CONSORTIUM AGREEMENT

Article 1 – Parties

(Information for Company 1 and Company 2 is entered here. They will hereafter be referred to collectively as "Partners.")

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Article 2 – Subject

The subject of this agreement is the submission of a bid by the parties as a consortium for the ………… Project, tendered by the ………… General Directorate of the ………… Ministry of the Republic of Turkey , and the determination of the rights and obligations of the parties for the execution of the Tender Contract if the bid is accepted.

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Article 3 – Definitions

(Your definitions will be preserved; additional ones may be added:)

• Management Committee: The decision-making body of the consortium.

• Project Management Team: The team responsible for technical and commercial coordination.

• Share Ratio: The ratio of the work obligation undertaken by each party to the total contract price.

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Article 4 – Legal Nature of the Consortium

1. The consortium is not a general partnership; each partner is responsible only for the work they have undertaken.

2. The consortium does not have legal personality.

3. All official procedures on behalf of the consortium will be conducted through the Lead Partner.

📌 Supreme Court 15th Civil Chamber, Case No. 2016/2224, Decision No. 2018/1234: In consortia, the responsibilities of the parties are divisible; each partner's liability is limited to their own commitment.

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Article 5 – Scope of Work

1. The items of work to be undertaken by the parties are detailed in Annex 1

2. Each partner is responsible for ensuring their own work is completed on time and in full.

3. If one of the partners fails to fulfill their obligation, and liability arises before the Administration, that partner will be liable for the resulting damage.

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Article 6 – Leading Partner

1. Company 1 has been designated as the Lead Partner.

2. The responsibilities of the Lead Partner:

   • Correspondence with the administration,

   • Project coordination,

   • Implementation of the Management Committee's decisions.

3. The Lead Partner may not incur debt on behalf of the other partner without the written consent of that partner.

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Article 7 – Management Committee

1. The Management Committee consists of representatives from both partners.

2. Decisions are made by consensus. If consensus cannot be reached, the dispute is referred to arbitration.

3. The Management Committee approves the work program and financial plan.

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Article 8 – Financial Provisions

1. The consortium fee will be shared among the parties according to their respective scopes of work.

2. Each partner is responsible for providing their share of the financing.

3. The Leading Partner may deduct a certain percentage (e.g., 1%) from the partners' earnings as administrative expenses

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Article 9 – Guarantees and Insurances

1. The provisional and final guarantees required for the tender shall be provided by the parties in proportion to their share.

2. Insurance policies related to the project (construction all-risk, employer's liability, third-party liability, etc.) are taken out in the name of the consortium.

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Article 10 – Confidentiality

The parties shall keep confidential all commercial and technical information obtained during the consortium's existence.

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Article 11 – Duration and Termination of the Agreement

1. This contract shall remain in effect until all commitments of the Tender Contract are fulfilled.

2. If one partner fails to fulfill their obligation, the other partner may terminate the contract and claim compensation.

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Article 12 – Resolution of Disputes

1. The parties will first engage in negotiations.

2. If a solution cannot be reached, the Istanbul (Central) Courts and Enforcement Offices have jurisdiction.

3. Arbitration clauses may be added to international tenders (ICC, ISTAC, etc.).

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Article 13 – Entry into force

This agreement was signed on ../../…. and shall enter into force upon signature by the parties.

Company 1 (Signature/Stamp)
Company 2 (Signature/Stamp)