Joint Venture Dissolution Agreement Template for Saudi Arabia

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Key Requirements PROMPT example:

Joint Venture Dissolution Agreement

"I need a Joint Venture Dissolution Agreement for a manufacturing joint venture in Saudi Arabia, where the foreign partner will exit by March 2025 but both parties want to maintain ongoing technology licensing arrangements and include specific provisions for continued supply agreements."

Document background
The Joint Venture Dissolution Agreement is a crucial document used when partners in a Saudi Arabian joint venture decide to terminate their business relationship. This document becomes necessary when partners agree to discontinue their collaboration, whether due to completed objectives, strategic changes, or other business reasons. The agreement must carefully navigate Saudi Arabian legal requirements, including Companies Law, Foreign Investment Law, and Sharia principles. It typically includes comprehensive provisions for asset distribution, liability settlement, employee transfers, and regulatory compliance. The document is particularly important in Saudi Arabia due to the country's specific requirements for foreign investment exit, commercial registration closure, and various governmental approvals. The agreement serves as the primary framework for ensuring a smooth and legally compliant dissolution process while protecting all parties' interests under Saudi law.
Suggested Sections

1. Parties: Identification of all joint venture partners, including full legal names, commercial registration details, and authorized representatives

2. Background: Brief history of the joint venture, reference to original JV agreement, and reasons for dissolution

3. Definitions: Key terms used throughout the agreement, including specific Arabic legal terms and their English equivalents where applicable

4. Dissolution Date and Process: Effective date of dissolution and key steps in the dissolution process

5. Termination of Original JV Agreement: Formal termination of the original joint venture agreement and related agreements

6. Asset Distribution: Principles and methodology for distributing joint venture assets among partners

7. Settlement of Liabilities: Process for settling outstanding debts, obligations, and liabilities

8. Employee Matters: Handling of employment contracts, end-of-service benefits, and transfer of employees

9. Tax Matters: Addressing final tax returns, VAT settlements, and tax clearances

10. Intellectual Property Rights: Distribution and future usage rights of intellectual property

11. Confidentiality: Ongoing obligations regarding confidential information

12. Release and Discharge: Mutual release of claims and obligations post-dissolution

13. Governing Law and Jurisdiction: Confirmation of Saudi law application and dispute resolution mechanism

14. Execution: Signature blocks and execution formalities compliant with Saudi law

Optional Sections

1. Non-Compete Provisions: Restrictions on future competitive activities, if agreed by parties

2. Ongoing Cooperation: Framework for continued cooperation if certain projects or obligations extend beyond dissolution

3. Foreign Partner Exit Requirements: Special provisions for foreign partners' exit from Saudi Arabia, if applicable

4. Bank Accounts and Financial Matters: Specific provisions for handling joint bank accounts and financial instruments

5. Government Approvals: Process for obtaining specific government approvals, if required for certain regulated sectors

6. Transition Services: Temporary services provided between partners during transition period

7. Warranties: Specific warranties regarding assets, liabilities, or other matters, if required

Suggested Schedules

1. Asset Schedule: Detailed listing of all joint venture assets with agreed valuations

2. Liability Schedule: Comprehensive list of all outstanding liabilities and payment obligations

3. Settlement Calculations: Detailed calculations showing final settlement amounts between partners

4. Employee Schedule: List of employees and their entitlements or transfer arrangements

5. Intellectual Property Schedule: Detailed inventory of IP rights and their allocation

6. Contracts Schedule: List of ongoing contracts and their treatment post-dissolution

7. Governmental Permits Schedule: List of permits and licenses and their treatment upon dissolution

8. Tax Clearance Documents: Copies of tax clearance certificates and final settlements

9. Power of Attorney: Forms for any required powers of attorney for completing dissolution process

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Oil & Gas

Manufacturing

Construction

Technology

Healthcare

Financial Services

Retail

Real Estate

Transportation & Logistics

Professional Services

Mining & Minerals

Telecommunications

Education

Hospitality

Relevant Teams

Legal

Finance

Corporate Secretariat

Compliance

Human Resources

Operations

Risk Management

Business Development

Tax

Treasury

Corporate Communications

Regulatory Affairs

Relevant Roles

Chief Executive Officer

Managing Director

Chief Legal Officer

General Counsel

Chief Financial Officer

Legal Director

Corporate Secretary

Business Development Director

Finance Director

Operations Director

HR Director

Compliance Officer

Board Member

Joint Venture Manager

Commercial Director

Risk Manager

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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