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International Joint Venture Contract

International Joint Venture Contract
Pages: 14 + 4 (User Guide)
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Language: English
60,00 €

This International Joint Venture Contract governs the relationship between two companies based in different countries, and which set up a third company (the Joint Venture). This new company would usually be based in the same country as one of the two partner companies, with the intention of jointly establishing an activity with its own objectives: research, marketing and distribution, manufacturing, etc.

The contract establishes all the agreements necessary to start up and then manage the Joint Venture. In the issues of greatest importance (the company’s object, capital stock, valuing of contributions made, organization and administration, decision-taking), a number of alternatives of wording are offered in order for the most appropriate one to be chosen depending on each situation. It is also makes reference to the viability studies prior to the setting-up of the company and the financing of its costs.

This contract has been drafted taking into account the principles established for the International Trade Centre UNCTAD/OMC for Joint Venture contracts.

The language of this contract is English. It is available also in Spanish, French and German.

This International Joint Venture Contract is suitable for companies based in different countries. If the Joint Venture is formed by companies based in the same country the Joint Venture Contract should be used.

Index of the Contract

1. Object of the Joint Venture
2. Territory
3. Feasibility Study
4. Constitution of Joint Venture
5. Term
6. Capital Stock
7. Contributions from stockholders
8. Contribution of intangible assets
9. Responsibility of contributions
10. Valuing contributions
11. Technical or commercial commitments
12. Organization

13. Administration and management
14. Representation
15. Responsibility
16. Default of obligations
17. Accounts
18. Auditors
19. Share of profits and losses
20. Access to information
21. Agreement not to compete
22. The taking of decisions
23. Impasse
24. Restrictions on transfer of Stock
25. Change in the control of one Party
26. Replacement of one Party
27. Warning of termination of Joint Venture
28. Termination of Joint Venture
29. Liquidation of Joint Venture
30. Continuity of Joint Venture by one Party
31. Force Majeure
32. Prohibition of granting rights or obligations to third parties
33. Confidentiality
34. Expenses prior to the establishment of the Joint Venture
35. Other costs and taxation
36. Resolution of disagreement
37. Applicable law and competent jurisdiction
38. Language