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Simple Joint Venture Agreement
"I need a Simple Joint Venture Agreement for a technology partnership between our Belgian software development company and a French AI research firm, focusing on developing machine learning solutions for the healthcare sector, with specific provisions for IP rights and data protection compliance."
1. Parties: Identification and details of the joint venture partners
2. Background: Context of the joint venture and the parties' intentions
3. Definitions: Definitions of key terms used throughout the agreement
4. Purpose and Scope: Clear statement of the joint venture's objectives and scope of activities
5. Contributions: Details of what each party will contribute (capital, assets, resources, expertise)
6. Ownership and Profit Sharing: Structure of ownership and how profits/losses will be distributed
7. Management and Control: Governance structure and decision-making processes
8. Rights and Obligations: Core responsibilities and rights of each party
9. Term and Termination: Duration of the joint venture and circumstances for termination
10. Confidentiality: Protection of confidential information shared between parties
11. Non-Competition: Restrictions on competitive activities during and after the joint venture
12. Dispute Resolution: Procedures for resolving disputes between parties
13. Governing Law: Specification of Belgian law as the governing law
14. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Intellectual Property Rights: Required when the joint venture involves creation or sharing of IP
2. Employment Matters: Needed when the joint venture will have employees or shared staff
3. Insurance: Include when specific insurance requirements need to be maintained
4. Environmental Compliance: Required for joint ventures in industries with environmental impacts
5. Export Control: Necessary for joint ventures involving international trade
6. Data Protection: Include when the joint venture involves processing personal data
7. Force Majeure: Optional clause for handling unforeseen circumstances
8. Anti-Corruption Compliance: Important for international joint ventures or public sector work
1. Business Plan: Detailed plan of the joint venture's business objectives and strategy
2. Initial Contributions Schedule: Itemized list of each party's initial contributions with valuations
3. Assets Schedule: List of assets to be transferred to or used by the joint venture
4. Intellectual Property Schedule: Details of IP rights being contributed or licensed to the joint venture
5. Management Structure: Detailed governance structure and management procedures
6. Key Personnel: List of key employees and their roles
7. Service Level Agreements: Details of any services to be provided by the parties to the joint venture
8. Form of Shareholder Resolution: Template for shareholder resolutions
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Research and Development
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Risk Management
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Strategy
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Mergers and Acquisitions
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Chief Executive Officer
Managing Director
Legal Counsel
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Business Development Manager
Chief Financial Officer
Operations Director
Project Manager
Commercial Director
Risk Manager
Compliance Officer
Strategy Director
Partnership Manager
General Counsel
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