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50 50 Joint Venture Agreement
"Need a 50-50 Joint Venture Agreement under Singapore law for a technology manufacturing partnership with a Japanese company, including specific provisions for intellectual property sharing and export controls, to be effective from March 2025."
1. Parties: Identification and details of the JV partners
2. Background: Context and purpose of the joint venture
3. Definitions: Key terms used throughout the agreement
4. Business of the Joint Venture: Scope and nature of the JV business
5. Capital Contributions: Initial and subsequent funding commitments
6. Management Structure: Governance and decision-making framework
7. Board of Directors: Composition, appointment, removal and powers of the board
8. Shareholders Meetings: Procedures for shareholder meetings and voting rights
9. Finance and Dividends: Financial management and profit distribution policies
10. Transfer of Shares: Rules regarding share transfers and restrictions
11. Term and Termination: Duration of the agreement and termination provisions
12. Confidentiality: Protection of confidential information
13. Governing Law and Dispute Resolution: Applicable law and dispute resolution mechanisms
1. Non-Competition: Restrictions on competing activities and non-compete obligations
2. Intellectual Property Rights: Ownership and licensing of IP developed within the JV
3. Foreign Investment Provisions: Specific provisions related to foreign ownership and compliance
4. Employment Matters: Key personnel and employment policies
5. Force Majeure: Provisions for unforeseen circumstances affecting the JV
6. Environmental Compliance: Environmental obligations and compliance requirements
1. Business Plan: Detailed operational and financial projections
2. Capital Contribution Schedule: Detailed breakdown of initial and future contributions
3. Management Structure Chart: Organizational structure and reporting lines
4. Reserved Matters: List of decisions requiring special approval
5. Key Performance Indicators: Agreed metrics for measuring JV performance
6. Initial Assets: List of assets to be transferred to the JV
7. Shareholders Agreement Terms: Key terms of the accompanying shareholders agreement
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