Joint Venture Agreements

Joint Venture Agreements
Joint Venture Agreements

Joint Venture Agreements. The term “joint venture” is commonly used but its meaning is not precise. The term “joint venture” generally refers to undertakings that may or may not use incorporated structures, and rely on a contract to govern the relationship of the parties.

 

Joint Venture Agreements

An unincorporated joint venture for a specific project. Two joint venture partners join forces to complete a particular project. The agreement ensures the relationship is characterised as a joint venture and not a partnership, agency or trust. A management committee is constituted to undertake the business of the joint venture and represent each party. The agreement covers the mechanics of the joint venture project including:

  • Meetings of the management committee
  • Voting rights of joint venturers
  • Decision making procedures
  • Appointment of a project manager
  • Mutual indemnity
  • Winding up of the joint venture.
  • apportionment of profits and losses.

Most variables are contained in a Schedule to the agreement for ease of drafting.  9 pages long.

Joint Venture Agreement-FREE SAMPLE

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Joint Venture Agreements

Incorporated Joint Venture

The joint venture partners form a company through which to run the joint venture. The agreement covers formation of the company by four joint venturers. The number can be varied to a greater or lesser number of parties. Includes

  • Contributions of each party
  • Issue of share capital and ownership of shares
  • Composition of a board of directors
  • Decision making procedures
  • Management
  • Financial reporting
  • Transfer of shares
  • Valuation of shares
  • Exit of a party and disposal of shares
  • Non-competition
  • Confidentiality
  • Dispute resolution

The parties may be either companies or natural persons.  28 pages long.

Incorporated Joint Venture Agreement – FREE SAMPLE

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