Memorandum of Understanding
A record of how two organisations plan to work together. Template v1.0.
Date: Date of this memorandum
Organisation: Organisation
Partner organisation (the Partner): Partner organisation
This memorandum records the shared understanding of the Organisation and the Partner. Sections 1 to 3 describe what the parties intend and are not legally binding. Sections 4 to 8 are binding on both parties once both have signed.
1. Purpose (not binding)
The parties intend to work together to:
2. What each party will do (not binding)
The Organisation will:
The Partner will:
Each party will name a contact person and keep the other informed of progress. The parties will meet when needed to review the work.
3. Costs and resources (not binding)
Neither party has to commit money, staff or other resources beyond what it agrees to in writing.
4. Names and logos (binding)
Neither party may use the other's name, logo or trade marks without the other's prior written consent. Consent may be given for a particular use, such as a joint announcement, and may be withdrawn for future uses.
5. Confidentiality (binding)
Each party will keep confidential any information it receives from the other that is marked confidential or is clearly confidential. It will use that information only for the purpose of this memorandum. This does not apply to information that is public, was already known to the receiving party, or must be disclosed by law. This duty continues for two years after this memorandum ends.
6. Intellectual property (binding)
Each party keeps all rights in its own intellectual property. Nothing in this memorandum transfers or licenses any of it to the other party. If the parties want to create joint work or share rights in it, they will first sign a separate written agreement that covers it.
7. Term and ending (binding)
This memorandum ends on: End date
Days of written notice to end it early: 30
Either party may end this memorandum earlier by giving the other that many days of written notice. Sections 4, 5 and 6 continue after it ends.
8. Legal effect (binding)
Sections 1 to 3 express intent only. They create no legal duty to carry out the work. Nothing in this memorandum creates a partnership, joint venture, agency or employment between the parties. A binding commitment to do the work needs a separate written agreement signed by both parties.
The binding sections are governed by the laws of:
Governing law
This memorandum may be signed electronically and in counterparts. A change is valid only in writing signed by both parties.
