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Partner Separation Agreement Template for Nigeria

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Key Requirements PROMPT example:

Partner Separation Agreement

"I need a Partner Separation Agreement for a Lagos-based technology consulting firm with three equal partners, where one partner is leaving to start a competing business effective March 1, 2025; the agreement needs strong non-compete and client protection clauses."

Document background
The Partner Separation Agreement is a crucial legal document used when business partners in Nigeria decide to end their professional relationship and divide their business interests. This agreement becomes necessary when partners choose to dissolve their partnership due to retirement, strategic differences, or other business reasons. The document must comply with Nigerian partnership law, including the Partnership Act and CAMA 2020, and should address all aspects of the separation, from asset division to ongoing obligations. It serves as a comprehensive record of the terms agreed upon by all parties and helps prevent future disputes by clearly documenting each partner's rights and responsibilities post-separation. The agreement is particularly important in the Nigerian business context, where clear documentation of business separations is essential for regulatory compliance and protection of all parties' interests.
Suggested Sections

1. Parties: Identification and details of all partners involved in the separation

2. Background: History of the partnership, reason for separation, and context of the agreement

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

4. Effective Date of Separation: Specific date when the separation becomes effective

5. Partnership Assets and Division: Detailed breakdown of partnership assets and agreed division

6. Financial Settlement: Terms of financial settlement between partners

7. Outstanding Liabilities: Allocation of existing partnership debts and liabilities

8. Client and Contract Distribution: Agreement on distribution of existing clients and contracts

9. Intellectual Property Rights: Division and future usage rights of partnership IP

10. Confidentiality Obligations: Ongoing confidentiality requirements post-separation

11. Non-Compete and Non-Solicitation: Restrictions on competitive activities and client/employee solicitation

12. Tax Matters: Handling of tax obligations and liabilities

13. Dispute Resolution: Process for resolving any disputes arising from the agreement

14. Governing Law: Specification of Nigerian law as governing law

15. Execution: Signature blocks and execution requirements

Optional Sections

1. Employee Matters: Provisions regarding existing employees if the partnership has staff

2. Real Estate: Division of real estate assets if owned by the partnership

3. Ongoing Projects: Handling of projects in progress at time of separation

4. Insurance Matters: Division of insurance policies and ongoing coverage

5. Partnership Name and Branding: Usage rights for partnership name and brand assets post-separation

6. Third Party Consents: Process for obtaining necessary third-party approvals

7. International Assets: Provisions for overseas assets if partnership operates internationally

8. Transitional Services: Temporary support services between partners post-separation

Suggested Schedules

1. Schedule 1: Asset Inventory: Detailed list of all partnership assets and their agreed values

2. Schedule 2: Client List: Complete list of clients and their allocation between partners

3. Schedule 3: Financial Statements: Recent partnership financial statements and accounts

4. Schedule 4: Outstanding Contracts: List of ongoing contracts and their allocation

5. Schedule 5: Intellectual Property Register: Detailed inventory of all IP owned by the partnership

6. Appendix A: Valuation Reports: Independent valuations of partnership assets

7. Appendix B: Tax Clearance Certificates: Current tax clearance documentation

8. Appendix C: Property Documents: Relevant property documentation if applicable

Authors

Alex Denne

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

Relevant legal definitions

































Clauses






























Relevant Industries

Professional Services

Legal Services

Accounting & Financial Services

Real Estate

Technology & Software

Healthcare

Construction

Retail & Trading

Manufacturing

Consulting

Architecture

Engineering

Relevant Teams

Legal

Corporate Secretariat

Finance

Compliance

Risk Management

Operations

Business Development

Tax

Human Resources

Relevant Roles

Managing Partner

Senior Partner

Business Owner

CEO

Legal Counsel

Corporate Lawyer

Business Development Director

Financial Director

Operations Manager

Company Secretary

Partnership Manager

Risk Manager

Compliance Officer

Tax Manager

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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