Joint venture or consortium agreement, drafted for your tender
Two businesses bid together because neither qualifies alone. The bid asks for the agreement between them, and it is written the night before closing, by whoever is awake. Then the work is won and the questions start: who invoices, who carries the guarantee, what happens when one partner cannot deliver. We draft the agreement properly, for your project and your partners, before you bid. Fixed price, in writing.
Independent drafting service. ProperSA is not a law firm. This is a drafted commercial agreement prepared to your instructions from a master written for South African tenders, in the same way as our shareholders and partnership agreements. Where your deal needs an attorney, we say so before you sign.
Two agreements, one price
- Joint venture agreement, R5 990For partners who will deliver the project as one undertaking and share the work, the money and the risk in agreed shares. Covers the purpose and the tender, each partner’s contribution and percentage, the lead partner and its authority, the management committee, the bank account and how money flows, invoicing and profit distribution, the performance guarantee and who carries it, joint and several liability to the client and the indemnities between partners, staff and equipment, B-BBEE and CIDB representations, confidentiality, a partner’s default and removal, dispute resolution and what happens when the contract ends.
- Consortium agreement, R5 990For independent businesses that each deliver a defined scope under a lead partner, keep their own risk and are paid for their own work. Covers the scopes and interfaces, the lead partner’s role and limits, how the bid price is built and each member paid, liability that stays with each member for its own scope, insurance, the client’s conditions passed down, intellectual property, confidentiality, a member’s withdrawal or replacement, disputes and termination.
- Included with bothA drafting call or written questionnaire, the first draft within 3 business days, one round of changes, the signed version in editable Word and PDF, a signing and initialling guide, and a one page summary of who does what that the partners can actually use on site.
What the bid will test the agreement on
Public tenders, and the CIDB for construction contracts, look for specific things when a joint venture bids. The agreement must name every partner and its percentage, appoint a lead partner with authority to sign and receive payment, state that the partners are jointly and severally liable to the client, and say how the B-BBEE and grading claims in the bid are supported. A consortium bid is tested on whether each member’s scope is clear and whether the lead partner can bind the others. We draft to those tests, so the agreement can be attached to the bid as it stands.
The clauses that save partnerships. Who signs the performance guarantee and what the other partner puts up in return. What happens to the shares when one partner cannot do its part. How profit is calculated when one partner supplied the equipment and the other the labour. Where the money sits and who can move it. These are the pages nobody reads until the first payment arrives, and they are the reason to draft the agreement before the bid rather than after the award.
How ordering works
- Order online, choose joint venture or consortium, and answer the questionnaire on the partners, the tender and the split.
- We draft and send the first version within 3 business days, then take one round of changes from all partners.
- The final agreement, the summary sheet and the signing guide land in your portal in Word and PDF.
Not sure which one your bid needs? Ask us first and you get a written answer within one business day.
What we will need from you
- Each partner’s registered name, registration number and registered address, and the person who will sign for it.
- The tender or contract: the client, the reference number, the scope and the closing date, and any conditions the bid document places on the agreement.
- The split: each partner’s share of the work, the money and the risk, in percentages, and who contributes what in people, equipment, funding and guarantees.
- The lead partner, and how far its authority goes: signing, invoicing, receiving payment, instructing the others.
- Each partner’s B-BBEE status and, for construction, CIDB grading, because the bid will consolidate them.
- How disputes should be settled and where, and what you want to happen if a partner defaults or withdraws.
Frequently asked questions
Joint venture or consortium, which do I need?
A consortium is a contract between independent businesses that each deliver their own part of a project and carry their own risk, with a lead partner fronting the bid. A joint venture pools the partners into one undertaking that shares the work, the money and the risk in agreed proportions, and it is what most public tenders and CIDB contracts mean when they ask for a JV. If the bid document says the partners must be jointly and severally liable, that is a joint venture. We tell you which fits before drafting.
Is this a template or a drafted agreement?
Drafted. We start from our master, which is written for South African tenders, and complete it for your partners, your project, your split of work and money, your lead partner and your exit terms, then walk through it with you before signature. If a bid document imposes its own conditions on the agreement we build them in.
Does a joint venture need its own registration, tax number or CIDB grading?
An unincorporated joint venture is not a company and is not registered at CIPC. SARS treats it through the partners, though a JV that will invoice and employ often registers for VAT and PAYE in its own name, which we flag. For construction tenders the CIDB assesses a joint venture on the partners’ combined gradings under its own rules, and the bid will say what proof it wants; the agreement is written so it can be attached to the bid as that proof.
What about B-BBEE?
A tender scores the joint venture on the partners’ combined status, and the bid usually asks for a consolidated affidavit or certificate for the JV. Our B-BBEE affidavit and tender pack covers the affidavit; the agreement records each partner’s share so the consolidation is straightforward.
Is this legal advice?
No. It is a drafted commercial agreement prepared to your instructions, the same as our shareholders and partnership agreements. Where the deal is unusual, the values are large or a dispute is already brewing, we say so and refer you to an attorney before you sign.
Keep exploring
ProperSA is not a law firm and this is not legal advice. The agreement is a drafted commercial document prepared to your instructions, and you remain responsible for its suitability to your deal; where it needs an attorney we say so before signature. How a client or the CIDB evaluates a joint venture or consortium bid is set by that client’s bid conditions and the CIDB’s rules, not by us.