An unincorporated joint venture / consortium agreement with a JV leader and a participant 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 2 parties and is drafted with full indemnity between participants.
The JV Leader intends to [INTENTION]. [PARTICIPANT] (along with the JV Leader, each a "Participant", together the "Participants") have agreed to form a joint venture (a) to strengthen economic and technological co-operation 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").
All documents produced by a Participant or the Participants in connection with the Project which are made available to persons other than the Participants shall bear the name of the Joint Venture.
All documents prepared by either of the Participants in connection with the performance of work under the Production Agreement, and which are to be made available to third parties, shall be signed by the Production Manager, unless they concern the interpretation of the Production Agreement or alteration to its terms or Production to be performed.
Each Participant shall have unrestricted access to any work carried out by the Participants in connection with the Project.
During the period of the Agreement and at any time after its termination, no Participant shall disclose to any person any information which it obtains through its participation in the Joint Venture (and shall ensure that its officers, employees and representatives observe such restrictions) unless the information:
(a) becomes public knowledge;
(b) must be disclosed for the proper performance of the Project;
(c) is published with the approval of the Joint Venture and, when required under the Production Agreement.
No Participant shall use photographs, or other data describing the Project, in promoting its own business without the approval of the other Participants.
Except as provided under the Production Agreement or in Schedule 1, the copyright in documents produced by a particular Participant in connection with the Project is granted to the Participants and each Participant hereby licenses the Participants to use and reproduce documents produced by it.
Except as provided in clause 8.5, each Participant shall indemnify the Participants against all claims, liabilities, damages, costs and expenses sustained as a result of reusing the designs, drawings and other documents produced for the Project or other projects.
joint venture agreement,
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