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1. Parties: Identification and details of the contracting parties
2. Background: Context of the collaboration and brief description of the parties' businesses
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Collaboration: Overview of the intended collaboration and its objectives
5. Term and Termination: Duration of the agreement and termination provisions
6. Governance Structure: Management and oversight of the collaboration, including steering committee details
7. Financial Arrangements: General principles for cost sharing, pricing, and payment terms
8. Confidentiality: Protection and handling of confidential information
9. Warranties and Representations: Standard warranties provided by each party
10. Liability and Indemnification: Allocation of risks and responsibilities between parties
11. Force Majeure: Provisions for unforeseen circumstances affecting performance
12. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and applicable law
13. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement
1. Intellectual Property Rights: Ownership and licensing of IP created during collaboration - include if IP will be created or shared
2. Data Protection: Compliance with Nigerian Data Protection Regulation - include if personal data will be processed
3. Staff Transfer Provisions: Terms for secondment or transfer of employees - include if staff will be shared
4. Competition Compliance: Specific provisions ensuring compliance with competition laws - include for competitors collaborating
5. Export Control: Compliance with international trade regulations - include for cross-border collaborations
6. Local Content Requirements: Compliance with Nigerian local content laws - include for specific regulated sectors
7. Environmental Compliance: Environmental protection measures - include for projects with environmental impact
8. Insurance: Specific insurance requirements - include for high-risk collaborations
1. Schedule 1 - Services Description: Detailed description of services or activities under the collaboration
2. Schedule 2 - Governance Procedures: Detailed procedures for steering committee meetings and decision-making
3. Schedule 3 - Financial Model: Detailed pricing, cost allocation, and payment mechanisms
4. Schedule 4 - Key Performance Indicators: Performance metrics and measurement criteria
5. Schedule 5 - Technical Requirements: Technical specifications and standards for the collaboration
6. Schedule 6 - Form of Project Agreement: Template for specific project agreements under the framework
7. Schedule 7 - Contact Details: Key contacts and notice details for each party
8. Schedule 8 - Approved Subcontractors: List of pre-approved subcontractors if applicable
9. Appendix A - Compliance Requirements: Detailed regulatory and compliance requirements
10. Appendix B - Required Insurance: Specific insurance requirements and minimum coverage levels
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