CONTRACTOR JOINT VENTURE AGREEMENT (Hail Storm or Other Damage Related Work) This Agreement is made this _____ day of _________, 20____ and between __________________ (“Local Company”), a ___________ organized and existing under the laws of the State of _________, and ______________________, a corporation organized and existing under the laws of the State of ___________ (“Foreign Company”). WITNESSETH THAT: WHEREAS, Local Company possesses particular knowledge, know how and skill with regard to the operation of _________________ [type of business] (the “business”). WHEREAS, Foreign Company possesses particular knowledge, know how and skill with regard to performing ______________________________. WHEREAS, Foreign Company wishes to expand these operations into the _________ area; WHEREAS, Local Company and Foreign Company desire to establish a joint venture to start up and operate in ___________, __________ for a period of ______ (___) year/months. NOW, THEREFORE, in consideration of the terms, conditions and covenants below, the parties hereto agree as follows: 1. CONSENT TO USE OF TRADE NAME: Local Company hereby consents to allow Foreign Company to register the trade name “_________________” for use solely in ___________, _________ and solely at the discretion of Local Company. At the anniversary of one year from the execution of this Agreement, or upon any other breach by Foreign Company, Local Company may terminate its consent and provide notice to the _________ Secretary of State that it no longer consents to the use of such trade name by Foreign Company. 2. BUSINESS TELEPHONE NUMBER/TELEPHONE CALLS:
A. Local Company hereby agrees to allow Foreign Company to use Local Company’s telephone number of ____________ for a period of _____ year from the date of the execution of this Agreement. Foreign Company hereby agrees to promptly remit payment to Local Company within ________ (___) days of receipt of Local Company’s telephone bill.
B. Foreign Company hereby agrees that in the event that it receives any telephone calls for Local Company and/or any employee of Local Company, that it will transfer such call to that person. C. Foreign Company further agrees that at no time will it perform any work and/or receive any payment for any work that was intended for Local Company. This determination shall be made in the sole discretion of Local Company. In the event of a breach of this provision, Foreign Company agrees to promptly turn over such work to Local Company and/or tender full payment of the contract price to Local Company within _________ (___) days. D. Foreign Company agrees to pay Local Company the sum of $________ per hour to compensate Local Company for the employment of a person to staff its telephone. Foreign Company shall pay Local Company for such clerical person within five (5) days of the receipt of an invoice from _________________. 3. BIDS/ESTIMATES/WORK TO BE PERFORMED
A. Foreign Company intends to bid, provide estimates and perform work in ___________ for various roofing, siding and gutter repair and/or replacement projects. It is intended that this work shall be performed by Foreign Company employees and/or Foreign Company’s subcontractors. Any and all agreements entered into by Foreign Company with its subcontractors shall be between Foreign Company and the subcontractor and not Local Company and the subcontractor. B. In the event that any work is required to be performed beyond any roofing, siding, and/or gutter repair and/or replacement work, Foreign Company agrees (i) to refer such bidding and/or estimating to an employee of Local Company; and (ii) to refer such work to Local Company for contract and completion. C. In the event that Foreign Company receives payment for any additional work performed by Local Company, then Foreign Company shall promptly remit payment to Local Company within _______ (___) days. In the event that such payment is not timely made, Local Company shall be entitled to interest at the rate of ___% per annum and shall also be entitled to set-off such amount from the Escrow Account. 4. PAYMENT/ROYALTIES: In consideration for the use of the name _________________ and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Foreign Company agrees to pay to Local Company the following: 1. Within _______ (___) days of the execution of this Agreement, payment of ______________ Dollars ($___________); 2. The sum of _________ Dollars ($______) per square for all roofing installed and __________ Dollars ($_______) per square for all siding installed by
Foreign Company either as Foreign Company, ut