Stucturing a joint venture.... the fine print

[Melissa Dorman]

Hey all, 

I'm creating a joint venture agreement next year for a buy and hold agreement (an equity partnership and I would manage the units). I want to make sure I have all the clauses and questions answered in the actual document. I have seen this go wrong by others in the past when the other person dies, or tries to exit the deal prematurely, or doesn't pull their weight. Any specific clauses I should include? What components are important? (ex exit strategies, who/when profit distribution etc.) 

(Also, if you are willing, could you personal message me a doc you have used?) 

[David Miller]

A few things the agreement needs to address is: What happens if one of you die? Becomes disabled? Files for bankruptcy? What if you and your partner reach an impasse? What if one of you is married and get divorced - what interest or potential claim could the spouse have in the partnership?  How are costs and profits distributed?  Any agreement worth its salt should at a miniu address these types of issues.  I often tell clients that they have to think about the end at the beginning...it is not a popular topic and people (understandably) do not want to imagine an exciting opportunity getting sideways, but as @Jessica Zolotorofe mentions, doing it right now is the most cost effective route.