Negotiate a Joint Venture Agreement
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Negotiate a Joint Venture Agreement

How a technology oriented startup company should negotiate a joint venture agreement with a market leader
5.0 (1 rating)
Instead of using a simple lifetime average, Udemy calculates a course's star rating by considering a number of different factors such as the number of ratings, the age of ratings, and the likelihood of fraudulent ratings.
640 students enrolled
Last updated 5/2017
English
Price: Free
Includes:
  • 36 mins on-demand video
  • 27 Articles
  • 29 Supplemental Resources
  • Full lifetime access
  • Access on mobile and TV
  • Certificate of Completion
What Will I Learn?
  • Students taking this course will learn why large companies are interested in entering a joint venture company agreement with young start-ups. Large companies can introduce new products in the world markets without the need to spend time in in-house research and development.
View Curriculum
Requirements
  • Free sample joint venture agreement texts are available in internet. Reviewing a few sample texts the students learn the flavor of the terminology. In real life cases we would need the help of the company legal counsel.
Description

This course consists of three sections. The first section covers a discussion of joint ventures reported in the media, the length of life of some known joint venture companies as well as the opportunities and risks faced by the parties to a joint venture Company.

The second section lists the issues which the startup Company managers will face in the negotiations.

The third section discusses a list of clauses from a joint venture agreement. To draft a complete agreement the startup Company managers will need the assistance of a professional legal counsel.

Who is the target audience?
  • This course is targeted to students who already are working in companies which are engaged in international business or plan to enter in the service of internationally oriented companies after finishing their studies.
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Curriculum For This Course
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Introduction to the Course
6 Lectures 07:08
Introduction to the creation of a Joint Venture Company
01:01

Life Expectancy of Joint Venture Companies
00:50

Interest of Large Companies in Joint Ventures
00:43

Sources of Information for a JV Agreement
01:29

We will discuss the formation of a hypothetical joint venture Company between two existing companies, Nordic Health Instruments (NHI) and Southeastern Medicre Products, Inc. (SMI).

NHI is a small young Company registered and domiciled in Helsinki, Finland. Its two principal shareholders are Mr. Peter Nord, a medical doctor, and Mr. John West, an engineer whose specialties aere information technology and product design. They have developed a prototype of a medical device which has been test marketed to a local operator in the medical device market. They have also started the development work on another product.

SMI is one of the global leaders in its field. The Company designs, manufactures and markets medical devices. Several of its products hold a leading market share in the US markets and have a strong position in South American, Australian and leading Asian markets. SMI has a strong in-house R&D organization. The Company has been ready to acquire smaller companies with advanced products.


Parties to the Joint Venture Agreement
00:55

Opportunities and Risks for the Joint Venture Partners
02:10
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Preparation for JV Agreement Negotiations
7 Lectures 11:34
Agenda for the Joint Venture Negotiations
04:15

The Structure and Objectives of the New Entity

  • The Structure of the New Entity
  • The intention of both parties is that the new entity will be legally separate Company,
  •  The Company will be based on a 50% - 50% ownership,
  •  The parent Company SMI will own 50 % of the capital stock of the new Company,
  •  Respectively, Nordic Health Instruments Ltd (NHI) will own 50 % of the capital stock of the new Company.
  •  


        The Objective of the New Entity

  The objective of the new joint venture company is to accelerate  the sales growth of both parties by introducing new products which are the  result of the R&D work performed by the JVC personnel.










 


The Structure and Objectives of the New Entity
02:36

Transfers and Inputs of the Joint Venture Parties
01:29

Beginning Balance Sheet of the New JV Company
01:10

Business Plan, Distribution Agreements and Supply Contracts
00:44

Definition of a Breach
00:37

Exit Strategies
00:43
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Joint Venture Agreement Flow Chart and Comments
15 Lectures 17:03

Flowchart

Joint Venture Agreement Flowchart
04:06

Clauses of the Joint Venture Agreement
00:52

Comments to the clauses
00:56

Comments to the JV Agreement Clauses (continued)
00:59

Comments to the JV Agreement Clauses (continued)
00:41

Comments to the JV Agreement Clauses (continued)
00:48

Comments to the JV Agreement Clauses (continued)
00:49

Comments to JV Flowchart: Operations
00:44

Comments to JV Flowchart: Organization of the JVC
01:00

Decisions of JVC by Mutual Consent
01:44

JV Flowchart: Payments
01:01

JV Flowchart Provisions on Breach
00:38

JV Flowchart Consequences of Breach
00:50

JV Flowchart Early Termination
00:56

JV Flowchart Confidentiality
00:59



APPLICABLE LAW in a Joint Venture Company Agreement
1 question

ENTIRE AGREEMENT in a JV Company Agreement
1 question

CONSEQUENCES OF THE BREACH OF THE JVC AGREEMENT
1 question


EARLY TERMINATION OF A JVC AGREEMENT
1 question


ASSIGNMENT OF RIGHTS AND DUTIES
1 question

A Party (the Large Company) to the Joint Venture Company Agreement sells to an outside party the shares which it owns in the Joint Venture Company (i.e., 50 % of the capital stock of the JV Company). Can the other Party (the Startup Company) terminate the Joint Venture Company Agreement?

Change of ownership
1 question

A Party (the Large Company) to the Joint Venture Company Agreement sells to an outside party its Business Unit which is in charge of the distribution and marketing of the products of the Joint Venture Company. Can the other Party (the Startup Company) terminate the Joint Venture Company Agreement?

Disvestment
1 question

Disvestment
1 question

A Party (the Large Company) to the Joint Venture Company Agreement is in the process of establishing a new manufacturing company in China. As required by the Joint Venture Company law in China, the new company will be a joint venture with a Chinese company. Can the

other Party (the Startup Company) terminate the Joint Venture Company Agreement which has been signed and is operating between the Startup company and the Large Company in Finland?

New partnership
1 question
About the Instructor
Dr. Veikko Jaaskelainen
5.0 Average rating
1 Review
766 Students
2 Courses
Former Rector of Aalto Business School in Finland

M.A. (Econ.) Yale University, USA, 

Ph.D. Helsinki School of Economics, Helsinki, Finland

15 years of work experience in industry, ending position Executive Vice President and Chief Financial Officer, Valmet Corporation, 25 years in academic positions incl. Visiting Professor at Virginia Tech, Fulbright Scholar at Carnegie Mellon, Tenured Professor at Helsinki School, ending position Rector (President), Helsinki School of Economics.  Present: part time Academic Dean, HELBUS Helsinki School of Business