Joint Venture Agreement

Joint Venture Agreement

This Joint Venture Agreement (“Agreement”) is made this startdateagreement by and between:

companynamea, a company incorporated under the laws of companycountrya, having its registered office at companyaddressa (“Party A”); and

companynameb, a company incorporated under the laws of companycountryb, having its registered office at companyaddressb (“Party B”);

(each individually a “Party” and collectively, the “Parties”).

WHEREAS:

A. Party A and Party B desire to establish a joint venture for the purpose of purposedescription (“Purpose”).

B. The Parties wish to record the terms and conditions governing their joint venture relationship.

NOW, THEREFORE, the Parties hereby agree as follows:

1. Formation

1.1 The Parties hereby form a joint venture named jointventure (the “Joint Venture”), which shall conduct business activities solely for the agreed Purpose.

2. Contributions

2.1 Party A shall contribute contributiona (e.g., cash, assets, services, intellectual property), valued at € valuea.

2.2 Party B shall contribute contributionb (e.g., cash, assets, services, intellectual property), valued at € valueb.

2.3 Total Contribution Value: € totalvalue

3. Management

3.1 The Joint Venture shall be managed by a Management Committee consisting of membera members. Party A and Party B shall each appoint membersb member(s).

3.2 Decisions of the Management Committee require unanimous approval unless otherwise specified.

4. Profit and Loss Sharing

4.1 Profits and losses shall be distributed between the Parties in the following proportions (Total: 100%):

Party A: 50%

Party B: 50%

5. Confidentiality

5.1 Each Party agrees to keep confidential all proprietary information disclosed by the other Party or generated by the Joint Venture.

6. Term and Termination

6.1 This Agreement shall commence on the date first written above and continue indefinitely unless terminated in accordance with this Agreement.

6.2 Either Party may terminate this Agreement by providing 30 days’ written notice to the other Party.

7. Dispute Resolution

7.1 Any disputes arising from this Agreement shall be resolved through good faith negotiations.

7.2 If unresolved through negotiation within thirty (30) days, disputes shall be settled through arbitration in accordance with the rules of The Netherlands. The arbitration shall take place in Brussels, and the decision shall be binding and final.

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