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Business Advisory Agreement Template for Nigeria

This document establishes a formal business advisory relationship between a professional advisor and a client under Nigerian law. It outlines the scope of advisory services, responsibilities of both parties, compensation terms, and compliance requirements with relevant Nigerian regulations including CAMA 2020 and the NDPR 2019. The agreement includes comprehensive provisions for confidentiality, intellectual property rights, liability limitations, and dispute resolution mechanisms, all structured to comply with Nigerian contract law while protecting both parties' interests in the advisory relationship.

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What is a Business Advisory Agreement?

The Business Advisory Agreement serves as a crucial legal framework for professional advisory relationships in Nigeria's business environment. It is typically used when companies or organizations seek professional guidance on business operations, strategy, finance, or other specialized areas. The agreement ensures clarity in the scope of services, protects both parties' interests, and establishes clear deliverables and payment terms. This document must comply with Nigerian legislation, including the Companies and Allied Matters Act (CAMA) 2020, Nigeria Data Protection Regulation (NDPR) 2019, and relevant tax laws. It's particularly important for maintaining professional standards, protecting confidential information, and providing a clear framework for dispute resolution in the Nigerian business context.

What sections should be included in a Business Advisory Agreement?

1. Parties: Identifies and provides full details of the advisor and the client

2. Background: Sets out the context of the agreement and the parties' intentions

3. Definitions: Defines key terms used throughout the agreement

4. Scope of Services: Detailed description of the advisory services to be provided

5. Term and Commencement: Specifies the duration of the agreement and start date

6. Fees and Payment Terms: Details the compensation structure, payment schedule, and invoicing procedures

7. Obligations of the Advisor: Lists the advisor's duties, responsibilities, and service standards

8. Obligations of the Client: Specifies client's responsibilities including information provision and cooperation

9. Confidentiality: Provisions for handling confidential information in compliance with NDPR 2019

10. Intellectual Property: Addresses ownership and usage rights of materials and deliverables

11. Limitation of Liability: Sets out the extent and limitations of the advisor's liability

12. Termination: Conditions and procedures for ending the agreement

13. Governing Law and Jurisdiction: Specifies Nigerian law as governing law and jurisdiction details

14. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

What sections are optional to include in a Business Advisory Agreement?

1. Non-Competition: Restricts advisor from working with client's competitors - used when sensitive market information is involved

2. Force Majeure: Addresses unforeseeable circumstances preventing performance - particularly relevant in volatile markets

3. Anti-Corruption Compliance: Detailed anti-corruption provisions - essential for international clients or public sector work

4. Data Protection: Enhanced data protection provisions - needed when handling personal or sensitive data

5. Insurance: Specific insurance requirements - important for high-value advisory services

6. Assignment and Subcontracting: Rules for transferring rights or delegating duties - relevant for larger advisory firms

7. Alternative Dispute Resolution: Detailed mediation/arbitration procedures - useful for complex or high-value arrangements

What schedules should be included in a Business Advisory Agreement?

1. Schedule 1 - Scope of Services: Detailed breakdown of specific advisory services, deliverables, and timelines

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

3. Schedule 3 - Key Personnel: Lists key team members and their roles in providing the advisory services

4. Schedule 4 - Service Levels: Specific performance metrics and service standards

5. Schedule 5 - Reporting Requirements: Format and frequency of progress reports and updates

6. Appendix A - Compliance Procedures: Detailed compliance requirements and procedures

7. Appendix B - Communication Protocol: Agreed communication channels and response times

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

Jurisdiction

Nigeria

Publisher

Genie AI

Cost

Free to use

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