A joint venture (JV) is a business arrangement in which two or more parties join together for the purpose of accomplishing a specific task. A joint venture is itself an entity, separate and distinct from the venturers’ other business interests. EJCDC® E-590 2024, Joint Venture Agreement for Professional Services, is a contract document in which two or more design firms (for example, two engineering firms, or an engineering firm and an architectural services firm; in certain cases an individual design professional might be one of the venturers) agree to join together to provide specific professional services to a third party. Such collaboration is often necessary because a single firm (or individual engineer) may not have adequate financial resources, professional licensing, technical skill sets, or available staff to successfully perform the services on its own.

EJCDC® E-590, Joint Venture Agreement for Professional Services, 2024 Edition remains consistent with the overall content, risk allocations, and philosophical approach of the document’s prior version. It has been updated for consistency with the most recent editions of EJCDC’s other professional services agreements, including terminology.

The E-590 updates are generally administrative in nature and the more notable modifications and clarifications to the update include:

· Clarification and guidance regarding the capital contribution process;

· Updated language governing reimbursement of expenses and invoicing;

· Additional language providing for prompt distribution of payments made by Owner to Joint Venture;

· Clearer language addressing confidentiality of documents:

· Minor updates to indemnification, notices and insurance provisions to follow the practice of other current EJCDC documents, as applicable to a joint venture.

EJCDC recognizes that there are many possible ways in which a joint venture can be structured and operated. E-590 as published is best used as a starting point or platform for a joint venture agreement and all parties will want to seek legal and business advice in using E-590 for the formation of a project-specific joint venture.