Drafted for 2 parties, this unincorporated joint venture agreement outlines a consortium for manufacturing products in a specific jurisdiction. With no indemnity between participants, the agreement includes a JV leader and contributions towards a local project.
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This Joint Venture / Consortium Agreement to Supply Products is a legally binding document that establishes a joint venture between two parties, referred to as the JV Leader and Participant 1. The purpose of this joint venture is to strengthen economic and technological cooperation in order to produce and sell products, as well as study and develop new products. The agreement outlines the interpretation of terms, definitions, and schedules that form part of the agreement.
The agreement emphasizes the importance of the joint venture and the responsibilities of each participant. It specifies that the JV Leader will take the lead in managing the joint venture's affairs and provide a representative for liaison with customers. The participants will cooperate with the JV Leader and perform their respective functions as allotted by the Policy Committee.
The agreement also covers the production and operation of the joint venture. The participants are required to use their technology, know-how, and scientific management techniques to produce, sell, and provide after-sales service for the products. They will enter into production agreements with customers as a joint venture and appoint representatives to sign the production agreement on behalf of each participant.
The document includes provisions for the allocation of obligations between the participants. Each participant is responsible for fulfilling the obligations prescribed in Schedule 3, which specifies the scope of work and time schedule of the production agreement. The participants may amend the allocation of obligations by agreement.
Other important aspects of the agreement include language, exclusivity, executive authority, documents, personnel, assignment and third parties, severability, participant in default, duration of the agreement, liability, insurance, promotional and project costs, profits, losses, and remuneration, financial administration and accounting, guarantees and bonds, dispute resolution, notices and service, entire agreement, and amendment.
The agreement concludes with the signatures of the duly authorized representatives of the parties involved.
To use this Joint Venture / Consortium Agreement to Supply Products, follow these steps:
1. Review the agreement: Familiarize yourself with the terms and provisions of the agreement, including the definitions, interpretation, and schedules.
2. Identify the JV Leader and Participant 1: Determine the roles and responsibilities of each participant in the joint venture.
3. Establish the joint venture: Agree on the name of the joint venture and appoint the JV Leader and representative of the joint venture.
4. Determine the production and operation: Discuss and agree on the production of products, including the type of products, technical services, and sales in the territory.
5. Sign the production agreement: Each participant should grant a power of attorney to their representative to sign the production agreement on their behalf.
6. Allocate obligations: Determine the specific obligations to be fulfilled by each participant, as outlined in Schedule 3.
7. Maintain financial administration: Establish financial procedures, including accounting, invoicing, bank accounts, and advance payments.
8. Ensure compliance and confidentiality: Adhere to the terms of the agreement, maintain confidentiality of information, and obtain necessary insurance coverage.
9. Handle disputes: Follow the dispute resolution process outlined in the agreement to resolve any conflicts that may arise.
10. Provide notices: Communicate any changes in name, address, or contact information to the other participant(s) in writing.
11. Comply with legal requirements: Ensure compliance with applicable laws and regulations related to the joint venture.
12. Terminate the agreement: The agreement will continue until all production agreements are terminated and accounts relating to the project are settled. If necessary, follow the termination provisions specified in the agreement.
Note: This guidance provides a general overview of the steps involved in using the document. It is important to consult legal professionals and consider the specific circumstances and requirements of the joint venture before proceeding.