SAMPLE ONLY--SEEK LEGAL ADVICE PRIOR TO ENTERING ONTO A JOINT VENTURE OR OTHER AGREEMENT.

 

JOINT VENTURE AGREEMENT

GPO Jacket/Program _____________

 

This agreement, made this _____ day of _______________, 1999, by and between _______________________, GPO Vendor No. ________ with offices at ____________________________ and _____________________________, GPO Vendor No. ________, with offices at _________________________________________, witnesseth as follows:

 

WHEREAS, the parties to this agreement are both vendors registered with the U.S. Government Printing Office; and 

 

WHEREAS, the parties desire to enter into an agreement to jointly compete for, and if successful, produce the work required for Jacket/Program ________;and

 

WHEREAS, the parties desire to complement eachotherís unique strengths, production capabilities and schedules in order to offer the government the best combination of performance, cost and delivery for the product being purchased; and

 

WHEREAS, the parties desire to detail their joint venture agreement in writing; 

 

NOW THEREFORE, the parties agree as follows:

 

1._________________ and __________________ hereby enter into a joint venture, solely limited to the objective of preparing and presenting a bid, and procuring a contract for the production of the work detailed in Jacket/Program _______, and, if the successful awardee, properly producing the work required under the contract, in compliance with the specifications and GPO Contract Terms.† 

 

2._____________________ shall be the primary/lead contractor and shall have total control of all production phases of the operation. 

 

3.The primary/lead contractor shall sign all bids and other documents on behalf of the joint venture.† 

 

4.All invoices shall be prepared or produced by the primary/lead contractor, and submitted to the GPO by the primary/lead contractor under its vendor code number listed above, or, under a separate vendor code for the joint venture, should the GPO assign the joint venture a unique vendor number. 

 

5.The contract price paid to the primary lead contractor shall be divided as per the agreement between the parties.† 

 

6.Despite any statement of _________________ís primary responsibility for the production of the contract, or any other provision herein, the government shall have the right to maintain a cause of action against both joint venturers, or either of them, on a joint or several basis, for any liability arising out of the contractual obligation resulting from an award of the contract in question to the joint venture. 

 

7.The parties to this joint venture agreement are capable of producing and will produce any work that constitutes the predominant production function of the contract.† 

 

8._____________ shall be responsible for:preparation and submission of the bid to the GPO; production scheduling; contract administration; and _________________________________

________________________________________________________________________

________________________________________________________________________.† 

 

9.__________________________ shall be responsible for:________________________________________________________________________

    ________________________________________________________________________

    ________________________________________________________________________

 

10.Each party shall be responsible for payment of all costs affiliated with the work for which they are responsible as described in the preceding two paragraphs including, but not limited to the cost of raw materials, supplies, permitted subcontracting, facilities, equipment, labor and all other costs of producing the work for which that party is responsible under the terms of this agreement.

 

11.Each party agrees that it is familiar with the general terms, conditions, and specifications for GPO Jacket/Program ______, which are incorporated herein by reference and each party will use its best efforts to complete the contract work for which it is responsible under this agreement in a timely fashion, in compliance with all of the specifications and GPO Contract Terms. 

 

12.This joint venture is limited solely to the objectives of preparing and submitting a bid on GPO Jacket/Program ______, and if a contract is awarded to the joint venture thereon, then to successfully and properly produce the work required under that contract.

 

13.Except as expressly provided in this agreement, nothing herein shall give either party express or implied authority to act for the other, or to bind the other in any manner or thing whatsoever. 

 

In witness whereof, with the intent to be legally bound, the parties hereto have caused this agreement to be executed below by their duly authorized corporate officers on the day and year first written above. 

 

 

††††††††††††††††††††††††††††††††††††††††††††††††††††††††††† ††††† Co. Name__________________________

 

Attest:____________________________††† †††† By:__________________________

††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††† Name: __________________________

††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††† Title:__________________________

 

 

††††††††††††††††††††††††††††††††††††††††††††††††††††††††††† †††††† Co Name___________________________

 

Attest:____________________________††† †††† By:___________________________

††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††† Name:___________________________

††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††† Title:† __________________________