Joint Venture & Partnership Agreements
Building something with a partner is exciting. Running into a dispute over ownership, control, or money is not. We structure joint venture and partnership agreements that define every term before the business starts.
Do You Actually Need This?
Most partnership disputes were avoidable — they stem from terms the parties never agreed on in writing.
You and a co-founder have not documented your equity split
An undocumented equity arrangement is legally precarious. Without a written agreement, both parties may have a valid claim to a 50% interest — and courts will not fill in the gaps with what you "intended."
Your partnership agreement is silent on decision-making authority
When co-owners cannot agree on a major business decision, who has the final say? Without a clearly defined authority matrix, deadlocks are legally expensive and operationally paralyzing.
One partner is contributing IP and the other is contributing capital
Asymmetric contributions require explicit valuation, ownership clauses, and reversion rights — so that if the partnership ends, each party recovers what they brought in rather than sharing what the other built.
You have no exit strategy built into the partnership agreement
Buy-sell provisions, right of first refusal, and forced buyout mechanisms are essential — without them, one partner can leave, die, or become incapacitated with no clean way to resolve ownership.
What You Get
- Drafted Agreement
Joint Venture Agreements
We draft joint venture agreements for project-specific collaborations between two or more parties — defining the scope, duration, profit allocation, IP ownership, and wind-down mechanics.
- Drafted Agreement
General & Limited Partnership Agreements
We draft general and limited partnership agreements for professional services firms, investment vehicles, and co-production arrangements — covering capital contributions, profit sharing, and governance.
- Negotiation Support
Partner Dispute Prevention
We review existing partnership arrangements, identify the clauses most likely to generate disputes, and draft amendments or side letters to close the gaps before a conflict arises.
Flat Fee. No Surprises.
Partnership Review
From $2,500per agreement- Full attorney review of partnership or JV agreement
- Ownership, IP, and exit clause analysis
- Redlined version with tracked changes
- Plain-English risk memo
- Recommended
Full JV / Partnership Draft
From $3,500per agreement- Custom JV or partnership agreement drafted
- Equity, IP, governance, and exit provisions
- Buy-sell and right of first refusal clauses
- Two revision rounds included
Your Questions Answered
A joint venture is typically formed for a single project or defined purpose and dissolves when the project ends. A general partnership is an ongoing business relationship where all partners share profits, losses, and management authority indefinitely.
A term sheet outlines intent but creates no binding legal relationship. A joint venture agreement signed by all parties is required to establish enforceable obligations — including who owns the IP developed during the venture.
Contributed IP should be documented, valued, and either licensed into the JV (with the contributor retaining ownership) or assigned to the JV entity (with clear reversion rights on dissolution). The choice depends on how central the IP is to the venture.
Your JV agreement should include a buy-sell mechanism, a right of first refusal, and a defined exit process. Without these, a departing partner may be able to sell their interest to an outside party or leave without the other partners having any say.
In a general partnership, all partners are personally liable for the debts and obligations of the partnership. A limited partnership structure or a limited liability partnership (LLP) can reduce personal exposure — we advise on the best entity structure for your situation.
