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Master Service Agreement And Statement Of Work

Master Service Agreement And Statement Of Work Template for Nigeria

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Key Requirements PROMPT example:

Master Service Agreement And Statement Of Work

"I need a Master Service Agreement and Statement of Work for my IT consulting company based in Lagos to provide software development and maintenance services to a multinational bank, with specific provisions for data protection and cybersecurity compliance under Nigerian law."

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Document background
This Master Service Agreement and Statement of Work template is designed for business relationships in Nigeria where ongoing services are required with multiple specific projects or deliverables over time. The document combines an overarching MSA that establishes the general legal framework, risk allocation, and relationship governance with a SOW mechanism that allows for detailed project-specific terms to be agreed upon as needed. It is particularly useful for long-term service relationships where scope, pricing, and deliverables may vary across different projects. The document incorporates Nigerian legal requirements, including local content provisions where applicable, and provides comprehensive protection for both service providers and clients operating in the Nigerian business environment. It includes provisions for data protection under the NDPR, tax compliance, and dispute resolution mechanisms specific to the Nigerian jurisdiction.
Suggested Sections

1. Parties: Identification and details of the contracting parties, including registered addresses and company registration numbers

2. Background: Context of the agreement, relationship between parties, and general purpose of the MSA and SOW structure

3. Definitions and Interpretation: Detailed definitions of terms used throughout the agreement and rules of interpretation

4. Term and Termination: Duration of the MSA, renewal provisions, and circumstances for termination

5. Services Framework: General framework for how services will be requested, approved, and delivered through SOWs

6. Statement of Work Process: Process for creating, approving, and executing individual SOWs

7. Payment Terms: General payment provisions, including invoicing, payment methods, and currencies

8. Service Provider Obligations: Core obligations of the service provider, including quality standards and performance requirements

9. Client Obligations: Core obligations of the client, including cooperation and access requirements

10. Intellectual Property Rights: Ownership and licensing of pre-existing and created IP

11. Confidentiality: Protection and handling of confidential information

12. Data Protection and Privacy: Compliance with NDPR and data handling requirements

13. Liability and Indemnification: Limitation of liability and indemnification obligations

14. Force Majeure: Provisions for handling events beyond parties' control

15. Dispute Resolution: Process for resolving disputes, including jurisdiction and governing law

16. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment

Optional Sections

1. Insurance Requirements: Detailed insurance obligations - include when services involve significant risks or on-site work

2. Information Security: Specific information security requirements - include for technology or data-intensive services

3. Business Continuity: Business continuity and disaster recovery requirements - include for critical services

4. Compliance with Anti-Corruption Laws: Detailed anti-corruption provisions - include for high-value contracts or government-related work

5. Environmental Compliance: Environmental protection obligations - include for services with environmental impact

6. Local Content Requirements: Nigerian local content requirements - include for oil & gas or regulated industries

7. Personnel and Subcontractors: Detailed requirements for service provider's team - include when specific expertise or clearance is required

8. Change Control: Formal change management process - include for complex or long-term services

Suggested Schedules

1. Schedule 1 - Standard SOW Template: Template for creating individual Statements of Work

2. Schedule 2 - Service Levels: Detailed service levels and performance metrics

3. Schedule 3 - Rate Card: Standard rates for services and personnel categories

4. Schedule 4 - Key Personnel: Details of key team members and their roles

5. Schedule 5 - Technical Requirements: Technical specifications and standards for service delivery

6. Schedule 6 - Security Requirements: Detailed security protocols and requirements

7. Schedule 7 - Approved Subcontractors: List of pre-approved subcontractors if applicable

8. Appendix A - Contact Details: Key contacts and escalation matrix for both parties

9. Appendix B - Required Insurance Coverage: Detailed insurance requirements and minimum coverage levels

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

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Acceptance
Acceptance Criteria
Affiliate
Agreement
Applicable Law
Background IP
Business Day
Change Control
Change Order
Charges
Client
Client Materials
Commencement Date
Confidential Information
Deliverables
Delivery Date
Dispute
Documentation
Effective Date
Force Majeure Event
Good Industry Practice
Intellectual Property Rights
Key Personnel
Local Content
Losses
Master Service Agreement
Material Breach
Milestone
Notice
Parent Company
Personal Data
Project
Project Manager
Representatives
Service Credits
Service Levels
Services
Service Provider
SOW Effective Date
Statement of Work
Subcontractor
Term
Third Party
Time for Completion
VAT
Work Product
Clauses
Definitions and Interpretation
Term and Duration
Services Scope
Statement of Work Process
Service Levels
Acceptance Testing
Change Control
Payment Terms
Invoicing
Performance Standards
Warranties
Service Provider Obligations
Client Obligations
Key Personnel
Subcontracting
Intellectual Property Rights
Data Protection
Confidentiality
Non-Solicitation
Force Majeure
Liability
Indemnification
Insurance
Termination
Exit Management
Anti-Corruption
Local Content Requirements
Compliance with Laws
Health and Safety
Environmental Protection
Information Security
Business Continuity
Audit Rights
Record Keeping
Dispute Resolution
Governing Law
Assignment and Novation
Notices
Entire Agreement
Severability
Waiver
Third Party Rights
Counterparts
Amendment Process
Relationship of Parties
Survival
Relevant Industries

Information Technology

Oil and Gas

Professional Services

Manufacturing

Telecommunications

Financial Services

Construction

Healthcare

Energy

Mining

Consulting

Education

Logistics and Supply Chain

Real Estate

Relevant Teams

Legal

Procurement

Finance

Operations

Commercial

Risk and Compliance

Business Development

Project Management Office

Supply Chain

Account Management

Executive Leadership

Relevant Roles

Legal Counsel

Contract Manager

Procurement Manager

Project Manager

Commercial Director

Chief Financial Officer

Operations Director

Business Development Manager

Risk Manager

Compliance Officer

General Manager

Managing Director

Chief Executive Officer

Supply Chain Manager

Account Manager

Industries
Nigerian Contract Law: Fundamental principles governing contract formation, validity, and enforcement in Nigeria, based on the Common Law system and local precedents
Companies and Allied Matters Act (CAMA) 2020: Regulates business operations and corporate relationships in Nigeria, including requirements for business entities and their contractual obligations
Labour Act Cap L1 LFN 2004: Governs employment relationships and may be relevant for service provision terms and contractor relationships
Nigeria Data Protection Regulation (NDPR) 2019: Regulates the collection, processing, and storage of personal data, crucial for service agreements involving data handling
Value Added Tax Act: Determines VAT obligations and requirements for service provision in Nigeria
Federal Competition and Consumer Protection Act 2018: Ensures fair business practices and consumer protection, affecting service delivery terms and conditions
Arbitration and Conciliation Act: Provides framework for dispute resolution mechanisms in commercial agreements
Nigerian Investment Promotion Commission Act: May be relevant if the services involve foreign entities or cross-border transactions
Evidence Act 2011: Relevant for documentation requirements and enforceability of electronic contracts and signatures
Cybercrime (Prohibition, Prevention, etc.) Act 2015: Important for agreements involving digital services or online operations
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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