(2) For purposes of this, Capital Accounts shall be adjusted hypothetically as provided for in Sections 1.704-1(b)(2)(ii)(d) and 1.704- 1(b)(4)(iv)(f) of the Treasury Regulations. These adjustments shall include the qualified income offset as set forth in this Agreement. Sale option to satisfy deadlockIf a member cannot come to an agreement during the term of the contract and reach deadlock, a sales option is included in the contract. This agreement basically states that the other member can choose to buy the other's portion of the venture. If you are considering a joint venture with another company, it is always a good idea to talk to a lawyer as part of your process. Provide a mechanism whereby the Customer can attain meaningful recognition of the Supplier’s failure to deliver the level of service for which it has contracted to deliver; and. "Your site contains the best forms available. As an attorney that practices for many clients, your site is great.". Before we get into making your own joint venture agreement template, let’s first discuss how you would plan your joint venture agreement. Planning would be the first step in making a joint venture agreement.