Joint Venture Agreement (Bird Dog Program)

Joint Venture Agreement (Bird Dog Program)

This Joint Venture Agreement ("Agreement") is entered into on [Date], by and between:
1. Aurora Innovative Investments / Carly Grundmann ("Partner A"), operating in the State of Washington, and
2. [Submitter’s Name] ("Partner B").

1. Purpose of the Agreement

The purpose of this Agreement is to establish the terms for the joint venture between Partner A and Partner B regarding the property submitted by Partner B, located at [Property Address] ("Property").

Partner B acknowledges that this Agreement is primarily a Bird Dog Program where Partner B provides leads, and Partner A handles all aspects of deal operation.

2. Roles and Responsibilities

Partner A’s Role (Deal Operator):

Partner A will:

• Oversee and manage all aspects of the deal, including:

• Negotiation with the seller.
• Underwriting and deal analysis.
• Drafting and executing contracts.
• Transaction coordination (TC).
• Disposition of the property (finding and qualifying buyers).

• Retain full discretion over the management of the deal, including buyer selection and team assignments.

Partner B’s Role (Bird Dog):

Partner B will:

• Submit leads through the proper intake process (via www.buildinganempire.io/closer).
• Provide complete and accurate information about the Property, including seller details, motivation, and property condition.
• Exclusively JV with Partner A for this deal and refrain from marketing or sharing the lead with any other parties.
• Optionally, find a buyer for the Property, provided that the buyer passes Partner A’s vetting process.

3. Financial Agreement and Learning Opportunity

Bird Dog Fee:

• Partner B will receive a $1,500 fee if the submitted lead results in a closed deal, regardless of the deal structure or profit margin.
• Payment will be made within seven (7) business days of the deal closing.

Disposition Fee (Optional):

• If Partner B finds and introduces a buyer who successfully completes the purchase and passes Partner A’s vetting process, Partner B will receive 20% of the final assignment disposition fee.
• Payment for the Disposition Fee will be made at closing.

Learning Opportunity:

• In addition to the Bird Dog Fee, Partner B will gain a front-row view of the deal process, including:

• Observing how Partner A negotiates with sellers.
• Learning the underwriting and deal analysis process.
• Gaining insights into contract drafting and execution.
• Understanding the transaction coordination (TC) and disposition strategies.

• Partner B can observe the process through group office hours and periodic updates provided by Partner A’s team. This hands-on exposure is designed to provide Partner B with valuable real-world experience in real estate investing.

4. Submission Requirements

• All leads must be submitted through the designated intake process at www.buildinganempire.io/closer.
• Incomplete submissions or submissions made through other channels (e.g., email or text) may not be reviewed or considered.

5. Exclusivity and Non-Circumvention

• Partner B agrees that by submitting a lead, they are entering into an exclusive joint venture with Partner A for that lead.
• Partner B shall not:

• Market, shop, or share the lead with other parties.
• Contact the seller, buyers, or any other parties involved in the deal without prior written consent from Partner A.

• Breach of this exclusivity or non-circumvention clause will result in forfeiture of all fees and may lead to legal action, including financial damages.

6. Termination and Breach of Agreement

Termination:

This Agreement will terminate:

1. Upon the successful closing of the deal.
2. If Partner A determines the lead is unqualified or not actionable.
3. If Partner B withdraws from the Agreement, they must:

• Provide written notice to Partner A with detailed reasons.
• Acknowledge that the lead remains the exclusive property of Partner A and cannot be marketed, shared, or sold to any other parties.

Breach of Agreement:

If Partner B violates this Agreement by withdrawing and taking the lead to another party, or by sharing, marketing, or negotiating directly with the seller or buyer:

1. Partner B will forfeit all fees, including Bird Dog and Disposition fees.
2. Partner A reserves the right to pursue legal action for breach of contract, including financial damages for any loss incurred.

7. Confidentiality

• Both parties agree to maintain the confidentiality of all deal-related information, including property details, seller and buyer information, and financial terms.
• Breach of confidentiality may result in termination of this Agreement and legal action.

8. Disclaimers

• No Legal or Financial Advice: Partner A does not provide legal or financial advice. Partner B is encouraged to seek independent professional advice before making any decisions.
• No Guarantees: Partner A does not guarantee any specific outcome, including the successful closing of the deal or the payment of any fees if the deal does not close.

9. Liability Limitation

Partner A’s liability under this Agreement is limited solely to the payment of agreed-upon fees, provided the deal successfully closes. Partner A is not responsible for any losses, damages, or costs incurred by Partner B.

10. Governing Law and Dispute Resolution

Governing Law:

This Agreement is governed by the laws of the State of Washington.

Dispute Resolution:

Any disputes arising under this Agreement will first be resolved through mediation. If mediation fails, the dispute will be resolved in accordance with the laws of the State of Washington.

Acknowledgments

By signing below, both parties acknowledge and agree to the terms of this Agreement, including the exclusivity, non-circumvention, confidentiality, and learning opportunity clauses.

Signed:
Partner A (Aurora Innovative Investments / Carly Grundmann): ___________________________ Date: ___________
Partner B: ___________________________ Date: ___________