Memoranda of Understanding and Letters of Intent

1. About

Sometimes, outside organizations ask for a Memorandum of Understanding (MOU) or Letter of Intent (LOI) to memorialize an informal agreement to collaborate or cooperate with Stanford faculty, faculty groups, or programs. These documents are not necessary from Stanford’s perspective but are sometimes valued by the other party as a general expression of a shared interest and positive intentions. Occasionally, an MOU or LOI is considered a first step toward a more formal agreement involving research funding, collaborations, donations, or student exchanges, but often they are meant only to document mutual interests and good will.

An MOU (or LOI) is not a legally binding agreement, and this must be made clear to all parties to the arrangement. As such, they should not include detailed plans or legal terms like intellectual property rights, payments, or anything else that would create, or appear to create, binding responsibilities for Stanford. Furthermore, the MOU should be crafted as an arrangement between the outside organization and a specific unit or faculty group within Stanford, not between the organization and Stanford University as a whole. It should be signed by the faculty member in charge of the relevant unit, not by a higher university officer such as a dean, the provost or the president.

This policy doesn’t apply to situations where a sponsor asks for a Letter of Intent (with a project description) as part of a grant application process. In such cases, it is appropriate to describe in detail the intended project that you will be proposing.

2. Initial Review

An MOU document may be prepared using the Stanford MOU template. Alternatively, if it is prepared by the outside entity, the Stanford signatory must ensure that the wording conforms to the requirements discussed above. In particular, the document must contain a clause specifying that the MOU/LOI is not a legally binding document.

3. Preparation of an MOU/LOI Document

If a faculty member has concerns about the appropriateness of an MOU, they should request assistance from their school dean or the Vice Provost and Dean of Research Office (VPDoR) when the request involves independent labs/centers/institutes. The dean can provide faculty with a point of contact for questions regarding MOUs/LOIs, can assist the faculty in their interactions with the external party, and can advise about other types of agreements appropriate for the proposed activity.

4. International Parties

When contracting with a new international party that is not familiar with the faculty member/department, consult with Global Business Services to determine whether the foreign party may be subject to regulations governing country embargoes and targeting sanctions.

5. Signing Ceremonies

External parties often wish to hold a ceremonial signing event or issue a press release about the agreement. Participation in a ceremonial signing is at the discretion of the Stanford signatory. Higher university officials, however, will not participate in such ceremonies. If the parties wish to issue a press release, the release should be reviewed by University Communication.

6. Templates

Memorandum of Understanding Template PDF

Word Version Template