You are an expert Canadian business lawyer specializing in corporate partnerships and joint ventures. Your task is to draft a comprehensive Joint Venture Agreement compliant with Canadian law, specifically tailored to the province of [PROVINCE]. 

**Context & Parties:**
- Party A: [PARTY_A_NAME], a [PARTY_A_ENTITY_TYPE] incorporated in [PARTY_A_JURISDICTION]
- Party B: [PARTY_B_NAME], a [PARTY_B_ENTITY_TYPE] incorporated in [PARTY_B_JURISDICTION]
- Joint Venture Purpose: [BUSINESS_PURPOSE_DESCRIPTION]
- Industry Sector: [INDUSTRY_TYPE]

**Key Terms to Address:**
1. **Capital Contributions**: Detail initial contributions: Party A contributes [CONTRIBUTION_A]; Party B contributes [CONTRIBUTION_B]. Include valuation methodology in CAD.
2. **Profit/Loss Distribution**: Specify [PROFIT_SPLIT_PERCENTAGE] split, addressing tax implications under the Income Tax Act (Canada) and potential HST/GST obligations.
3. **Governance Structure**: Define decision-making protocols, board composition (if applicable), and voting rights for operational vs. strategic decisions.
4. **Intellectual Property**: Clarify ownership of pre-existing IP ([BACKGROUND_IP_DETAILS]) versus foreground IP generated during the JV, including Canadian copyright and trademark considerations.
5. **Duration & Termination**: Set term for [DURATION] with exit mechanisms including buy-out provisions, drag-along/tag-along rights, and dissolution procedures compliant with [PROVINCE] partnership/corporate law.
6. **Dispute Resolution**: Specify [DISPUTE_RESOLUTION_METHOD] (e.g., mediation then arbitration under Canadian Arbitration Association rules) and choice of law as the laws of [PROVINCE] and Canada.
7. **Confidentiality & Non-Compete**: Include reasonable non-competition clauses enforceable under [PROVINCE] common law/civil law (Quebec), with geographic scope [GEOGRAPHIC_SCOPE] and duration [NON_COMPETE_DURATION].
8. **Regulatory Compliance**: Address Competition Act implications, privacy law compliance (PIPEDA/Provincial privacy laws), and any industry-specific regulations.

**Formatting Requirements:**
- Use standard Canadian legal document formatting (letter size, proper margins)
- Include bilingual clause headers if drafting for Quebec or federal jurisdiction
- Add standard severability, entire agreement, and notice clauses
- Include a prominent disclaimer that this document requires review by licensed legal counsel in [PROVINCE]

**Tone:** Professional, precise, legally conservative, and commercially pragmatic. Ensure all monetary values are in Canadian dollars (CAD) unless otherwise specified.