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Corporate Joint Venture Agreement


This Corporate Joint Venture Agreement can be applied by parties wishing to carry on a business and to participate in and operate that business as a joint venture company.

Businesses of any size can use joint ventures to strengthen long-term relationships or to collaborate on short-term projects. A successful joint venture can offer:
- access to new markets and distribution networks
- increased capacity
- sharing of risks and costs with a partner
- access to greater resources, including specialised staff, technology and finance

Joint ventures are especially popular with businesses in the transport and travel industries that operate in different countries. An optional international element is included in this agreement.

This agreement has been amended substantially. The draft articles of association at schedule 3 are a modified version of the model articles of association of a private company under the Companies Act 2006. This version includes elements that were omitted from the model articles such as provisions authorising conflicts of interest; provision for alternate directors; and an indemnity and insurance for all current and previous officers of the company. These articles are the same as the Modified Model Articles of Association (Private Company Limited by Shares)

The Corporate Joint Venture Agreement contains the following clauses:-
1. Introduction
2. Definitions and Interpretation
3. The Joint Venture
4. [Conditions]
5. Completion
6. Financial Provisions
7. Offices and Services
8. Management of the Company
9. Reserved Matters
10. Administration
11. Dividends
12. Taxation
13. Transfer of Shares
14. Confidentiality
15. Competition
16. Guarantees
17. Force Majeure
18. Duration and Termination
19. Effects of Termination
20. Nature of Agreement
21. Arbitration
22. Notices and Service
23. Miscellaneous
24. [Notification]
25. Proper Law

and Schedules:-
1. The Company
2. The Companies Act: Memorandum of Association
3. The Companies Act: Articles of Association
4. The Loan Stock Instrument

Optional phrases / clauses are enclosed in square brackets. These should be read carefully and selected so as to be compatible with one another. Unused options should be removed from the document.

This agreement is in open format. Either enter the requisite details in the highlighted fields or adjust the wording to suit your purposes.

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