Looking to form an unincorporated joint venture or consortium agreement? Our expert team can help! We'll assist with drafting an agreement for two parties with no indemnity between participants to provide services to a client in a specific jurisdiction for a project-based arrangement.
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The Joint Venture / Consortium Agreement to Provide Service is a crucial document that establishes a joint venture between two parties, referred to as the JV Leader and Participant 1. The purpose of this joint venture is to provide the required services for a specific project. The agreement includes a detailed interpretation section that defines key terms used throughout the document.
The agreement outlines the responsibilities and obligations of each participant, including the JV Leader's role in managing the joint venture's affairs and serving as the liaison with the client. It also establishes the policy committee, consisting of representatives from each participant, who will make decisions on the joint venture's policies.
The agreement covers the process of submitting a proposal to the client, which requires joint effort and coordination from both participants. It specifies that no changes can be made to the proposal without the consent of all participants until the services agreement is effective.
Once the proposal is accepted by the client, the agreement governs the performance of the work. It emphasizes that the services must be carried out in accordance with the terms and conditions of the services agreement. The agreement allows for the allocation of the joint venture's obligations between the participants, which can be amended by agreement, subject to the client's consent if required.
The agreement also addresses important aspects such as language, exclusivity, executive authority, documents, personnel, assignment and third parties, liability, insurance, promotional and project costs, profits, losses, remuneration, financial administration and accounting, guarantees and bonds, dispute resolution, notices and service, entire agreement, amendment, and no rights of third parties.
Overall, this agreement is essential for establishing a joint venture and ensuring that both participants understand their roles, responsibilities, and obligations throughout the project.
To use this Joint Venture / Consortium Agreement effectively, follow these steps:
1. Familiarize yourself with the agreement: Read the entire agreement carefully to understand its purpose, terms, and conditions.
2. Identify the participants: Determine the JV Leader and Participant 1, as well as their respective roles and responsibilities.
3. Establish the joint venture: Agree on the name of the joint venture and its purpose, which should align with the project's requirements.
4. Prepare and submit the proposal: Collaborate with the JV Leader to jointly prepare and submit a proposal to the client. Ensure that all necessary information is included and that no changes are made without the consent of all participants.
5. Enter into the services agreement: If the proposal is accepted by the client, enter into the services agreement in accordance with the proposal or any amendments agreed upon.
6. Perform the work: Carry out the services in accordance with the terms and conditions of the services agreement and the joint venture agreement. Fulfill your allocated obligations as specified in Schedule 3.
7. Maintain financial administration: Follow the financial administration services outlined in Schedule 2, including keeping accurate accounts, handling joint venture/consortium invoices, and managing joint venture/consortium bank accounts.
8. Comply with insurance requirements: Maintain appropriate insurance coverage as specified in the agreement to protect against legal liabilities arising from the work.
9. Manage promotional and project costs: Seek reimbursement for promotional costs as outlined in Schedule 4. Ensure that costs, profits, losses, and remuneration are handled in accordance with the financial policy.
10. Handle disputes: Follow the dispute resolution process specified in the agreement if any conflicts arise between the participants or with the client.
11. Serve notices: Use the specified methods for serving notices, including email, hand delivery, or registered post, as outlined in Clause 20.
12. Adhere to the entire agreement: Respect the entire agreement and avoid relying on any representations, warranties, or undertakings not expressly stated in the agreement.
13. Seek amendments if necessary: If any variations to the agreement are required, ensure that they are made in writing and signed by all parties involved.
By following these steps, you can effectively use the Joint Venture / Consortium Agreement to Provide Service and ensure a successful collaboration between the participants.