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Joint Venture Agreement template

A joint venture agreement sets out the purpose of a collaboration between businesses, each party's contributions, profit and loss sharing, decision-making, IP ownership, and how the venture ends.

A joint venture agreement is a contract in which two or more businesses team up for a specific project or limited purpose, sharing contributions, control, profits, and losses, while otherwise staying separate companies. You need one before you combine money, staff, or IP with another business, even for a short project.

Use this template — sign onlineOpens as a ready-to-send document with signature fields placed.
Replace everything in [BRACKETS], export to PDF, then send it for signature.

1. Parties

This Joint Venture Agreement (the "Agreement") is made on [DATE] between [PARTY A NAME], a [ENTITY TYPE] of [ADDRESS] ("Party A"), and [PARTY B NAME], a [ENTITY TYPE] of [ADDRESS] ("Party B"), each a "Venturer" and together the "Venturers".

2. Purpose

The Venturers form a joint venture (the "Venture") for the sole purpose of [SPECIFIC PURPOSE, e.g. developing and marketing PRODUCT / delivering PROJECT for CLIENT] (the "Purpose"). The Venture will operate under the name [VENTURE NAME, if any]. The Venturers will not use the Venture for any other purpose without written agreement.

3. Term

The Venture begins on [START DATE] and continues until [the Purpose is completed / END DATE], unless ended earlier under section 12.

4. Contributions

Each Venturer will contribute: Party A: [CASH, EQUIPMENT, STAFF, IP, OR SERVICES, WITH AGREED VALUE]; Party B: [CASH, EQUIPMENT, STAFF, IP, OR SERVICES, WITH AGREED VALUE]. Additional contributions require the written agreement of both Venturers. Contributions of IP are licenses for the Purpose only, unless stated otherwise in section 8.

5. Profits, Losses, and Expenses

Net profits and losses of the Venture will be shared [PERCENTAGE]% to Party A and [PERCENTAGE]% to Party B. Approved Venture expenses will be paid from Venture funds or shared in the same proportions. Distributions will be made [QUARTERLY / ON COMPLETION OF THE PURPOSE], after setting aside reasonable reserves.

6. Management and Decisions

The Venture will be managed by a committee of [NUMBER] representatives, [NUMBER] appointed by each Venturer. Day-to-day decisions within the approved budget are made by [PROJECT MANAGER / PARTY]. The following require the written approval of both Venturers: approving the budget and business plan, borrowing money, signing contracts above [AMOUNT], admitting a new party, and changing the Purpose. Neither Venturer may bind the other except as authorized in writing.

7. Deadlock

If the Venturers cannot agree on a matter requiring both approvals within [NUMBER] days, senior executives of each Venturer will meet to resolve it. If still unresolved after [NUMBER] days, the matter will be referred to [MEDIATION / AN AGREED EXPERT]. If the deadlock continues, either Venturer may end the Venture under section 12.

8. Intellectual Property

Each Venturer keeps ownership of the IP it owned before the Venture or develops outside it, and licenses it to the Venture only as needed for the Purpose. IP created jointly for the Venture ("Venture IP") will be [OWNED JOINTLY IN PROPORTION TO PROFIT SHARES / OWNED BY PARTY AND LICENSED TO THE OTHER], and its use after the Venture ends is governed by [TERMS].

9. Accounts and Records

[PARTY] will keep accurate books and records of the Venture, open a separate bank account if needed, and provide each Venturer with financial statements every [MONTH / QUARTER]. Each Venturer may inspect the books on reasonable notice.

10. Confidentiality and Non-Solicitation

Each Venturer will keep the other's confidential information and the Venture's non-public information confidential during the Venture and for [NUMBER] years after. During the Venture and for [NUMBER] months after, neither Venturer will solicit the other's employees who worked on the Venture, to the extent permitted by law.

11. Relationship of the Parties

This Agreement creates a contractual joint venture for the Purpose only. Nothing in it makes either Venturer the partner, agent, or employee of the other for any other purpose, and neither is liable for the other's debts or obligations except as stated in this Agreement or required by law.

12. Withdrawal and Termination

The Venture ends when the Purpose is completed, at the end of the Term, by written agreement of the Venturers, or on [NUMBER] days' written notice by a Venturer if the other materially breaches this Agreement and does not cure the breach within that period, or becomes insolvent. On termination, the Venturers will complete or wind down open work, pay Venture debts, return contributed property, and distribute remaining assets according to their profit shares.

13. General Terms

This Agreement is governed by the laws of [GOVERNING LAW JURISDICTION]. Disputes will first be referred to good-faith negotiation, then [MEDIATION / ARBITRATION / THE COURTS OF JURISDICTION]. Neither Venturer may assign its interest without the other's written consent. This is the entire agreement about the Venture and may be changed only in writing. The Parties agree that this Agreement may be signed electronically and in counterparts, each of which is an original and all of which together form one agreement.

14. Signatures

PARTY A: [PARTY A NAME] Signature: ____________________ Name and title: [SIGNATORY NAME, TITLE] Date: [DATE] PARTY B: [PARTY B NAME] Signature: ____________________ Name and title: [SIGNATORY NAME, TITLE] Date: [DATE]

Our take: Our take: joint ventures usually start with enthusiasm and end over things nobody wrote down: who decides, who owns what was built together, and how to get out. Define a narrow purpose, list each party's contributions, and agree a deadlock rule before you need one. Decide early on structure, too. A contractual joint venture like this one keeps the parties separate, but courts may treat an informal venture as a partnership, with shared liability; for larger or longer projects, many parties form a separate entity governed by an operating agreement. If you are going into business together indefinitely, a partnership agreement is the better fit, and an NDA should come first if you share plans before signing.

When should you use a joint venture agreement?

  • When two companies co-develop a product, property, or project
  • When businesses combine resources to bid for or deliver a large contract
  • When entering a new market together with a local partner
  • When you want a time-limited collaboration without merging companies

How do you fill in this template?

  1. Write a narrow, specific purpose and an end date or completion trigger.
  2. List each party's contributions with an agreed value, and set the profit and loss split.
  3. Decide who manages daily work, which decisions need both parties, and the deadlock process.
  4. Agree ownership of jointly created IP and how it can be used after the venture ends.
  5. Have each party's advisors review the draft, then upload it to eSignSimple and send it to both signatories.

How do you get it signed online?

  1. Save it as Word or PDF. Paste the filled-in text into Word or Google Docs and keep it as a .docx file, or export it as a PDF. eSignSimple accepts both, plus DOC, ODT and RTF, up to 25 MB; Word files are converted to PDF on upload.
  2. Upload and place the fields. Sign up with Google, upload the file and drag signature, initials, date and text fields onto the page for each signer. Set a signing order if one party must sign first.
  3. Send it for signature. Each signer gets a private link and signs in the browser without creating an account. Automatic email reminders go out every three days (up to three) until everyone has signed.
  4. Keep the signed copy. When the last person signs, everyone can download the final PDF with a certificate of completion, an audit trail and a SHA-256 fingerprint you can verify later.

Signing on your own device only? The guide to signing a PDF covers the free built-in options, and the security page explains how signed files are stored and verified.

This template is general information, not legal advice. Laws differ by country and state; have a lawyer review contracts with high stakes.

Written by Buğra Sözeri, founder and editor, eSignSimple · Last reviewed

Buğra builds eSignSimple and writes and maintains its guides. He researches each legal page against the official texts linked on it and updates pages when the law or the product changes. He is not a lawyer, and nothing here is legal advice. About eSignSimple

Frequently asked questions

What is the difference between a joint venture and a partnership?

A joint venture is usually limited to one project or purpose and time, while a partnership is an ongoing business. Legally the line can blur, and an informal venture may be treated as a partnership, which is why written terms matter.

Do we need to form a new company for a joint venture?

Not necessarily. Smaller ventures often run on a contract like this one. Larger or longer ventures often form a separate LLC or corporation to limit liability and simplify accounting.

Who owns what a joint venture creates?

Whatever the agreement says. Without clear terms, jointly created IP can end up co-owned in ways that make it hard for either party to use. Section 8 sets the rule.

Can a joint venture agreement be signed electronically?

Generally, yes. Business-to-business contracts like this can be signed electronically in the US and most other countries.

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