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HomeMy WebLinkAbout0775 (d) Either party to this Joint Venture Agrepment desiring to sell his interes~ in the joint venture (tha "Selling Party") may submit to the other party to this Agreement (The "Offeree") a written offer (the "Offer") which shall contain the terms and conditions upon which he is willing to sell his interest in the joint venture. In such event, the Offeree shall have the option, within 9U days from the receip~ of such Offer by him, to either: ~ (i) accept in writing t~ie Offer so made by the Selling ~ Party; or _ _ ; ^ _ (ii) elect by written notice to the Selling Party to sell ` _ . ~ ~ its interest in the joint venture to the Selling Party ~ on the same terms ar.d conditions as contained in the j ! Offer, exGept that the purchase price under the j . - ; pravision of this Su~section shall be increased by j _ ~ the amount, if any, khich the capital account of the ~ _ Selling Party exceec~ the capital amount of the Of€eree, ~ or s;~all be decreased by the amount, if any, which the capital account of t:?e Selling Party is less than the ~ ~ canital account c€ t:e Offeree. 9. lransf~r of Interest in tre Joint Venture. Except as expressly provided in Section 8,_ neither party to this Joint Venture Agreement shall se13, transfer, assign, syndicate, pledge cr otherwise dispose or encur,lber (voluntarily, by operation of law or otherwis~) any interest in the ~oint venture or this Joint Venture Agreement. 10. Duties oF the Joi:nt Venture. (a) The parties hereto shall each contribute such time and effQrt to the business of the joint venture as shall be necessary to carry out tre purposes of the joint venture. (b) No party hereto shall receive compensation for func- i t~oning as a joint venturer; howev~r_, that each of the joint venturers ~ ~ sha~l be reimbursed for all_out-of-pocket e.cpenses incurred in connec- ~ ; tion with the joint venture. ; (c) Any payments made to any party hereto or any affi~.iate ; of a party hereto as provided in this Section shall be conditioned. ; , ; i -5- f_~~ ~5i P~GF 7?'4