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1. Parties: Identification of the principal and broker, including registration details and regulatory licenses
2. Background: Context of the agreement and brief description of the parties' business relationship
3. Definitions: Key terms used throughout the agreement, including regulatory and industry-specific terminology
4. Appointment and Scope: Terms of broker's appointment, territory, and scope of authorized activities
5. Regulatory Compliance: Obligations to comply with Nigerian laws, particularly ISA 2007 and other relevant regulations
6. Broker's Obligations: Detailed responsibilities, reporting requirements, and performance standards
7. Principal's Obligations: Support, information, and resources to be provided by the principal
8. Compensation: Commission structure, payment terms, currency, and payment mechanisms
9. Representations and Warranties: Statements regarding licensing, capacity, and regulatory compliance
10. Confidentiality: Protection of confidential information and trade secrets
11. Intellectual Property: Usage rights for trademarks, marketing materials, and other IP
12. Liability and Indemnification: Risk allocation, limitation of liability, and indemnification provisions
13. Term and Termination: Duration, renewal, and grounds for termination
14. Post-Termination Obligations: Obligations surviving termination and wrap-up procedures
15. Governing Law and Jurisdiction: Nigerian law as governing law and jurisdiction for disputes
16. General Provisions: Standard boilerplate clauses including force majeure, notices, and amendments
1. Non-Competition: Restrictions on broker's competitive activities, used when broker has access to sensitive market information
2. Data Protection: Specific provisions for handling personal data, required if dealing with EU clients or significant data processing
3. Foreign Exchange Compliance: Detailed forex compliance procedures, needed when transactions involve multiple currencies
4. Insurance: Insurance requirements and coverage details, important for high-value transactions
5. Anti-Corruption: Detailed anti-corruption provisions, essential when dealing with government entities or high-risk markets
6. Training and Support: Details of training provided by principal to broker, important for complex products or services
7. Marketing Guidelines: Specific rules for marketing and promotion, needed when broker has significant marketing responsibilities
1. Schedule 1 - Commission Structure: Detailed breakdown of commission rates, calculations, and payment terms
2. Schedule 2 - Territory: Detailed description of geographical territory and any exclusions
3. Schedule 3 - Products/Services: List and descriptions of products/services the broker is authorized to promote
4. Schedule 4 - Reporting Requirements: Templates and timing for required reports and notifications
5. Schedule 5 - Compliance Procedures: Detailed compliance procedures and checklists
6. Schedule 6 - Key Performance Indicators: Performance metrics and evaluation criteria
7. Appendix A - Required Licenses: Copies or details of required regulatory licenses and registrations
8. Appendix B - Standard Operating Procedures: Operational procedures and guidelines for broker activities
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