FORM OF CONSORTIUM/JOINT VENTURE AGREEMENT

(ON NON-JUDICIAL STAMP PAPER OF VALUE RS.100/- TO BE PURCHASED IN ANY ONE NAME OF
CONSORTIUM/JOINT VENTURE MEMBER)

THIS Consortium/ Joint Venture agreement executed on this ----------------- day of -------------- Two Thousand and
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between

M/s --------------------------------------a company incorporated under the Companies Act, 1913/1956/2013 and having
its registered office at --------------------------------------------------------- ( herein after called the “ Lead Member“
which expression shall include its successors , executors and permitted assigns)

and

M/s ------------------------------- a partnership firm registered under the Partnership Act, 1932 having its Registered
Office at ----------------------------(hereinafter called the “Second Member” which expression shall include its
successors, executors and permitted assigns)

for the purpose of making various bids against any government tender or scheme and entering into any contract for
the purpose, as and when required, for ----------------- define the main business for the JV------------------.

(The Lead Member and the Second Member shall collectively hereinafter be called as the “Members/Joint
Venture/Consortium Members” for the purpose of submitting a bid proposal in response to an invitation of bids.)

NOW THIS INDENTURE WITNESSETH AS UNDER:

In consideration of the above premises and agreements all the Consortium Members to this joint venture do hereby
now agree as follows:

1) The Consortium Members hereby form a joint venture without forming a separate legal entity, for the purpose of
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2) The term of the Joint Venture shall be for a period as may be mutually decided by the parties, subject to clause
15 of this agreement.

3) The roles and responsibilities of each of the member shall be as defined in Annexure A.

4) The relationship between the Consortium Members shall be limited to the performance of the terms and
conditions of this agreement. Nothing herein shall be construed to create a general partnership between the
Consortium Members, or to authorize any Member to act as a general agent for another, or to permit any Consortium
Member to bind the other except as set forth in this agreement.

5) Each Member will be liable and/or accountable for any damage caused to the Joint Venture, due to defective
work, or bad craftsmanship or defective materials used and/or provided. In such a case the defaulting member liable
shall fully indemnify and/or compensate the innocent member.

6) Neither this agreement nor any interest in the Joint Venture may be assigned without the prior written consent of
the members hereto.
7) In consideration of the award of the Contract by Government Body giving out tender and inviting Bids (“the
Owner”) to the Consortium members, the members to the consortium/ joint venture agreement do hereby agree that
M/s ------------------------------------- shall act as Lead company and further declare and confirm that the Consortium
shall jointly and severally be bound unto the Owner for the successful performance of the Contract and shall be fully
responsible for the same.

8) Despite any breach by the Lead Member or other Member(s) of the Joint Venture/Consortium agreement, the
Member(s) do hereby agree and undertake to ensure full and effectual and successful performance of the Contract
with the Owner and to carry out all the obligations and responsibilities under the said Contract in accordance with
the requirements of the Contract.

9) If the Owner suffers any loss or damage on account of any breach of the Contract or any shortfall in the
performance in meeting the performance guaranteed as per the specification in terms of the Contract, the Member(s)
of these presents undertake to promptly make good such loss or damages caused to the Owner, on its demand
without any demur. It shall not be necessary or obligatory for the Owner to proceed against Lead Member to these
presents before proceeding against or dealing with the other Member(s). The obligation of each of the member is
absolute and not independent of the Joint Venture/Consortium or any member.

10) The financial liability of the members of this Joint Venture/Consortium agreement to the Owner, with respect to
any of the claims arising out of the performance or non- performance of the obligations set forth in the said Joint
Venture/Consortium agreement, read in conjunction with the relevant conditions of the Contract shall, however, not
be limited in any way so as to restrict or limit the liabilities of any of the members of the Joint Venture/Consortium
agreement. The liability of each member is absolute and not severable.

11) Each Member shall be released from the responsibility for the complete or partial non-fulfillment of an
obligation arising from this Agreement, when such nonfulfillment results from an event of force majeure which
occurs after signing of this Agreement and which the Member concerned could not have prevented by reasonable
means. Such events of force majeure shall include but are not limited to the Government Tenders. It is expressly
understood and agreed between the Members to this Joint Venture/Consortium agreement that the responsibilities
inter se amongst the Members in the aforementioned events, shall not in any way be a limitation of joint and several
responsibilities and liabilities of the Members to the Owner. It is clearly understood that the Lead member shall
ensure performance under the agreements and if one or more Joint Venture/Consortium Member(s) fail to perform
its /their respective obligations under the agreement(s), the same shall be deemed to be a default by all the Joint
Venture/Consortium Members.

12)During the subsistence of this Agreement, each Member shall receive and maintain all Confidential Information
in the strictest confidence. Each of the Member shall limit disclosure of any Confidential Information to those of its
employees, agents, and representatives on a need-to-know basis.

13)This Joint Venture/Consortium agreement shall be construed and interpreted in accordance with the laws of India
and shall be subjected to exclusive jurisdiction within the relevant state in all matters arising there under.

14) In case of an award of a Contract, we the consortium/ joint venture members do hereby agree that we shall be
jointly and severally for the scope of the tender respectively executed and Lead Company shall furnishing a Bank
guarantee for Security Deposit / Performance, as may be required in accordance with the terms and conditions of the
tender.

15) It is further agreed that the consortium/ joint venture agreement shall be irrevocable once the bid has been
placed and the tender has been allotted and shall form an integral part of the Contract and shall continue to be
enforceable till the Owner discharges the same.

16) In case of any dispute amongst the members of the Joint Venture/Consortium, Owner shall not be in any way
liable and also the Consortium members shall not be absolved from the contractual obligation in any manner. And in
case of any dispute where the members are unable to reach any unanimous decision, the matter shall be referred to
arbitration as provided in Clause 17.
17) It is further agreed between the Members hereto that in the event of there being any dispute with regards to this
Agreement or any of the terms hereof or the interpretation of any of the terms of the Agreement or any dispute
arising under the said Agreement, the same shall be referred to the Arbitration of two Arbitrators appointed by each
of the Parties hereto.

IN WITNESS WHEREOF the Partners to the consortium/joint venture agreement have through their authorised
representatives executed these presents and affixed Common Seals of their companies, on the day, month and year
first mentioned above.

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