The General Service Contract serves as a fundamental legal instrument for businesses and individuals operating in Nigeria who wish to establish clear terms for service provision relationships. This document is essential when engaging external service providers, consultants, or contractors for various business purposes. It addresses key aspects such as service scope, payment structures, performance metrics, and risk allocation while ensuring compliance with Nigerian legal requirements, including the Labour Act, Contract Law Act, and relevant tax regulations. The agreement is designed to be adaptable across different service sectors while maintaining core legal protections and obligations. It is particularly valuable for businesses seeking to formalize service arrangements with clear deliverables, timelines, and responsibilities, while providing mechanisms for dispute resolution under Nigerian jurisdiction.
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1. Parties: Identifies and defines the service provider and client, including full legal names, registration details, and addresses
2. Background: Contextualizes the agreement and outlines the parties' intentions
3. Definitions: Defines key terms used throughout the agreement for clarity and legal certainty
4. Scope of Services: Detailed description of services to be provided, including deliverables and standards
5. Term and Termination: Duration of the agreement, renewal terms, and conditions for termination
6. Payment Terms: Fees, payment schedule, invoicing procedures, and late payment consequences
7. Obligations of Service Provider: Key responsibilities, service levels, and performance standards
8. Obligations of Client: Client's responsibilities, including cooperation and access requirements
9. Confidentiality: Protection of confidential information and trade secrets
10. Intellectual Property: Ownership and usage rights of pre-existing and created IP
11. Liability and Indemnification: Limitation of liability and indemnification obligations
12. Force Majeure: Provisions for unforeseen circumstances preventing performance
13. Dispute Resolution: Process for resolving disputes, including jurisdiction and governing law
14. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Insurance: Required when services involve significant risks or regulatory requirements mandate insurance
2. Data Protection: Required when personal data processing is involved in service delivery
3. Compliance with Laws: Detailed section needed when services are in regulated industries
4. Non-Competition: Added when protecting against competitive activities is crucial
5. Personnel Requirements: Required when specific qualifications or security clearances are needed
6. Equipment and Materials: Needed when physical assets are provided by either party
7. Health and Safety: Required for services performed on-site or involving physical work
8. Training: Included when service provider must train client's staff
9. Transition Assistance: Added when complex service handover might be needed at termination
1. Schedule A - Service Specifications: Detailed breakdown of services, methodologies, and deliverables
2. Schedule B - Fee Schedule: Detailed pricing, payment terms, and rate cards
3. Schedule C - Service Levels: Performance metrics, KPIs, and measurement methods
4. Schedule D - Required Personnel: Key personnel, qualifications, and roles
5. Schedule E - Client Materials: List of items, access, or information to be provided by client
6. Appendix 1 - Change Request Form: Template for requesting and documenting service changes
7. Appendix 2 - Report Templates: Standard formats for required service reports
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