Business collaboration agreement

  • Provides key protections for your business
  • Minimises risk of disputes with your business partner
  • Quick and easy to complete

A business collaboration agreement is an agreement between two or more businesses that will be working together on a commercial project. It sets out the scope of their cooperation and the key commercial terms that have been agreed, including the parties’ obligations and responsibilities. It might also be referred to as a cooperation agreement, a collaboration contract or a project collaboration agreement.

It’s important to use proper legal contracts when you are collaborating with another business to ensure you are both clear about what has been agreed and to provide your business with key legal protections. This will help to make sure your project runs smoothly and may help to avoid the risk of disputes if things go wrong later down the line.

This template business collaboration agreement will help you to put in place a framework for your project collaboration and will ensure that you have key commercial terms in place.

This document is also available as part of our Business collaborations toolkit, which will take you through the process of entering into a business collaboration and provide guidance on protecting your position.

Q&A

  • When should I use this document?

    You should use this template collaboration agreement whenever you are thinking about collaborating on a project with another business.

    It will help you to set out the agreement that you have negotiated.

    It is suitable when you are collaborating with one other business and only where your collaboration is contractual. It is not appropriate if you and your collaborator will be jointly setting up a legal vehicle, such as a joint venture company, for your project.

  • What does this document cover?

    While the specific terms of your collaboration agreement will depend on the outcome of your commercial negotiations, this template agreement provides a framework, which is customisable to reflect the terms that you have agreed. It contains key provisions and protections for your business, including:

    • The purpose and objectives of the project;
    • Obligations and responsibilities;
    • Exclusivity;
    • How any income, costs and expenses will be apportioned;
    • Confidential information and data protection;
    • Intellectual property ownership; and
    • Termination provisions.

    It also contains appropriate wording to emphasise that your collaboration is not intended to be an unlimited partnership, which could have significant legal implications for you.

    Finally, you can customise this template agreement to include restrictions to protect your business eg to stop you from soliciting each other’s clients or staff, or prevent you from competing with the project itself.

    If you will be sharing any personal data with your collaborator, you may need a specific agreement in place to ensure that you comply with your data protection obligations. For full guidance, see our Q&A on Sharing personal data.

  • Why do I need this document?

    It’s recommended that you use a business collaboration agreement whenever you are thinking about collaborating on a project with another business. It will allow you to formalise your agreement and make sure you are both on the same page about what the scope of your cooperation is and what your various obligations are.

    This is important as it may prevent problems further down the line eg disputes over who owns intellectual property created, how any profits will be split and who is liable for what. It’s important for both you and your business partners to also understand how and when you can pull the plug if things aren’t working out, and how you can protect your business following termination of the agreement.

  • Where can I find out more?

    If you’re thinking about collaborating with another business and you’re not sure whether a contractual collaboration is the right legal form for you, see our Q&A on business collaborations.

    If you want to find out more about business collaboration agreements, including a detailed discussion of the key terms you should include, see our guidance on What to include in a business collaboration agreement.

    For guidance on the other documents you should use when you are collaborating with another business, see our Q&A on Documenting a contractual business collaboration. If you’re looking for a template non-disclosure agreement to protect you during negotiations, you can use our NDA. For a template letter of intent which you can use to form the basis of your negotiations before you enter into a legally binding contract, see this template letter of intent.

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