# Joint Venture Agreement Template, Word and PDF Source: https://nerix.ai/templates/joint-venture-agreement Buy to download This page shows a preview. Buy the document on nerix.ai to download it as Word and PDF and print it. https://nerix.ai/templates/joint-venture-agreement # Joint venture agreement Two companies agree to work on one venture: what each puts in, who decides, how profit is shared and how it ends. Before you send it A joint venture can create tax, competition and company-law duties that vary by country, and whether it is a contract only or a new company changes much. Rules on competing, on sharing prices or customers and on foreign investment may apply, and some may need a filing or an approval before you start. Have a lawyer review it before you sign. This is not legal advice. ## Fill it in and preview You are signed in. Fill it in your workspace and it is kept as a document you can send, share and have signed. [Open in your workspace](https://app.nerix.ai/documents/templates/joint-venture-agreement) **€9.99, pay once, Word and PDF** Included in every paid nerix plan. ### Joint venture agreement This agreement is made on 1 September 2030 between **Northfield Foods Ltd** of 12 Mill Road, Leeds, United Kingdom and **Harbor Cold Storage SA** of Quai 7, Antwerp, Belgium (each a "Party" and together the "Parties"). ## 1. Meaning of words In this agreement: - **"Venture"** means the joint venture called Northfield Harbor Frozen Bakes , described in section 2. - **"Purpose"** means the purpose stated in section 2. - **"Committee"** means the management committee set up in section 6. - **"Contribution"** means what a Party puts into the Venture under section 4. - **"Venture Assets"** means everything the Venture owns or holds, including cash, equipment, contracts and Foreground IP. - **"Background IP"** means intellectual property that a Party owns or licenses before the start date, or develops outside the Venture, and that it makes available to the Venture. - **"Foreground IP"** means intellectual property created in the course of the Venture. - **"Business Day"** means a day other than a Saturday, Sunday or public holiday in the place of the Party concerned. - **"Confidential Information"** means non-public information about a Party's business, products, prices, clients, technology or plans that it discloses for the Venture. Headings are for convenience only. A reference to writing includes email. "Including" does not limit what comes before it. ## 2. Purpose, scope and structure The Parties agree to work together in the Venture. Its purpose is: To make and sell frozen bakery products to supermarkets in Europe. The Venture covers only the Purpose. Each Party's existing fresh bakery and cold storage business for other customers stays outside the venture. How the venture is set up Each Party will act in good faith, with reasonable skill and care, and in the common interest of the Venture. Nothing here makes either Party the agent, partner or employee of the other, except as the law requires for a Venture Company. Neither Party may bind the other, or the Venture, to a contract or a debt without the written consent given under section 6. ## 3. Start and length This agreement starts on 1 September 2030 and continues for the following period, unless it ends earlier under section 14: 5 years from the start date, renewable by agreement . ## 4. Contributions All amounts in this agreement are in EUR , unless it says otherwise. Each Party will contribute the following, at the times and in the way the Committee agrees, or if it has not agreed, within 30 days after the start date: | Party | Contribution and value | | Northfield Foods | Recipes, production know-how, 400,000 cash | | Harbor Cold Storage | Freezer space, logistics, 400,000 cash | A Party that does not make a Contribution on time will be given written notice and 30 days to put it right. If it does not, the other Party may, in addition to its other rights: make the Contribution on its behalf, and treat the amount as a loan to the defaulting Party that bears interest at a reasonable rate; reduce the defaulting Party's share in the Venture in proportion to the shortfall; or give a notice under section 14. A Party may contribute an asset instead of money only with the written consent of the other. Its value is the value stated above or, if none is stated, the value fixed by an independent valuer chosen by both. A Contribution in kind that is later found to be worth less than stated must be made good in cash. Neither Party has to put in more than its stated Contribution, unless the Parties agree otherwise in writing. If more money is needed, and both Parties agree, they will provide it in the proportions of their shares in profits, as a loan or as capital, as they agree in writing. If the Committee decides that more funding is needed, each Party will provide up to EUR 150,000 of it. A Party that does not provide its agreed part when the other has done so may be diluted by a fair adjustment to the shares in profits, set by the Committee. 5. Costs, profits and losses 6. Management and decisions 7. Intellectual property ⁦2 / 7⁩ 8. Exclusivity and competing activity 9. Accounts, records and audit 10. Confidentiality ⁦3 / 7⁩ 11. Responsibility, insurance and compliance 12. Transfers 13. Deadlock 3 more pages ⁦4 / 7⁩ The full document unlocks when you download The rest is written and waiting, with your answers in place. Templates are a careful starting point, not legal advice. Where the law matters, check what applies where you are. Company and legal ## What this template is for A joint venture agreement for two companies working on one project. Cover purpose, contributions, profit share, control, IP, exit and disputes. Word or PDF. It is free to fill in online and needs no account. The finished Word document and PDF cost €9.99, paid once. [See all Company and legal templates](https://nerix.ai/templates/company-legal) Company and legal ## What you fill in The form asks for 23 details. The document fills itself in as you type. - ### First company For example: Northfield Foods Ltd - ### First company's address For example: 12 Mill Road, Leeds, United Kingdom - ### Second company For example: Harbor Cold Storage SA - ### Second company's address For example: Quai 7, Antwerp, Belgium - ### Name of the venture For example: Northfield Harbor Frozen Bakes - ### Purpose For example: To make and sell frozen bakery products to supermarkets in Europe. - ### What is outside the venture (optional) optional For example: Each Party's existing fresh bakery and cold storage business for other customers stays outside the venture. - ### How the venture is set up - ### Currency For example: EUR - ### What each party contributes One row for each party. For example: Northfield Foods | Recipes, production know-how, 400,000 cash Harbor Cold Storage | Freezer space, logistics, 400,000 cash - ### Most each party must add later (optional) optional Extra money each Party may be asked for beyond its contribution, with the currency. Leave empty for none. For example: EUR 150,000 - ### Share of profits and losses For example: 50 percent each - ### End of the financial year For example: 31 December - ### Who decides For example: A joint board of two members from each party. Day-to-day matters are decided by a manager named by the board. Spending above 50,000, new partners and changing the purpose need all four members to agree. - ### Intellectual property For example: Each party keeps what it brought in and lends it to the venture for its purpose. New recipes made in the venture belong to the venture. - ### Length of the venture For example: 5 years from the start date, renewable by agreement - ### Leaving and ending For example: A party may leave with 6 months' written notice after year 2. The other party may buy its share at a fair value set by an independent valuer. The venture ends if both agree or if its purpose becomes impossible. - ### Competing activity (optional) optional Limits on competing are not allowed or are limited in some places. For example: Neither party sells frozen bakery products to supermarkets outside the venture while it runs. - ### Law that applies For example: England and Wales - ### Steps before a dispute goes to court or arbitration For example: senior managers talk for 20 Business Days, then mediation for 30 days - ### Place for deciding disputes For example: London - ### How disputes are decided - ### Start date For example: 1 September 2030 Company and legal ## What is inside The parts of this document, in order. - 1 1. Meaning of words - 2 2. Purpose, scope and structure - 3 3. Start and length - 4 4. Contributions - 5 5. Costs, profits and losses - 6 6. Management and decisions - 7 7. Intellectual property - 8 8. Exclusivity and competing activity - 9 9. Accounts, records and audit - 10 10. Confidentiality - 11 11. Responsibility, insurance and compliance - 12 12. Transfers Templates ## How it works - 01 ### Fill in Type your details in the form. The document fills itself in as you type; click any gap to jump to its field. - 02 ### Check Read it through. Gaps you have not filled stay marked, so nothing goes out half done. - 03 ### Download Pay once and get it as a Word document to edit further and as a PDF to send or print. The link comes by email too. ### Was this template helpful? Company and legal ## Questions people ask ### What details does this template ask for? The form asks for 23 details, starting with First company, First company's address, Second company, Second company's address, Name of the venture. 3 more are optional. ### How much does this template cost? €9.99, paid once. Filling it in and seeing the first part is free. You pay when you download the finished Word document and PDF, with no account and no subscription. Every paid nerix plan includes it. ### Can I download this template as Word or PDF? Yes. When you have filled in the form, press Download and pay once. You get the finished document as a Word file to keep editing and as a PDF to send or print, and the link by email. ### Is what I type sent anywhere? While you fill it in, what you type stays in your browser. When you buy the document, your answers go to nerix to make your files. They are kept for seven days so you can download again, then deleted. ### What should I check before I use this template? A joint venture can create tax, competition and company-law duties that vary by country, and whether it is a contract only or a new company changes much. Rules on competing, on sharing prices or customers and on foreign investment may apply, and some may need a filing or an approval before you start. Have a lawyer review it before you sign. This is not legal advice. ### Are these company templates free? Most are. Fill in and download them for free as Word or PDF, with no account. A few longer documents are premium: free to fill in, paid once to download, and marked with their price. ### Is a template the same as legal advice? No. A template is a careful starting point. Company, contract and data protection law differ by country, so have a lawyer read anything that carries real risk before you sign. ### Can I change the clauses? Yes. Download the Word version and edit it, or open the template in the nerix chat and ask for a clause that is stricter, shorter or in another language. Templates ## More in Company and legal - [Acceptable use policy Set clear rules for using your systems, accounts, devices and services, and what happens when they are broken. Company and legal](https://nerix.ai/templates/acceptable-use-policy) - [Agency agreement Appoint an agent to find customers and negotiate sales for you in an area, for a commission. 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