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Venture Partner Agreement for Nigeria

Venture Partner Agreement Template for Nigeria

A comprehensive legal agreement governed by Nigerian law that establishes and regulates the relationship between a venture capital firm and a venture partner. The document outlines the terms of engagement, compensation structure, responsibilities, and obligations of the venture partner while ensuring compliance with Nigerian corporate law, investment regulations, and relevant financial services legislation. It includes provisions for deal sourcing, investment evaluation, portfolio management, and carried interest arrangements, while incorporating necessary safeguards for confidentiality and intellectual property protection within the Nigerian legal framework.

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What is a Venture Partner Agreement?

The Venture Partner Agreement is a crucial document in the Nigerian venture capital ecosystem, used to formalize the relationship between venture capital firms and experienced professionals who contribute their expertise, networks, and time to the firm's success. This agreement is particularly important in the Nigerian context where the venture capital industry is rapidly evolving and requires clear governance structures. The document typically addresses key aspects such as deal sourcing, investment evaluation, portfolio company support, and compensation structures, while ensuring compliance with Nigerian regulations including the Companies and Allied Matters Act (CAMA) 2020 and the Investment and Securities Act. It's essential for establishing clear expectations, protecting both parties' interests, and creating a framework for successful collaboration in venture investment activities.

What sections should be included in a Venture Partner Agreement?

1. Parties: Identification of the contracting parties including the venture firm and the venture partner, with their respective addresses and registration details

2. Background: Context of the agreement, including the venture firm's business and the purpose of engaging the venture partner

3. Definitions: Key terms used throughout the agreement, including specific venture capital terminology and Nigerian legal terms

4. Appointment and Scope: Terms of the venture partner's appointment and detailed scope of their responsibilities

5. Term and Termination: Duration of the agreement, renewal provisions, and circumstances for termination

6. Compensation Structure: Details of basic compensation, carried interest, management fee participation, and other financial entitlements

7. Deal Flow and Investment Process: Procedures for identifying, evaluating, and pursuing investment opportunities

8. Confidentiality: Protection of confidential information and trade secrets

9. Non-Competition and Non-Solicitation: Restrictions on competitive activities and solicitation of employees or investors

10. Intellectual Property Rights: Ownership and protection of IP developed during the partnership

11. Representations and Warranties: Standard and specific declarations by both parties

12. Compliance and Regulatory Matters: Obligations to comply with Nigerian laws and regulations

13. Dispute Resolution: Process for resolving disputes, including jurisdiction and applicable law

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

What sections are optional to include in a Venture Partner Agreement?

1. Investment Committee Participation: Include when the venture partner will have a role in investment decisions

2. Portfolio Company Board Representation: Include when the venture partner may serve on portfolio company boards

3. International Operations: Include for ventures with operations outside Nigeria

4. Co-Investment Rights: Include if the venture partner has rights to co-invest in deals

5. Key Person Provisions: Include when the venture partner's personal involvement is crucial

6. Training and Development: Include when the agreement involves mentoring or training responsibilities

7. Exit Provisions: Include detailed provisions for partner exit when dealing with senior partners

8. Fund Marketing and LP Relations: Include when partner will be involved in fundraising activities

What schedules should be included in a Venture Partner Agreement?

1. Schedule 1: Compensation Details: Detailed breakdown of all compensation components including carried interest calculations

2. Schedule 2: Investment Focus Areas: Specific sectors, stages, and types of investments within scope

3. Schedule 3: Reporting Requirements: Templates and timing for required reports and updates

4. Schedule 4: Approved External Activities: List of pre-approved activities outside the venture partnership

5. Schedule 5: Key Performance Indicators: Specific metrics for evaluating the venture partner's performance

6. Schedule 6: Compliance Procedures: Detailed procedures for ensuring regulatory compliance

7. Appendix A: Power of Attorney: If required, specific powers granted to the venture partner

8. Appendix B: Confidentiality Agreement: Detailed confidentiality terms and procedures

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

Jurisdiction

Nigeria

Publisher

Genie AI

Cost

Free to use
Relevant legal definitions




















































Clauses















































Relevant Industries

Technology

Financial Services

Healthcare

E-commerce

Telecommunications

Agriculture Technology

Renewable Energy

Financial Technology

Educational Technology

Logistics and Transportation

Real Estate

Consumer Services

Digital Infrastructure

Manufacturing

Relevant Teams

Legal

Investment

Compliance

Portfolio Management

Due Diligence

Business Development

Risk Management

Fund Administration

Executive Leadership

Deal Sourcing

Investment Committee

Relevant Roles

Managing Partner

Venture Partner

Investment Director

Chief Investment Officer

Portfolio Manager

Investment Associate

Legal Counsel

Compliance Officer

Chief Executive Officer

Investment Committee Member

Deal Sourcing Specialist

Due Diligence Manager

Fund Manager

Senior Investment Analyst

Business Development Director

Industries










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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