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Dear Okpire Collins

Renewable Energy Talent and Integrated Services Nigeria Ltd ( “RETISN” or “the Company”) is poised to
transform the African economy in the next three decades through the development of high-quality professional
energy trainees that will lead the energy access transformation on the continent in the next three decades.
Pursuant to this vision, the Company has developed a Training Program to equip individuals interested in
renewable energy with the requisite knowledge and skills for the sector. Okpire Collins have indicated interest in
and RETISN is pleased to offer you a position as a member in its Training Program. The below agreement and
RETISN’s Code of Conduct shall form the terms and conditions of engagement governing your participation in
the program. RETISN and the Talent may be jointly referred to as Parties and individually as Party.

1.0 DURATION

The Training Program (“the Program”) shall be for a duration of 2 years, 4 months. The engagement will
commence with the Course which runs for a maximum of 4 months and will conclude with RETISN placing the
Trainee in a Work Experience Program which lasts for 24 months during which the Trainee will be expected to
repay the costs for the Training. Provided that where RETISN is unable to place the Trainee within 6 months after
the Course, the Trainee shall be free to terminate this contract.

2.0 OBLIGATIONS

2.1 Obligations of the Company

Under the terms of this Agreement, the Company agrees to:

i. provide the Trainee with the content and materials required for the Course.

ii. upon successful completion of the Course, support the Trainee with a paying project or engagement for work
experience in accordance with the above mentioned duration within a reasonable time period.

2.2 Obligations of the Trainee

The Trainee agrees to:

i. keep up with the ethical standards expected of Trainees enrolled by the Company in the Program;

ii.commit to diligently attend the Course (4 months) and undertake all assignments given to the Trainee in line
with the objectives of the Program.

iii. Give reasonable efforts to attaining a reasonable standard of competence and performance for each task for
which he/she has been assigned within the Training Program and Work Experience Program .
iv. Commit to gaining experience and working in the organisation in which the Trainee is placed diligently for the
length of time agreed with the Company.

v. Repay the costs for the Training Program within the work experience program which lasts for a 24 month
period. Provided that where the Trainee terminates this agreement at any time before the end of the 24 month
repayment period, all costs for the Training Program become immediately due and payable.

vi. authorise the Company to serve as the Trainee’s representative in contracts for employment within the solar
energy industry for the duration of this contract.

vii. update Curriculum Vitae and portfolio on a regular basis as agreed between parties.

viii. conduct himself/herself professionally and with dignity and do nothing considered unlawful during the term of
this agreement.

ix. procure a surety to guarantee performance under this agreement. Such Surety agrees to assure and guarantee
compliance with this Agreement under Guarantor Agreement (Schedule A), the satisfactory completion of all
tasks assigned, payment of all fees required herein and any other obligation required of the Trainee in accordance
with the terms of this Agreement and shall hold the Company harmless from any claims resulting from
non-performance or error of the Trainee.

x. grant the exclusive right to use the Trainee’s name, as well as all approved professional profiles in connection
with the advertising and/or publicity for the Trainee in line with the scope of this Agreement.

Where the Company is of the opinion that any Trainee needs financial assistance during the apprenticeship
portion of the Course which lasts for 6 weeks, such Trainee shall be provided with monies of such amount as is
decided by the Company for upkeep but not more than N30,000 as support. Provided that such upkeep will
always be at the discretion of Management.

3.0 RELATIONSHIP WITH RETISN

You are not an employee or agent of RETISN and as such RETISN shall not be responsible for complying with tax
obligations expected of an Employer under the law in which you reside.

4.0 INTELLECTUAL PROPERTY

All documents and data furnished or to be furnished by RETISN, whether or not marked as proprietary in
connection with this Agreement, and all Intellectual Property Rights in connection therewith, shall remain
RETISN’s property.
The provisions of this Section shall survive termination of this Engagement and shall remain in full force and
effect at all times thereafter.

5.0 CONFIDENTIALITY

You agree to keep in confidence, and not to disclose or use for your own respective benefit or for the benefit of
any third party (except as may be required for the performance of services under this Agreement or as may be
required by law), any information, documents, or materials that are reasonably considered confidential regarding
RETISN’s products, business, customers, clients, suppliers, or methods of operation; provided, however, that
such obligation of confidentiality will not extend to anything in the public domain or that was in your possession
of prior to disclosure. You will take reasonable precautions to safeguard RETISN’s property.

The above obligations shall survive the termination of this Agreement and shall remain in force for as long as the
information covered by confidentiality has not otherwise become public knowledge, without any fault on your
part.

6.0 FORCE MAJEURE

6.1 For the purpose of this Agreement, force majeure shall be construed as circumstances beyond the control of
any Party to this Agreement including Acts of God, nuclear boom, fire, war, terrorist attack, epidemic or
pandemic that ha a significant adverse effect on the performance of work.

6.2 If any circumstances of force majeure shall prevent or hinder the full or partial execution by either you or
RETISN of the obligations arising under this Agreement, the Party affected shall be excused from the
performance of its obligations only to the extent that such is prevented or delayed.

6.3 Provided it has complied with clause 6.4, if a party is prevented, hindered or delayed in or from performing
any of its obligations under this agreement by a Force Majeure Event (Affected Party), the Affected Party shall not
be in breach of this agreement or otherwise liable for any such failure or delay in the performance of such
obligations. The time for performance of such obligations may be extended accordingly.The corresponding
obligations of the other party will be suspended, and it's time for performance of such obligations extended, to
the same extent as those of the Affected Party.

6.4 The Affected Party shall:

(a) as soon as reasonably practicable after the start of the Force Majeure Event but no later than Five
(5) days from its start, notify the other party in writing of the Force Majeure Event, the date on which it
started, its likely or potential duration, and the effect of the Force Majeure Event on its ability to perform
any of its obligations under the agreement, the steps it has taken to mitigate the effect of such force
majeure on the performance of its obligations

and

(b) use all reasonable endeavours to mitigate the effect of the Force Majeure Event on the
performance of its obligations.
6.5 If the Force Majeure Event prevents, hinders or delays the Affected Party's performance of its obligations for
a continuous period of more than 2 weeks, the party not affected by the Force Majeure Event may terminate this
agreement by giving 5 days' written notice to the Affected Party.

7.0 REPRESENTATIONS AND WARRANTIES

You warrant and represent that :

i. you have the right, power and authority to enter into this Agreement

ii.you are qualified to be a member of the Program and that you will devote your best efforts, skill, knowledge and
attention to your obligations under this Agreement.

iii.no prior contract or agreement of any kind entered into with any person, organization or entity will interfere in
any way with your performance of your duties.

RETISN warrants, represents and agrees that it has the right, power, and authority to enter into and fully perform
this Agreement and all of its obligations under this Agreement.

8.0 TERMINATION

Either Party may terminate this Agreement, (a) in the event of a breach of any term or provision of this Agreement;
(b) in the event that the other Party fails to secure the requisite permits, licenses, certificates and/or approvals, or
(c) if the other Party becomes insolvent, the subject of an order for relief in bankruptcy, receivership,
reorganization dissolution, or similar law.

The aggrieved Party shall give written notice to the other Party of an alleged breach and the Party shall have
fifteen (15) days after receipt of such notice to cure the breach. Where the breaching Party fails to resolve or cure
such alleged breach within Fifteen (15) days after receipt of such written notice, the affected Party may terminate
upon giving 7 days written notice to that effect. Notice of termination shall be in writing and deemed given when
delivered in person or by certified mail, postage prepaid, return receipt requested. Upon termination, you agree to
return any property of RETISN to RETISN’s duly appointed representative.

9.0 GOVERNING LAW AND DISPUTE RESOLUTION

This engagement shall be governed by and subject to all applicable laws and regulations in force from time to
time in the Federal Republic of Nigeria. Any dispute arising between you and RETISN in connection with this
engagement or these terms and conditions shall first be settled through negotiation, and mediation between the
Parties at the Lagos Multi-Door Courthouse, Lagos State, Nigeria, failing which the aggrieved Party shall seek
redress in a court of competent jurisdiction in Nigeria.
10.0 NON-COMPETITION

a. During the term of your engagement and for a period of one (1) year immediately thereafter, You agree not
to solicit any employee or independent contractor of the Company on behalf of any other business
enterprise, nor shall you induce any employee or independent contractor associated with the Company to
terminate or breach an employment, contractual or other relationship with the Company.

b. It is further acknowledged and agreed that following termination of your contract with RETISN for any
reason you shall not solicit, take away, or attempt to call on, solicit, or take away any client of the
Company on whom You have called or with whom You became acquainted during the term of your
engagement, as the direct or indirect result of your engagement with the Company.

11.0 NOTICES

Any notice shall be deemed given on the day of mailing or, e-mail, on the next day following the day notice is
deposited with the mail company for transmission, or e-mailed the address of the parties provided as:

The Company: RETISN

Address: 8, Ontario Street, Suncity Estate, Abuja

Email: info@energytalentco.com

The Trainee:

Address:

Email:
12.0 DATA PROTECTION
In processing the data under this arrangement, each Party hereby agrees to comply with the requirements of the
Nigeria Data Protection Regulation 2019 and other applicable data protection legislation.

Each Party will ensure that it shall have all necessary, appropriate consents and notices in place to enable the
lawful transfer, use, and processing of the Personal Data which may come to its possession in connection with
this Agreement.

SIGNED FOR AND ON BEHALF OF RETISN

………………………………………….

Ugochukwu Chukwujiaka

Director

SIGNED FOR AND ON BEHALF OF Okpire Collins

………………………………………….

Okpire Collins
SURETY/GUARANTOR FORM
I, ………………………...…………..………………………………………………………………………….
Hereby make the following declaration that Mr./Mrs./Ms………………………… ………………..…. is my
……………...……………………. and that I have known him/her for the past …………………years. I
hereby confirm that I stand as a Guarantor in respect of his/her engagement as a Energy Talent Trainee
in RETISN Ltd. As a guarantor, I shall be responsible for all losses attributable to his/her negligence in
the performance of his/her duties, or through any form of shortage of money due to theft or
embezzlement through his/her actions which becomes a loss to the Client and/or the company. I am an
employee of ………………………………………………………… living
at……………………………………………………………………….……………………………………

I may also be contacted at the following address:


……………………………………….……..…………………………………………………………………………
………………… and on the following telephone
numbers…………………………………………………………………………….

Dated this……………………………………..day of ………………………… 2022

Signature of Guarantor …………………..

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