Chirayuthchai TraisaengsatheanStrategic Finance for Property Development

JV term sheet (draft for negotiation)

A draft summary of joint venture terms between a developer and an investor, covering structure, equity, waterfall, governance, share transfers, exit and conditions precedent to closing the deal

TemplatesStrategic Finance Handbook

Extracted from Real Estate Project Strategic Financial Management Handbook: A Practical Guide · Appendix D JV Term Sheet Template
Headings follow the JV Term Sheet Template in Appendix D of the handbook. The figures are consistent with the JV Waterfall calculator.

JOINT VENTURE TERM SHEET

Summary of key terms for negotiation · NON-BINDING

Party A (GP)
Party B (LP)
Project · completed
Structure · GP % / LP %

Capital Contribution

Sponsor (GP)
Investor (LP)

Economics / Waterfall

  1. Return of Capital to LP + Preferred Return ()
  2. Return of Capital to GP + Preferred Return
  3. Catch-up:
  4. Remaining Profits:

Management Fee:

Governance

Board:

Reserved Matters (Supermajority):

Transfer, Exit and Disputes

Exit:

Dispute Resolution:

Conditions Precedent

This term sheet is non-binding, except for the provisions on confidentiality, costs and exclusivity (if any). All terms are subject to the definitive shareholders' agreement.

Party A
Party B

Data you enter stays in your browser only; it is not sent to or stored on a server. This template is an example of document structure; a lawyer or other responsible person must review the wording before real use.

Use together with

Test the waterfall figures in the JV Distribution Waterfall calculator before sending the draft to the other party, and have lawyers prepare the definitive shareholders' agreement from the agreed terms.

Tools to use together