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 4 parties with no indemnity between participants.
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A 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 4 parties with no indemnity between participants.
The JV Leader intends to [INTENTION]. [PARTICIPANTS] (along with the JV Leader, each a "Participant", together with the "Participants") have agreed to form a joint venture to provide the required services.
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.
This document should be carefully read by the JV Leader and Participants.
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.
Once the proposal has been submitted to the Client, no changes may be made or additional information or explanations are given without the consent of all the Participants until the Services Agreement is effective.
The Participants shall enter into the Services Agreement:
(a) if it is awarded to the Joint Venture, in accordance with the Proposal; or
(b) in accordance with the Proposal as amended after its submission by agreement between the Client and the Joint Venture.
On execution of this Agreement, each of the Participants shall grant a power of attorney in favour of a person nominated by it as its Representative, as designated in Schedule 1. The Representatives of each Participant will constitute the Policy Committee of the Joint Venture. The Representative of a Participant shall have authority under the Power of Attorney granted him to sign the Proposal and the Services Agreement on behalf of and in the name of that Participant. The signature of its Representative shall bind each Participant in respect of all obligations and liabilities it assumes under this Agreement.
Subject to directions of the Policy Committee, the Representative of the JV Leader shall be the representative of the Joint Venture for the purpose of correspondence and discussion with the Client on matters involving the interpretation of the Services Agreement and alterations to its terms and to the Services to be performed.