Formation of Joint Venture. The JV Parties hereby jointly enter into and form this Joint Venture, for the limited purpose and scope set herein, pursuant to the laws of the State of California and the terms of this Agreement. Notwithstanding the foregoing, except as otherwise expressly provided in this JV Agreement or by other written agreement executed by the JV Parties, no JV Party shall have the authority to act for or to assume any obligations or responsibilities on behalf of any other JV Party. Each of the JV Parties acknowledges and agrees that the creation of the Joint Venture shall be purely contractual in nature, and that (i) the Joint Venture shall not constitute the creation of any separate limited liability company, partnership or other legal entity and (ii) other than as specifically provided herein, neither SMK nor the Investor shall be required to make any filing with, or obtain any consent from, the State of California or any other governmental body, in each case, in order for the Joint Venture to commence and for the JV Parties to be contractually bound by this JV Agreement.
Formation of Joint Venture. The parties hereby form a joint venture pursuant to the laws of the State of Texas, which shall be governed by this Agreement and the provisions of the Texas Business Organizations Code.
Formation of Joint Venture. The Venturers have formed the Venture for the limited purposes and scope set forth below and hereby amend, restate and incorporate the terms of all prior agreements between them.
Formation of Joint Venture. Upon the termination of the Initial Option, provided that the Optionee has acquired its Initial Interest under Article 3 of this Agreement:
Formation of Joint Venture. In consideration of the promises and covenants recited herein together with other good and valuable consideration, the receipt and sufficiency of which is acknowledged, the Parties hereby agree to form this Joint Venture upon the following terms and conditions:
Formation of Joint Venture. 9.1 Effective as of the Earn-In Date, the Optionee and the Optionor will participate in a joint venture (the “Joint Venture”) by entering into a formal joint venture agreement (the “Joint Venture Agreement”) for the purpose of further exploration and development work on the Property and if warranted, the operation of one or more mines on the Property.
Formation of Joint Venture. 17 5.2 Initial Interests.......................................................18 5.3 Initial Expenditures....................................................18 5.4
Formation of Joint Venture. The parties agree to consider forming a joint venture at the end of the Initial Term for the operation of the Business, with the equity ownership, capitalization. and other terms to be mutually determined at that point, if the parties decide to form such joint venture. However, if at any time prior to the end of the Initial Term, SMOJ reasonably requests that the ongoing running royalty rate payable to PSI hereunder (as set forth in Section 4.2 below) be reduced from [*] percent ([*]%), then (i) the parties shall meet to discuss an appropriate resolution, and PSI shall consider in good faith any such request by SMOJ; and (ii) in connection with such discussions, PSI will have the option to request that SMOJ form a joint !venture with PSI for the operation of the Business, with the terms, equity ownership, and capitalization to be determined at that point, and SMOJ shall consider on good faith any such request by PSI.
Formation of Joint Venture. Upon the exercise of the Option by the Optionee pursuant to Section 5.01, the parties hereto shall be deemed to have associated themselves in a joint venture and shall enter into a joint venture agreement based upon industry standards.
Formation of Joint Venture. 2.1 The parties hereto agree to form a joint venture, the purpose of which shall be to market and exploit the Computer Programs throughout the world, in accordance with the terms and conditions of this agreement.
