JOINT VENTURE TERMS Sample Clauses

JOINT VENTURE TERMS. (a) The Purchaser further agrees to conduct a work program on the herebefore mentioned Idaho claims in the minimum amount of $250,000.00 (TWO HUNDRED AND FIFTY THOUSAND) dollars per year in each of the calendar years started January 1, 1998, January 1, 1999, and January 1, 2000.
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JOINT VENTURE TERMS. The equity interest of, and share of each Joint Venture in, the assets, profits and losses, liabilities and obligations of the Joint Venture shall be as follows: Purchaser 51% Vendor 49% The Joint Venture will be a Nevada Limited Liability Company and will be named as mutually agreed by the Purchaser and the Vendor. Prosecution of, and costs related to, the Purchased Assets, including patent expenses, will be the responsibility of the Purchaser. The Purchaser shall retain all right, title and interest in and to and under all of the Purchased Assets and the Intellectual Property. For greater certainty, the Joint Venture will not own any right, title, or interest in or to or under any of the Purchased Assets. Prosecution of, and costs related to, funding based on new approved patent/patents developed by the Joint Venture will be the responsibility of the Purchaser. The Purchaser shall retain all right, title and interest in and to and under all updated or new approved patents (the "New IP"), including all part and future income, royalties, damages and payments due (including, rights to damages and payments for past, present or future infringements or misappropriations) with respect thereto, in each case, of the Vendor in all countries relating to the New IP. All decisions of the Joint Venture will be made by the officers of the Joint Venture company (the "Management") comprised of one nominee of each Joint Venturer, under the supervision of the board of directors of the Joint Venture company which will consist of two directors, with each Joint Venturer being entitled to appoint one director and the original directors being Xxxxxx XxXxxxxxxx and Xxxx Xxxxxxx.
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JOINT VENTURE TERMS. Tax Advice Waiver
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JOINT VENTURE TERMS. Defined Terms The words and terms as defined in the Agreement to which this Appendix “C” is attached shall have the same meaning for the purposes of this Appendix “C” unless otherwise specifically indicated. Structure The structure of the joint venture (the “Joint Venture”) will be definitely settled by the Parties taking into consideration advice from the respective Parties’ tax and legal advisors. The Parties will cooperate to implement a joint venture structure that maximizes efficiency, and is consistent with industry standards, so long as the structure does not adversely impact either Party. Interest Upon formation of the Joint Venture, Alamos (or its designate, subject to the Vista’s consent (not to be unreasonably withheld)) will have and hold a 51% participating interest in the Joint Venture and Vista (or its designate, subject to the Alamos’ consent (not to be unreasonably withheld)) will have and hold a 49% participating interest in the Joint Venture (each being the respective Party's “Interest”). Initial Capital Contribution At the commencement of the Joint Venture, Alamos shall be deemed to have made an initial capital contribution of $__________ [such amount shall be equal to Alamos’ prior exploration and development costs in connection with the Underground Resources] and Vista shall be deemed to have made an initial capital contribution in the amount of $__________ [such amount shall be determined in accordance with the following formula: A = (49 * B) 51 Where: B is Alamos’ prior exploration and development costs in connection with the Underground Resources] Costs and Share of Minerals Each Party will contribute to all costs attributable to the development and mining of the Underground Resources through a formal cash call process to be established, and take its share of production, if any, from the Underground Resources in proportion to its Interest from time to time. VAN01: 4766874: v22C-1 Management Committee All strategic planning and operations on and in connection with the Underground Resources shall be managed by a committee (the “Management Committee”) consisting of two (2) representative of each of the Parties. The Management Committee will decide every question, other than those matters included under the heading “Matters to be Decided” which may only be decided with the consent of each Party holding greater than a 20% Interest, submitted to it by simple majority with the representative or representatives of each Party being entitled...
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JOINT VENTURE TERMS. (a) The Purchaser agrees to contribute all future capital required in the further exploration, and if required, mining operations of the said herebefore mentioned Idaho claims as is required by annual budgeted property exploration and development work programs.
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JOINT VENTURE TERMS. The following §00 xxxxxxx §00 apply to the Joint Venture.
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JOINT VENTURE TERMS. 1. In accordance with Section 7.2 of the Option Agreement to which this Schedule C is attached, it is the intention of the Parties to enter into the Joint Venture Agreement upon formation of the Joint Venture. The terms and conditions set out herein will be included in the Joint Venture Agreement.
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Related to JOINT VENTURE TERMS

  • Joint Venture Agreement The shareholder entity designated by each ASEAN country shall negotiate and conclude, as soon as possible, a joint Venture Agreement acceptable to Malaysia and the Parties, for the setting up of an ASEAN Urea Project in Malaysia. Such joint Venture Agreement shall set out among others: The name and capital structure of the joint Venture company; Constitution of the Board of Directors of the joint Venture company: Protection of minority interests; Scope of the project and its financing.

  • No Joint Venture Nothing contained in this Agreement (i) shall constitute the Administrator and either of the Issuer or the Owner Trustee as members of any partnership, joint venture, association, syndicate, unincorporated business or other separate entity, (ii) shall be construed to impose any liability as such on any of them or (iii) shall be deemed to confer on any of them any express, implied or apparent authority to incur any obligation or liability on behalf of the others.

  • Joint Venture Nothing contained in this Agreement shall be construed as creating a joint venture, partnership, agency or employment relationship between Plan and Controlled Affiliate or between either and BCBSA.

  • Partnerships and Joint Ventures No Loan Party shall become a general partner in any general or limited partnership or a joint venturer in any joint venture.

  • 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.

  • Joint Ventures The joint venture or partnership arrangements in which the Company or the Partnership is a co-venturer or general partner which are established to acquire or hold Assets.

  • No Partnership or Joint Venture Neither the Trust, the Fund nor the Adviser are partners of or joint venturers with each other and nothing herein shall be construed so as to make them such partners or joint venturers or impose any liability as such on any of them.

  • Investments; Joint Ventures Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any Joint Venture, except:

  • No Joint Venture or Partnership; No Third Party Beneficiaries (a) Borrower and Lender intend that the relationships created hereunder and under the other Loan Documents be solely that of borrower and lender. Nothing herein or therein is intended to create a joint venture, partnership, tenancy-in-common, or joint tenancy relationship between Borrower and Lender nor to grant Lender any interest in the Property other than that of mortgagee, beneficiary or lender.

  • No Partnership, Agency or Joint Venture This Agreement is intended to create, and creates, a contractual relationship and is not intended to create, and does not create, any agency, partnership, joint venture or any like relationship between the parties hereto.

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