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Memorandum of Understanding

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					A Memorandum of Understanding (MOU) is document that sets forth two or more
parties’ intent to enter into an agreement. An MOU is also known as a letter of intent or
term sheet. In this template MOU, the parties list the anticipated responsibilities,
resources, and funding envisioned under the final agreement. As drafted, this MOU is
not intended to be legally binding but the agreement contemplates a separate
confidentially agreement between the parties. This form contains both standard clauses
and opportunities for the use of optional terms and conditions making it fully
customizable to fit the needs of the parties.
                      MEMORANDUM OF UNDERSTANDING
THIS MEMORANDUM OF UNDERSTANDING (the “Memorandum”) made this ______
day of _____________, 2______, [Instruction: insert date] by and between
___________________ [Instruction: insert name of individual or entity that will be
identified as “Party 1”] (“Party 1”) and _____________________ [Instruction: insert name of
individual or entity that will be identified as “Party 2”] (“Party 2”).

               WHEREAS Party 1 and Party 2 wish to discuss entering into a written final
definitive agreement, some of the proposed, but not yet conclusively agreed upon essential or
material terms of which are set forth below;

                AND WHEREAS Party 1 and Party 2 desire to enter into this Memorandum ,
setting out some, but not all of the essential or material general and basic terms, conditions,
services, rights, duties, and obligations that may be provided for in a written final definitive
agreement for such Project as may be generally described in this Memorandum.

1.0      PURPOSE

         1.01     The purpose of this Memorandum is to provide for the beginning or discussions
                  or framework for the anticipated written final definitive agreement that may
                  govern the proposed ______________________ [Instruction: identify the
                  purpose of this Letter of Intent; e.g., “Formation of a Joint Collaboration to
                  Raise Funding to Aid Hurricane Relief Efforts”] (the “Project”) between Party
                  1 and Party 2. It is not intended to set forth all of the essential or material terms
                  of an agreement as is, therefore, not legally binding.

2.0      COOPERATION

         2.01     The activities and services for the proposed Project are anticipated to include the
                  following responsibilities or obligations to be performed by:

      Party 1:        ______________________                      [Instruction:   identify   the   anticipated
responsibilities and obligations of Party 1]

      Party 2:        ______________________                      [Instruction:   identify   the   anticipated
responsibilities and obligations of Party 2]

3.0      RESOURCES

         3.01     It is anticipated that Party 1 may provide the following resources in respect of the
                  proposed Project:

                  (i)       ______________________
                  (ii)      ________________________
                  (iii)     ________________________


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                            [Instruction: identify the anticipated resources to be provided by
                            Party 1]

         3.02     It is anticipated that Party 2 may provide the following resources in respect of the
                  proposed Project:

                  (i)       ______________________
                  (ii)      ________________________
                  (iii)     ________________________
                            [Instruction: identify the anticipated resources to be provided by
                            Party 2]

4.0      FUNDING

         4.01     It is anticipated that Party 1 may advance or provide the sum of ______________
                  Dollars ($_________) [Instruction: insert the anticipated advance or sums to
                  be provided by Party 1] (the “Funds”) towards or for the Project.

         4.02     It is anticipated that Party 2 may advance or provide the sum of ______________
                  Dollars ($_________) [Instruction: insert the anticipated advance or sums to
                  be provided by Party 2] towards or for the Project.

         4.03     It is anticipated that Party 1 and Party 2 may agree that each of them shall not be
                  liable for more than the amount of Funds each contributes, advances, or provides
                  to the Project.

         4.04     It is anticipated that Party 1 and Party 2 may agree that the Funds shall be
                  advanced or provided by each of them according to the schedule set forth in and
                  upon the execution of the definitive agreement, which schedule is proposed to be:

         4.05     It is anticipated that such Funds may be managed by ____________________.
                  [Instruction: identify who will manage the Funds]

5.0      LIMITATIONS

         5.01     Except for Section 8.0, this Memorandum is intended to NOT be legally binding
                  and is intended to NOT impose legal or equitable rights or obligations on Party 1
                  or Party 2, and will have no legal or equitable effect.

         5.02     Neither Party 1 nor Party 2 shall be responsible for the actions
				
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Description: A Memorandum of Understanding (MOU) is document that sets forth two or more parties’ intent to enter into an agreement. An MOU is also known as a letter of intent or term sheet. In this template MOU, the parties list the anticipated responsibilities, resources, and funding envisioned under the final agreement. As drafted, this MOU is not intended to be legally binding but the agreement contemplates a separate confidentially agreement between the parties. This form contains both standard clauses and opportunities for the use of optional terms and conditions making it fully customizable to fit the needs of the parties.