Amended And Restated Agreement Template for Nigeria

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Key Requirements PROMPT example:

Amended And Restated Agreement

"I need an Amended and Restated Agreement under Nigerian law to update our existing manufacturing joint venture agreement from 2020, incorporating new profit-sharing terms and adding provisions for technology licensing that will take effect from March 2025."

Document background
The Amended and Restated Agreement is a crucial legal instrument used in Nigerian business practice when parties need to substantially modify an existing agreement while maintaining certain original terms. This document type is particularly relevant when multiple amendments have been made to an original agreement, making it necessary to consolidate all changes into a single, clear document for easier reference and implementation. It must comply with Nigerian law requirements for contract formation, stamping, and registration where applicable. The agreement typically includes detailed recitals explaining the history of the original agreement, the reason for amendments, and the parties' intention to create a comprehensive restatement. It's commonly used in complex commercial transactions, corporate restructurings, financing arrangements, and long-term business relationships where terms need to be updated to reflect changed circumstances or new business realities.
Suggested Sections

1. Parties: Identification of all parties to the agreement, including their full legal names, registration details, and addresses

2. Background: Recitals explaining the original agreement, the reason for amendment and restatement, and the parties' intention to amend and restate the original agreement

3. Definitions and Interpretation: Definitions of terms used in the agreement, including both original and new definitions, and rules of interpretation

4. Amendment and Restatement: Clear statement that this agreement amends and restates the original agreement in its entirety

5. Substantive Provisions: The main commercial terms and obligations of the parties, incorporating all amendments

6. Representations and Warranties: Updated statements of fact and assurances made by each party

7. Term and Termination: Duration of the agreement and circumstances under which it may be terminated

8. Force Majeure: Events beyond parties' control that excuse performance

9. Governing Law and Jurisdiction: Confirmation of Nigerian law as governing law and jurisdiction for disputes

10. Boilerplate Provisions: Standard contractual provisions including notices, entire agreement, severability, and counterparts

Optional Sections

1. Conditions Precedent: Include if there are conditions that must be satisfied before the amended agreement becomes effective

2. Security Provisions: Include if the agreement involves any form of security or guarantees

3. Regulatory Compliance: Include if the agreement is subject to specific regulatory requirements

4. Transition Provisions: Include if specific arrangements are needed to transition from the original to the amended agreement

5. Step-In Rights: Include if any party has the right to step in and take control under certain circumstances

6. Change of Control: Include if restrictions on change of control are relevant to the agreement

Suggested Schedules

1. Original Agreement: Copy of the original agreement being amended and restated

2. Comparison Schedule: Blackline showing changes between original and amended agreement

3. Corporate Authorizations: Copies of board resolutions and other corporate approvals

4. Assets Schedule: If applicable, updated list of assets covered by the agreement

5. Fees and Payments: Updated payment terms, fees, and financial arrangements

6. Form of Notices: Template forms for various notices required under the agreement

7. Required Consents: List of third-party and regulatory consents required

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

Relevant legal definitions
Clauses
Relevant Industries

Banking and Finance

Oil and Gas

Manufacturing

Real Estate

Telecommunications

Infrastructure

Mining

Agriculture

Technology

Healthcare

Energy

Construction

Transportation

Retail

Professional Services

Relevant Teams

Legal

Compliance

Finance

Operations

Commercial

Risk Management

Corporate Secretariat

Business Development

Strategy

Executive Leadership

Relevant Roles

Legal Counsel

Contract Manager

Chief Legal Officer

Business Development Manager

Chief Executive Officer

Chief Financial Officer

Commercial Director

Compliance Officer

Risk Manager

Corporate Secretary

Operations Director

Project Manager

General Manager

Managing Director

Finance 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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