Most partnerships don't fail because the idea was bad. They fail because two excited teams shook hands on a vision and never wrote down the boring specifics — who does what, who gets what, and what happens when it isn't working. Then reality arrives, assumptions collide, and a relationship that started with a celebratory email dies of quiet resentment. The partnership agreement isn't paperwork you do after the deal — it's the conversation that is the deal. Here's the checklist I run through before signing anything.
A note: this is a practical operating checklist, not legal advice. For anything with real money or liability attached, have a lawyer draft the actual contract — this is what you settle before it gets to them.
1. The shared goal — in one sentence
Before terms, agree on why this partnership exists. Not "synergy" — a concrete, measurable outcome both sides are actually optimising for. If you want qualified leads and they want a co-marketing logo for their next raise, you don't have a partnership; you have two different projects wearing one contract. Write the shared goal in a single sentence you both endorse. If you can't, stop here — everything below will just formalise a disagreement.
2. Who does what — specifically
Vague ownership is where partnerships rot. "We'll both promote it" means nobody does. For every commitment, name the person, the deliverable, and the date. Who builds, who markets, who supports the customer, who owns the relationship day to day. The test is simple: could a stranger read your list of responsibilities and know exactly who to chase when something slips? If not, it's not specific enough. This is the same discipline that turns business development into a system rather than a rolodex — outcomes with an owner, not intentions.
3. The economics — who gets what, and when
Money unsaid is money fought over later. Settle it now:
The split
Revenue share, referral fee, flat cost, or purely value-in-kind — name it, with actual numbers and the formula behind them. "We'll figure out the split later" is how good partnerships end badly.
Who pays for what
Shared costs — ads, tooling, events, headcount — need an owner before they're incurred, not an argument after the invoice lands.
When money moves
Payment triggers and timing. What event releases payment, and how long after? Cash-flow surprises sour otherwise-healthy partnerships fast.
4. How you'll measure it — and when you'll check
Decide up front what success looks like and how you'll both see it. Which numbers matter, who reports them, and how often you sit down to review. Agree on a shared source of truth so you're never arguing about whose spreadsheet is right. And set a real cadence — a standing check-in — because the partnerships that work are managed after the announcement, not filed away once the press release goes out.
5. The boundaries — exclusivity, IP, and data
These are the clauses people skip and later regret. Is this exclusive, or can each side work with competitors? Who owns anything you create together? Whose customers are whose, and what may each side do with the data and introductions that flow between you? You don't need to be adversarial about it — you need to be explicit. Unspoken assumptions about exclusivity or customer ownership are among the fastest ways to turn a partner into a competitor.
6. The exit — how it ends before it starts
The most-skipped and most-important section. Every partnership ends eventually; the only question is whether it ends cleanly. Agree, while everyone's still friendly, on the un-fun scenarios:
How either side walks away
Notice period and process for ending it — no-fault, no drama. Knowing you can leave cleanly is what makes it safe to commit.
What happens to shared assets
Customers, content, data, and revenue in flight when it ends — decide who keeps what before there's anything to fight over.
How you handle disputes
The mechanism for disagreement — who you escalate to, how you resolve a deadlock — set before emotions are running high.
Why the awkward conversation is the point
Working through this list can feel like negotiating a prenup at an engagement party — awkward, slightly unromantic, easy to postpone. Postpone it and you're not avoiding the awkward conversation; you're scheduling it for the worst possible moment, when something's already gone wrong and money's on the line. Having it now, while everyone's optimistic and generous, is the single highest-leverage thing you can do for the partnership's odds. A partner who won't have this conversation is telling you something important. The right ones will respect you for raising it — and the alignment you build settling these questions is what turns a handshake into real, durable distribution.
Partnerships fail on what nobody wrote down. Before you sign, agree the one-sentence shared goal, exactly who does what, the economics, how you'll measure it, the boundaries on exclusivity and data, and how it ends. The awkward conversation up front is the cheapest insurance you'll ever buy — have it while everyone's still optimistic.
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