JOINT VENTURE AGREEMENT
AGREEMENT made ______________,19__ among:______________
The Joint Venturers have agreed to make contributions to
a common fund for the purpose of acquiring and
___________________________________ called the business interest.
The Joint Venturers consider it advisable to acquire and
hold their business interest through a nominee so as to avoid the
necessity of numerous separate agreements, to maintain the legal
title to the business interest in a simple and practicable form
and to facilitate the collection and distribution of the profits
accruing under the business interest, and has agreed to act as
nominee of the Joint Venturers with the understanding that he is
also acquiring a participating interest in this joint venture on
his own account,
It is therefore agreed:
1. Purpose. The Joint Venturers form this joint venture
to acquire and hold the business interest in common and to
provide the finances required for its acquisition. To the extent
set forth in this Agreement, each of the Joint Venturers shall
own an undivided fractional part in the business. The Joint
Venturers appoint as their agent ___________________, whose duty
it shall be to hold each of the undivided fractional parts in the
business interest for the benefit of and as agent for the
respective Joint Venturers.
2. Contributions. The Agent acknowledges that he has
received from each of the Joint Venturers, for the purpose of this
joint venture, the sum set after the name of each Joint Venturer
Name Joint Venture
3. Acquisition of Business Interest. The Agent is
authorized to acquire and hold in his own name, but on behalf of
the Joint Venturers (of which the Agent is one), the business
interest, and to pay $__________ for it as follows: $__________
in cash, and the balance of $__________ by a note in that amount.
The note shall bear interest at the rate of ___%, shall be due
and payable on ___________________, with prepayment privileges,
and shall be secured by
____________________________________________ which the Agent is
authorized to execute and deliver.
4. Profits. The Agent shall hold and distribute the
business interest and shall receive the net profits as they
accrue for the term of this Agreement or so long as the Joint
Venturers are the owners in common of the business interest, for
the benefit of the Joint Venturers as follows:
5. Expenses of Venture. All losses and disbursements
incurred by the Agent in acquiring, holding and protecting the
business interest and the net profits shall, during the period of
the venture, be paid by the Joint Venturers, on demand of the
Agent, in the ratio which the contribution of each Joint Venturer
bears to the total contributions set forth in paragraph 2;
6. Liability of Agent. The Agent shall be liable only
for his own willful misfeasance and bad faith and no one not a
party to this Agreement shall have any rights whatsoever under
this Agreement against the Agent for any action taken or not
taken by him.
7. Term. This Agreement shall terminate and the
obligations of the Agent shall be deemed completed on the
happening of either of the following events:
(a) The receipt and distribution by the Agent of the
final net profits accruing under the business interest.
(b) Termination by mutual assent of all joint ventures.
8. Compensation of Agent. Unless otherwise agreed to in
the future by a majority in interest of the Joint Venturers, the
Agent shall not receive any compensation for services rendered by
him under this Agreement.
In witness whereof the Agent and the Joint Venturers have
signed and sealed this Agreement.