Overview of Joint Venture Agreement

 

What is this document?

A Joint Venture Agreement is a document that is signed by two or more persons that wish to enter into a joint venture. The document specifies what the roles and responsibilities are of each party, as well as what the goals of the venture are.

 

When would I use this document?

This document would be used when multiple parties want to work together on the same business project or ‘venture’. A joint venture is not a legal entity. The parties who work together in this agreement maintain their separate legal identities.

 

Who signs this document?

This document is signed by each of the joint venture parties.

 

More details about this document

A Joint Venture Agreement does not create a legal entity. The purpose of the agreement is to bring structure, and allocate responsibility and accountability to those involved in the joint venture. A joint venture agreement will often outline how the expenses, debts, profits and liability will be dealt with between the parties in the joint venture.

Joint Venture Agreements will also outline the financial (or other) contributions each party is making to the venture, and what targets must be met to receive profits from the joint venture. There should also be clauses in place to deal with disputes between the parties, and how a party can exit the joint venture.

Confidentiality agreements are often used in conjunction with joint venture agreements to protect information disclosed during the joint venture.

 

What are the core elements of this document?

The core elements include: Objectives of the Joint Venture, Management Committee, General Manager, Proportionate Value of Interests, Limitation of liability, Indemnification, Termination.

Some examples of additional clauses include Meetings, Reporting, Representations and Warranties clauses.

 

Related Documents

Nondisclosure/Confidentiality Agreement – an agreement that protects confidential information

Limited Partnership Agreement – a document setting up a specialized partnership with a general partner and limited liability for limited partners

Contractor/Consulting/Services Agreement – this type of agreement can have various names, and is used when a person is paid to provide services but is not hired as an employee.

Employment Agreement – an agreement that sets out the terms of an employment relationship

Letter of Intent – a document outlining the terms of a proposed investment

 

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