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Joint Venture LLC Agreement
"Need a Joint Venture LLC Agreement for a collaboration between our AI software company and a data analytics provider, with specific provisions for IP sharing and profit distribution based on technology contributions, to be effective from March 2025."
1. Parties: Identification and details of all JV parties
2. Background: Context and purpose of the joint venture
3. Definitions: Key terms used throughout the agreement
4. Business of the JV: Scope and nature of the joint venture's activities
5. Capital Contributions: Initial and subsequent funding arrangements
6. Management Structure: Governance and decision-making framework
7. Profit Sharing: Distribution of profits and losses
8. Transfer Restrictions: Rules regarding transfer of ownership interests
1. Non-Compete Provisions: Restrictions on competitive activities when parties operate in same/similar markets
2. Intellectual Property Rights: IP ownership and licensing arrangements when JV involves significant intellectual property
3. Employee Matters: Employment terms and transfers when staff are being transferred to JV
1. Business Plan: Detailed operational and financial plans
2. Initial Capital Contributions: Detailed breakdown of each party's initial contributions
3. Reserved Matters: List of decisions requiring special approval
4. Service Level Agreements: Terms of services provided by parties to JV
5. Property Details: Details of any property owned/leased by JV
Authors
Agreement
Articles of Association
Board
Business
Business Day
Business Plan
Capital Contribution
Company
Completion
Completion Date
Confidential Information
Control
Deadlock
Director
Effective Date
Encumbrance
Event of Default
Financial Year
Group
Initial Business Plan
Intellectual Property Rights
JV Company
Management Team
Material Breach
Member
Membership Interest
Operating Costs
Parent Company
Parties
Percentage Interest
Reserved Matters
Resolution Period
Shareholders
Shares
Tag-Along Rights
Territory
Transfer
Triggering Event
Voting Rights
Formation of the JV Company
Business of the Company
Capital Contributions
Additional Funding
Shares and Shareholding
Management and Control
Board of Directors
Shareholder Meetings
Reserved Matters
Business Planning
Financial Matters
Profit Distribution
Transfer of Shares
Pre-emption Rights
Tag-Along Rights
Drag-Along Rights
Non-Competition
Confidentiality
Intellectual Property
Deadlock Resolution
Default
Termination
Exit Provisions
Force Majeure
Representations and Warranties
Anti-corruption and Compliance
Data Protection
Dispute Resolution
Notices
Assignment
Entire Agreement
Severability
Variation
Costs
Governing Law
Jurisdiction
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