We’ve been talking about entering the US market, and we keep hitting the same wall: we can’t do it alone, and hiring a local team is too expensive. We need a US-based partner who can help us build a presence, understand the market, and eventually close deals.
I found someone through the new bilingual hub on the platform—an agency head who’s based in the US and interested in tapping into Russian expertise. On paper, it looks promising. But honestly, I have no idea how to actually structure this as a formal joint venture.
Like, do we form a new legal entity? Do we keep separate operations and just coordinate? What does the agreement actually look like? How do we handle IP? What happens if one of us wants to exit? And maybe most important—how do we vet each other before we commit to something this serious?
I want to avoid the obvious traps (handshake deals, unclear terms, no exit clause), but I also don’t want to overthink this and kill the momentum.
Has anyone actually formalized a partnership like this? Walk me through what you’d do differently the second time around.
Okay, so I facilitating partnerships like this now, and honestly? The best ones start before the legal work. You need relationship first.
Here’s what I’d suggest as a process:
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Coffee calls (1-2 weeks): You and this person have actual conversations. Not sales pitches. Like: “What’s your actual business situation?” “What are you trying to achieve?” “What’s not working right now?” This is where you figure out if you actually think alike.
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Pilot project (4-8 weeks): Do something small together before the joint venture. Co-market something, do a joint campaign, refer a client to each other. See how you actually work together. Does communication feel smooth? Do they follow through? It’s a test.
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Legal structure discussion (2-3 weeks): Only after the pilot, sit down with a lawyer (separately, then together) and talk through structure. Joint venture, LLC, partnership agreement—whatever.
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Formalization (3-4 weeks): Document it. Agreement, bylaws, equity split, exit clauses, all that.
The reason I frame it this way: you don’t want to be legally married to someone you haven’t actually worked with. Way too risky.
On structure: most successful ones I’ve seen start as informal partnerships (just a shared services agreement) and only formalize if there’s real traction. So maybe: “We agree to co-market our services to US/Russian clients, we split revenue 60/40 on referred deals for 12 months, then we re-evaluate.” Simple. Testable. Not legally complex.
Does this person feel trustworthy? Have you done anything with them yet?
One thing: use the platform to check references. Ask this person to introduce you to 2-3 agencies or people they’ve worked with. A quick call with someone who’s actually worked with them will tell you way more than their pitch.
Also, literally just ask them: “What would make this not work? Where have you seen partnerships fail?” If someone’s done this before, they know the failure modes. If they answer thoughtfully, that’s a good sign.
I did this exact thing when I was entering a new geography in Europe. Here’s what I wish I’d known:
Do NOT start with a legal joint venture. Start with a non-binding referral agreement. “We agree to introduce each other to clients and refer business at X% commission.” Two pages. Simple.
Work that way for 6 months. If it’s working and you both want to commit longer-term, then you formalize.
Here’s why: if it doesn’t work out, unwinding a JV is painful. Unwinding a commission-based referral agreement is straightforward—you just stop referring.
Vetting process I’d use:
- Conversation about fundamentals: market, strategy, timeline, success definition. Do they think like you?
- Check references (use the platform, ask for people to contact)
- Small test deal together ($5-10k project, shared revenue split)
- Conversation about what went well and what was hard
- Only then, if you both want to go deeper, formalize
The referral agreement should have:
- Scope: what kinds of business you’re referring
- Commission/split (probably 20-30% on referred business)
- Term (12 months, auto-renews unless terminated)
- Exclusivity clause (or not—your choice)
- Payment terms (net 30 or whatever)
- Confidentiality
- Non-disparagement (don’t trash each other if it ends)
Red flags to watch for:
- They’re vague about their business model
- They want exclusivity immediately
- They can’t give you references
- They’re pushy about formalization (good partners are happy to start simple)
- Their pricing doesn’t make sense for the US market
On IP and legal stuff: early on, it’s simple. If you’re referring clients, you’re not creating shared IP. Each of you owns your own stuff. If you do eventually co-create something (like a joint service), that’s when you need to define IP ownership. But that’s not the first conversation.
Exit clause: even on a simple agreement, include: “Either party can terminate with 30 days written notice. Existing project deals honor original terms, all new referrals stop.” Boom. Protects both of you.
The most important thing though? Don’t get excited and skip the vetting. A bad partnership is worse than no partnership. Do the small test project first. That’ll tell you everything.
What’s your timeline pressure here? Because if you’re desperate to enter the US market, you might overlook red flags.
I’ve done two cross-border partnerships and they’re very different than domestic ones.
Here’s the process I’d use:
Phase 1: Qualification (1-2 weeks)
- Is this person actually positioned to help me enter the US market?
- Do they have client relationships and market knowledge?
- Or are they just opportunistic?
- (Check references, look at their past work)
Phase 2: Soft alignment (2-4 weeks)
- Do one small project together (co-market something, joint pitch, whatever)
- See how communication and collaboration actually feels
- No commitment, just a test
Phase 3: Structure conversation (1 week)
- If Phase 2 went well: “What does next look like?”
- Discuss options: referral arrangement, revenue share, equity partnership, joint venture, etc.
- Don’t push for anything yet
Phase 4: Legal (2-4 weeks)
- Get a lawyer (one who understands cross-border business)
- Draft initial agreement (probably just revenue share, not full JV)
- Clear legal framework protects both of you
Phase 5: Scale (3+ months)
- Work the arrangement
- See if it’s generating real business
- Decide: do we deepen this or keep it simple?
On legal structure specifically:
- Option A (Simplest): Service agreement. You refer clients to each other, you split revenue 30/70 (or whatever). No new entity, no equity, just business.
- Option B (Moderate): Limited partnership or LLC. You own it 50/50, you have clear operating agreement, you can hire people under this entity.
- Option C (Most complex): True joint venture with full integration, new entity, shared ops, etc.
Start with Option A. If you hit $200k+ annual revenue together, revisit.
On IP: Keep ownership separate early. You own your stuff, they own theirs. If you co-develop something specific (playbook, methodology, etc.), you put IP terms in the agreement: “Joint ownership, can’t be used to compete, etc.”
Red flags I’d watch:
- They pressure you on timelines
- They’re unclear about their business model
- They make big commitments then don’t follow through
- They’re vague about past partnerships
- They want 50/50 equity immediately (that’s a warning)
My honest take: A lot of people will talk partnership but won’t actually commit resources. Before you formalize anything, have a real conversation: “What are you actually committing? Time? Money? Team?”
The partnerships that work are the ones where both sides are investing something meaningful. If they’re just talking, move on.
What resources are you willing to commit? That should drive the conversation.
I haven’t done a formal JV, but I’ve worked with enough teams across markets to see what makes partnerships actually work.
Honestly? Communication and responsiveness matter way more than the legal structure. I’ve worked with partners with fancy agreements who were hard to work with, and I’ve worked with handshake deals where everything was smooth.
So before you legal-up, just… actually try working together on something small. See if emails come back quickly. See if they follow through. See if they’re easy to work with when things get uncomfortable.
If that goes well? Then the legal stuff is just protecting what’s actually already working.
Also, listen to your gut. If someone feels off, they’re probably off. And if someone feels like a genuine partner (not a transaction), that matters.
I’m curious: does this person feel like they actually want to work with you? Because the best partnerships are the ones where both sides are genuinely excited, not just opportunistic.
I’d build a decision framework before jumping in.
Step 1: Strategic fit assessment
- Your goal: enter US market with minimal capital
- Their goal: get access to Russian expertise
- Do these align? (Yes = proceed, No = stop)
Step 2: Capability check
- Can they actually acquire US clients? (Check their track record)
- Can you actually serve US clients? (Be honest)
- Is there genuine capability on both sides or is this wishful thinking?
Step 3: Financial model
- What’s realistic year 1 revenue from this partnership?
- Model 3 scenarios: conservative, realistic, optimistic
- What’s your break-even? (You need to know this)
- What’s their break-even?
- If you’re radically different, flag it
Step 4: Risk modeling
- What could go wrong? (Communication, market, execution, personality)
- How would you handle it?
- Is there an exit path if needed?
Step 5: Structure decision
Based on steps 1-4:
- If aligned + capable + realistic: do a referral agreement
- If very aligned + serious capital involved: consider LLC
- If uncertain on any dimension: do a small pilot first
Legal structure I’d recommend:
Year 1: Simple revenue-share agreement
- “We refer qualified business to each other”
- “Revenue split: 70/30 on referred deals”
- “Territory: you focus US, we focus Russia”
- “Term: 12 months, auto-renews”
- “Either party can terminate with 30 days notice”
Get a contract lawyer to draft, maybe $2-3k and an hour of your time. That’s your protection.
Year 2+: If it’s genuinely working, revisit and formalize deeper (LLC, equity, etc.)
The exit clause is critical. Even if this feels perfect today, build in: “If things don’t work out, here’s how we disentangle.” It protects both of you and honestly makes the partnership stronger because you’re not locked in under duress.
My actual advice:
- Do enough due diligence that you’re comfortable (1-2 weeks)
- Do a small test project (4-8 weeks)
- Get a simple agreement drafted (1-2 weeks)
- Start the partnership
- Commit to quarterly business reviews to assess fit
If at any point it doesn’t feel right, end it cleanly. The best partnerships are the ones where both sides are genuinely excited. If you sense hesitation or misalignment, that’s your signal.
What’s your actual timeline here? Are you under pressure to make this work, or can you take time to vet properly?