Co-development clause: Copy, customize, and use instantly

Introduction

A co-development clause sets out the terms under which two or more parties collaborate to jointly develop a product, service, technology, process, or other deliverables. It helps define roles, responsibilities, ownership rights, funding contributions, and decision-making protocols during the development process.

Below are templates for co-development clauses tailored to different scenarios. Copy, customize, and insert them into your agreement.

Standard co-development clause

This version defines general collaboration terms.

The parties agree to collaborate in good faith on the joint development of [Product/Service/Deliverable], with each party contributing resources, expertise, and support as outlined in [Schedule X].

Co-development clause with defined roles and responsibilities

This version specifies task allocation.

Each party shall perform its respective development tasks as outlined in [Schedule Y]. The parties shall coordinate efforts regularly to ensure alignment and timely progress.

Co-development clause with joint decision-making protocol

This version governs project direction.

All material decisions relating to the co-development project shall require mutual agreement between the parties. A joint steering committee may be formed to oversee decision-making.

Co-development clause with shared funding contribution

This version addresses cost sharing.

The parties shall jointly fund the development project, with each party contributing [X]% of the total development budget, unless otherwise agreed in writing.

Co-development clause with milestone-based progress tracking

This version sets check-in points.

The parties shall establish a milestone schedule, and progress shall be reviewed jointly at each stage to ensure timely delivery and alignment with project goals.

Co-development clause with confidential information protection

This version adds confidentiality safeguards.

Each party agrees to protect all confidential information shared during the co-development process and use it solely for purposes related to the joint project.

Co-development clause with intellectual property ownership by contribution

This version allocates IP based on effort.

Ownership of intellectual property arising from the co-development project shall be allocated based on each party’s documented contribution, as agreed in [Schedule Z].

Co-development clause with non-commercial research use limitation

This version restricts use.

Unless otherwise agreed, all deliverables developed jointly under this Agreement shall be used solely for non-commercial research and evaluation purposes.

Co-development clause with technology transfer obligations

This version ensures continuity.

Upon completion, each party shall transfer any technical documentation, source code, or tools necessary for full use of the jointly developed materials.

Co-development clause with defined exit procedure

This version allows structured withdrawal.

If either party wishes to withdraw from the co-development project, it shall provide [30 days] notice, and the parties shall agree on a fair division of any interim results.

Co-development clause with contribution reporting requirement

This version requires regular updates.

Each party shall provide monthly contribution reports summarizing hours worked, materials contributed, and key deliverables completed.

Co-development clause with exclusive commercialization rights

This version assigns exploitation rights.

The [Customer] shall have exclusive rights to commercialize the jointly developed product, subject to payment of royalties to the [Provider] as defined in [Schedule X].

Co-development clause with pre-defined use cases

This version sets application boundaries.

Jointly developed materials shall only be used by the parties in the areas of [Field A] and [Field B], unless otherwise agreed in writing.

Co-development clause with joint testing protocol

This version ensures quality assurance.

The parties shall jointly test each deliverable before release, following a shared testing plan agreed during the planning phase.

Co-development clause with third-party approval requirements

This version restricts outsourcing.

Neither party may subcontract its development tasks to third parties without the other party’s prior written consent.

Co-development clause with cost overrun sharing

This version manages budget risks.

Any costs exceeding the agreed development budget shall be shared equally between the parties, unless the overrun results from one party’s breach.

Co-development clause with dispute escalation procedure

This version structures resolution.

Any disputes arising from the co-development project shall first be referred to a joint working group before proceeding to formal resolution procedures.

Co-development clause with defined project lead

This version assigns primary responsibility.

The [Provider] shall act as project lead and be responsible for coordinating timelines, tasks, and communication among both parties.

Co-development clause with tool and platform standardization

This version streamlines collaboration.

The parties shall agree on common tools, platforms, and formats for collaboration to ensure compatibility and reduce rework.

Co-development clause with equal license grant

This version gives mutual rights.

Each party shall have a non-exclusive, royalty-free license to use the jointly developed deliverables for internal business purposes.

Co-development clause with ownership vesting on completion

This version delays IP allocation.

Ownership of jointly developed deliverables shall vest in the contributing party only upon full completion of the agreed milestones.

Co-development clause with knowledge sharing obligation

This version promotes transparency.

The parties shall share relevant technical know-how and background knowledge throughout the project to support efficient co-development.

Co-development clause with ownership of background IP retained

This version protects pre-existing assets.

Nothing in this Agreement shall affect ownership of each party’s pre-existing intellectual property or background materials used in the project.

Co-development clause with invention disclosure obligation

This version requires transparency.

Each party shall promptly disclose any inventions or discoveries made during the project that may impact the development outcomes.

Co-development clause with regulatory compliance requirement

This version ensures legal alignment.

The development process and resulting deliverables shall comply with all applicable laws, regulations, and industry standards.

Co-development clause with data security protocols

This version protects shared information.

The parties shall implement mutually agreed data security controls when exchanging or storing materials related to the co-development project.

Co-development clause with project-specific confidentiality terms

This version strengthens confidentiality.

All confidential information exchanged under this project shall be subject to a separate project-specific NDA incorporated into this Agreement.

Co-development clause with user testing collaboration

This version involves shared validation.

The parties agree to jointly manage end-user testing and gather feedback to validate deliverables before final release.

Co-development clause with documentation responsibility

This version allocates administrative tasks.

The [Provider] shall be responsible for drafting and maintaining all technical documentation associated with the co-development outputs.

Co-development clause with review and sign-off protocol

This version controls progress approvals.

All deliverables shall be reviewed and formally signed off by both parties before being considered complete or ready for release.

Co-development clause with royalty model post-project

This version monetizes jointly developed IP.

Upon project completion, any commercial use of jointly developed materials shall be subject to a royalty payment structure defined in [Schedule Y].

Co-development clause with publication rights restriction

This version limits external sharing.

Neither party may publish or disclose co-developed content externally without prior written consent of the other party.

Co-development clause with field-of-use limitations

This version narrows exploitation rights.

The parties agree that co-developed materials may only be used in the agreed fields of [X] and [Y] unless extended by written agreement.

Co-development clause with escalation protocol for milestone delays

This version manages slippage.

If any milestone is delayed by more than [X days], the parties shall initiate a joint escalation protocol to address resource gaps and mitigate further delays.

Co-development clause with governance meeting schedule

This version sets check-in rhythm.

The parties shall hold joint governance meetings every [Month] to review progress, discuss risks, and adjust development priorities.

Co-development clause with exclusive option to acquire project outputs

This version offers future rights.

The [Customer] shall have an exclusive option to acquire full ownership of co-developed materials upon project completion at a mutually agreed price.

Co-development clause with jointly approved change requests

This version controls scope changes.

All changes to project scope, requirements, or timelines must be approved in writing by both parties prior to implementation.

Co-development clause with timeline buffer inclusion

This version builds flexibility.

A contingency buffer of [X days] shall be included in the project timeline to accommodate unforeseen development issues or dependencies.

Co-development clause with joint budget management

This version improves cost oversight.

The parties shall jointly manage the project budget, including periodic reviews, forecasts, and approvals of additional expenditures.

Co-development clause with customer exclusivity period

This version restricts reuse.

The [Provider] agrees not to use any co-developed deliverables with other customers for a period of [X months] following project delivery.

Co-development clause with technology roadmap alignment

This version syncs long-term plans.

The parties agree to align the co-development outputs with their respective technology roadmaps and provide visibility into planned feature sets.

Co-development clause with testing sandbox requirement

This version improves validation.

A joint testing sandbox environment shall be created for validating development outputs before deployment in production environments.

Co-development clause with resource substitution protocol

This version manages personnel changes.

Any substitution of key personnel by either party must be communicated in writing and approved by the other party before the change takes effect.

Co-development clause with shared integration responsibilities

This version distributes workload.

Integration of the co-developed solution into existing systems shall be a shared responsibility, with each party managing its own environment.

Co-development clause with contribution ledger maintenance

This version promotes transparency.

A shared contribution ledger shall be maintained throughout the project to record time, materials, and deliverables provided by each party.

Co-development clause with joint quality assurance ownership

This version strengthens delivery standards.

Quality assurance activities shall be jointly managed and executed by both parties to ensure adherence to project requirements.

Co-development clause with legacy system compatibility

This version ensures broader applicability.

Co-developed materials shall be designed to ensure compatibility with each party’s legacy systems, as outlined in [Schedule X].

Co-development clause with co-branded deliverables

This version supports mutual recognition.

The final outputs may be branded with the logos or trademarks of both parties, subject to mutual brand usage guidelines.

Co-development clause with centralized repository use

This version ensures access.

All project files, code, and deliverables shall be stored in a centralized, shared repository accessible to both parties at all times.

Co-development clause with final review grace period

This version allows final adjustments.

A [10-day] review period shall be provided following completion of each phase, during which both parties may request adjustments or refinements.

Co-development clause with cost tracking dashboard

This version improves budget visibility.

The [Provider] shall maintain a real-time dashboard to track co-development costs, accessible to the [Customer] throughout the project term.

Co-development clause with deliverable handover protocol

This version governs project closeout.

Upon completion, all co-developed deliverables shall be handed over according to a checklist-based protocol mutually approved by both parties.

Co-development clause with pre-agreed technical standards

This version defines technical baselines.

The parties shall adhere to pre-agreed technical standards and specifications during the co-development process, as outlined in [Schedule X].

Co-development clause with phased deliverable release

This version structures output delivery.

Deliverables shall be released in phases aligned to project milestones, with each phase subject to mutual review and approval.

Co-development clause with shared risk management process

This version manages project risk.

The parties shall jointly identify, assess, and manage risks related to the co-development project through a shared risk register and mitigation plan.

Co-development clause with reciprocal access to testing facilities

This version supports shared infrastructure.

Each party shall provide the other with reasonable access to its testing facilities and equipment for co-development purposes.

Co-development clause with internal-only use during development

This version restricts usage to development phase.

All materials created during the co-development phase shall be used only for internal development and testing until formally approved for release.

Co-development clause with prioritized bug resolution protocol

This version manages development issues.

Bugs and defects shall be prioritized jointly, and each party shall resolve assigned issues within the timelines agreed in the project plan.

Co-development clause with funding adjustment mechanism

This version allows financial flexibility.

Either party may request a funding adjustment if project scope changes materially, subject to mutual agreement and revised cost allocation.

Co-development clause with coordinated stakeholder engagement

This version aligns communication.

Both parties shall coordinate stakeholder engagement and external communication related to the co-development project to maintain consistency.

Co-development clause with open innovation integration rights

This version supports broader ecosystems.

Either party may incorporate elements of the co-development work into their broader open innovation initiatives, provided confidentiality is maintained.

Co-development clause with unified change request workflow

This version formalizes change management.

All change requests shall be submitted, tracked, and approved through a unified workflow managed by the joint project team.

Co-development clause with fallback plan for unmet milestones

This version builds resilience.

If a milestone is not met within [X days], the parties shall implement a predefined fallback plan to avoid delays in subsequent phases.

Co-development clause with shared sprint planning

This version supports agile development.

The parties shall jointly define and manage development sprints, including sprint goals, deliverables, and retrospective reviews.

Co-development clause with innovation pipeline alignment

This version supports future R&D.

Co-developed solutions shall be aligned with each party’s broader innovation pipeline to maximize future scalability and commercialization.

Co-development clause with mutual access to user feedback

This version improves usability.

Each party shall share all end-user feedback and testing insights obtained during the co-development process for continuous improvement.

Co-development clause with shared code review responsibility

This version supports code quality.

Both parties shall participate in code reviews and be jointly responsible for ensuring code quality, security, and maintainability.

Co-development clause with central document repository protocol

This version ensures version control.

All technical specifications, meeting notes, and project artifacts shall be maintained in a shared repository with version control access for both parties.

Co-development clause with escalated decision-making process

This version defines resolution tiers.

Where consensus cannot be reached, the matter shall be escalated to senior representatives from both parties for final decision-making.

Co-development clause with design ownership boundaries

This version separates visual rights.

Visual design assets, UI/UX elements, and branding elements shall be owned by the originating party unless explicitly designated as co-owned.

Co-development clause with cross-training obligation

This version builds collaboration skills.

Each party shall provide relevant cross-training to its team members to support collaboration and alignment with the joint development process.

Co-development clause with pre-defined success criteria

This version defines delivery benchmarks.

Project success shall be measured against predefined criteria agreed by the parties in [Schedule Y], and deliverables shall be evaluated accordingly.

Co-development clause with escalation rights for critical blockers

This version addresses urgent issues.

Either party may escalate critical blockers that threaten project progress, and both parties shall prioritize resolution within [X business days].

Co-development clause with peer evaluation mechanism

This version supports team collaboration.

Each party’s development team shall participate in peer evaluations to assess collaboration quality and highlight improvement areas.

Co-development clause with parallel development streams

This version structures task flow.

Where possible, the parties shall organize development into parallel streams to accelerate delivery and reduce dependency bottlenecks.

Co-development clause with reusability scope definition

This version governs future use.

The parties shall agree on the scope of reusability of co-developed components in other internal projects, subject to attribution requirements.

Co-development clause with integrated testing automation

This version enhances QA efficiency.

Automated testing frameworks shall be jointly selected and used throughout the project to ensure consistent quality standards.

Co-development clause with role-specific deliverable sign-off

This version aligns accountability.

Each deliverable shall be signed off by the responsible party’s designated technical or business lead before it is deemed final.

Co-development clause with pre-agreed architecture framework

This version ensures compatibility.

The parties shall develop and follow a shared system architecture framework to ensure interoperability and alignment across components.

Co-development clause with joint legal review of outputs

This version ensures compliance.

All jointly developed deliverables shall be subject to a final joint legal review prior to release or commercialization.

Co-development clause with performance metric tracking

This version supports progress measurement.

The parties shall track and report on key performance indicators related to the co-development effort, including velocity, defect rate, and completion percentage.

Co-development clause with backup contributor roster

This version plans for availability.

Each party shall designate backup contributors for key roles to maintain continuity in case of absences or resource turnover.

Co-development clause with community contribution control

This version manages public involvement.

Contributions to open-source communities based on co-developed work shall require mutual consent and appropriate attribution.

Co-development clause with split commercial model rights

This version assigns exploitation boundaries.

The [Customer] shall have commercial rights for enterprise markets, and the [Provider] shall retain rights for SMB and education sectors.

Co-development clause with usage reporting protocol

This version governs post-project tracking.

Each party shall report quarterly on how it is using co-developed materials in internal or commercial initiatives.

Co-development clause with cross-functional coordination plan

This version supports cross-team efficiency.

The project shall include a coordination plan covering engineering, design, compliance, and marketing teams across both parties.

Co-development clause with shared support obligations

This version governs post-delivery responsibilities.

Both parties shall jointly manage support for co-developed solutions, including bug fixes and user inquiries, for a period of [X months].

Co-development clause with incident management playbook

This version supports structured issue response.

A joint incident management playbook shall be developed to handle project disruptions, outages, or errors during testing and deployment.

Co-development clause with multi-region development coordination

This version handles distributed teams.

Development shall be coordinated across multiple regions, with lead developers in each region responsible for aligning progress and timelines.

Co-development clause with post-project optimization roadmap

This version supports future improvements.

Upon project completion, the parties shall jointly define a roadmap for post-delivery optimization and technical enhancement.

Co-development clause with integrated prototyping stage

This version supports early validation.

A prototyping phase shall precede full-scale development, and feedback from both parties shall be used to refine specifications.

Co-development clause with language localization planning

This version supports global readiness.

The parties shall jointly plan for translation and localization of co-developed solutions to support global deployment where relevant.

Co-development clause with sustainability impact consideration

This version addresses ESG alignment.

The parties shall evaluate the sustainability impact of co-developed solutions and incorporate eco-friendly practices where feasible.

Co-development clause with shared training delivery

This version governs enablement.

Upon delivery, the parties shall jointly deliver training materials and onboarding sessions to internal stakeholders and end users.

Co-development clause with continuous delivery model

This version accelerates iteration.

The project shall follow a continuous delivery approach, allowing regular deployment of incremental improvements throughout the development phase.

Co-development clause with third-party IP clearance requirement

This version protects integrity.

Each party shall ensure that any third-party materials contributed during the project are appropriately licensed or cleared for co-development use.

Co-development clause with design system standardization

This version ensures UI/UX consistency.

A shared design system shall be created and maintained jointly to ensure visual and functional consistency across co-developed interfaces.

Co-development clause with documented lessons learned review

This version captures institutional knowledge.

The parties shall jointly conduct a project retrospective and document lessons learned to inform future co-development initiatives.

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This article contains general legal information and does not contain legal advice. Cobrief is not a law firm or a substitute for an attorney or law firm. The law is complex and changes often. For legal advice, please ask a lawyer.