Joint development agreements: the clauses that decide who carries the risk

A joint development agreement is a risk-allocation document wearing the clothes of a property document. Land, funding and delivery risk each has to land somewhere, and the drafting decides where.

The four clauses disputes come from

1. The revenue or area share, and precisely when each side's entitlement crystallises.
2. Who is the promoter under RERA, and therefore who carries the statutory obligations to allottees.
3. Approvals: who obtains them, who pays for them, and what happens when one is refused.
4. Termination, and what becomes of a part-completed structure and the bookings already taken.

The RERA overlay

Whatever the parties agree between themselves, the statutory duties owed to allottees do not disappear. A landowner who is named as a promoter carries those duties regardless of the internal indemnity, so the indemnity has to be backed by something that can actually be called upon.

An indemnity is only as good as the balance sheet standing behind it.

Draft for the ending as carefully as for the beginning. Most JDAs are signed in optimism and read in dispute.