An unincorporated joint venture / consortium agreement with a JV leader and participants to provide service to a client in a particular jurisdiction. The association is for services required for a specific project, rather than for a more permanent type of arrangement. This agreement is drafted for 2 parties with no indemnity between participants.
The Participants hereby appoint the JV Leader and, pursuant to clause 3.6, the representative of the Joint Venture, and confirm the addresses of the Joint Venture as stated in Schedule 1. Any Participant which changes its name, or is taken over by or merged with another firm, must promptly communicate details of the same to all other Participants and to the Client. Unless the Participants otherwise agree in writing, this Agreement shall not terminate if a Participant changes its name or is taken over by, or merged with, another company or partnership.
The Participants shall make all reasonable endeavours to obtain from the Client the award of the Services Agreement in accordance with the conditions of the Invitation or such conditions as the Client and the Joint Venture may subsequently agree.The preparation and submission of the Proposal shall be undertaken jointly by the Participants. The JV Leader shall co-ordinate the preparation of the Proposal and its submission to the Client. The Participants shall cooperate with the JV Leader. The Participants shall perform with all reasonable skill, care and diligence their respective functions as allotted by the Policy Committee until the award of the Services Agreement to the Joint Venture or until the provisions of clauses 16.1 and 16.3 have been satisfied. Once the proposal has been submitted to the Client, no changes may be made or additional information or explanations given without the consent of all the Participants until the Services Agreement is effective.
This document should be carefully read by the JV Leader and the Participant.
Both parties should sign and return a copy, and once signed, both parties should get a copy. To avoid any future disputes, both parties may wish to have their signatures witnessed.
If either party wishes to amend the agreement in the future, both parties should agree to do so, and the original agreement and amendments should be recorded in writing and signed by both parties.
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