Joint Venture Agreement

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JOINT VENTURE AGREEMENT

A joint venture agreement is an agreement between two or more parties who want to carry on a business together for a particular period or till completion of a particular project. Instead of forming a partnership or incorporating any new company, a joint venture contract (“JV”) allows the parties to keep filing their tax returns separately still enjoy the benefits of a partnership such as sharing resources, profit, and risks. Entities engaged in the joint venture could be individuals, groups of individuals, companies, or corporations and keep their legal status separate. A joint venture may be formed by way of a contract that describes the resources—such as money, properties, and other properties each entity will contribute to the venture.

Generally, a joint venture may involve two entities with different areas of expertise, working together to create a new product or provide a new service. Sometimes, an entity trying to enter into a new geographical market form a joint venture with a company that is situated in or is established in the country or region.

The parties should clearly mention their intention as Joint Venture Agreements while drafting the agreement. To achieve the exact purpose of the Joint Venture Agreement, it has to be properly drafted by the parties.

A joint venture is an agreement and an entity created under such agreement can either be corporate or non-corporate.

Benefits of Joint Venture Agreement

New expertise

Starting a joint venture provides the chance to attain new insights and expertise.

Duration

A joint venture is a temporary arrangement between two entities. Usually, a joint venture is formed for a particular period or till completion of a particular project.

Resources

A joint venture will give you access to a wide range of resources, such as qualified professional staff and technology. All the equipment and capital that you require for your project can now be made available.

Sale

In the case of a joint venture, one of the entities is generally sold to a bigger entity. Though it is not compulsory and entirely discretionary.

Higher Chances of Success

Chances of success will be higher as you are already doing business along with an established and renowned brand.

Networks Building

Even though the arrangement is temporary, the parties to the contract form better and long-lasting relations with others.

Sharing of the risks and costs

In case the joint venture project fails, anyone entity does not suffer loss and responsible for risk, it is distributed between parties to the joint venture.

Costs Effective

Since resources and client base of two enterprises are merged it becomes cost-effective from the point of view of marketing and advertising

Important contents of Joint Venture Agreement


Nature, scope and Object of the Joint Venture


Proportion in equity of by each party


Profit distribution ratio


Management


Monetary and Financial Arrangements


Composition of the board of Directors if the Joint venture is in the form of Company


Obligations


Termination of contract


Transferability of shares


Restrictive covenants on the parties


Voting rights and any variation thereon


Confidentiality and secrecy clause


Anti-competition clause


Indemnity Clause


Appointment of Managing Director or Chief Executive Office as the case may be


Assignment clause


Dispute Resolution Mechanism


Applicable law


Terms of contract in case of act of god

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