Ultimately, the development of competitive and exclusive conditions requires that the parent companies of the joint venture find a delicate balance. On the one hand, the parent companies will want to allow the joint venture company to succeed, which means that it will have some room for growth, which probably includes an authorized scope and an insufficient degree of exclusivity with parents. Creating a growth margin will allow the joint venture to attract and motivate the best talent and avoid the need to constantly renegotiate enterprise agreements. The rules of exclusivity also differ in their degree of complexity. In some joint ventures such as MillerCoors – a multi-billion euro joint venture that consolidated the US beer business of SAB Miller and Molson Coors from 2008 – the exclusivity scheme was simple. The joint venture has only done beer and beverage business in the United States and Puerto Rico, and parent-mothers have not been able to compete with the joint venture in these geographic markets. Indeed, it is quite common for joint enterprise agreements to mention a language indicating that “the parties carry out the activity of the joint venture (directly or indirectly through related companies or cooperations with third parties) exclusively through the joint venture company.” Types and general prevalence. The exclusivity and exclusion of competition provisions for joint ventures have been taken in many forms and are often taken into account in different agreements and contractual arrangements. These contractual terms may impose requirements or restrictions on the parent company or company with respect to geographic volume, volume of products or services, customers, distribution channels, use of technology or intellectual property or services and other services (Figure 1). [5] Such difficulties may appear to be rare errors in strategic thinking and contract writing. However, our recent comparative study of 40 joint enterprise agreements shows that non-competitive and exclusive concepts in defining activities that the joint venture and each parent may or may not exercise tend to lack appropriate elasticity and emergency provisions. In our experience, rigid joint enterprise agreements can lead to otherwise avoidable conflicts between the joint venture and one or more parents and, consequently, to suboptimal performance or even the failure of the company.

Conversely, smart enterprise agreements expect a number of changes in circumstances and other business contingencies and offer a minimum of elasticity or security of the future in terms of exclusivity and competitiveness. [3] The joint enterprise agreement can be further strengthened by the creation of enterprise agreements/contracts between the parties and may constitute, on the basis of requirements and understanding, a limited liability partnership (LLP), Corporation or Limited Liability Company (LLC). The U.S. Small Business Administration provides more information on joint venture agreements here. The organization close to the company has made a significant contribution to technical progress and global socio-economic progress through useful cooperation between companies, businesses and organizations. Finally, the well-being of the parties to the joint venture should be taken into account by the full understanding of the legal obligations to be fulfilled by each of the parties. In addition, there are several clauses to be included in enterprise agreements, which are based on commercial commitments, which also requires legal levels to develop a comprehensive agreement.