Collaboration Agreement Between Two Companies Template for England and Wales

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Collaboration Agreement Between Two Companies

"I need a Collaboration Agreement Between Two Companies for a joint research project between my biotech company and a pharmaceutical manufacturer, focusing on IP protection and data sharing, with the collaboration starting in March 2025."

What is a Collaboration Agreement Between Two Companies?

A Collaboration Agreement Between Two Companies is essential when organizations wish to work together on specific projects or ventures while maintaining their separate legal identities. This agreement, governed by English and Welsh law, is commonly used when companies need to pool resources, share expertise, or work jointly on projects while clearly defining ownership of outputs, confidentiality obligations, and liability allocation. It's particularly valuable for technology partnerships, research collaborations, and joint development projects, providing a robust legal framework that protects both parties' interests while facilitating effective cooperation.

What sections should be included in a Collaboration Agreement Between Two Companies?

1. Parties: Identification and details of collaborating parties

2. Background: Context and purpose of the collaboration

3. Definitions: Key terms used throughout the agreement

4. Scope of Collaboration: Details of joint activities and responsibilities

5. Term and Termination: Duration and ending conditions

6. Intellectual Property Rights: Ownership and usage of IP

7. Confidentiality: Protection of sensitive information

8. Liability and Indemnities: Risk allocation between parties

What sections are optional to include in a Collaboration Agreement Between Two Companies?

1. Financial Arrangements: Cost sharing and payment terms for collaborations involving financial exchanges

2. Staff and Resources: Personnel assignments and resource allocation arrangements when sharing human resources

3. Governance: Management structure and decision-making process for complex collaborations

4. Data Protection: Specific data handling requirements when personal data is processed

What schedules should be included in a Collaboration Agreement Between Two Companies?

1. Project Plan: Detailed timeline and deliverables

2. Financial Schedule: Detailed budget and cost allocation

3. Resource Schedule: List of committed resources and personnel

4. IP Register: List of background and foreground IP

5. Contact Details: Key personnel and communication protocols

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Industries

Companies Act 2006: Primary legislation governing company operations in the UK, relevant for determining corporate capacity and authority to enter into collaborative agreements

Contracts (Rights of Third Parties) Act 1999: Legislation governing how third parties may enforce terms of a contract, important for determining the scope of the collaboration's impact on external parties

Partnership Act 1890: Relevant when the collaboration could be construed as a partnership, defines legal framework for business partnerships

Competition Act 1998: Regulates anti-competitive practices and ensures collaboration doesn't violate competition law

Copyright, Designs and Patents Act 1988: Protects intellectual property rights in creative works, designs, and inventions that may be shared or created during collaboration

Trade Marks Act 1994: Governs the protection and use of trademarks that may be involved in the collaboration

Patents Act 1977: Regulates patent rights and protection, crucial for collaborations involving patentable innovations

Trade Secrets (Enforcement) Regulations 2018: Protects confidential business information and trade secrets shared during collaboration

UK GDPR: Regulates the processing and sharing of personal data between collaborating parties

Data Protection Act 2018: UK's implementation of data protection requirements, supplementing UK GDPR

Employment Rights Act 1996: Relevant for collaborations involving staff transfers or employment implications

Transfer of Undertakings (Protection of Employment) Regulations 2006: Protects employees' rights during business transfers or service provision changes in collaborations

Misrepresentation Act 1967: Provides remedies for false statements made during contract formation

Unfair Contract Terms Act 1977: Regulates the limitation and exclusion of liability in contracts

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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