JOINT VENTURE AGREEMENT
This Agreement is made on this [insert date], by and between [insert the name of
partner A], of [insert address of Partner A], and [insert the name of partner B], of
[insert address of Partner B], Each of Partner A and Partner B are sometimes
referred to individually as a “Party” or collectively as the “Parties.”
RECITALS
1. The parties desire to conduct a business operation together.
2. Partner B owns an existing restaurant [Current restaurant] at [Restaurant
Address].
3. Partner A and Partner B agree to do a test run of New Brand at Partner
B’s current restaurant in order to determine whether to convert [current
restaurant] into [insert new restaurant]
4. It is agreed that the most desirable form of business for conducting the
operation is a joint venture.
For the reason recited above, and in consideration of the mutual covenants
contained in this agreement, the parties agree as follows:
SECTION ONE: SCOPE AND DESCRIPTION
By this agreement, the parties create a joint venture to conduct a test run of New
Brand at Partner B’s current restaurant to decide if it’s a good idea to convert the
current restaurant into a New Brand restaurant. The joint venture shall be
conducted under the name of [insert name of new brand] from a place of
business at [insert address].
The parties agree that Partner B agrees to let New Brand sell food & drink items
at [Current restaurant] for 12 weeks starting July 1st 2022.
SECTION TWO: TERM
The effective date of this agreement shall be the date first above written, and the
agreement shall continue in effect for a period of 12 weeks from that date.
SECTION THREE: CONTRIBUTIONS
1. Partner A shall be responsible for contributing capital for New Brand
equipment and ingredients. See Exhibit A
2. Partner B shall be responsible for cost of [Current restaurant], including
rent, electricity, repairs. See Exhibit B
SECTION FOUR: CONDUCT OF VENTURE
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1. Both parties shall be equally responsible for management of the New
Brand and shall devote all their time to such management.
2. Both Parties shall be responsive to the policies established and agreed on
by the parties.
3. Each Party shall be liable to the joint venture for any losses or liabilities
incurred by his or her negligent conduct or by willful acts that are
detrimental to the venture if they knew or should have known that such
acts would be detrimental.
4. The Partners agree not to enter into additional partnerships, borrow or
lend money, or enter into any contract or business position without
express written the consent of the other party.
SECTION FIVE: TITLE TO PROPERTY
All legal title to property acquired by the joint venture, whether real or personal,
shall be taken in the name of [NEW BRAND], as trustee for the parties, and shall
be held for their interest. The interest of each party in such property shall be
proportionate to his or her share of the profits of the venture.
SECTION SIX: DIVISION OF PROFITS
1. The Parties agree that if sales of New Brand reach $7000 in one of the 12
weeks, Partner B agrees to Convert [Current restaurant] into [New Brand]
2. The parties agree that once 1 above is achieved, Partner A shall pay
$50,000/- to Partner B within 12 months
3. 20% of the profit goes to Partner B until $100, 000/-
4. Both partners shall then be considered to each own 50% of New Brand
and therefore Profits made by the new brand shall be split equally.
5. If sales of New Brand failed to reach $7000 in one of the weeks, the menu
of New Brand shall be allowed to be used by [Current restaurant]
The net profits will be calculated by first deducting all operating expenses from
gross income of the joint venture.
SECTION SEVEN: RECORDS AND ACCOUNTING
The Parties shall maintain or cause to be maintained a complete set of records,
statements, and accounts concerning the total operation of the joint venture, in
which books shall be entered, fully and accurately, each transaction pertaining to
the venture.
All the books will be open at all times for inspection and examination both parties.
SECTION EIGHT: ASSIGNMENTS AND TRANSFERS
Neither party shall assign or transfer his or her rights or duties in the joint venture
without the express written consent of the other party. Any transfer or assignment
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made without the consent of the other party shall not relieve the transferor or
assignor of his or her duties or obligations under this agreement.
SECTION NINE: DISPUTE RESOLUTION
The Parties shall use all reasonable endeavors to resolve any dispute that may
arise amicably and in good faith.
SECTION THIRTEEN: TERMINATION OF AGREEMENT
On termination of this agreement for any cause whatsoever, the joint venture
shall be wound up and dissolved.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the day and year first above written.
1. PARTNER A:
By:
/s/ _______________________
2. PARTNER B:
By:
/s/ _______________________
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