This Joint Venture Agreement template contemplates a more contractual arrangement rather than a Joint Venture partnership or shareholder Joint Venture where a separate business entity is established.
THIS JOINT VENTURE AGREEMENT (the “Agreement” or this “Joint Venture Agreement”), is made and entered into as of [Document.CreatedDate] , by and between [Sender.Company] , a state corporation, with a registered office located at [Sender.StreetAddress] [Sender.City] [Sender.State] [Sender.PostalCode] , and [Client.Company] , a state corporation, with a registered office located at [Client.StreetAddress] [Client.City] [Client.State] [Client.PostalCode] (hereinafter sometimes referred to together as the "Parties" and individually as a "Party").
WHEREAS, “ [Sender.Company] ” is in the business of (add a corresponding business description), and
WHEREAS, “ [Client.Company] ” is in the business of (add a corresponding business description), and
WHEREAS, the Parties desire to establish a joint venture between them in order to collaborate in (add a corresponding joint venture description),
NOW, THEREFORE, in consideration of the foregoing, and of the mutual covenants and commitments set forth herein, the parties hereto agree as follows:
The joint venture formed by this Agreement (the “Joint Venture”) will conduct its business under the name (add a corresponding joint venture name), and will have its registered address at (add a corresponding address). The Joint Venture shall be considered a joint venture between the Parties in all respects, and in no event shall this Agreement be construed to create a partnership or any other fiduciary relationship between the Parties.
The Joint Venture shall be formed for the purpose of (provide a description of the products and/or services that the Joint Venture is concerned with, and the objective/purpose of the Joint Venture).
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Here’s where you’ll want to state what each Party’s initial contributions are. That may include financial, equipment, goods, resources, development and other valuable contributions. Also, specify when the Party needs to provide each of these contributions.
The Parties hereto shall each make an initial contribution to the Joint Venture as follows:
1. [Sender.Company] ’s Contribution:
(Add the initial contributions of your company, that may include financial, equipment, goods, resources, development and other valuable contributions. Also, specify when the Party needs to provide each of these contributions).
2. [Client.Company] ’s Contribution:
(Add the initial contributions of the Party, that may include financial, equipment, goods, resources, development and other valuable contributions. Also, specify when the Party needs to provide each of these contributions).
A bank account at (add a corresponding bank name) shall be opened by [Sender.Company] on behalf of the Joint Venture, and the financial contributions of the Parties shall be deposited by the due date set forth above. Should the Joint Venture require additional funding, additional financial contributions shall be made equally by the Parties.
Any and all net income accruing to the Joint Venture shall be distributed equally to the Parties.
You may prefer to reinvest these profits in lieu of paying them out.
As part of the Management Description, you will want to speak to how decisions are made. Is it by majority or otherwise?
The following individuals in the following positions will comprise the Joint Venture’s management (the “Management Team”). The Management Team will be structured such that (add a corresponding description of management structure).