectual Property Rights: Confirms ownership and protection of intellectual property

9. Representations and Warranties: States the parties' assurances regarding their rights and capabilities

10. Term and Termination: Specifies duration of agreement and circumstances for termination

11. Confidentiality: Establishes obligations regarding confidential information

12. Governing Law and Jurisdiction: Specifies Nigerian law as governing law and jurisdiction for disputes

13. General Provisions: Includes standard boilerplate clauses like notices, assignment, and entire agreement

Optional Sections

1. Minimum Guarantee: Used when there's a minimum guaranteed royalty payment requirement

2. Currency Conversion: Required for international agreements when payments are made in foreign currency

3. Tax Provisions: Detailed section needed when complex tax implications exist, especially for international payments

4. Quality Control: Important when the agreement involves manufacturing or production of goods

5. Sub-licensing Rights: Include when sub-licensing is permitted

6. Marketing and Promotion: Relevant when parties have specific marketing obligations

7. Force Majeure: Optional but recommended for protection against unforeseen circumstances

8. Non-Competition: Include when parties agree to restrictions on competitive activities

Suggested Schedules

1. Schedule 1 - Intellectual Property Description: Detailed description of the intellectual property covered by the agreement

2. Schedule 2 - Royalty Rates: Detailed breakdown of royalty rates, including any sliding scales or territory-specific rates

3. Schedule 3 - Calculation Examples: Examples of how royalties will be calculated in various scenarios

4. Schedule 4 - Reporting Template: Template for regular royalty reports

5. Schedule 5 - Approved Sub-licensees: List of approved sub-licensees if applicable

6. Appendix A - Required Regulatory Approvals: List of required Nigerian regulatory approvals and registrations

7. Appendix B - Quality Standards: Detailed quality standards and specifications if applicable

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions















































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Relevant Industries

Technology and Software

Entertainment and Media

Publishing

Manufacturing

Oil and Gas

Mining and Natural Resources

Pharmaceuticals

Consumer Goods

Fashion and Retail

Agriculture

Telecommunications

Biotechnology

Research and Development

Creative Industries

Relevant Teams

Legal

Finance

Intellectual Property

Business Development

Commercial

Compliance

Technology Transfer

Licensing

Operations

International Business

Research and Development

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Legal Officer

Intellectual Property Manager

Licensing Director

Commercial Director

Business Development Manager

Contract Manager

Finance Manager

Legal Counsel

Intellectual Property Lawyer

Royalty Administrator

Compliance Officer

Technology Transfer Officer

Partnership Manager

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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