This non-exclusive teaming agreement template has 8 pages and is a MS Word file type listed under our legal agreements documents.
Sample of our non-exclusive teaming agreement template:
NON-EXCLUSIVE TEAMING AGREEMENT This Non-exclusive Teaming Agreement (the "Agreement") is effective [DATE], BETWEEN: [TEAM LEADER NAME] (the "Team Leader"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE] with its head office located at: [YOUR COMPLETE ADDRESS] AND: [SECOND PARTY NAME] (the "Team Member "), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS (hereinafter called the "Customer") has issued [is planning to issue] a solicitation (hereinafter called the "Solicitation") for [PURPOSE] ; WHEREAS the Team Leader and the Team Member, (hereinafter called "the Parties"), because of their diverse capabilities, have determined that they would benefit from a Teaming Agreement for the purpose of competitively responding to the Solicitation, to develop the best technical and management approaches fully responsive to the requirements of the Customer; WHEREAS the Parties wish to establish a cooperative and supportive team in which each will devote adequate skilled manpower, capital equipment, facilities, and other resources to timely support the objectives of this Teaming Agreement; NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS: DEFINITIONS "Customer" means one who buys goods and/or services. "Teaming Arrangement" means the business relationship between Team Leader and Team Member, established pursuant to this agreement. "Workshare" means allocation of work between the Parties developed by the Parties as each initiative is developed. "Business Initiative" means a bona-fide business opportunity described by a Statement of Work and with potential customers or markets identified and a general statement of the roles envisioned for each Party. The Party proposing the Business Initiative pledges to expend effort to research, develop, and otherwise pursue that Business Initiative. A Business Initiative must be signed by both Parties and must identify which Party is the proposing Party. PURPOSE AND FORMATION OF TEAMING AGREEMENT The purpose of this agreement is to establish a non-exclusive teaming relationship by merging resources between the Parties for the express purpose of pursuing specific Business Initiatives. Nothing in this Agreement shall constitute, create, give effect to, or otherwise imply a joint venture, pooling arrangement, partnership, or formal business organization of any kind. The Parties shall remain independent contractors at all times, and no Party shall act as the agent for the other. The rights and obligations of the Parties shall be limited to those expressly set forth herein. Nothing herein shall be construed as providing for the sharing of profits or losses arising out of the efforts of either or both of the Parties. Neither Party will be liable to the other for any of the costs, expenses, risks, or liabilities arising out of the other's efforts in connection with the performance of this Agreement. The Teaming Agreement shall apply only to opportunities specifically agreed to by the Parties on a case-by-case basis. The Parties shall identify, in Exhibit A, any projects in which the Parties are potentially discussing teaming arrangements pursuant to this agreement. For each of the projects identified in Exhibit A, the Parties shall seek to work toward a mutually acceptable agreement, for a period not to exceed two years from the date of this agreement for each project. Unless and until a business agreement between the Parties is reached for any the projects identified in Exhibit A, there shall be no obligation to partner with the other party or to provide remuneration or otherwise provide compensation to the other party. Any business agreements between the Parties shall identify the details of the Business Initiative; the details shall include at a minimum the elements stated in Exhibit A. Other information may be included if available such as: other commercial entities involved down through the second tier, estimated revenue and employment calculations, outline of partnership arrangement, and may include contract number, specific buying office address, POC and any other pertinent documentation. No modification to this Agreement may be made without the consent in writing of all Parties hereto. Should any provisions contained in this Agreement be found to be invalid, illegal, or unenforceable, the remaining provisions of this Agreement shall not be affected thereby. TERM, TERMINATION AND BREACH OF THIS AGREEMENT This agreement, except for Section 7, shall expire [NUMER OF YEARS] years from the date of this agreement with year-to-year options thereafter unless terminated earlier by one of the following events: Written agreement by the Parties to terminate this agreement, or If any team member petitions for bankruptcy or reorganization under bankruptcy laws, or makes an assignment of the benefit of creditors, or The Government's debarment or suspension of any team member which would preclude any team member's participation in contracts with the Government, or By written notification by either party. If any Party breaches or defaults any of the provisions of this Agreement, the other Parties may provide written notice of such breach in accordance with the NOTICES provision of this agreement. If said Party does not cure its performance within 15 days from the date it receives notice, then any time after the expiration of such cure period, the non-breaching Party may give written notice to the other(s) of its election to terminate this Agreement. Should there be any dispute arising under or related to this Agreement, such dispute may be resolved as provided under provisions of the Alternate Disputes Resolution process as defined by this Agreement. In the event that this Agreement is terminated, any contracts or subcontracts resulting from efforts under this Agreement shall remain in effect, subject to the terms and conditions therein. PARTIES RESOURCES Contracts that result from a Business Initiative will express the responsibility of each Party for providing the resources necessary to perform the contract. MARKETING EFFORT Roles During the course of this Agreement, the Parties shall be responsible for and reasonably cooperate in planning and executing the Business Initiatives. Both Parties shall share marketing intelligence and shall identify specific opportunities and determine appropriate strategies to acquire contracts for the Business Initiatives under this Agreement. Parties shall use their best efforts to secure prime contracts for the Business Initiatives and Parties shall support and assist each other in securing subcontracts for the defined Business Initiatives. Marketing Expenses 5.2.1 Each Party shall be solely responsible for their own marketing expenses. Both Parties will make their best efforts to have personnel available for presentations, meetings, site visits, and other activities pursuant to the Business Initiatives. Status Information 5.3.1 Each party shall keep the other party informed as to the status of all marketing and sales issues, activities, and opportunities relating to potential Business Initiatives during the term of this Agreement. Customer Contacts 5.4.1 The Party bringing the Business Initiative to this agreement shall be responsible, unless otherwise agreed to by the Parties, for all communication with prime contract customer contacts, whether in person, in writing, by phone, or by other means. If communications are initiated by the Customer directly with the Party not bringing the Business Initiative, that Party will coordinate responses with the Party who proposed the Business Initiative. Advertising and Publicity 5.5
