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Construction Joint Venture Agreement
1. Parties: Identification of the joint venture partners and their legal details
2. Background: Context of the joint venture formation and the construction project
3. Definitions: Defined terms used throughout the agreement
4. Formation of Joint Venture: Legal structure, name, and establishment of the joint venture
5. Purpose and Scope: Detailed description of the construction project and joint venture objectives
6. Capital Contributions: Partners' initial and ongoing financial and non-financial contributions
7. Ownership and Profit Sharing: Distribution of ownership interests and profit/loss allocation
8. Management Structure: Governance framework, board composition, and voting rights
9. Operational Management: Day-to-day management, roles, and responsibilities
10. Decision Making: Procedures for different types of decisions and required majorities
11. Financial Management: Banking, accounting, auditing, and financial reporting requirements
12. Labor and Employment: Staffing arrangements and employment responsibilities
13. Insurance and Liability: Required insurance coverage and allocation of liabilities
14. Confidentiality: Protection of confidential information and trade secrets
15. Term and Termination: Duration of the joint venture and termination provisions
16. Dispute Resolution: Procedures for resolving disputes between partners
17. Governing Law: Confirmation of Danish law application and jurisdiction
18. General Provisions: Standard boilerplate clauses including notices, amendments, etc.
1. External Financing: Terms relating to external funding sources and lender requirements
2. Intellectual Property Rights: IP ownership and licensing arrangements if specific technology or methods are involved
3. Environmental Compliance: Specific environmental obligations beyond standard requirements
4. Public Relations: Protocols for external communications and marketing
5. Force Majeure: Specific force majeure provisions beyond standard terms
6. Anti-Corruption Compliance: Additional compliance requirements for public or international projects
7. Parent Company Guarantees: Terms for parent company support or guarantees if required
1. Schedule 1 - Business Plan: Detailed project execution plan and timelines
2. Schedule 2 - Initial Contributions: Detailed list of each partner's initial contributions
3. Schedule 3 - Construction Project Details: Technical specifications and project requirements
4. Schedule 4 - Management Procedures: Detailed procedures for project and JV management
5. Schedule 5 - Budget and Financial Projections: Detailed financial plans and forecasts
6. Schedule 6 - Insurance Requirements: Specific insurance policies and coverage requirements
7. Schedule 7 - Key Personnel: List of key personnel and their roles
8. Schedule 8 - Form of Parent Company Guarantee: Template for parent company guarantees if required
9. Appendix A - Project Site Details: Site plans, surveys, and related documentation
10. Appendix B - Required Permits: List of required permits and responsibilities for obtaining them
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