The Joint Venture Agreement template is a legal document that outlines the terms and conditions of a joint venture between two companies. It includes details on the purpose of the agreement, how it will be managed, capital contributions, allocation of profits and losses, the length of the agreement, termination clauses, confidentiality agreements, governing law, and other important aspects of the joint venture.
This Joint Venture Agreement (“Agreement”) is made and entered into on [date] by and between [Name of Company 1], a [State] corporation with its principal place of business at [address] (“Company 1”), and [Name of Company 2], a [State] corporation with its principal place of business at [address] (“Company 2”).
WHEREAS, Company 1 and Company 2 desire to form a joint venture for the purpose of [describe purpose of joint venture], as set forth in Exhibit A attached hereto (the “Purpose”).
NOW, THEREFORE, the parties hereto agree as follows:
1. Formation of Joint Venture. The parties hereto agree to form a joint venture (the “Joint Venture”) for the Purpose set forth in Exhibit A.
2. Management of Joint Venture. The Joint Venture shall be managed by a Management Committee consisting of [number] members, with each party appointing [number] members to the Management Committee. The Management Committee shall have the power and authority to make all decisions regarding the operation and management of the Joint Venture, including decisions regarding the allocation of profits and losses.
3. Capital Contributions. Each party agrees to contribute the following to the Joint Venture:
Company 1: [amount and description of contribution]
Company 2: [amount and description of contribution]
The parties agree that the contributions are equal and that neither party shall have a greater ownership interest in the Joint Venture.
4. Allocation of Profits and Losses. The profits and losses of the Joint Venture shall be allocated equally between the parties.
5. Term. The Joint Venture shall commence on [date] and shall continue until [date] unless earlier terminated by mutual agreement of the parties.
6. Termination. The Joint Venture may be terminated by mutual agreement of the parties, or by either party upon [number] days’ written notice to the other party.
7. Confidentiality. The parties agree that all information relating to the Joint Venture, including financial information, shall be kept confidential and shall not be disclosed to any third party without the prior written consent of both parties.
8. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of [State].
9. Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings, whether written or oral, relating to the Joint Venture.
IN WITNESS WHEREOF, the parties hereto have executed this Joint Venture Agreement as of the date first written above.
[Name of Company 1]
Name: [Printed Name]
[Name of Company 2]
Name: [Printed Name]
Purpose of Joint Venture: [Describe the specific purpose of the Joint Venture, including any goals, objectives, or milestones that the parties hope to achieve.]