Teaming Agreement

Company Letterhead

{{company_name}}

{{company_address}}

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TEAMIING AGREEMENT

This Teaming Agreement (the “Agreement”) is made and entered into as of this {{date}} by and between:

1. {{company_name_1}} (hereinafter referred to as “Partner 1”), a company duly incorporated under the laws of {{country_1}}, with its principal place of business at {{address_1}}.

AND

2. {{company_name_2}} (hereinafter referred to as “Partner 2”), a company duly incorporated under the laws of {{country_2}}, with its principal place of business at {{address_2}}.

(Partner 1 and Partner 2 hereinafter collectively referred to as the “Parties” and individually as a “Party”)

RECITALS

WHEREAS, the Parties desire to collaborate exclusively to submit a bid/proposal (the “Proposal”) in response to the Request for Proposal (RFP) No. {{rfp_number}} issued by {{client_name}} (the “Client”) for the {{project_name}} project (the “Project”).

WHEREAS, the Parties possess complementary skills, expertise, and resources in {{area_of_expertise_1}} and {{area_of_expertise_2}} respectively, which will be mutually beneficial in responding to the RFP and executing the Project if awarded.

NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, the Parties agree as follows:

PURPOSE AND SCOPE

The purpose of this Agreement is to define the terms and conditions under which the Parties will cooperate and form a team (the “Team”) for the sole purpose of preparing and submitting a Proposal in response to the RFP and, if awarded, performing the Project.

The scope of this Agreement is strictly limited to the Project specified in the RFP and does not extend to any other current or future projects unless mutually agreed upon in writing by both Parties.

ROLES AND RESPONSIBILITIES

The Parties agree to undertake the following roles and responsibilities:

**Partner 1 (Lead Partner):**

- Be responsible for the overall coordination and submission of the Proposal.

- Serve as the primary point of contact with the Client.

- Manage project finances, including invoicing and payments.

- Provide expertise in {{partner_1_specific_roles}}.

**Partner 2 (Supporting Partner):**

- Provide expertise in {{partner_2_specific_roles}}.

- Contribute to the technical and financial aspects of the Proposal as agreed.

- Assign qualified personnel to the Project as required.

Detailed allocation of tasks and responsibilities shall be further defined in a separate Work Breakdown Structure (WBS) or similar document, to be mutually agreed upon by the Parties.

EXCLUSIVITY

During the term of this Agreement and for a period of {{months_of_exclusivity}} months thereafter, neither Party shall, directly or indirectly, through its employees, agents, or affiliates, submit an independent proposal or bid, or participate in any other teaming arrangement, joint venture, or partnership with a third party to respond to the same RFP or secure the Project from the Client, unless explicitly released from this exclusivity by the other Party in writing.

CONFIDENTIALITY

All non-public information exchanged between the Parties in connection with this Agreement and the Project shall be treated as confidential and shall not be disclosed to any third party without the express written consent of the disclosing Party. This obligation of confidentiality shall survive the termination of this Agreement for a period of {{years_of_confidentiality}} years.

PROFIT AND LOSS SHARING

In the event the Project is awarded to the Team, the Parties agree to share profits and losses arising from the Project in the following percentages:

- Partner 1: {{profit_share_partner_1}}%

- Partner 2: {{profit_share_partner_2}}%

The allocation of costs and expenses related to the Project shall be mutually agreed upon and documented in a separate financial agreement or project budget.

TERM AND TERMINATION

This Agreement shall commence on the Effective Date and shall remain in full force and effect until the earlier of:

a) The award of the Project to a third party.

b) The mutual agreement of the Parties to terminate this Agreement.

c) The completion of the Project, if awarded, and final settlement of all financial obligations.

Either Party may terminate this Agreement by giving {{days_notice}} days' prior written notice to the other Party in the event of a material breach of any terms herein, provided that the breaching Party fails to remedy such breach within the notice period.

GOVERNING LAW AND DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of {{applicable_country}}.

Any dispute, controversy, or claim arising out of or relating to this Agreement, or the breach, termination, or invalidity thereof, shall first be subjected to amicable negotiations between senior representatives of the Parties. If the dispute is not resolved within {{days_for_negotiation}} days, it shall be referred to arbitration in accordance with the rules of the {{arbitration_centre}} operating in {{arbitration_city}}, {{arbitration_country}}. The decision of the arbitrator(s) shall be final and binding on both Parties.

ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior discussions, negotiations, and agreements, whether oral or written.

SIGNATURES

IN WITNESS WHEREOF, the Parties have executed this Teaming Agreement as of the date first written above.

**For and on behalf of {{company_name_1}}**

Name: {{signatory_name_1}}

Title: {{signatory_title_1}}

Signature: _________________________

Date: {{date_signed_1}}

**For and on behalf of {{company_name_2}}**

Name: {{signatory_name_2}}

Title: {{signatory_title_2}}

Signature: _________________________

Date: {{date_signed_2}}