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Joint Venture / Consortium Agreement to Supply Products

5 Parties - Neutral

Looking for a Neutral Form Unincorporated Joint Venture agreement for a specific local project? Our consortium agreement is drafted for 5 parties, with a JV leader and participants contributing to the manufacturing of products in a particular jurisdiction.

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Document Description

This document outlines a joint venture agreement between five companies, including the JV Leader and four Participants. The Participants intend to establish a joint venture to produce and sell products in a designated territory. This agreement sets out the terms and conditions of the Joint Venture, including the interpretation, management structure, and obligations of the Participants.

The Agreement defines the terms used in the document and includes specific definitions for Agreement, Customers, Territory, Defaulting Participant, Joint Venture, JV Leader, Local Representative, Participants, Participant's Representative, Month, Policy Committee, Production Agreement, Project, and Works.

The Participants establish a Joint Venture to manufacture, sell and supply products in the designated territory. The Participants shall make all reasonable endeavours to use their technology and know-how to produce, sell and provide after-sales service for the products. The JV Leader is appointed to manage the Joint Venture's affairs, provide the Joint Venture's Representative for liaison with Customers, and provide the Production Manager for directing the production of the Products, unless the Participants agree otherwise.

The Joint Venture will use materials and components to manufacture the products, assist local manufacturers to develop advanced production methods for sourcing and procurement of components, provide technical services in connection with the supply and use of the products, and conduct sales in the designated territory, directly by the Joint Venture or through a Participant/distributor. Changes in the business scope of the Joint Venture shall be considered by the Participants in the light of international and domestic market conditions.

The Participants agree to cooperate with one another and shall participate in the Policy Committee, which will make recommendations to the Participants on policy matters relating to the Joint Venture. The Participants shall use their best efforts to ensure the success of the Joint Venture.

The Participants agree to protect the Joint Venture's confidential information and not to disclose such information to any third party. The Joint Venture's assets shall be held in the name of the JV Leader or any other Participant, as agreed by the Participants.

This document sets out the Participants' obligations and responsibilities, including the obligation to make contributions to the Joint Venture's capital and to bear the Joint Venture's losses in proportion to their respective shareholdings. The Participants shall not transfer their shareholdings to any third party without the prior written consent of all other Participants.

The Agreement provides for termination in specific circumstances, including by mutual agreement of the Participants or by a Participant's default. The Agreement shall be binding on the Participants' successors and assigns. This Agreement may be executed in counterparts and delivered by facsimile or email.

How to use this document?

This document is a Joint Venture Agreement that outlines the terms and conditions of a joint venture between five parties. The joint venture aims to strengthen economic and technological cooperation to produce and sell products, related products and new products that the parties may agree on from time to time. Here are the steps to use this document:

  1. Introduction: The document starts with the date and the names and addresses of the five parties. It also includes a section outlining the reasons for the joint venture.

  2. Interpretation: This section defines the key terms used throughout the document.

  3. Joint Venture: This section outlines the establishment of the joint venture and its purpose, including utilising materials and components to manufacture products and provide technical services and sales in the territory.

  4. Production and Operation: This section outlines the parties' obligations concerning production, quality control, marketing, and sales of the products.

  5. Ownership and Management: This section outlines the ownership and management structure of the joint venture and the roles and responsibilities of the parties.

  6. Finance: This section outlines the financing structure of the joint venture, including contributions, expenses, and profit-sharing.

  7. Intellectual Property: This section outlines the parties' obligations concerning intellectual property rights related to the joint venture and the products.

  8. Confidentiality: This section outlines the parties' obligations concerning confidential information related to the joint venture and the products.

  9. Term and Termination: This section outlines the term and termination provisions of the joint venture agreement.

  10. Dispute Resolution: This section outlines the procedures for resolving disputes between the parties.

  11. General Provisions: This section contains miscellaneous provisions, including notices, amendments, and governing law.

Using this document, the parties can establish a joint venture that allows them to combine their resources, expertise, and technologies to produce and sell products in the territory. The joint venture agreement defines the rights and obligations of the parties and outlines the key aspects of the joint venture, including ownership, management, financing, intellectual property, and confidentiality. By following the steps outlined in the document, the parties can create a legally binding agreement that provides a framework for the successful operation of the joint venture.


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