This unincorporated joint venture/consortium agreement is designed for 2 parties contributing to the manufacturing of products for a specific local project. With full indemnity between participants and a JV leader, it offers a reliable and temporary solution for those looking to collaborate in a particular jurisdiction.
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This document is a Joint Venture / Consortium Agreement to Supply Products. It is a detailed agreement between two parties, referred to as the JV Leader and Participant 1, who have agreed to form a joint venture for the purpose of producing and selling products. The agreement highlights the importance of the joint venture in strengthening economic and technological cooperation and studying and developing new products.
The document begins with an interpretation section, defining key terms used throughout the agreement. It also includes schedules that provide additional information about the project and agreement particulars, allocation of obligations, financial administration services, and financial policy and remuneration.
The agreement outlines the responsibilities and obligations of each participant. Participant 1 is responsible for handling matters related to the establishment of the joint venture, contributing to the joint venture's agreed contribution, arranging for the grant of land use rights, fulfilling obligations under agreements, assisting with sourcing and purchasing materials, providing fundamental facilities and utilities, recruiting personnel, and handling other matters entrusted by the joint venture. Participant 2 is responsible for contributing to the joint venture's agreed contribution, fulfilling obligations under agreements, providing information on imported materials and equipment, assisting with procurement and transportation, arranging technical personnel during installation and testing, assisting with obtaining loans, recruiting expatriate personnel, formulating standards for staff evaluation and promotion, and handling other matters entrusted by the joint venture.
The agreement also covers financial administration and accounting, guarantees and bonds, dispute resolution, notices and service, and the duration of the agreement. It includes provisions for indemnification and insurance, as well as the allocation of costs, profits, losses, and remuneration. The agreement specifies that it is written and interpreted in English and that no rights are conferred upon third parties.
Overall, this Joint Venture / Consortium Agreement to Supply Products is a comprehensive document that establishes the terms and conditions of the joint venture between the participants, ensuring clarity and accountability in the production and operation of the joint venture.
To use this document, follow these steps:
1. Establish the Joint Venture: Agree on the terms and conditions of the joint venture, including the roles and responsibilities of each participant. Ensure that both parties are committed to the success of the joint venture.
2. Define Obligations: Allocate the obligations and responsibilities between the participants. Clearly outline the scope of work and time schedule for each participant to accomplish their obligations.
3. Financial Administration: Determine the financial administration services, including accounting procedures, joint venture invoices, bank accounts, and handling of advance payments. Ensure that all financial matters are handled in accordance with the agreement.
4. Indemnification and Insurance: Maintain insurance coverage to protect against legal liabilities arising from the joint venture's activities. Each participant should indemnify and keep indemnified the other participants against any liabilities.
5. Dispute Resolution: Establish a mechanism for resolving disputes between the participants. Consider appointing a policy committee and following a structured process for resolving disagreements.
6. Notices and Service: Ensure that all notices and communications between the participants are in writing and delivered in accordance with the agreed-upon methods. Keep accurate records of all communications.
7. Duration of the Agreement: Determine the duration of the agreement based on the completion of the production agreements and settlement of accounts. Clarify the rights and obligations of the participants during and after the agreement.
8. Compliance and Reporting: Comply with all applicable laws and regulations in the jurisdiction where the project is located. Keep accurate records and provide necessary information to the policy committee and relevant authorities.
9. Termination and Exit Strategy: Establish provisions for termination of the agreement and the process for winding down the joint venture. Consider the rights and obligations of each participant in case of default or insolvency.
10. Review and Amendment: Regularly review the agreement and make necessary amendments to reflect changes in circumstances or business requirements. Ensure that any variations to the agreement are in writing and signed by all parties.
By following these steps, the participants can effectively use this Joint Venture / Consortium Agreement to Supply Products and ensure the successful operation of the joint venture.