Last updated 2026-07-30
DRAFT — FOR REVIEW BY QUALIFIED NIGERIAN COUNSEL. NOT FOR SIGNATURE OR PUBLICATION IN THIS FORM. Prepared by Popucáo legal-ops. Every
[COUNSEL: …]flag marks a judgment call a licensed lawyer must make. Every[TODO: …]marks a fact nobody has supplied yet.
Document: Popucáo Ambassador Agreement (independent contractor terms) Version: 0.1 draft · Date prepared: 29 July 2026 Applies to: individuals who carry Popucáo offer codes ("Ambassadors" — referred to as carriers in the codebase)
This is the plain-English summary. It is not a substitute for the terms below, but nothing below is meant to contradict it. If it does, tell us — that is a drafting bug.
This Agreement is between:
(1) POPUCAO LIMITED, a company incorporated in Nigeria (RC No. [TODO: RC NUMBER — incorporation in progress at CAC]) whose registered office is at [TODO: REGISTERED ADDRESS] ("Popucáo", "we", "us"); and
(2) You, the individual who accepts these terms in the Popucáo app ("you", the "Ambassador").
Effective date: the date you accept these terms in the app.
[COUNSEL: POPUCAO LTD is not yet incorporated. This agreement must not be issued to any Ambassador before the certificate of incorporation is issued, or the contracting party does not exist. If a pilot must run before then, advise on the correct pre-incorporation position (CAMA 2020 s.96 pre-incorporation contracts and ratification).]
A. Popucáo operates a platform that lets a business ("Advertiser") publish an offer, and lets individuals promote that offer using a unique code. When a sale is made and attributed to a code, Popucáo pays the person holding that code a reward.
B. Popucáo is not a payment service. Customers pay Advertisers directly, by whatever means the Advertiser accepts. Popucáo does not receive, hold, transmit or settle the customer's payment, and does not hold money on behalf of any Ambassador, Advertiser or customer.
C. The Ambassador wishes to promote offers on their own account, in their own way, at their own choosing, as an independent contractor.
| Term | Meaning |
|---|---|
| Advertiser | A business that publishes an Offer on the platform. |
| Offer | A campaign published by an Advertiser: what the customer gets, what a qualifying sale is worth, and the conditions the Advertiser has set. |
| Code | The unique QR code and short code issued to you for a particular Offer. One Code per Ambassador per Offer. |
| Qualifying Sale | A sale that (a) is attributed to your Code, (b) is confirmed by the Advertiser, (c) passes our fraud checks, and (d) meets the criteria the Advertiser set for that Offer. Section 5 explains this fully. |
| Reward | The amount the Advertiser has set for a Qualifying Sale under a particular Offer, as displayed to you in the app before you carry it. |
| Hold Period | 7 days from the confirmation of a sale, during which the Reward is recorded as yours but cannot yet be withdrawn. |
| Clawback | The reversal of a Reward where the underlying sale is refunded, reversed, disputed, or found not to have qualified. |
| Ledger | Popucáo's append-only record of amounts owed and paid. Entries are never edited or deleted; corrections are made by posting an opposing entry. |
| Platform | The Popucáo apps, website and services. |
2.1 You are an independent contractor. This Agreement does not create employment, a partnership, a joint venture, an agency, or a franchise between you and Popucáo. You are not our worker, employee, apprentice, or agent, and you must not describe yourself as any of those.
2.2 We do not control how you work. You decide:
2.3 There is no exclusivity of any kind. You may carry offers for as many Advertisers as you like, may promote products for businesses that have nothing to do with Popucáo, may work for anyone else including our competitors, and may run your own business. Nothing here restricts that, during or after this Agreement.
2.4 You are not required to do anything. There are no targets, quotas, minimum activity levels, acceptance rates, response times, shifts, rosters, check-ins, uniforms, scripts or supervision. Carrying no Offers for any length of time is not a breach of this Agreement and has no consequence beyond the fact that you earn nothing.
2.5 You may use help. You may involve other people in your own promotional activity at your own cost and on your own terms. If you do, they are your responsibility, not ours, and they gain no rights against us.
2.6 Nothing in this clause 2 is cosmetic. The whole design of the platform — no dispatch, no schedule, no direction, payment per outcome only — is intended to reflect what actually happens. If any Popucáo feature, message or staff instruction ever contradicts this clause, this clause governs and you should tell us at [TODO: SUPPORT EMAIL].
[COUNSEL: This clause set is the anti-misclassification spine. The comparator risk is the control-based analysis in Uber BV v Aslam [2021] UKSC 5 (persuasive only in Nigeria, but the factual test is similar to that applied under the Labour Act and by the National Industrial Court). Please confirm: (a) whether Nigerian practice requires anything further to rebut an employment characterisation; (b) whether the Ambassador should be required to warrant they are not economically dependent on Popucáo; (c) whether a minimum-earnings or benefits provision would undermine the position.]
3.1 You must be 18 or older and legally able to enter contracts in Nigeria.
3.2 You must give accurate information when you register, and keep it up to date. The account is personal to you. You must not let anyone else use it.
3.3 Identity verification (KYC) applies only to payment. You can browse offers, accept an offer, take a Code, and promote it without verifying your identity. Before we can pay you anything, you must complete identity verification through our licensed verification provider.
3.4 When you verify, you enter your BVN or NIN. That number goes to the verification provider. Popucáo never stores it. There is no field for it anywhere in our systems. What we keep is the provider's reference and their yes/no answer — which is all a payment check needs.
3.5 Your bank account must be in your own name, matching your verified identity. We will not pay to an account in someone else's name.
4.1 We issue you one Code per Offer you accept. The Code identifies you as the person who introduced the customer. It is how you get paid.
4.2 The Code is licensed to you for use with that Offer. You may display it, share it, post it, print it, or show it on your phone — that is the point of it.
4.3 You must not sell, rent, auction, or transfer your Code, and you must not let an Advertiser or their staff keep a copy of it to apply to walk-in customers you did not bring. Both destroy the thing the Advertiser is paying for.
4.4 We may deactivate a Code when the Offer ends, is paused by the Advertiser, exhausts its budget, or where clause 13 applies. Where an Advertiser pauses or ends an Offer, we will tell you rather than leave you to discover it.
5.1 The Advertiser sets the Reward, and the criteria. Before you accept an Offer, the app shows you: what the customer gets, what you earn per Qualifying Sale, and the conditions attached. Those conditions are the Advertiser's commercial choice and vary between Offers.
5.2 The most common condition is "new customers only". Where an Advertiser has that setting switched on for an Offer, a Reward is earned only where the customer has not bought from that business before. Where the Advertiser has switched it off, a Reward is earned on an attributed sale whether or not the customer had bought there before. The app shows you which applies before you accept the Offer, and the same terms are shown to the customer.
[COUNSEL: Nothing here should be read as promising a particular criterion across all Offers. FCCPA 2018 conspicuousness cuts both ways — the criterion must be visible to the Ambassador *before* acceptance and to the customer *before* the sale. Confirm the drafting is adequate.]
5.3 A sale becomes a Qualifying Sale when all of these are true:
| Step | What happens |
|---|---|
| Attribution | The sale is tied to your Code. |
| Confirmation | The Advertiser confirms the sale actually happened, and its amount. |
| Fraud check | Automated checks run. If something looks wrong, the sale goes to a person for review before any Reward is confirmed. |
| Criteria | The sale meets the conditions the Advertiser set for that Offer (see 5.2). |
| Budget | The Offer still has budget left, and any daily or per-code limit has not been reached. |
5.4 Outcomes you will see in the app, and what they mean for you:
| What the app says | What it means |
|---|---|
| Held · available [date] | The sale qualified. The Reward is recorded as yours. It becomes withdrawable when the Hold Period ends. |
| Paid | The Hold Period has passed. The Reward is withdrawable. |
| We're checking this one | A fraud check flagged it. A person is reviewing it. No Reward is confirmed while it waits. We aim to resolve within [TODO: TARGET, e.g. 24–48 hours]. |
| No reward | A real sale happened and the customer got their discount, but the sale did not meet the Advertiser's criteria — most often, the customer had bought there before. You earn nothing on it. |
| Not counted | The review concluded the sale did not qualify. |
| Reversed | The sale was refunded or reversed after the Reward was recorded. See clause 7. |
5.5 We will not tell you which specific signal caused a review. Explaining the fraud checks in detail teaches people how to defeat them. You will always be told the outcome and that you may ask us to look again (clause 13.4).
5.6 We do not promise you any level of earnings. We do not promise that any Offer will produce sales, that any Advertiser will keep an Offer running, or that any particular amount will be earned. Any figure shown anywhere as an example is an example.
6.1 Your earnings come from one source: sales made by customers you introduced with your own Code.
6.2 To be completely clear, and because this is a legal line rather than a policy preference:
6.3 If anyone — including anyone claiming to represent Popucáo — offers you money to recruit others, tells you to build a team, or asks you for a fee to join, that is not Popucáo. Report it to [TODO: SUPPORT EMAIL].
[COUNSEL: This clause is the anti-pyramid-scheme position, and it is deliberately stated positively and in the operative terms rather than only in a policy. Please confirm sufficiency against: FCCPA 2018 and the FCCPC's published position on pyramid/Ponzi arrangements; the Criminal Code / Penal Code treatment of such schemes; and SEC Nigeria's remit where an arrangement has investment characteristics. The supporting factual point, which counsel may wish to see verified in the code: the database schema deliberately has noreferred_byor parent-carrier column (apps/api/migrations/0001_init.sql, "INVARIANT 4"), so a downline is not merely prohibited, it is unrepresentable.]
7.1 A Reward on a Qualifying Sale is recorded as owed to you immediately, and is shown to you immediately with the date it becomes available.
7.2 It becomes withdrawable 7 days after the sale is confirmed. The Hold Period exists because a customer can return goods, cancel, or dispute a payment in that window. It protects both of us: if the sale is reversed during the Hold Period, nothing has to be recovered from you.
7.3 Clawback. If a sale is refunded, reversed, cancelled, charged back, or is found after the fact to have been fraudulent or not to have met the Offer's criteria, we may reverse the Reward. We do this by posting an opposing entry to the Ledger — the original record is never deleted, so you can always see what happened and why.
7.4 How a clawback is recovered. If the Reward has not yet been paid to you, we simply do not pay it. If it has already been paid to you, we set the amount off against Rewards you earn later. We will not ask you to repay money already in your bank account, except where the sale was reversed because of your own fraud or dishonesty (clause 9), in which case we may claim the amount from you as a debt.
[COUNSEL: 7.4 is a deliberate commercial choice. The platform cannot mechanically recover a settled payment (see plan/01-PSSP-VERDICT.md §4), and an open-ended repayment obligation against ordinary individuals would (a) be practically unenforceable, (b) invite an FCCPA 2018 unfairness argument, and (c) look like the "worker bears the business risk" factor in a misclassification analysis. Please pressure-test whether the fraud carve-out is drafted tightly enough, and whether a set-off cap or time limit should be added.]
7.5 We will tell you when a clawback happens, and why, in the app.
8.1 What your balance is. The balance shown in the app is a record of what Popucáo owes you under this Agreement. It is not a wallet, not a deposit, not stored value, and not money we are holding on your behalf. Popucáo does not hold funds for you, for Advertisers or for customers. When you withdraw, we pay you from Popucáo's own funds, in the same way any business pays a contractor's invoice.
8.2 How to get paid. Once you have verified your identity (clause 3.3) and added a bank account in your own name, you can request a payout of your available balance at any time, subject to a minimum of [TODO: MINIMUM PAYOUT AMOUNT, ₦].
8.3 When. We aim to send payouts within [TODO: PAYOUT SLA, e.g. 1 business day] of a valid request. Actual arrival depends on your bank.
8.4 Failures. If a payout fails (wrong account details, bank rejection), the amount returns to your available balance and we will tell you. Repeated failures may require you to re-verify your account details.
8.5 Costs. We do not charge you a fee to be an Ambassador or to withdraw. [COUNSEL/PRODUCT: confirm — if a transfer fee is ever passed on, it must be stated here and in the app before the request, not after.]
8.6 Dormant balances. If your account is inactive for [TODO: PERIOD] and you have an available balance, we will attempt to contact you at the details you gave us. We do not forfeit balances. [COUNSEL: confirm the correct treatment of long-unclaimed amounts owed to an individual — this is a debt owed by Popucáo, not client money, so unclaimed-property/dormancy rules for financial institutions should not apply, but please confirm and advise on a limitation-period position.]
9.1 You are responsible for your own taxes. You are self-employed for tax purposes. Popucáo does not operate PAYE for you, does not make pension contributions for you, and does not provide employment benefits.
9.2 Withholding tax. Nigerian tax law requires the payer of commission-type income to deduct tax at source. We will deduct withholding tax at the applicable rate — currently understood to be 5% for commissions paid to a resident individual — from each Reward before paying you, and remit it to the relevant tax authority.
9.3 What this looks like in practice. If an Advertiser has set a Reward of ₦500, we deduct ₦25 and pay you ₦475. The ₦25 is not kept by us; it is remitted to the tax authority in your name.
9.4 You get credit for it. We will issue you a withholding tax credit note for amounts deducted, which you can set against your own income tax. Credit notes will be available in the app [TODO: FREQUENCY — monthly / on request].
9.5 To enable this, you may be asked for your Tax Identification Number (TIN). We will tell you if and when that becomes necessary.
[COUNSEL + ACCOUNTANT — this clause needs sign-off from both, and it is the most likely place in this document to be wrong:]
Verified as at 29 July 2026: the Nigeria Tax Act 2025 and the Nigeria Tax Administration Act 2025 took effect 1 January 2026; the Federal Inland Revenue Service is now the Nigeria Revenue Service (NRS); the Deduction of Tax at Source (Withholding) Regulations 2024 took effect 1 January 2025; withheld tax is remitted by the 21st day of the month following deduction. **I could not verify from primary sources the exact current rate for commission paid to a resident individual under the post-2026 regime.** 5% is the commonly cited rate for commissions and professional fees to resident individuals and is used above as a working figure only.Confirm: (a) the correct rate and its statutory source; (b) that a per-sale performance reward is properly characterised as commission rather than something else; (c) whether remittance for resident individuals goes to the Lagos State Internal Revenue Service (as the individual's state of residence) rather than the NRS, and how that works when Ambassadors are resident across multiple states; (d) whether any small-payer or small-supplier exemption relieves Popucáo of the duty to deduct at pilot volumes; (e) whether Ambassadors must hold TINs before payment; (f) whether the Reward should be treated as VAT-inclusive or outside VAT scope in the Ambassador's hands.PRODUCT NOTE: the app currently displays the gross Reward. If 9.2 stands, the app must show the deduction and the net figure at the point of payout, or the first payout will feel like a broken promise.
10.1 You may say what you like about an Offer, provided it is true, and not misleading. Specifically, you must not:
10.2 You must not promote in ways that are unlawful or that people did not ask for. In particular: no bulk unsolicited SMS, WhatsApp broadcasts, or emails to people who have not agreed to hear from you; no scraped or purchased contact lists; no impersonation; no promotion to children; no promotion in any place where you are not allowed to be.
[COUNSEL: unsolicited marketing by Ambassadors is a live NDPA 2023 exposure for Popucáo as well as for them. Advise whether Popucáo should be more prescriptive here, and whether an indemnity from the Ambassador for regulatory penalties arising from their own marketing is enforceable and proportionate against an individual.]
10.3 Prohibited conduct — this will end your access. You must not:
10.4 Where any of 10.3 occurs, we may withhold or reverse affected Rewards, suspend or close your account, and recover amounts already paid to you (see 7.4). We may report suspected criminal conduct to the authorities.
11.1 You do not receive customers' personal information from us. By design, an Ambassador is never shown a customer's identity, phone number, or contact details. You see that a sale happened, its amount, and whether it qualified.
11.2 If, in the course of your own promotion, you come to hold personal information about someone (for example, because they gave you their number), that is yours to handle lawfully under the Nigeria Data Protection Act 2023. You must not pass it to us other than through the platform's normal flows, and you must not use it for anything they did not agree to.
11.3 If you become aware of any leak, loss or misuse of personal information connected with your activity as an Ambassador, tell us immediately at [TODO: SECURITY/PRIVACY EMAIL].
12.1 Confidentiality. You may learn things about how Popucáo works that are not public — in particular how sales are attributed, how new customers are verified, how fraud is detected, and how Offers are matched to Ambassadors. You must keep that confidential during and after this Agreement, and must not use it other than to perform this Agreement. This does not apply to anything that is public, that you already knew, or that you are legally required to disclose.
12.2 Our brand stays ours. "Popucáo", our logo, the platform, and everything in it belong to Popucáo. We license you to use the Offer materials and your Code to promote Offers while this Agreement is in force. That licence ends when this Agreement ends.
12.3 Your content stays yours. Anything you write, film, or design yourself to promote an Offer remains yours. By posting it through or in connection with the platform, you give us a non-exclusive, royalty-free licence to reproduce and display it for the purpose of operating and promoting the platform. You may withdraw that licence for future use at any time by telling us.
12.4 Work we specifically commission. If we ask you to create something for us and pay you for it separately, that work belongs to us, and you assign to us all intellectual property in it with effect from its creation. This does not apply to your ordinary promotional posts under 12.3.
[COUNSEL: 12.3/12.4 deliberately avoid a blanket present assignment of everything an Ambassador creates, which would be disproportionate for an unpaid-until-sale contractor relationship and would sit badly beside the "no control" position in clause 2. Confirm the split is appropriate, and confirm the assignment language in 12.4 satisfies the Copyright Act 2022 requirements for an effective assignment (writing, signature).]
13.1 We may suspend your Codes or your account, with reasons given, where we reasonably suspect conduct under clause 10.3, where identity verification fails, where we are required to by law, or where there is a serious security concern.
13.2 We may close your account for repeated or serious breach of clause 10.
13.3 Suspension pauses new earning. It does not, by itself, cancel Rewards already earned on Qualifying Sales that are not themselves in question.
13.4 You can appeal. If your account or a Reward is affected by a decision you think is wrong, write to [TODO: SUPPORT EMAIL] and a person — not an automated system — will review it. We aim to respond within [TODO: SLA]. This does not take away any right you have to go to court or to complain to a regulator.
[COUNSEL: NDPA 2023 gives data subjects rights in relation to solely automated decisions with significant effects. Fraud flagging routes to human review by design, and clearing a flag re-applies the underlying rules rather than overriding them (apps/api/src/domain/settlement.ts, clearFlag). Please confirm whether the automated-decision provisions bite here and whether a specific clause is required.]
14.1 You can stop at any time, for any reason, with no notice and no penalty. Just stop, or close your account in the app.
14.2 We can end this Agreement on [TODO: NOTICE PERIOD, e.g. 14 days] written notice, or immediately where clause 13.2 applies.
14.3 When this Agreement ends:
14.4 Ending this Agreement does not require either of us to give a reason for ending it, and neither of us owes the other compensation for it ending.
15.1 What we are not responsible for. Popucáo introduces customers to Advertisers. We are not the seller. We are not responsible for an Advertiser's goods, services, staff, premises, safety, honouring of a discount, or treatment of you or a customer. Disputes about a purchase are between the customer and the Advertiser.
15.2 What you are responsible for. Your own conduct, your own tax, your own equipment, and anything you say while promoting an Offer.
15.3 Limit on our liability. Our total liability to you in connection with this Agreement in any 12-month period is limited to the total Rewards payable to you in that period. We are not liable for loss of profit, loss of opportunity, or indirect loss. Nothing in this Agreement limits liability for death or personal injury caused by negligence, for fraud, or for anything that cannot lawfully be limited.
[COUNSEL: confirm the cap is enforceable and not liable to be struck down as unfair under FCCPA 2018 where the counterparty is an individual, and confirm the standard Nigerian carve-outs are correctly stated.]
15.4 Your indemnity. You will indemnify us against losses, fines and reasonable costs we suffer as a direct result of your breach of clause 10 (honest promotion and prohibited conduct). [COUNSEL: consider capping this, or limiting it to deliberate or fraudulent breach. An uncapped indemnity against an individual is aggressive and may be read as inconsistent with the contractor characterisation.]
16.1 We may change these terms. We will give you at least [TODO: NOTICE, e.g. 14 days] notice in the app or by message before a change takes effect.
16.2 Changes do not apply retrospectively to Rewards already earned, and do not change the Reward attached to an Offer you are already carrying.
16.3 If you do not accept a change, you can stop being an Ambassador (clause 14.1). Continuing to carry Offers after the change takes effect means you accept it.
17.1 This Agreement is governed by the laws of the Federal Republic of Nigeria.
17.2 If something goes wrong, we talk first. Contact [TODO: SUPPORT EMAIL]. We will try in good faith to resolve it within [TODO: PERIOD].
17.3 If that fails, the dispute may be referred to mediation at the Lagos Multi-Door Courthouse before either of us starts court proceedings.
17.4 Otherwise the courts of Lagos State have jurisdiction. Nothing here prevents you from complaining to a regulator, including the Federal Competition and Consumer Protection Commission or the Nigeria Data Protection Commission.
[COUNSEL: an arbitration clause has deliberately NOT been used here. Typical disputes with an Ambassador concern sums of a few hundred to a few thousand naira; arbitration costs would exceed the claim by orders of magnitude, which risks being characterised as a device to defeat small claims, and could attract FCCPA 2018 scrutiny. Mediation-then-courts is proposed instead. Advertiser terms take a different approach (arbitration is offered as an option there, because those counterparties are businesses). Please confirm this split is the right call, and whether Lagos State High Court or the Magistrates' Court small-claims track should be named.]
18.1 Notices to you go to the phone number or email on your account; to us, to [TODO: NOTICE EMAIL / ADDRESS].
18.2 Assignment. You may not transfer this Agreement. We may transfer it to a group company or on a sale of our business, on notice to you.
18.3 No third-party rights, except that a group company may enforce clause 12.
18.4 Severability. If any part is unenforceable, the rest continues.
18.5 Entire agreement. This document, plus the Offer terms shown in the app and our Privacy Notice, is the whole agreement between us.
18.6 Acceptance. You accept these terms by tapping to accept in the app. We record the date, time, and version accepted. [COUNSEL: confirm sufficiency of click-wrap acceptance and the electronic record under the Evidence Act 2011 (as amended) and CAMA 2020 electronic-signature provisions; specify what the acceptance log must capture.]
POPUCAO LIMITED Name: [TODO: SIGNATORY — Alozie Favour Chizuruoke, Director?] Title: Director Date: ________________
AMBASSADOR Accepted in-app · Name captured at registration · Version and timestamp recorded by Popucáo.
(If a wet-ink version is required for pilot Ambassadors, insert a signature block and a witness line here. [COUNSEL: is a witness required for this class of agreement?])
Read this first — the facts you need to check the draft against.
The company does not exist yet. POPUCAO LTD is mid-incorporation at CAC. No RC number, no TIN, no corporate bank account. Nothing in this document should be issued before incorporation completes. Founders: Alozie Favour Chizuruoke and a co-founder currently identified only by the handle "ycent" — [TODO: full legal name of second founder for the register of members and directors].
Popucáo is deliberately outside the payment path. The customer pays the shop directly, by cash, transfer, card, whatever the shop accepts. Popucáo never receives, holds, transmits or settles that money. Where an Advertiser prepays a campaign budget, the funds are held in an account at Safe Haven (a licensed microfinance bank), not by Popucáo. Ambassadors are paid out of Popucáo's own funds as contractors. This structure was chosen specifically because a CBN Payment Solution Service Provider licence does not permit holding funds and Popucáo holds no licence at all (see plan/01-PSSP-VERDICT.md). Please confirm the drafting in clauses 2(B recital), 7 and 8.1 keeps Popucáo clearly outside CBN licensable activity, and flag any wording that could be read as stored value or as money transmission.
Withholding tax is the largest open question (clause 9). Rate, characterisation as commission, which tax authority receives it for resident individuals across different states, whether any exemption applies at pilot volume, and whether Ambassadors need TINs. This needs a tax practitioner as well as counsel, and it has an engineering consequence: if deduction at source stands, the payout code must deduct and the app must display net.
Governing law and dispute resolution. Nigerian law, Lagos courts, with mediation first and no arbitration — reasoning at 17.4's flag. If counsel prefers arbitration, please address the cost-versus-claim-size problem expressly.
The no-MLM position (clause 6) is load-bearing. It is stated positively and in operative terms, not buried in a policy. Please confirm sufficiency against FCCPA 2018 / FCCPC practice and any SEC Nigeria overlap. Supporting fact for the file: the data model has no way to record who introduced whom, so a downline cannot be built without a schema change — which is documented internally as a legal decision, not an engineering one.
Contractor status (clause 2). The control factors are genuinely absent, not merely disclaimed. Please advise whether Nigerian practice — Labour Act and National Industrial Court authorities — requires anything additional, and whether any Popucáo feature would undermine the position (for example, if quality scoring, ranking, or preferential Offer allocation is introduced later, that should be re-reviewed).
Clawback (7.4) deliberately does not create an open repayment obligation except for fraud. Please confirm this is the right balance, or advise on a capped alternative.
Open drafting questions for you:
Placeholders to fill before execution: RC number, registered address, support/security/notice contacts, minimum payout amount, payout SLA, review SLA, notice periods, dormancy period, credit-note frequency, signatory name.
Prepared by Popucáo legal-ops (AI). Not legal advice. For review by qualified Nigerian counsel before execution or filing.
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