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Non Exclusive Management Agreement for Nigeria

Non Exclusive Management Agreement Template for Nigeria

This document establishes a non-exclusive management relationship between a principal company and a management service provider under Nigerian law. It outlines the scope of management services, compensation structure, performance expectations, and operational parameters while preserving both parties' rights to engage with other business partners. The agreement incorporates relevant provisions of Nigerian contract law, the Companies and Allied Matters Act (CAMA) 2020, and other applicable regulations to ensure legal compliance while providing flexibility in the management arrangement.

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What is a Non Exclusive Management Agreement?

The Non-Exclusive Management Agreement is designed for situations where organizations in Nigeria seek professional management services while maintaining the freedom to work with multiple service providers. This document type is particularly relevant in today's dynamic business environment where flexibility and specialized expertise are crucial. It provides a comprehensive framework for defining management services, responsibilities, compensation, and performance standards while ensuring compliance with Nigerian legislation, including the Companies and Allied Matters Act (CAMA) 2020 and relevant business regulations. The agreement's non-exclusive nature allows both parties to maintain multiple business relationships while establishing clear guidelines for service delivery, reporting, and accountability.

What sections should be included in a Non Exclusive Management Agreement?

1. Parties: Identification and details of the Principal and the Management Company

2. Background: Context of the agreement and brief description of the parties' business relationship

3. Definitions: Key terms used throughout the agreement

4. Appointment and Scope: Terms of appointment and detailed scope of management services

5. Non-Exclusivity: Clear statement of non-exclusive nature and rights of both parties to engage with others

6. Term and Termination: Duration of the agreement and conditions for termination

7. Management Services: Detailed description of services to be provided

8. Duties and Responsibilities: Specific obligations of the Management Company

9. Compensation and Payment Terms: Fee structure, payment schedule, and related financial terms

10. Reporting and Performance Standards: Requirements for reporting and quality of service delivery

11. Confidentiality: Protection of confidential information and trade secrets

12. Intellectual Property Rights: Ownership and usage rights of IP created during the engagement

13. Indemnification: Mutual indemnification obligations and liability limitations

14. General Provisions: Standard legal clauses including notices, amendments, and governing law

What sections are optional to include in a Non Exclusive Management Agreement?

1. Non-Solicitation: Restrictions on hiring each other's employees, used when parties have significant staff interaction

2. Insurance: Insurance requirements, included when services involve significant risks or regulatory requirements

3. Force Majeure: Provisions for unforeseen circumstances, important in long-term or high-value agreements

4. Dispute Resolution: Specific procedures for resolving disputes, included when parties prefer alternative dispute resolution

5. Compliance with Laws: Specific regulatory compliance requirements, needed in regulated industries

6. Assignment and Subcontracting: Rights to transfer obligations or use subcontractors, included when relevant to business model

7. Data Protection: Specific data handling requirements, needed when personal or sensitive data is involved

What schedules should be included in a Non Exclusive Management Agreement?

1. Schedule A - Services Description: Detailed breakdown of management services to be provided

2. Schedule B - Fee Structure: Detailed fee calculations, rates, and payment terms

3. Schedule C - Key Performance Indicators: Specific metrics for measuring performance

4. Schedule D - Reporting Requirements: Ƶ and timing for required reports

5. Schedule E - Key Personnel: List of key team members and their roles

6. Appendix 1 - Service Level Agreement: Detailed service standards and response times

7. Appendix 2 - Compliance Requirements: Specific regulatory or industry compliance requirements

Authors

Alex Denne

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

Jurisdiction

Nigeria

Publisher

Ƶ

Cost

Free to use

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