Exclusive Business Cooperation Agreement: Definition, Terms, Example
Jump to Section
Quick Facts — Exclusive Business Cooperation Agreement Lawyers
- Avg cost to draft a Collaboration Agreement: $780.00
- Avg cost to review a Collaboration Agreement: $470.00
- Lawyers available: 70 business lawyers
- Clients helped: 50 recent exclusive business cooperation agreement projects
- Avg lawyer rating: 5.0 (7 reviews)
What is an Exclusive Business Cooperation Agreement?
An exclusive business cooperation agreement is a contract between investors that facilitates business cooperation and distribution of assets. By creating this agreement, investors are able to decisively determine what each person will contribute, what their share of the profits will be, and what the roles and responsibilities of each are. This fosters a positive working relationship between the parties while giving each legal recourse to take if a breech of contract occurs.
Perhaps the most valuable thing the exclusive business cooperation agreement offers is security. Once signed, it signifies that both parties understand and agree to the terms of the contract.
Common Sections in Exclusive Business Cooperation Agreements
Below is a list of common sections included in Exclusive Business Cooperation Agreements. These sections are linked to the below sample agreement for you to explore.
Exclusive Business Cooperation Agreement Sample
Exhibit 10.27
Exclusive Business Cooperation Agreement
This Exclusive Business Cooperation Agreement (the “Agreement”) is made and entered into by and among the following parties on December 2, 2004 in Beijing.
| Party A: | Lenovo-AsiaInfo Technologies, Inc. | |||
| Address: | 4/F Zhongdian Information Tower, No.6 Zhongguancun South Street, Haidian District, Beijing 100086, P.R. China | |||
| Party B: | Lenovo Security Technologies (Beijing), Inc. | |||
| Address: | Room 801-810, Zhongdian Information Tower | |||
| 6 Zhongguancun South Street, Haidian District, Beijing 100086, P.R. China | ||||
Whereas,
| 1. | Party A is a wholly-foreign-owned enterprise established in the People’s Republic of China (“China”), and has the necessary resources to provide technical and consulting services; |
| 2. | Party B is a company with exclusively domestic capital registered in China engaging in the information security business as approved by the relevant governmental authorities in China; |
| 3. | Party A, or Party A’s designee, is willing to provide Party B with exclusive technical, consulting and related services in the information security business during the term of this Agreement by utilizing its own advantages in human resources, technology and information, and Party B is willing to accept such services provided by Party A or Party A’s designee, each on the terms set forth herein. |
Now, therefore, through mutual discussion, the parties have reached the following agreements:
| 1. | Services Provided by Party A |
| 1.1 | Party B hereby appoints Party A as Party B’s exclusive services provider to provide Party B with complete business support services and consulting services during the term of this Agreement, in accordance with the terms and conditions of this Agreement. The services may include all services within the business scope of Party B as may be determined from time to time by Party A, including but not limited to technical services, business consultations, intellectual property licenses, equipment or property leasing, marketing consultancy, system integration, product research and development and system maintenance. |
1
| 1.2 | Party B agrees to accept all the consultations and services provided by Party A. Party B further agrees that unless Party A consents in writing in advance, during the term of this Agreement Party B shall not accept any consultations and/or services provided by any third party and shall not cooperate with any third party regarding the matters contemplated by this Agreement. Party A, at its sole discretion, may appoint other parties to enter into certain of the agreements described in Section 1.3 with Party B and to provide Party B with the consultations and services under this Agreement. |
| 1.3 | Manner of Providing Services |
| 1.3.1 | Party A and Party B agree that during the term of this Agreement, both parties, directly or through their respective affiliates, may enter into further technical service agreements or consulting service agreements, which shall provide the specific contents, manner, personnel, and fees for the specific technical service or consulting service. |
| 1.3.2 | To fulfill this Agreement, Party A and Party B agree that during the term of this Agreement, both parties, directly or through their respective affiliates, may enter into intellectual property (including but not limited to software, trademark, patent and know-how) license agreements, which shall permit Party B to use Party A’s relevant intellectual property rights, at any time and from time to time, based on the needs of the business of Party B. |
| 1.3.3 | To fulfill this Agreement, Party A and Party B agree that during the term of this Agreement, both parties, directly or through their respective affiliates, may enter into equipment or property leases which shall permit Party B to use Party A’s relevant equipment or property based on the needs of the business of Party B. |
| 2. | The Calculation and Payment of the Service Fee |
The parties agree that the service fees under this Agreement shall be determined and paid based on the methods set forth in the agreements to be entered between Party A and Party B described in Section 1.3. For the avoidance of doubt, the service fees under this Agreement shall be equal to the revenue of Party B.
| 3. | Intellectual Property Rights and Confidentiality Clauses |
| 3.1 | Party A shall have exclusive and proprietary rights and interests in all rights, ownership, interests and intellectual property arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent application, trademark, software, technical secrets, trade secrets and others, regardless of whether they have been developed by Party A or Party B. |
2
| 3.2 | The Parties acknowledge that any oral or written information exchanged among them with respect to this Agreement is confidential information. Each Party shall maintain the confidentiality of all such information, and without obtaining the written consent of the other party, it shall not disclose any relevant information to any third parties, except in the following circumstances: (a) such information is or will be in the public domain (provided that this is not the result of a public disclosure by the receiving party); (b) information disclosed as required by applicable laws or rules or regulations of any stock exchange; or (c) information required to be disclosed by any Party to its legal counsel or financial advisor regarding the transaction contemplated hereunder, and such legal counsel or financial advisor are also bound by confidentiality duties similar to the duties in this section. Disclosure of any confidential information by any staff member or agent hired by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for such breach under this Agreement. This section shall survive the termination of this Agreement for any reason. |
| 3.3 | The parties agree that this Section shall survive changes to, and rescission or termination of, this Agreement. |
| 4. | Representations and Warranties |
| 4.1 | Party A hereby represents and warrants as follows: |
| 4.1.1 | Party A is a company legally registered and validly existing in accordance with the laws of China. |
| 4.1.2 | Party A’s execution and performance of this Agreement is within the scope of its business operations; Party A has taken all necessary corporate actions and given appropriate authorizations and has obtained all requisite consents and approvals from third parties and government agencies to execute and perform this Agreement, and such execution and performance will not violate any restrictions in law or otherwise binding or having an impact on Party A. |
| 4.1.3 | This Agreement constitutes Party A’s legal, valid and binding obligations, enforceable in accordance with its terms. |
| 4.2 | Party B hereby represents and warrants as follows: |
| 4.2.1 | Party B is a company legally registered and validly existing in accordance with the laws of China and may engage in the information security business as approved by the relevant governmental authorities of China; |
3
| 4.2.2 | Party B’s execution and performance of this Agreement is within the scope of its business operations; Party B has taken all necessary corporate actions and given appropriate authorizations and has obtained all requisite consents and approvals from third parties and government agencies to execute and perform this Agreement, and such execution and performance will not violate any restrictions in law or otherwise binding or having an impact on Party B. |
| 4.2.3 | This Agreement constitutes Party B’s legal, valid and binding obligations, and shall be enforceable against it. |
| 5. | Effectiveness and Term |
| 5.1 | This Agreement is executed on the date first above written and shall take effect as of such date. Unless earlier terminated in accordance with the provisions of this Agreement or relevant agreements separately executed between the parties, the term of this Agreement shall be 10 years. After the execution of this Agreement, both parties shall review this Agreement every three months to determine whether to amend or supplement the provisions in this Agreement based on the actual circumstances at that time. |
| 5.2 | The term of this Agreement may be extended by Party A at any time prior to the expiration thereof by written notice to Party B. The extended term shall be determined by Party A, and Party B shall accept such extended term unconditionally. |
| 6. | Termination |
| 6.1 | Unless renewed in accordance with the relevant terms of this Agreement, this Agreement shall be terminated upon the date of expiration hereof. |
| 6.2 | During the term of this Agreement, unless Party A commits gross negligence, or a fraudulent act, against Party B, Party B shall not terminate this Agreement prior to its expiration date. Nevertheless, Party A shall have the right to terminate this Agreement by giving 30 days’ prior written notice to Party B at any time. |
| 6.3 | The rights and obligations of the parties under Sections 3, 7 and 8 shall survive the termination of this Agreement. |
| 7. | Governing Laws and Resolution of Disputes |
| 7.1 | The execution, effectiveness, construction, performance, amendment and termination of this Agreement and the resolution of disputes hereunder shall be governed by the laws of China. |
4
| 7.2 | Any dispute, controversy or claim arising out of or relating to this Agreement, or the breach, termination or invalidity thereof, shall be settled by arbitration at the Hong Kong International Arbitration Center (“HKIAC”) under the UNCITRAL Arbitration Rule. For the purpose of such arbitration, there shall be a board of arbitration (the “Board of Arbitration”) consisting of three arbitrators, each party shall select one (1) member and the third member shall be selected by mutual agreement of the other members, or if the other members fail to reach agreement on a third member within twenty (20) days after their selection, such third member shall thereafter be selected by the HKIAC upon application made to it for such purpose. The language used in such arbitration shall be English, and the place of arbitration shall be in Hong Kong at HKIAC. Any such arbitration shall be administered by HKIAC in accordance with HKIAC Procedures for Arbitration in force at the date of this Agreement including any additions to the UNCITRAL Arbitration Rules as are therein contained. The decision by the Board of Arbitration shall be final and binding on the parties. |
| 7.3 | Upon the occurrence of any disputes arising from the construction and performance of this Agreement or during the pending arbitration of any dispute, except for the matters under dispute, the parties to this Agreement shall continue to exercise their respective rights under this Agreement and perform their respective obligations under this Agreement. |
| 8. | Indemnification |
Party B shall indemnify and hold harmless Party A from any loss, injury, obligation or expense caused by any lawsuit, claim or other demand against Party A arising from or caused by the consultations and services provided by Party A at the request of Party B, except where such loss, injury, obligation or expenses arise from the gross negligence or willful misconduct of Party A.
| 9. | Notices |
| 9.1 | All notices and other communications required or permitted to be given pursuant to this Agreement shall be delivered personally or sent by registered mail, postage prepaid, by a commercial courier service or by facsimile transmission to the address of such party set forth below. A confirmation copy of each notice shall also be sent by e-mail. The dates on which notices shall be deemed to have been effectively given shall be determined as follows: |
| 9.1.1 | Notices given by personal delivery, by courier service or by registered mail, postage prepaid, shall be deemed effectively given on the date of delivery or refusal at the address specified in such notice. |
| 9.1.2 | Notices given by facsimile transmission shall be deemed effectively given on the date of successful transmission as evidenced by an automatically generated confirmation of such transmission. |
5
| 9.2 | For the purpose of giving notices, the contact details of the Parties are as follows: |
| Party A: | 4/F Zhongdian Information Tower, No.6 Zhongguancun South Street, Haidian District, Beijing 100086, P.R. China | |
| Attn: Yu Dong | ||
| Phone: +86-10-6250 1658 | ||
| Facsimile: +86-10-6250 1665 | ||
| E-mail: dongyu@asiainfo.com | ||
| Party B: | Room 801-810, Zhongdian Information Tower, 6 Zhongguancun South Street, Haidian District, Beijing 100086, P.R. China | |
| Attn: Yu Dong | ||
| Phone: +86-10-6250 1638 | ||
| Facsimile: +86-10-6250 1668 | ||
| E-mail: dongyu@asiainfo.com | ||
| 9.3 | Any party may at any time change its address for notices by a notice delivered to the other party in accordance with the terms hereof. |
| 10. | Assignment |
| 10.1 | Without Party A’s prior written consent, Party B shall not assign its rights and obligations under this Agreement to any third party. |
| 10.2 | Party B agrees that Party A may assign its obligations and rights under this Agreement to any third party upon a prior written notice to Party B. |
| 11. | Severability |
In the event that one or several of the provisions of this Agreement are found to be invalid, illegal or unenforceable in any aspect in accordance with any law or regulation, the validity, legality or enforceability of the remaining provisions of this Agreement shall not be affected or compromised in any aspect. The Parties shall strive in good faith to replace such invalid, illegal or unenforceable provisions with effective provisions that accomplish to the greatest extent permitted by law the intentions of the Parties, and the economic effect of such effective provisions shall be as close as possible to the economic effect of those invalid, illegal or unenforceable provisions
| 12. | Amendments and Supplements |
Any amendments and supplements to this Agreement shall be in writing. The amendment agreements and supplementary agreements that have been signed by the parties and that relate to this Agreement shall be an integral part of this Agreement and shall have the same legal validity as this Agreement.
6
| 13. | Language and Counterparts |
This Agreement is written in both Chinese and English language. The Parties hereto shall execute two originals, one for each Party, and each original shall have equal legal validity. In case there is any conflict between the Chinese version and the English version, the Chinese version shall prevail.
IN WITNESS WHEREOF, the parties have caused their authorized representatives to execute this Agreement as of the date first above written.
7
| Party A: Lenovo-AsiaInfo Technologies, Inc. | ||
| Representative: | /s/ Yu Bing | |
| Name: | Yu Bing | |
| Title: | President and Chief Executive Officer | |
| Party B: Lenovo Security Technologies (Beijing), Inc. | ||
| Representative: | /s/ Yu Bing | |
| Name: | Yu Bing | |
| Title: | Legal Representative | |
8
Reference:
Security Exchange Commission - Edgar Database, EX-10.27 3 dex1027.htm EXCLUSIVE BUSINESS COOPERATION AGREEMENT, Viewed September 15, 2022, View Source on SEC.
Who Helps With Exclusive Business Cooperation Agreements?
Lawyers with backgrounds working on exclusive business cooperation agreements work with clients to help. Do you need help with an exclusive business cooperation agreement?
Post a project in ContractsCounsel's marketplace to get free bids from lawyers to draft, review, or negotiate exclusive business cooperation agreements. All lawyers are vetted by our team and peer reviewed by our customers for you to explore before hiring.
See Real Collaboration Agreement Projects
Nevada Review a business collaboration agreement Review
- Nevada
- 10 lawyer bids
- $370 - $800
Ohio Equity and accrued fees contract drafting Drafting
- Ohio
- 7 lawyer bids
- $550 - $1,000
North Carolina Review and update business collaboration agreement Review
- North Carolina
- 9 lawyer bids
- $300 - $999
Georgia Give your legal perspective on if I am able to pursue a collaboration agreement after agreement was previously terminated with Zivain Review
- Georgia
- 3 lawyer bids
- $300 - $400
Tennessee Group Purchasing Organization Partnership Review
- Tennessee
- 4 lawyer bids
- $350 - $1,200
See all Collaboration Agreement projects
ContractsCounsel is not a law firm, and this post should not be considered and does not contain legal advice. To ensure the information and advice in this post are correct, sufficient, and appropriate for your situation, please consult a licensed attorney. Also, using or accessing ContractsCounsel's site does not create an attorney-client relationship between you and ContractsCounsel.
Need help with an Exclusive Business Cooperation Agreement?
Meet some of our Exclusive Business Cooperation Agreement Lawyers
Daehoon P.
Daehoon P.
Corporate, M&A & Securities Lawyer | Managing Attorney, DP Counsel PLLC Practice Areas: Business Formation | Commercial Contracts | Contract Drafting & Review | Mergers & Acquisitions | Venture Capital | Securities Offerings | Franchise Law | Employment & Equity Compensation | Intellectual Property | Cross-Border Transactions About/Bio: I represent companies, investors, and fund sponsors in corporate transactions, commercial contracting, and private securities matters, from entity formation and early-stage financings to acquisitions, exits, and ongoing strategic counsel. As Managing Attorney of DP Counsel PLLC, I help clients structure transactions clearly, allocate risk thoughtfully, and move deals forward with documentation that is practical, enforceable, and aligned with business objectives. My practice includes both day-to-day commercial matters and more complex transactional work, including venture financings, private offerings, M&A deals, fund-related documents, and cross-border structuring. What I Do: Corporate & Commercial • Entity formation and structuring for corporations, LLCs, and limited partnerships • Operating agreements, shareholder agreements, and governance documents • Commercial contract drafting, review, and negotiation • Vendor, distribution, manufacturing, SaaS, and licensing agreements • Employment, consulting, confidentiality, and equity compensation agreements • Outside general counsel support for growing companies Securities & Private Capital • Private offerings under Regulation D and Regulation S • Private placement memoranda, subscription agreements, and investor documents • SAFE, convertible note, and priced equity financings • Venture capital and private fund formation matters • Fund governing documents and offering document packages • Securities law analysis for private capital raising transactions Mergers & Acquisitions • Letters of intent and term sheets • Stock purchase, asset purchase, and merger agreements • Due diligence coordination and transaction support • Disclosure schedules, closing documents, and post-closing matters • Earnouts, rollover equity, indemnity structures, and related deal terms • HSR, CFIUS, and related regulatory issue spotting for qualifying transactions Digital Assets & Emerging Technologies • Federal-law digital asset and token securities analysis • Entity structuring for blockchain and Web3 ventures • Digital asset fund and operating structures • AML/KYC documentation support and regulatory issue spotting Franchising • Franchise Disclosure Documents (FDDs) • Franchise agreements • Master franchise and area development agreements • Franchise structuring and registration coordination Real Estate Transactions • Commercial real estate acquisitions and dispositions • Real estate joint ventures and syndications • Commercial lease drafting and negotiation • Real estate investment structures and related offering documents Cross-Border & International • U.S. market entry and entity structuring for international clients • Delaware and multi-entity holding structures • Cross-border transaction planning and documentation • Coordination with foreign counsel and tax advisors on cross-border matters Why Clients Hire Me: • Big-law-level drafting with boutique responsiveness • Practical, business-focused advice grounded in execution reality • Clear scoping and transparent fee arrangements • Experience across financings, acquisitions, fund formations, and cross-border transactions Typical Projects: • Contract drafting and negotiation • Entity formation and governance packages • Private offering document suites • Venture financing documentation • M&A transactions from LOI through closing • Fractional or outside general counsel support Industries Technology | SaaS | FinTech | Digital Assets | E-commerce | Healthcare | Real Estate | Food & Beverage | Professional Services
"Daehoon provided a thorough and practical legal review, with clear guidance tailored to our product. He was professional, responsive, and easy to work with."
Gamal H.
I am a commercial contracts attorney with twenty years of experience. I have represented major corporate clients including Amazon, Marvel, and Viacom as well as independent entertainment professionals and technology startups.
"Gamal has been a pleasure to work with. This book is the first in a 4-book series and I will certainly retain him for all of them should the publisher wish to exercise that option. Well done!"
Odini G.
I am an accomplished attorney with more than 19 years of experience and extensive expertise in business negotiations, commercial contracts, and technology transactions. With a proven track record of providing strategic legal advice and delivering exceptional results, I have successfully assisted numerous clients in drafting, reviewing, and negotiating various business arrangements. My experience encompasses a wide range of areas, including intellectual property, data privacy and security, SaaS agreements, and software licenses. I co-founded a reputable general corporate law firm with three offices in Aspen, Atlanta, and New York. As a partner and attorney, I represented diverse clients, including start-ups, public corporations, investors, financial institutions, educational institutions, and non-profit entities. With a focus on delivering comprehensive legal solutions, I provided general counsel, expert dispute resolution, efficient litigation management, and skillful contract drafting and negotiations for businesses across industries.
"Supremely responsive and works surprisingly quickly. Strongly recommend!"
Edward B.
When the pressure mounts and the outcome matters most, Edward L. Blair IV doesn’t just step up—he dominates. As a formidable Florida-based attorney, Mr. Blair commands every case with the unshakable focus of a warrior and the calculated precision of a master strategist. His expertise in drafting pleadings, motions, and contracts transforms legal writing into a sharp-edged instrument—an arsenal of language wielded with power and purpose. Edward L. Blair IV is not just an attorney—he’s a lionhearted force of advocacy. Every case is a mission, and every client is a cause worth fighting for. His strategic legal insight doesn’t just navigate complexity—it crushes confusion, eliminates doubt, and clears the path to victory. Respected by clients and relentless in pursuit of justice, he approaches each legal battle as a personal crusade. When you choose Blair Legal Solutions LLC, you gain more than representation—you gain a relentless ally. Your battle becomes his, and he won’t rest until the job is done.
"Edward was responsive and delivered a solid LLC Membership Interest Purchase Agreement that met our project requirements. He communicated clearly throughout the process and kept the work within the agreed budget. Would recommend for corporate/LLC-related contract work."
Donya G.
Donya G.
I am a Contracts and Mergers & Acquisitions Attorney with more than 25 years of diverse legal and business experience. My practice focuses on mergers and acquisitions, commercial contracts, contract dispute resolution, and a broad range of business-related legal matters. I have extensive experience managing and closing transactions across a variety of industries, including SaaS, IT, eCommerce, franchises, agencies, and food services. I take a practical, business-oriented approach to transactions, helping clients efficiently navigate complex deals from initial structuring and negotiation through execution and closing. My combined legal, litigation, financial, and business experience allows me to deliver strategic, efficient, and practical solutions tailored to my clients’ objectives, whether in deal negotiations, contract structuring, dispute resolution, or complex business transactions
"Donya was an amazing partner and was very patient and diligent in dealing with the APA and OA. I highly recommend her as she knows her stuff, is confident, and always has your back."
AJ M.
⛵AJ has practiced in entertainment, technology, intellectual property, data privacy and protection, a broad array of domestic and international transactions, finance, and as outside General Counsel for startup and growth companies.
May 3, 2023
Tyler P.
I am an experienced business coordinator with years of experience operating within an international setting where I discovered my passion for contracts and helping people. I became an attorney later in life to further and enhance these passions and to be able to help those in similar positions as I was find the legal help they need, and work with clients on a rate that is a fraction of the cost of going to a larger firm.
Find the best lawyer for your project
Browse Lawyers NowLawyer Reviews for Exclusive Business Cooperation Agreement Projects
Equity and accrued fees contract drafting
"Responsive and knowledgeable"
ContractsCounsel User
Licensing / Partnership Agreement Contract Review
"Very helpful and easy to work with, a lot of experience with licensing"
ContractsCounsel User
Give your legal perspective on if I am able to pursue a collaboration agreement after agreement was previously terminated with Zivain
"Enlist her services..you won't be disappointed!!!"
ContractsCounsel User
Group Purchasing Organization Partnership
"Dolan was punctual with the deadline needed and provided a high quality and detailed analysis of the contract at hand. I feel very confident that I have the information to move forward with the suggested presented. Would highly recommend."
ContractsCounsel User
Workhorse Properties/Tax Sale Associates Contract
"Very thorough work and the explanations were understandable even for me. Great work"
ContractsCounsel User
Quick, user friendly and one of the better ways I've come across to get ahold of lawyers willing to take new clients.
View Trustpilot ReviewNeed help with an Exclusive Business Cooperation Agreement?
Business lawyers by top cities
- Austin Business Lawyers
- Boston Business Lawyers
- Chicago Business Lawyers
- Dallas Business Lawyers
- Denver Business Lawyers
- Houston Business Lawyers
- Los Angeles Business Lawyers
- New York Business Lawyers
- Phoenix Business Lawyers
- San Diego Business Lawyers
- Tampa Business Lawyers
Exclusive Business Cooperation Agreement lawyers by city
- Austin Exclusive Business Cooperation Agreement Lawyers
- Boston Exclusive Business Cooperation Agreement Lawyers
- Chicago Exclusive Business Cooperation Agreement Lawyers
- Dallas Exclusive Business Cooperation Agreement Lawyers
- Denver Exclusive Business Cooperation Agreement Lawyers
- Houston Exclusive Business Cooperation Agreement Lawyers
- Los Angeles Exclusive Business Cooperation Agreement Lawyers
- New York Exclusive Business Cooperation Agreement Lawyers
- Phoenix Exclusive Business Cooperation Agreement Lawyers
- San Diego Exclusive Business Cooperation Agreement Lawyers
- Tampa Exclusive Business Cooperation Agreement Lawyers
ContractsCounsel User
Review a business collaboration agreement
Location: Nevada
Turnaround: Less than a week
Service: Contract Review
Doc Type: Collaboration Agreement
Page Count: 9
Number of Bids: 10
Bid Range: $370 - $800
ContractsCounsel User