Joint Venture Agreement Cases

[45] In Backman v. Canada, 2001 SCC 10, [2001] 1 p.C.R. 367 [Backman], the court stated that a pragmatic approach must be taken to determine whether the elements of the partnership were in place. However, the existence of a partnership contract was not addressed in this case. The parties had entered into a written partnership agreement and had a clear intention to establish a partnership. [46] The role of the parties` intentions in determining the existence of a partnership was examined by the Tribunal in Backman at paragraph 25: as accepted at Continental Bank, a.o.a., at paragraph 23, and found at Lindley & Banks on Partnership, above, at p. 73: “when determining the existence of a partnership. the actual contract and the intention of the parties arising from all the facts must be taken into account.┬áIn other words, in order to determine the existence of a partnership, the courts must consider whether the objective and documentary evidence and the facts derived from it, including what the parties actually did, are consistent with a subjective intention to do business together for profit. [3] A joint venture requires little formality when it is set up and the agreement is not invalid, as it may be permanent as far as details are concerned. (See Perry v. Lambourne, 177 Cal.

App. 2d 662, 663 [2 Cal. Rptr. 441]; Jakob v. Herbert, 149 Cal. App. 2d 741, 748 [309 p.2d 91].) The joint venture agreement will cover several aspects of the management of the company to be created or the management of the project carried out by the different parties. `That the parties were in a fiduciary relationship with each other with regard to the Bronson Avenue Joint Undertaking and the Horn Avenue Joint Undertaking.` It is true that, in accordance with the terms of the Horn Avenue joint venture agreement, the agreement should take effect at the time when the parties actually acquired the land in question, known as 1230 Horn Avenue, and that the land was actually acquired by the parties in accordance with that agreement on or around 1 July. 1960. Under the terms of this agreement, each party was to contribute to the deposit of $10,000.00 on the land at 1230 Horn Avenue, and each party should be responsible for half of the loan given upon payment of the remaining purchase price, this note being secured by a trust deed on the land. .

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