Thank you for your reply and link to your draft document, which I have now considered.
An SPV is more commonly used in USA Securities and Finance Law, however, it is recognised more informally in English Law as a type of JVC.
However, your draft agreement suggests that Anima and Thulsa Doom are essentially entering into a Contractual Joint Venture Agreement (“CJV”) without actually setting up a new company.
I have reviewed your draft CJV and while it is on the right track, it does bear all the hallmarks of a precedent document that was originally drafted by lawyers but has since “gone through the wash a few times” being adapted and amended by non-lawyers.
Non-lawyers drafting their own legal contracts and policies (even if they are based on cogent, reliable precedents) is often a recipe for disaster as the documents will contain legal terminology that laypersons do not understand.
As a result, there has been a spike in Probate and Commercial Contracts Litigation in recent years due to “homemade” Wills and Contracts that were drafted by laypersons who did not appreciate or understand some of the legal terminology. This has led to confusion, uncertainty and dispute and has cost them thousands more in legal fees fighting a former business partner who has taken issue with what the parties thought was agreed at the time.
As your Commercial Contracts Solicitor instructed under a formal solicitor-client retainer with my main “virtual” law firm, I can provide a much more thorough and bespoke document-drafting service beyond that which I can provide on Just Answer (which is very often “pointing customers in the right direction” for the purposes of obtaining further legal advice) and draft you a set of contracts and policies which are robust, effective and protect your commercial and legal interests as far as the law permits.
Better to spend a few hundred or even thousand pounds on solicitors’ fees at the outset of a deal and get it right from Day 1 rather than risking losing many thousands more in damages and legal costs if things go wrong at a later date.
P.S. If you do set up a separate SPV/JVC company, PLEASE call it “Conan”, “Crom”, “Four Winds” or “Riddle of Steel”!