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Non Equity Partnership Agreement for Nigeria

Non Equity Partnership Agreement Template for Nigeria

A comprehensive legal document governed by Nigerian law that establishes a partnership arrangement where partners contribute expertise, services, or resources rather than equity capital. The agreement defines the operational framework, management structure, profit-sharing mechanisms, and partner obligations while complying with Nigerian Partnership Laws and relevant state legislation. It includes provisions for partner responsibilities, decision-making processes, intellectual property rights, and dispute resolution mechanisms, all tailored to the Nigerian business environment and legal system.

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Non Equity Partnership Agreement

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What is a Non Equity Partnership Agreement?

The Non-Equity Partnership Agreement is essential for businesses and professionals in Nigeria seeking to form collaborative relationships without capital investment requirements. This document is particularly useful when partners intend to contribute their expertise, services, professional networks, or other non-financial resources to the partnership. It operates under Nigerian law, specifically the Partnership Laws of relevant states and the broader framework of the Companies and Allied Matters Act (CAMA) 2020. The agreement typically includes detailed provisions for operational management, profit sharing, partner obligations, and exit mechanisms, making it suitable for professional services firms, consulting arrangements, and strategic business collaborations. This type of agreement is increasingly popular in Nigeria's growing service sector, particularly among professional practitioners and businesses seeking flexible partnership structures.

What sections should be included in a Non Equity Partnership Agreement?

1. Parties: Identification of all partners with full legal names and addresses

2. Background: Context of the partnership formation and brief description of partners' business objectives

3. Definitions: Definitions of key terms used throughout the agreement

4. Partnership Business: Detailed description of the partnership's business scope and objectives

5. Term and Commencement: Duration of the partnership and conditions for commencement

6. Contributions: Details of non-financial contributions from each partner (skills, time, resources, etc.)

7. Management and Decision Making: Management structure, voting rights, and decision-making processes

8. Duties and Obligations of Partners: Specific responsibilities and commitments of each partner

9. Financial Matters: Financial management, accounting practices, and profit/loss sharing

10. Banking and Records: Banking arrangements and requirements for maintaining partnership records

11. Intellectual Property: Ownership and usage rights of intellectual property

12. Confidentiality: Protection of partnership and partner confidential information

13. Non-Competition: Restrictions on competitive activities during and after partnership

14. Admission of New Partners: Process and conditions for admitting new partners

15. Termination: Circumstances and procedures for partnership termination

16. Dispute Resolution: Procedures for resolving disputes between partners

17. Governing Law: Specification of Nigerian law as governing law and jurisdiction

18. General Provisions: Standard boilerplate clauses including notices, amendments, etc.

What sections are optional to include in a Non Equity Partnership Agreement?

1. Foreign Partner Provisions: Additional provisions required when one or more partners are foreign entities

2. Regulatory Compliance: Specific provisions for regulated industries or activities

3. Insurance: Required insurance coverage and responsibilities

4. Environmental Compliance: Environmental obligations for partnerships in industries with environmental impact

5. Technology Usage: Rules regarding use of technology systems and digital assets

6. Force Majeure: Provisions for handling unforeseen circumstances and events beyond control

7. Anti-Corruption Compliance: Specific provisions ensuring compliance with anti-corruption laws

8. Data Protection: Provisions for handling personal and business data in compliance with relevant laws

What schedules should be included in a Non Equity Partnership Agreement?

1. Schedule 1 - Partner Details: Detailed information about each partner including contact details and representatives

2. Schedule 2 - Business Plan: Detailed business plan and strategic objectives

3. Schedule 3 - Non-Financial Contributions: Detailed list of each partner's non-financial contributions

4. Schedule 4 - Management Structure: Detailed management hierarchy and decision-making procedures

5. Schedule 5 - Accounting Policies: Detailed accounting procedures and policies

6. Schedule 6 - Restricted Activities: List of activities requiring unanimous partner approval

7. Appendix A - Key Performance Indicators: Metrics for measuring partnership and individual partner performance

8. Appendix B - Compliance Requirements: Detailed regulatory and compliance requirements applicable to the partnership

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Nigeria

Publisher

Ƶ

Cost

Free to use
Relevant legal definitions









































Clauses



































Relevant Industries

Professional Services

Healthcare

Legal Services

Consulting

Information Technology

Financial Services

Education

Real Estate

Architecture

Engineering

Media and Entertainment

Retail and Distribution

Manufacturing

Agricultural Services

Relevant Teams

Legal

Operations

Compliance

Risk Management

Business Development

Partnership Management

Strategic Planning

Professional Practice

Corporate Affairs

Finance

Human Resources

Relevant Roles

Managing Partner

Chief Executive Officer

Chief Legal Officer

Chief Operating Officer

Legal Counsel

Business Development Manager

Partnership Manager

Professional Practice Manager

Risk Manager

Compliance Officer

Senior Partner

Department Head

Practice Leader

Operations Director

Strategic Planning 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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