The Joint Venture Clause Examples
The joint venture clause defines the terms and structure of a collaborative business arrangement between two or more parties. It typically outlines each party’s contributions, management roles, profit and loss sharing, and decision-making processes within the joint venture. By clearly establishing the framework for cooperation, this clause helps prevent misunderstandings and disputes, ensuring that all parties are aligned on their rights and obligations throughout the partnership.
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The Joint Venture. Subsidiary Borrower hereby irrevocably constitutes and appoints the Administrative Agent as the Joint Venture Subsidiary Borrower's true and lawful attorney, upon the occurrence of an Event of Default, with full power of substitution, to convert the Collateral into cash at the sole risk, cost, and expense of the Joint Venture Subsidiary Borrower, but for the sole benefit of the Administrative Agent. The rights and powers granted the Administrative Agent by the within appointment include but are not limited to the right and power to:
(a) prosecute, defend, compromise, or release any action relating to the Collateral;
(b) sign change of address forms to change the address to which the Joint Venture Subsidiary Borrower's mail is to be sent as the Administrative Agent shall designate; receive and open the Joint Venture Subsidiary Borrower's mail; remove any Collateral therefrom and turn over such mail (other than such Collateral), either to the Joint Venture Subsidiary Borrower, or to any trustee in bankruptcy, receiver, assignee for the benefit of creditors of the Joint Venture Subsidiary Borrower, or other legal representative of the Joint Venture Subsidiary Borrower whom the Administrative Agent determines to be the appropriate person to whom to so turn over such mail;
(c) endorse the name of the Joint Venture Subsidiary Borrower in favor of the Administrative Agent upon any and all checks, drafts, notes, acceptances, or other items or instruments; sign and endorse the name of the Joint Venture Subsidiary Borrower on, and receive as secured party, any of the Collateral, any invoices, schedules of Collateral, freight or express receipts, or bills of lading, storage receipts, warehouse receipts, or other documents of title of a same or different nature relating to the Collateral;
(d) sign the name of the Joint Venture Subsidiary Borrower on any notice to the Joint Venture Subsidiary Borrower's Account Debtors or verification of the Receivables Collateral; sign the Joint Venture Subsidiary Borrower's name on any proof of claim in bankruptcy against Account Debtors, notices of lien, claims of mechanics liens, or assignments or releases of mechanics' lien securing the Accounts;
(e) take all such action as may be necessary to obtain the payment of any letter of credit of which the Joint Venture Subsidiary Borrower is a beneficiary;
(f) repair, manufacture, assemble, complete, package, deliver, alter or supply goods, if any, necessary to fulfill in whole or in par...
The Joint Venture. Company shall procure that whichever of the Ship Manager and the Corporate Services Provider which is then responsible for such task prepares a draft budget, which shall be ready not later than 1 November in the year preceding that to which it relates.
The Joint Venture. Company shall adopt a labor contract system. The wages, welfare, labor insurance and other rights and obligations of working personnel and Management Personnel shall be regulated through individual or group labor contracts.
The Joint Venture. 2.1 The Venturers shall promote the Company as a joint venture between them on and subject to the terms of this Agreement.
2.2 The business of the Company shall be the direct and indirect holding of shares of and in the companies of the Alfa-Eco Group with such variations and extensions of those activities as may be made from time to time in accordance with this Agreement.
2.3 The Shareholders agree that the Company shall have autonomy to carry out its business in accordance with and subject to the terms of this Agreement including, but not limited to, the principles set out in Schedule 2.
2.4 The Shareholders have further agreed on certain principles set out and contained in Schedule 6 of this Agreement for the future restructuring of the Company, its Investment Assets and trading operation and business.
The Joint Venture. 7.1 Formation of Joint Venture SECTION 8. -
The Joint Venture. 4.1 In case the Joint Venture is founded, IAI shall be responsible toward the University for fulfillment of all the Joint Venture's obligations toward the University, deriving from this agreement. Should additional investors join the Joint Venture, IAI shall have the right to exchange, subject to the University's prior written agreement, part of its responsibilities by the responsibility of such investors. The University will not withhold its agreement without reasonable grounds. An offer from an investor with inferior financial ability, or an offer from an investor who refuses to take part of IAI's or the Joint Venture's obligations toward the University upon himself, will be construed as reasonable grounds for the University's refusal to the exchange of responsibility.
4.2 In case the Joint Venture is founded, IAI undertakes to cause that such Joint Venture take upon itself the obligations toward the University, set out in this agreement, and that the University take upon itself the obligations toward the Joint Venture, as imposed by this agreement.
4.3 In case of change in ownership rights of the Joint Venture, instructions of para 11 hereinafter shall not apply.
The Joint Venture. The board (the “Board”) of directors (the “Directors”) of Zhuzhou CSR Times Electric Co., Ltd. (the “Company”, together with its subsidiaries, the “Group”) is pleased to announce that, on 25 March 2009, the Company entered into a joint venture agreement (the “Agreement”) with China Railway Group Limited (“China Railway”) and China Railway Bus Co., Ltd. (“China Railway Bus”) ,for the establishment of BaoJi CSR Times Engineering Machinery Co. Ltd.（subject to the final approval of the relevant departments of the State Administration for Industry and Commerce) (the “JV Company”) as a joint venture company in Baoji City of Shanxi Province of the People’s Republic of China (the “PRC”) to engage in the manufacture, sales, maintenance, after-sales service, research and development of railway and urban rail work machines and vehicles (subject to the approval of the relevant departments of the State Administration for Industry and Commerce).
The Joint Venture. Company has a Chief Engineer, responsible for technology, a Manufacturing Manager, responsible for production, and a Financial Manager, responsible for finance and accounting, all of whom shall be recommended by the General Manager for the approval of the Board of Directors.
The Joint Venture. Upon signing of this agreement, a joint venture will be formed. The interest of the parties shall be as follows: o Omicron shall be entitled to receive 40% of all profits of the Joint Venture, and ViaSpace shall be entitled to receive up to 60% of the profits o Royalties payments to JPL and Caltech will be paid by the Joint Venture prior to sharing profits between ViaSpace and Omicron.
The Joint Venture shall open Renminbi and foreign exchange ---------- accounts with the Panyu Sub-branch of the Bank of China or with another bank agreed to by the Administration of Exchange Control. All foreign exchange revenue shall be deposited with the bank with which an account has been opened and all foreign exchange expenditure shall be made out of the foreign exchange account, and the same shall be subject to supervision by the Administration of Exchange Control and the bank with which the account has been opened. All remittances from any of the Joint Venture's bank accounts, whether by cash withdrawal, telegraphic transfer, check or other method of payment, may be done only upon the signature of any two of the following persons: Financial Controller, either director of the Joint Venture appointed by Party B, the financial controller of Party B, or such other person as designated by Party B. At the first meeting of the Board of Directors, these persons shall be designated as authorized signatories in respect of the Joint Venture's bank accounts.