An unincorporated joint venture/consortium agreement with a JV leader and participants to contribute to the manufacturing of products in a particular jurisdiction. The association is for products required for a specific local project, rather than for a more permanent type of arrangement. This agreement is drafted for 4 parties and is drafted with full 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 (a) to strengthen economic and technological cooperation to (a) produce and sell [PRODUCTS], related products and such other products as are decided by the Participants from time to time, and (b) studying and developing other new products (the products referred to in clauses (a) and (b) above are hereinafter collectively referred to as the "Products").
No Participant shall, nor shall it purport to, sell, assign, mortgage, pledge, transfer or in any way dispose of any rights or interests under this Agreement, nor grant, declare, create or dispose of any right or interest in it, or its interests in any sums payable by the Customers other than by a charge in favour of its bankers of any monies due or to become due under the Agreement, without the prior written consent of the Participants.
This Agreement is exclusively for the benefit of the Participants and shall not be construed as conferring, either directly or indirectly, any rights or causes of action upon third parties.
If any provision of this Agreement is held to be invalid or unenforceable, then such provision shall (so far as invalid or unenforceable) be given no effect and shall be deemed not to be included in this Agreement but without invalidating any of the remaining provisions of this Agreement. The parties shall then use all reasonable endeavours to replace the invalid or unenforceable provisions with a valid and enforceable substitute provision, the effect of which is as close as possible to the intended effect of the invalid or unenforceable provision.