COLLABORATION AGREEMENT

Exhibit 10.42

Pursuant to 17 CFR 240.24b-2, confidential information (indicated by [***]) has been omitted and has been filed separately with the Securities and Exchange Commission pursuant to a Confidential Treatment Application filed with the Commission.

COLLABORATION AGREEMENT

     This Collaboration Agreement (this “ Agreement ”) is entered into as of this 6th day of February, 2007 (the “ Effective Date ”) by and between The Corporate Executive Board Company, a Delaware corporation (“ CEB ”), and The Advisory Board Company, a Delaware corporation (“ ABCO ”). CEB and ABCO are sometimes hereafter referred to individually as a “ Party ” and together as the “ Parties .”

      WHEREAS , each Party routinely explores opportunities and evaluates ways in which it can by itself or in cooperation with others provide additional programs, products, services, and value to its member and prospective member customers of its commercial programs, and each Party has considered various means of offering to its members the programs, services and offerings contemplated by this Agreement;

      WHEREAS , ABCO and CEB wish to capitalize on the expertise of the other Party to achieve in a faster, more cost-efficient manner the (a) development of new best demonstrated practice (“ BDP ”) research programs, products and services, (b) provision of new BDP research programs, products and services to each Party’s members and prospective members, and (c) availability of new services and enhanced research programs as part of each Party’s existing BDP research programs, products, and service offerings; and

      WHEREAS , the Parties believe that combining their respective resources in the manner contemplated by this Agreement will likely result in the faster provision of higher quality BDP research programs, products and services that will benefit the Parties’ respective members and prospective members.

      NOW, THEREFORE , in consideration of the foregoing and the mutual promises, covenants, and agreements herein contained, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:

     Words and phrases not otherwise defined herein have the following respective meanings:

          “ Collaborations ” means, collectively, the General Counsel Collaboration, Employer Health Collaboration, New Product Collaboration, and Enhancement Collaboration (as such terms are defined in the first paragraphs of Sections 3.1 , 3.2 , 3.3 and 3.4 , respectively).

          “ Commercially Reasonable Efforts ” means, as to a Party, an undertaking by such Party to perform or satisfy an obligation or duty or otherwise act in a manner reasonably calculated to obtain the intended result by action or expenditure not disproportionate or unduly burdensome in the circumstances, which means, among other things, that such Party will not be required to (a) expend funds other than for payment of the reasonable and customary costs and expenses of employees, counsel, consultants, representatives, or agents of such Party in connection with the performance or satisfaction of such obligation or duty or other action or (b) institute litigation or arbitration as a part of its Commercially Reasonable Efforts.

          “ Confidential Information ” means all such information (whether written, oral, electronic, visual or otherwise) furnished or made available (whether before or after the Effective Date) by either Party or any of its Representatives (as defined in Section 4.6(a) ) to the other Party or its Representatives (including, but not limited to, the information and materials exchanged or made available by one Party’s Project Manager(s) (as defined in Section 4.1(a) ) to the other Party’s Project Manager(s) in connection with this Agreement), and all analyses, compilations, forecasts, studies, summaries, notes, data, and other documents and materials in whatever form maintained, whether prepared by CEB, ABCO, or their respective Representatives, which contain or reflect, or are generated from, any such information. Notwithstanding the foregoing, Confidential Information does not include any information that:

          (a) at the time of disclosure is or later comes into the public domain or becomes publicly known through no improper conduct of the Recipient (as defined in Section 4.6(a) ), the Recipient’s Representatives, or the Recipient’s Third Party (as defined in this Section 1 below) recipients;

          (b) can be demonstrated by documentation or other competent proof to have been in the Recipient’s possession prior to disclosure by the Disclosing Party (as defined in Section 4.6 );

          (c) is subsequently received by the Recipient from a Third Party who is not bound by any obligation of confidentiality with respect to such information, and the Recipient is not bound by any other obligation of confidentiality to the Disclosing Party with respect to such information; or

          (d) can be demonstrated by documentation or other competent proof to have been independently developed by or for the Recipient without reference to, or use of, the Disclosing Party’s Confidential Information.

          “ Covered Services ” means and includes membership-based BDP subscription services in which members receive a bundle of services incorporating a meaningful combination of the following: (a) benchmarking efforts, case studies, root cause, economic and/or quantitative analysis, which culminate in a syndicated research report; (b) meetings focused on the discussion of those syndicated research reports in a single-client or multi-client setting; or (c) short answer custom research.

          “ Cross-Industry Covered Services ” means and includes a Covered Service that draws from a diverse group of industries and focuses on issues that are not the primary activity of those industries.

          “ Education Industry ” means and includes any Entity that (a) falls under the Educational Services sector or any of the subsectors referred to in Section 61 of the North American Industry Classification System as of the Effective Date, as such section may be amended from time to time (collectively, the “ Educational Services Sector ”), or (b) serves the Educational Services Sector, such as technology, software, communications, financing, and services vendors that sell their programs, products or services predominantly to the Educational Services Sector. Local, state and federal government entities that directly govern Entities within the Educational Services Sector are considered part of the Education Industry.

          “ Entity ” means an individual; corporation; partnership; limited liability company; association; trust or unincorporated organization; a local, state or federal government entity; any other entity, organization or institution; or any division or subsidiary of any of the foregoing.

          “ General Counsel Roundtable ” means the program developed and offered by CEB that, as of the Effective Date, provides BDP research, services and tools designed to assist legal executives with their management, communications and decision-making challenges.

          “ Health Care Provider Company ” means any Entity that is principally engaged in the health care provider business, which will include providers of patient care (such as hospitals, health systems, outpatient facilities, home health agencies, and relevant governmental entities) and providers of medical professional services (such as physician and nursing services and physician management companies).

          “ Health-Related Companies ” means, collectively, Health Care Provider Companies and Other Health Care Companies (as defined in this Section 1 below).

          “ Industry Covered Services ” means and includes Covered Services, such as those Covered Services that ABCO currently provides to members of its health care BDP syndicated research programs; i.e. , Covered Services (a) focused principally on the primary activity, particular characteristic, or critical issue of and (b) sold to Health-Related Companies, Not-for-Profit Organizations (as defined in this Section 1 below), or Entities in the Education Industry. For the avoidance of doubt, for a Covered Service to be an Industry Covered Service, it must be identified as exclusively serving one “vertical” ( i.e. , a discreet industry sector), its content will draw primarily from that vertical, and all multi-client meetings include only clients from that vertical. Further, while some content might be shared across programs for reasons of leverage, any such content will be embedded within a program targeted at one of the verticals identified above.

          “ New ABCO Industries ” means, collectively, (a) the Education Industry and (b) Not-for-Profit Organizations.

          “ New CEB Industries ” means Entities that fall under the (a) [***] sector referred to in Section [***] of the NAICS, (b) [***] sector referred to in Section [***] of the NAICS, (c) [***] sector referred to in Section [***] of the NAICS, (d) [***] sector referred to in Section [***] of the NAICS, (e) [***] sector referred to in Sections [***] of the NAICS, (f) [***] sector referred to in Section [***] of the NAICS, (g) [***] sector referred to in Section [***] of the NAICS, (h) [***] sector referred to in Sections [***] of the NAICS, (i) [***] sector referred to in Section [***] of the NAICS, (j) [***] sector referred to in Section [***] of the NAICS,

(k) [***] sector referred to in Section [***] of the NAICS, (l) [***] sector referred to in Sections [***] of the NAICS, (m) [***] sector referred to in Section [***] of the NAICS, (n) [***] sector referred to in Section [***] of the NAICS, (o) [***] sector referred to in Section [***] of the NAICS, (p) [***] sector referred to in Section [***] of the NAICS, (q) [***] sector referred to in Section [***] of the NAICS, (r) [***] sector referred to in Section [***] of the NAICS, and (s) [***] sector referred to in Section [***] of the NAICS, in each case to the extent such Entity does not fall under a New ABCO Industry and is not a Health-Related Company.

          “ Non-Compete Period ” means the period commencing on the Effective Date and continuing through the later of (x) February 5, 2011 or (y) the first anniversary of the last day that two (2) Collaborations remain in effect ( i.e. , whose Term has not yet expired or been terminated), provided that at least one (1) of the two (2) Collaborations that remain in effect is either the New Product Collaboration or the Enhancement Collaboration.

          “ Not-for-Profit Organizations ” means and includes (a) any Entity that exists for educational, social welfare, civic improvement, pleasure or recreation, charitable, or for any other purposes except for-profit, no part of the income of which is payable to or is otherwise available for the personal benefit of any proprietor, member, trustee, or shareholder, (b) any Entity serving the Entities referred to in immediately preceding clause (a), such as technology, software, communications, financing, and services vendors that sell their programs, products or services predominantly to an Entity described in the immediately preceding clause (a), and (c) local, state and federal government entities that directly govern Entities referred to in either of immediately preceding clauses (a) or (b).

          “ Other Health Care Company ” means any Entity that is not a Health Care Provider Company and that is principally engaged in other types of health care business, including: pharmaceuticals companies; medical technology and device companies, medical supply companies; medical equipment companies; technology, software, communications, financing, and services vendors selling predominantly to Health Care Provider Companies; companies providing health insurance; and managed care companies.

          “ Term ” means the period commencing on the Effective Date and continuing through the last day of the (a) the GC Term, (b) the EH Term, (c) the NP Term, and (d) the EC Term (as such terms are defined in Sections 3.1(a) , 3.2(a) , 3.3(a) and 3.4(a) , respectively), unless sooner terminated in accordance with the terms of this Agreement.

          “ Third Party ” means any Entity other than ABCO or CEB.

     2.1 General . Each Party hereby represents, warrants, and covenants to the other Party as follows:

          (a) such Party is duly organized, validly existing, and in good standing under the laws of the State of Delaware and possesses the requisite corporate power and authority to execute, deliver and perform its obligations under this Agreement and convey the rights herein granted to the other Party without the written consent of any Third Party;

          (b) this Agreement, when executed and delivered by such Party, will be the legal, valid, and binding obligation of such Party, enforceable against such Party in accordance with its terms, subject to applicable bankruptcy, reorganization, insolvency, moratorium, and other laws affecting creditors’ rights generally from time to time in effect and to general equitable principles; the execution, delivery, and performance of this Agreement by such Party does not and will not conflict with, or constitute a breach or default under, such Party’s certificate of incorporation or bylaws or any material agreement, contract, commitment, or instrument to which such Party is a party; and such Party has not previously granted and will not grant any rights to any Third Party that are, nor contract with any Third Party in any manner that is, inconsistent with the terms herein; and

          (c) such Party will comply with all applicable laws when performing its obligations under this Agreement.

     2.2 Certain Additional Representations and Warranties of Each Party . (a) ABCO hereby represents and warrants to CEB that it has (i) received no claims, demands, or letters concerning or affecting the Employer Health Materials (as defined in Section 3.2(b) ), licenses, services, or information to be delivered and the services to be performed by ABCO under this Agreement challenging the validity or scope of rights therein, or requesting that ABCO limit, cease and desist use, or take a license from a Third Party to continue the use or provision thereof, in whole or in part, and (ii) sufficient rights, whether granted by Third Parties or otherwise, to perform its obligations under this Agreement, including, but not limited to, ABCO’s obligations to enter into and perform the Collaborations.

          (b) CEB hereby represents and warrants to ABCO that it has (i) received no claims, demands, or letters concerning or affecting the General Counsel Materials (as defined in Section 3.1(b) ), licenses, services, or information to be delivered and the services to be performed by CEB under this Agreement challenging the validity or scope of rights therein, or requesting that CEB limit, cease and desist use, or take a license from a Third Party to continue the use or provision thereof, in whole or in part, and

(ii) sufficient rights, whether granted by Third Parties or otherwise, to perform its obligations under this Agreement, including, but not limited to, CEB’s obligations to enter into and perform the Collaborations.

     3.1 General Counsel Collaboration . The Parties agree to collaborate during the GC Term for provision to the global health care industry of certain cross-industry BDP content developed by or on behalf of CEB and offered by CEB through the General Counsel Roundtable in accordance with the terms and conditions of this Agreement (the “ General Counsel Collaboration ”). CEB has informed ABCO that CEB will be providing the General Counsel Materials and any other BDP content to ABCO for the purposes of the General Counsel Collaboration, in each case subject to the terms and conditions of this Agreement, as an extension of the so-called “CEB Network,” and CEB hereby represents and warrants to ABCO that CEB’s provision of General Counsel Materials and any other BDP content for these purposes does not in any way impose on ABCO any right, obligation, limitation or otherwise that is not expressly provided in this Agreement or affect any of ABCO’s rights or obligations provided in this Agreement with respect to the General Counsel Materials.

          (a) Term of General Counsel Collaboration . Unless sooner terminated or extended in accordance with the terms and conditions of this Agreement, the term of the General Counsel Collaboration will commence on the Effective Date and will continue through February 5, 2010 (the “ GC Initial Term ”). ABCO will have the right, exercisable upon written notice to CEB given at least thirty (30) days prior to the expiration of the GC Initial Term, or any subsequent GC Extended Term, to extend the term of the General Counsel Collaboration through February 5, 2012 and thereafter for subsequent two-year renewal terms (such extension period(s), the “ GC Extended Term ,” and together with the GC Initial Term, the “ GC Term ”).

          (b) Grant by CEB to ABCO of Certain Rights . Subject to the terms and conditions of this Agreement, CEB hereby grants to ABCO a nonexclusive, worldwide license to reproduce, prepare derivative works based on (subject to Section 3.1(h) ), and distribute in accordance with the remainder of this Section 3.1(b) , all materials developed by or on behalf of CEB in connection with the General Counsel Roundtable as part of ABCO’s own BDP membership program to serve general counsels and/or legal departments of Health Care Provider Companies (the “ ABCO General Counsel Offering ”). Such materials developed by or on behalf of CEB include, but are not limited to, the following: research studies, briefings, watches; meeting/on-site presentations and scripts; tools, templates, and benchmarks; and all General Counsel Roundtable program materials posted on CEB’s General Counsel Roundtable website (the latter of which shall be provided through direct access by the relevant Project Manager to the General Counsel Roundtable website) (all such materials collectively, the “ General Counsel Materials ”). ABCO in its sole discretion will be entitled to distribute the General Counsel Materials as part of the ABCO General Counsel Offering, subject to payment of license fees in accordance with Section 3.1(d) , on a “private label basis” ( i.e. , under ABCO’s own trademarks, service marks and brands), and subject to the attribution obligation set forth in Section 3.1(e) . Membership of the ABCO General Counsel Offering that includes access to the General Counsel Materials licensed by ABCO from CEB pursuant to this Agreement will be an “ ABCO General Counsel Membership .” Notwithstanding anything to the contrary in this Agreement, ABCO will not be permitted to grant to any Entity with an ABCO General Counsel Membership rights to the General Counsel Materials offered by ABCO in connection with the ABCO General Counsel Offering that are greater or more permissive than the rights ABCO grants in the ordinary course of its business to members of its other BDP programs with respect to materials prepared by ABCO, including rights with respect to the confidentiality, reproduction, and use of such materials.

          (c) Dialogue and Training . CEB will provide to ABCO up to 40 hours of time per calendar quarter during the GC Term at mutually agreeable times for dialogue with ABCO staff about research topics and to train ABCO sales and service teams on matters concerning the General Counsel Roundtable, the General Counsel Materials licensed by ABCO from CEB in connection with the General Counsel Collaboration, and the ABCO General Counsel Offering. CEB will also make available to ABCO on a limited basis during the GC Term appropriate researchers of its General Counsel Roundtable to field specific questions concerning the research supporting the General Counsel Materials that are posed to ABCO by Entities with ABCO General Counsel Memberships.

          (d) License Fees . (i) During the GC Term, ABCO will pay to CEB, as a license fee for the General Counsel Materials, [***] for each twelve (12) month ABCO General Counsel Membership (the “ GC License Fee ”), with such license fee being (A) prorated for each ABCO General Counsel Membership that is shorter than twelve (12) full calendar months and (B) subject to adjustment in accordance with Section 3.1(d)(ii) .

          (ii) If the [***] from the [***]. [***]. Notwithstanding the foregoing, [***]. For example, if [***] in a year [***].

          (e) Attribution on Certain General Counsel Materials . ABCO will include the following language in the lower left corner of each one-page publication or of each two-page spread of each multi-page publication distributed by ABCO pursuant to Section 3.1(b) : “Provided by The Advisory Board Company by special arrangement with the General Counsel Roundtable.” If a particular General Counsel Material ( e.g. , a meeting speech) will be distributed by ABCO only orally ( i.e ., without such General Counsel Material also being distributed by ABCO in writing in either printed or electronic form (in which such case the attribution

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described in the immediately preceding sentence will be included in such writing) to the same audience), ABCO will either (i) state orally during the distribution of that General Counsel Material ( e.g. , during the oral presentation of the meeting speech) or (ii) include a notation on the agenda or any other announcement or notification of such distribution ( e.g. , an agenda for a conference during which such speech will be delivered), if there is one, that all or a portion of the content being presented, as the case may be, “is being provided by The Advisory Board Company by special arrangement with the General Counsel Roundtable.” If a particular General Counsel Material will be distributed in a manner or through a medium that is not contemplated by either of the two immediately preceding sentences, ABCO will attribute the General Counsel Material in a manner that is as consistent with foregoing as is reasonably practicable in the circumstances ( i.e. , communicate that the General Counsel Material is being “provided by The Advisory Board Company by special arrangement with the General Counsel Roundtable” in a manner that is similarly conspicuous as those described in the first two sentences of this Section 3.1(e) , in each case to the extent reasonably practicable in the circumstances). No further acknowledgments will be required.

     (f)  ABCO General Counsel Offering Pilot Program . During the GC Initial Term, ABCO will pilot an ABCO General Counsel Offering for new product development research purposes by marketing the ABCO General Counsel Offering to an alpha cohort of some of the larger health systems in the United States (generally health systems with operating expenses of $1 billion or greater) as identified by ABCO in its sole discretion. Throughout the pilot period, which may be shorter than the GC Initial Term, ABCO will evaluate the success of the pilot, along with information from its other new product development efforts, and determine in its sole discretion whether to launch the ABCO General Counsel Offering into a broader market.

     (g)  Relationship with Members of the ABCO General Counsel Offering . During and after the expiration of the GC Term, ABCO will “own” the relationship ( i.e. , have the responsibility for selling to, servicing and renewing prospective and actual members) and have sole direct contract privity with members of the ABCO General Counsel Offering as such relationship relates to the ABCO General Counsel Offering.

     (h)  Derivative Works . ABCO’s right to prepare derivative works under Section 3.1(b) shall be subject to the following: (i) ABCO may add summary graphics to any General Counsel Material; (ii) ABCO may modify a particular case study included in a particular General Counsel Material only upon obtaining the prior written consent of CEB, which consent shall be granted or denied in CEB’s sole discretion; (iii) ABCO shall maintain and shall not otherwise change CEB’s editorial conclusions contained in a particular General Counsel Material in any derivative of that General Counsel Material; (iv) ABCO may remove one or more case studies from any General Counsel Material that includes more than one case study; (v) ABCO may include one or more additional case studies in any General Counsel Material; and (iv) ABCO shall follow any written instructions provided in advance by CEB concerning the use of a specific General Counsel Material, provided that both CEB is required to adhere to the same instructions in its use of the General Counsel Material and CEB’s failure to adhere to the written instructions in any material respect could reasonably cause CEB to violate or breach an obligation of CEB to a Third Party. ABCO in good faith shall consider issues that a member of a CEB Covered Service has or will reasonably likely have a particular sensitivity to the preparation, or a particular manner of distribution or use, of one or more types of derivative works of a General Counsel Material to which such member contributed.

     (i)  Possible Post-GC Term Obligation . The Parties hereby agree that, in the event the Non-Compete Period expires or is terminated prior to the expiration or termination of the GC Term (other than on account of a termination of this Agreement by ABCO pursuant to Section 5.1(a) ), during the one-year period following the expiration or termination of the GC Term, the ABCO General Counsel Offering (as defined herein) shall also satisfy the standards set forth in the definition of Industry Covered Service.

     3.2 Employer Health Collaboration . The Parties agree to collaborate during the EH Term for provision of certain BDP content developed by or on behalf of ABCO and offered by ABCO through its health care BDP service offerings (“ Health Care Programs ”) to Entities that are not Health-Related Companies (the “ Employer Health Collaboration ”) in accordance with the terms and conditions of this Agreement.

          (a) Term of Employer Health Collaboration . Unless sooner terminated or extended in accordance with the terms and conditions of this Agreement, the term of the Employer Health Collaboration will commence on the Effective Date and will continue through February 5, 2010 (the “ EH Initial Term ”). CEB will have the right, exercisable upon written notice to ABCO given at least thirty (30) days prior to the expiration of the EH Initial Term or any subsequent EH Extended Term, to extend the term of the Employer Health Collaboration through February 5, 2012 and thereafter for subsequent two-year renewal terms (such extension period(s), the “ EH Extended Term ,” and together with the EH Initial Term, the “ EH Term ”).

          (b) Grant by ABCO to CEB of Certain Rights . Subject to the terms and conditions of this Agreement, ABCO hereby grants to CEB a nonexclusive, worldwide license to reproduce, prepare derivative works based on (subject to Section 3.2(h) ), and distribute certain written BDP research studies and certain written meeting speeches developed by or on behalf of ABCO in connection with its Health Care Programs in accordance with the remainder of this Section 3.2(b) and that are selected by CEB pursuant to the immediately succeeding sentence for CEB as part of CEB’s own BDP membership program to serve human resources

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departments of Entities that are not Health-Related Companies (the “ CEB Employer Health Offering ”). CEB will be permitted to select by written notice to ABCO the BDP research studies and meeting speeches to be licensed pursuant to the Employer Health Collaboration from all research studies and meeting speeches that have been developed by or on behalf of ABCO in connection with its Health Care Programs (those materials selected by CEB pursuant to this sentence collectively, the “ Employer Health Materials ”). CEB in its sole discretion will be entitled to distribute the Employer Health Mater