Joint Venture Agreement (營體協議英文模板)
JointVentureAgreement
ThisJointVentureAgreementismadeon_________in________between
_________________________________
(hereinafterreferredtoas“______”)
and
_________________________________
(hereinafterreferredtoas“_______”)
Eachhereinafterreferredtoindividuallyasa“Party”andcollectivelyas“Parties”.
WHEREAS,________________________（hereinafterreferredtoas“theEmployer”）
invitesinterestedpartiestosubmittheirpre-qualificationapplicationsindicatingtheir
interestin,andqualificationsfor,__________________________(hereinafter
referredtoas“theProject”),andparticipateintheProjectifqualifiedinthenextstage
ofthecompetitivebiddingprocessoftheProject;
WHEREAS,____________and____________havehadlong-termedcooperation
experienceinjointlyexecutingcontracts,andthePartiesdesiretoenterintoan
agreementtoformajointventure(hereinafterreferredtoasthe“JV”)forthe
exclusivepurposeofprequalification,tenderingforandexecutionofthecontract
(hereinafterreferredtoasthe“Contract”)tobeenteredintowiththeEmployer.
ThePartiesherebyagreeuponthefollowing:
1.ThePartiesundertakejointresponsibilityfortheprequalification,tenderand
executionoftheContract;
2.IncasetheContractisawardedtotheJV,thePartieswillbejointlyandseverally
liabletowardstheEmployerfortheperformanceoftheContract;
3.TheJVshallbearthename_________________,theleaderofwhichshallbe
_________________andtheheadofficeshallbeat_________________;
4.ThisAgreementwillbeterminatedupontheoccurrenceofanyofthefollowing
events:
a)FailureofthePartiestosubmitthepre-qualificationapplicationorabidtothe
Employer;
b)IncasetheJVhasnotbeenprequalified–ifapplicable-thisAgreementshall
beterminatedatthetimetheEmployerhasnotifiedtheJVaccordingly;
c)FailuretogetthisContractawardedtotheJVfromtheEmployer–if
applicable-thisAgreementshallbeterminatedatthetimetheEmployerhas
notifiedtheJVaccordingly;
d)UponexpiryofthevalidityperiodoftheTenderunlessextendedbymutual
agreementoftheParties;
e)UponsigningofthefinalJointVentureAgreementsetforthinClause5ofthe
thisAgreement.
5.ImmediatelyuponbeingawardedtheContract,thePartiesshallenterintoand
signafinalJointVentureAgreementinordertodetermineindetailthe
contractualrightsandobligationsofthePartiesandotherprovisionsgoverning
theirco-operationasjointventure.
6.ItisunderstoodthatduringthevalidityperiodofthisAgreement,eitherParty
(disclosingParty)mayreleaseordisclosecertainconfidentialinformation
(hereinafter referred to as the “Confidential Information”) to the other Party
(receiving Party) to facilitate the receiving Party to perform its obligations under
this Agreement. The receiving Party hereby agrees to:
a) hold the Confidential Information in the strictest confidence and to take all
reasonable precautions to protect such Confidential Information including,
without limitation, all precautions that the receiving Party normally takes with
respect to its own confidential and proprietary materials, but in no event less than
reasonable care;
b) Not to make any use whatsoever at any time of the Confidential Information
except for the sole purpose of performing this Agreement.
7. Article 6 does not apply to the following information:
(a) The information already in the public domain other than as a result of
disclosure by the receiving Party in breach of this Agreement;
(b) The information obtained by the receiving Party on a non-confidential basis
before disclosure of the information by the disclosing Party;
(c) The information available to the receiving Party on a non-confidential basis
from a source other than the disclosing Party provided that such person is not
bound by any confidential agreement with the disclosing Party nor shall he or
she has the responsibility to the disclosing Party of non-disclosure of
information to the receiving Party; or
(d) The information independently developed by the receiving Party without
reference to the Confidential Information.
8. Each party shall bear its own costs/expenses, in connection with preparation and
submission of the prequalification as well as the tender if qualified.
9. _____________, as the leading party in JV, shall be in charge of management of
the whole project. _____________ shall be in charge of site construction of the
project.
10. This Agreement shall be governed by and construed in accordance with the laws
of the People’s Republic of China. All disputes arising from or in connection with
this Agreement shall be submitted to Beijing Arbitration Commission for
arbitration in accordance with its rules of arbitration in effect at the time of
applying for arbitration. The arbitral award is final and binding upon both parties.
11. This Agreement shall be executed in 2 (two) originals with 1 (one) for each Party.
All copies hereof shall together constitute one and the same instrument.
In witness whereof, the Parties have entered into this Agreement on the date first
written above.
Authorised signature(s) of the Parties:
Authorized Signature / date and place
_____________________
Printed Name:
Authorized Signature / date and place
_____________________
Printed Name: