MOU

This Memorandum of Understanding (the “MOU”) is entered into ____________________ (the
“Effective Date”), by and between ________________________, with an address of

_____________________________ (“[Name]”) and _________________, with an address of
_______________________________, (“[Name]”), also individually referred to as “Party”, and
collectively “the Parties.”

WHEREAS, the Parties desire to enter into an agreement to
___________________________________________________________________________________; and
WHEREAS, the Parties desire to memorialize certain terms and conditions of their anticipated
endeavor;
NOW THEREFORE, in consideration of the mutual promises and covenants contained herein,
the Parties agree as follows:

1. Purpose and Scope. The Parties intend for this MOU to provide the foundation and
structure for any and all possibly anticipated binding agreement related to
___________________________________
______________________________________________________________________________.
This MOU should not establish or create any type of formal agreement or obligation. Instead, it
is an agreement between the Parties to work together in such a manner to encourage an
atmosphere of collaboration and alliance in the support of an effective and efficient
partnership to establish and maintain objectives and commitments with regards to all matters
related to _______________________________________________________.
1. Objectives. The Parties agrees as follows:
0. The Parties shall work together in a cooperative and coordinated effort so as to

bring about the achievement and fulfillment of the purpose of the MOU.
1. It is not the intent of this MOU to restrict the Parties to this Agreement from their
involvement or participation with any other public or private individuals,
agencies, or organizations.
2. The Parties shall mutually contribute and take part in any and all phases of the
planning and development of __________________________________________to the
fullest extent possible.
3. This MOU is not intended to create any rights, benefits, and/or trust
responsibilities by or between the Parties.
4. The MOU shall in no way obligate either Party to supply funds to maintain and/or
sustain _______________________________________________.
2. Term. This Agreement shall commence upon the Effective Date, as stated above, and
will continue until ___________________.
3. Termination. This Agreement may be terminated at any time by either Party upon ______
days written notice to the other Party.
4. Representations and Warranties. Both Parties represent that they are fully authorized to
enter into this Agreement. The performance and obligations of either Party will not
violate or infringe upon the rights of any third-party or violate any other agreement
between the Parties, individually, and any other person, organization, or business or any
law or governmental regulation.
5. Indemnity. The Parties each agree to indemnify and hold harmless the other Party, its
respective affiliates, officers, agents, employees, and permitted successors and assigns
against any and all claims, losses, damages, liabilities, penalties, punitive damages,
expenses, reasonable legal fees and costs of any kind or amount whatsoever, which
result from the negligence of or breach of this Agreement by the indemnifying party, its
respective successors and assigns that occurs in connection with this Agreement. This
section remains in full force and effect even after termination of the Agreement by its
natural termination or the early termination by either party.
6. Limitation of Liability. UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE TO

THE OTHER PARTY OR ANY THIRD PARTY FOR ANY DAMAGES RESULTING FROM ANY
PART OF THIS AGREEMENT SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR
ANTICIPATED PROFIT OR LOST BUSINESS, COSTS OF DELAY OR FAILURE OF DELIVERY,
WHICH ARE NOT RELATED TO OR THE DIRECT RESULT OF A PARTY’S NEGLIGENCE OR
BREACH.
7. Severability. In the event any provision of this Agreement is deemed invalid or

unenforceable, in whole or in part, that part shall be severed from the remainder of the
Agreement and all other provisions should continue in full force and effect as valid and
enforceable.
8. Waiver. The failure by either Party to exercise any right, power, or privilege under the
terms of this Agreement will not be construed as a waiver of any subsequent or future
exercise of that right, power, or privilege or the exercise of any other right, power, or
privilege.
9. Legal Fees. In the event of a dispute resulting in legal action, the successful party will be
entitled to its legal fees, including, but not limited to its attorneys’ fees.
10. Legal and Binding Agreement. This Agreement is legal and binding between the Parties
as stated above. This Agreement may be entered into and is legal and binding both in
the United States and throughout Europe. The Parties each represent that they have the
authority to enter into this Agreement.
11. Governing Law and Jurisdiction. The Parties agree that this Agreement shall be governed
by the State and/or Country in which both Parties do business. In the event that the
Parties do business in different States and/or Countries, this Agreement shall be
governed by ____________________ law.
12. Entire Agreement. The Parties acknowledge and agree that this Agreement represents
the entire agreement between the Parties. In the event that the Parties desire to change,
add, or otherwise modify any terms, they shall do so in writing to be signed by both
parties.

The Parties agree to the terms and conditions set forth above as demonstrated by their
signatures as follows:

Name
Signed: _____________________________________
Name: _____________________________________
Date: _____________________________________
Name
Signed: _____________________________________
Name: _____________________________________
Date: _____________________________________

MOU

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MOU

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This Memorandum of Understanding (the “MOU”) is entered into ____________________ (the

“Effective Date”), by and between ________________________, with an address of

1. Objectives. The Parties agrees as follows:

0. The Parties shall work together in a cooperative and coordinated effort so as to

6. Limitation of Liability. UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE TO

7. Severability. In the event any provision of this Agreement is deemed invalid or

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