What Is a Memorandum of Understanding?A memorandum of understanding (MOU) is a written agreement between parties that expresses their aligned will. This type of document also details the intent of a common line of action. A memorandum of understanding can be bilateral (between two parties) or multilateral (between more than two parties). Show
You can think of a memorandum of understanding as a way for all parties to express that they agree to proceed with their mutual goals. An MOU indicates that the parties have reached an understanding and are ready to move forward. Though an MOU is not legally binding, it serves as a serious declaration that a binding contract is imminent.
On the scale of formal agreements, a memorandum of understanding is less formal than a contract but more formal than a handshake. A memorandum of understanding may sound a lot like a contract, but there are significant differences. For example, a contract is a private written agreement, and unlike an MOU, it is legally binding and enforceable by a judge. The memorandum of understanding document is most often found in international relations. However, it is a common device in business negotiations as well. Other Names for a Memorandum of UnderstandingYou may see this type of document referred to by a few different names. Common names for a memorandum of understanding include:
When Should You Use a Memorandum of Understanding?Here are a few common reasons for using an MOU:
Buy Template Thank you for your order. A member of our team will be in touch shortly with payment instructions to complete your order. OK Memorandum of Understanding TemplatesPurchase and download fillable PDF templates that match your Memorandum of Understanding needs. Used for potential Joint Ventures or Business Partnerships. Used for potential Service Agreement with new customer. Used for potential outsourcing agreement for new vendor. Used for potential Asset Purchase of new asset. Used for potential share purchase of existing shares. Used for potential new Business Relationship with another party. Is a Memorandum of Understanding Legally Binding?Although an MOU is a formal document, it is typically not legally binding. Instead, the MOU is used to demonstrate each party's willingness to take whatever action is necessary to move a contract forward. The memorandum of understanding also defines the purposes and the scope of negotiations. In other words, the MOU document acts as the foundation for negotiations. These types of agreements are used frequently in:
A memorandum of understanding is the same as a letter of intent in United States law. MOUs are basically indistinguishable under the law from letters of intent and memoranda of agreement. These documents all discuss a mutually beneficial goal and the desire for the involved parties to complete this stated goal. Here is some further reading about letters of intent. Though MOUs themselves are not legally binding documents, they can include a clause that becomes legally binding. In those cases, a party that violates that clause can be held liable. Key elements that may render a memorandum of understanding to be legally binding include:
What Information Must a Memorandum of Understanding Include?Though not limited to these details, a memorandum of understanding should include the following information:
The MOU should also include certain key facts, including:
Some MOUs also include contact information for the parties involved as well as potential dates for performance reviews. How Does a Memorandum of Understanding Work?Before preparing the document, the parties who are creating a memorandum of understanding must reach an understanding that all parties accept. Everyone involved should have clear information about the important stances each party holds. This way, the parties can create a complete and effective MOU document. To create a memorandum of understanding, both (or all) parties typically first prepare their own MOU documents that discuss:
A memorandum of understanding serves to demonstrate each party's initial position before entering into negotiations.
Image via Unsplash by sctgrhm Advantages and Disadvantages of Creating an MOUA memorandum of understanding comes with both benefits and drawbacks for the parties creating the agreement. Advantages of an MOU include:
The major disadvantage of a memorandum of understanding is that it is not legally binding. As a result, an MOU makes it very easy for any involved party to either exit the agreement or not meet the outlined requirements since these actions don't typically have consequences. Although a memorandum of understanding is not a legally enforceable document, it is consistently viewed as a significant step. This is because drafting an effective MOU document requires all parties to put forth time and effort. The parties creating a memorandum of understanding must come to a mutual understanding, learn about what is most important to the others involved, and agree to move forward. Uses of a Memorandum of UnderstandingMOUs may come into play in a few sectors, including:
When signing a memorandum of understanding, it is important to create a clear document that all parties can agree to and understand. That's why it's so important to work with an experienced lawyer who can make sure that your MOU clearly states your goals, intentions, and expectations. |