Agreements are the most fundamental managerial mechanism in transaction. The technological cooperation may be regarded as a transaction. Within the processes, both interested parties have their own rights and obligations to make contribution and harvest. Many governments have embodied the industry/university cooperation into their science and technology policies. There are more than 60 universities which established incubator centers in our country. The National Science Council provides financial supports to such cooperation projects every year. Moreover, other cooperation projects are numerous. Each executing organization already had its own general style industry/university cooperation agreement form. In several areas of industry/university cooperation, this kind of agreement is not suitable. This study focuses on the provisions of industry/university cooperation agreement for transactions in various circumstances. Similar studies are rarely done domestically, only some fragmentary papers were found. In this study, all agreements were from American universities which had good experiences in this area. After the agreements are collected, the provisions in each agreement are analyzed, and their legal meanings transformed into equivalent and inherent managerial meanings. When the transformation had been accomplished, the integration work followed. The common and special provisions were identified and categorized. Finally, a checklist was proposed to show their academic framework and offer as a structure of drafting an agreement.