Valuefield

Limited

Consulting

Services

Statement of Work
The Managing Director
Nuropel Africa Limited
Lagos,
Nigeria
10 June, 2015

Attention: Mr. Marshal Onoriode

Dear Sir,
Engagement as Business Advisory Consultants for Product Launch and
Company Setup

This Statement of Work, including any appendices, schedules, and/ or

attachments, documents the underst-anding between Valuefield Consulting
Services Limited (Valuefield) and Nuropel Africa Limited (Nuropel or the
Company or the Client) with respect to certain services to be performed by
Valuefield relating to the provision of advisory services to the Company
(Services). Valuefield shall provide the Services pursuant to the provisions
of this Statement of Work which describes our understanding with respect to
the Services (Agreement).
Project Background and Scope
Nuropel Africa Limited is a technology and business development start-up in
the process of establishing in the Nigerian market and introducing unique
products and it has become necessary to engage the services of
management consultants to ensure some critical processes necessary for
this are properly carried out. The Company wishes to enable engagement
with prospective clients on a professional level and as such requires
Valuefieldto provide assistance with respect to the following activities:

Document a Company Profile

Develop a Go-to-Market Strategy to enable market entry for Nuropel

Develop and document Product sales terms (Purchase, Operational Lease,

Commissions/Partnerships)

Prepare a Product Launch presentation for prospective clients of Nuropel

Prepare a Five Year Financial Forecast for Nuropel

Exclusions
This engagement letter does not include any service not specifically
mentioned herein. However, we would be pleased to discuss with you as a
separate engagement, any addition services that you may require.
Deliverable
The key deliverables on this engagement will be the Lease Agreement
document containing all the relevant segments and a Value
Proposition/Marketing presentation.
You will appreciate that our reports will be prepared solely in connection with
and for use in accordance with the terms of this letter.
Acceptance
Nuropel Africa Limited is obliged to accept Valuefields deliverable (and will
be considered to have given final approval of the satisfactory completion of
the project) when it takes custody of the project deliverable stated above or
does not provide response/comments to the project deliverable stated above
within a reasonable timeframe.
Valuefields deliverables and any informal feedback will be provided on the
basis that they are for the sole use of and exclusively for the purposes set
out herein. We will have no obligation to update our deliverables for events
occurring subsequent to the date of sign-off by Nuropel Africa Limited or
arising out of circumstances that were not under consideration as part of the
contracting of this engagement.
Nuropel Africa Limiteds Responsibilities
In connection with Valuefields provision of the Services, Nuropel will perform
the tasks, furnish the personnel, provide the resources, or undertake the
responsibilities specified below

Nuropel will designate representative staff who will make all management
decisions with respect to this engagement. The designated person(s) will
also be readily available throughout the duration of the project to provide
relevant information and approval of key decisions.

Nuropel will ensure that all required personnel are available for
discussions and interviews as and when needed.

Nuropel will provide the necessary resources that will ensure that the
project proceeds according to management expectations, including data
and information requested by Valuefield, logistics support for the project
team and infrastructure to ensure efficient running of the project.

Nuropel shall be fully and solely responsible for applying independent

business judgment with respect to the services and work product provided
by us, to make implementation decisions, if any, and to determine further
courses of action with respect to any matters addressed in any advice,
recommendations, services, reports, or other deliverables to the
Company.

It shall be the responsibility of In-Sourcings management to determine

further courses of action with respect to any matters arising from our
participation in the project.
Valuefields performance will be dependent upon Nuropels timely and
effective satisfaction of its responsibilities set out in this letter, including
timely decisions and approvals. Nuropel agrees that Valuefield shall be
entitled to rely on all your decisions and approvals in connection with these
services.
Furthermore, Nuropel understands that Valuefield is relying on the
information that is provided and represents that such information is true,
accurate and complete.
Valuefields Responsibilities
Valuefields responsibilities includes carrying out the activities covered under
the scope of this engagement;

Develop and document a structured lease agreement

Prepare a Value Proposition presentation for prospective clients of Nuropel

The engagement will be completed and all deliverables submitted by

latest Fourteen (14) working days after engagement and mobilization
payment, any one that comes last.

Fees & Expenses

Based on our understanding of the requirements of Nuropel Africa Limited on
this assignment, our discounted professional fee for the scope of services
described in this Statement of Work will be N2,500,000(Two Million Five
Hundred Thousand Naira) only.
S/
N

Billing

Percentage
of Fees

Amount

Timelines

1.

Mobilisation
Billing

50%

N1,250,000.
00

On commencement of
project

2.

Final Billing

50%

N1,250,000.
00

On submission of final
documents

Our fees are exclusive of VAT, and out-of-pocket expenses which will be billed
at actual cost if any and is based on rates which remain valid until
September 2015. Our fee is also dependent on Nuropel fulfilling the
Responsibilities and Assumptions described in this Statement of Work.
We appreciate the opportunity of being of service to the Company on this
project. We are committed to providing you with quality services in an
efficient and timely manner. You can be assured that the assignment will
receive our close attention.

Yours faithfully

UcheNwachukwu
Valuefield Consulting Services Limited