Looking to establish an unincorporated joint venture or consortium agreement for manufacturing products for a specific local project? Our draft, tailored for 5 parties with full indemnity, includes a JV leader and participant contributions to ensure success.
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This document outlines an unincorporated joint venture agreement that is specifically drafted for five parties to contribute to the manufacturing of products required for a specific local project. The agreement is also designed with full indemnity between participants, meaning that if a party fails to perform its obligations, it will be liable for any losses, claims, and expenses incurred by the other parties.
In the event of a participant's insolvency, the other participants are appointed to act on its behalf. If a participant fails to meet its obligations or is deemed to be in default, the other participants can declare it in default and seek indemnification against losses.
If a participant's performance is deemed unsatisfactory, a policy committee meeting is convened, and a vote is taken to declare the participant in default. The defaulting participant must provide access to all necessary documents and information for the proper performance of the reassigned work.
If all of a defaulting participant's obligations are reassigned, the remaining participants may continue to carry out the performance of the production agreement without the defaulting participant's involvement. Upon completion or termination of the agreement, the remaining participants must account to the defaulting participant for any sums provided by it towards any general funds not previously expended, plus its share of any funds due to it, reduced by any losses or damages incurred by its default.
In summary, this unincorporated joint venture agreement is designed for five parties to contribute to the manufacturing of products required for a specific local project. The agreement includes full indemnity between participants, and if a participant fails to perform its obligations or is deemed to be in default, it will be held liable for any losses, claims, and expenses incurred by the other participants.
Steps to use this document:
1. Read the agreement carefully: The unincorporated joint venture/consortium agreement is drafted for five parties who agree to form a joint venture to produce and sell specific products required for a local project.
2. Understand the purpose: The joint venture aims to strengthen economic and technological cooperation to produce and sell products while studying and developing new products.
3. Indemnity between participants: The agreement has full indemnity between participants, which means in case of default, the defaulting participant shall indemnify the other participants against any losses, claims, demands, costs, expenses, and other matters arising from its default.
4. Insolvency clause: In the event of insolvency of a participant, the other participants are irrevocably constituted and appointed to act for it in all matters affecting the performance of this Agreement.
5. Default clause: A participant who fails to perform the production required of it under this Agreement, or any other duties and obligations set out in this Agreement, may be declared in default by the other participants.
6. Policy Committee Meeting: If a notice of unsatisfactory performance is received from customers, a Policy Committee Meeting shall be convened, and a vote shall be cast upon whether the participant in question should be declared in default of its obligations.
7. Reassignment of work: If all of the defaulting participant's obligations are reassigned, the other participants shall complete the performance of the Production Agreement without the participation of the defaulting participant.
8. Accounting for losses: Upon completion or earlier termination of the Production Agreement and receipt of all amounts due under it, the remaining participant(s) shall account to the defaulting participant for an amount equal to any sums provided by it towards any general funds.
9. Sign the agreement: Both parties should sign and return a copy, and once signed, both parties should get a copy. Both parties may wish to have their signatures witnessed to avoid any future disputes.
10. Amendment clause: 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.
In conclusion, the unincorporated joint venture/consortium agreement is a legally binding document that requires careful consideration and understanding of its clauses before signing. The agreement ensures the performance of the Production Agreement and mitigates potential losses and disputes arising from any defaulting participant.