A Memorandum of Understanding records that two or more parties share an understanding, or intend to work toward something — for example, two companies discussing a possible joint venture, or two organizations outlining a collaboration. Unlike most agreements, an MOU is expressly non-binding by default, except for the specific clauses it names as binding regardless — typically confidentiality and how costs are split — which is what makes it safe to sign early, before either side is ready to commit. Download the ready-to-fill template below, or read the full clause checklist first.
A complete, ready-to-fill PDF — 8 clauses, blanks for every detail, and a signature block for both parties. Free, no email, no account. Read it and adapt it before you use it; the cover page explains what it can and cannot do for you.
Need the other party to sign it too? Send it for signature with a full audit trail and a tamper-evident seal on the finished file — they never need an account. See pricing.
This document is a general-purpose template provided for information only. It is not legal advice, it does not create a lawyer–client relationship, and nobody has reviewed it against your situation.
Laws differ by country, state and province, and they change. A clause that is standard in one place can be unenforceable — or illegal — in another. Terms that are ordinary between two businesses can be void in a consumer or employment context.
Read every clause before you use it, fill in every blank, and delete anything that does not apply. For anything high-value, unusual, or that you could not afford to lose a dispute over, have a qualified lawyer in your jurisdiction review it before it is signed.
Party names & date
Full legal names of everyone recording the understanding, and the date the MOU is made.
Background and purpose
What the Parties have been discussing and what shared understanding this MOU is recording — specific enough that a reader a year later can tell what it was about.
An explicit non-binding statement
The single most important sentence in the document: that the MOU does not create a binding contract and does not obligate either side to proceed. A court looks at the Parties' intent, not the title — "Memorandum of Understanding" on its own does not make a document non-binding.
A closed list of binding exceptions
The specific clauses that ARE binding regardless — typically confidentiality and cost allocation. Naming them precisely is what lets the rest of the document stay safely non-binding.
Confidentiality (if it's a binding exception)
What counts as confidential, how long it lasts, and the standard carve-outs for already-public or independently known information.
Cost and expense allocation (if it's a binding exception)
Who pays for what while the Parties explore the Subject Matter — usually each side bears its own costs unless stated otherwise.
Term and how the MOU ends
How long the MOU itself lasts — until a further agreement is signed, a notice period runs out, or a stated end date passes.
Governing law, scoped correctly
Which jurisdiction's law applies — and, since most of the document isn't enforceable, this only matters in practice for a dispute over the binding exceptions.
Signatures & date
Both parties sign to confirm the understanding is accurately recorded and to bring the binding exceptions into effect.
Fill in the template above in any PDF editor, then send it to the other party for signature. They sign online and never need an account, and the finished file comes back sealed with an audit certificate showing who signed, when, and from where.
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