Memorandum of Understanding
MOU-MEMORANDUM OF UNDERSTANDING

ON STAMP PAPERMEMORANDUM OF UNDERSTANDINGOn this………Aug2014,THIS MEMORANDUM OF UNDERSTANDING(hereinafter referred to as‘MOU’)is made and executed BY AND BETWEEN,XXX……………incorporated under the Chinese Companies Laws,having its Office at……………………………………, (Hereinafter referred as"XXX").ANDXXX,incorporated under the Indian Companies ACT1956,having its office at…………………………………………….(Hereinafter referred as“XXX”).WHEREAS“XXX”has experience&expertise in manufacturing of various types of Wind Energy &Hybrid Solutions and is a well established company in this field.WHEREAS“XXX”is a company established in India and Specializes in integration of various Specialized Systems including Solar,Wind and Hybrid Energy Solutions.AND WHEREAS both the parties are presently desirous to associate with each other to enable “XXX”to represent“XXX”in India and to market all“XXX”wind energy related products in India.AND WHEREAS,both the parties,accept liability for discharging all obligations under their specific scope as agreed to,in this MOU.AND WHEREAS both the parties here to agree as follows:-“XXX”SCOPETo permit opening of an Indian office in the name of XXX India(P)Ltd to enable better acceptance,visibility and effective marketing of“XXX”products.The expenses for running of the Indian office will be borne entirely by“XXX”.“XXX”will give exclusive marketing rights initially to“XXX”for a period of5years;however in case“XXX”is not able to generate business for at least…………number turbines in the first2years,the exclusive marketing rights can be terminated by“XXX”at their discretion.“XXX”will provide all assistance to“XXX”in terms of pamphlets,technical literature and assistance as required on a case to case basis.“XXX”will provide sample systems on loan basis,if required to enable demonstration of the system in India during the non conventional energy Exhibition in Sept2015.However cost for taking stall in the Exhibition will be to“XXX”account only.“XXX”will pay a marketing fee to“XXX”of……….%(………percent)of sale price of all orders obtained by“XXX”from India.“XXX”will provide the best possible pricing to enable effective marketing by“XXX”.To provide all services,as and when needed,on suitable and agreed commercial terms.“XXX”SCOPE“XXX”will set up the marketing office in the name of XXX INDIA(P)LTD in India at their own cost.“XXX”will market only“XXX”products in India and all expenses related to marketing will be borne by“XXX”.However visits to India,if required by“XXX”will be borne by “XXX”only.“XXX”will also act as co-ordinator between“XXX”and the end customer for effective commissioning,after sales support,etc.“XXX”will maintain full confidentially and not disclose technical details except those required for marketing purposes.Each Party will appoint a representative to supervise and coordinate its performance of its obligations under this agreement.Whereas“XXX”will ensure that no patent rights are infringed in the sale of its products through “XXX”and will defend or help to settle any claim against“XXX”and its Customers,in respect of the equipment provided by“XXX”.The payment terms and a detailed work share between the two companies(to clearly earmark the specific task to be performed by each party)shall be decided and agreed to mutually between the two parties from time to time,on case to case basis for each Project.Each party agrees to execute a Non-Disclosure agreement on signing of this MOU.This agreement is on mutually exclusive basis for an initial period of5years subject to generation of business by“XXX”in favour of“XXX”as enumerated earlier in this MOU.For XXX............................................For XXX……….............…….. AUTHORISED SIGNATORY AUTHORISED SIGNATORY。
关于起草一份谅解备忘录的英语作文

关于起草一份谅解备忘录的英语作文全文共3篇示例,供读者参考篇1Memorandum of UnderstandingA Memorandum of Understanding (MOU) is a document that outlines the terms and details of an agreement between parties. It is not a legally binding contract, but rather a formal agreement that sets out the intentions of the parties involved. MOUs are commonly used in business, government, and academic settings to establish a framework for cooperation and collaboration.To draft an effective MOU, there are several key components that must be included. First and foremost, the parties involved must be clearly identified, including their names, addresses, and official titles. This helps to establish who is entering into the agreement and ensures that there is a clear understanding of the parties involved.Next, the purpose of the agreement must be clearly stated. This should outline the goals and objectives of the parties and explain why they are entering into the agreement. This sectionshould be specific and detailed to avoid any misunderstandings about the intentions of the parties.The terms and conditions of the agreement should also be clearly outlined in the MOU. This should include any deadlines, deliverables, and responsibilities of each party. It is important to be as specific as possible to ensure that both parties understand their obligations and can fulfill them accordingly.Additionally, the MOU should include a section on dispute resolution. This should outline the steps that will be taken if there are any disagreements or conflicts between the parties. This helps to ensure that any issues can be resolved in a timely and amicable manner.Finally, the MOU should be signed and dated by all parties involved. This helps to formalize the agreement and show that all parties are in agreement with the terms outlined in the document. Once signed, the MOU can be used as a reference point for the parties involved and can help to ensure that the agreement is upheld.In conclusion, a Memorandum of Understanding is an important tool for establishing agreements between parties. By including key components such as clear identification of the parties, a purpose statement, terms and conditions, disputeresolution, and signatures, an effective MOU can be drafted. This helps to ensure that all parties have a clear understanding of the agreement and can work together effectively towards their common goals.篇2Memorandum of Understanding (MOU) is a document that outlines an agreement between two or more parties to work together on a project or achieve a common objective. The purpose of a MOU is to establish the framework for cooperation and ensure that all parties involved are clear on their roles and responsibilities. In this article, we will discuss the key elements of drafting a MOU and provide a step-by-step guide on how to create a successful agreement.1. IntroductionThe introduction of a MOU should provide a brief overview of the parties involved and the purpose of the agreement. It should also define the scope of the cooperation and outline the goals and objectives of the partnership.2. Background InformationInclude background information on each party involved in the agreement, including their mission, goals, and relevantexperience. This section should also outline the context in which the parties are entering into the agreement and highlight any previous collaborations or partnerships.3. ObjectivesClearly state the objectives of the partnership and outline the specific goals that the parties aim to achieve through their cooperation. It is essential to ensure that all parties are aligned on the objectives and are committed to working towards their achievement.4. Scope of WorkDefine the scope of work for each party involved in the agreement, including their roles and responsibilities, resources, and deliverables. This section should outline the specific tasks and activities that each party is responsible for and set clear expectations for their contributions to the partnership.5. DurationSpecify the duration of the agreement, including start and end dates, milestones, and any conditions for termination or extension. It is important to establish a timeline for the partnership to ensure that all parties are working towards the same goals and deadlines.6. Governance StructureOutline the governance structure for the partnership, including decision-making processes, communication channels, and mechanisms for resolving disputes. This section should define the roles and responsibilities of each party in managing the partnership and ensuring its success.7. ResourcesDetail the resources available to each party to support their participation in the partnership, including funding, personnel, equipment, and facilities. It is important to ensure that all parties have access to the necessary resources to fulfill their obligations under the agreement.8. Monitoring and EvaluationEstablish mechanisms for monitoring and evaluating the progress of the partnership, including key performance indicators, reporting requirements, and review processes. This section should outline how the parties will assess the success of their collaboration and make any necessary adjustments to achieve their objectives.9. SignatoriesInclude a section for the signatories of the agreement, where each party can formally endorse the MOU and commit to fulfilling their obligations. It is essential to obtain signatures from all parties involved to ensure that the agreement is legally binding and enforceable.10. ConclusionIn the conclusion of the MOU, reiterate the commitment of the parties to working together towards their shared goals and objectives. It is important to emphasize the mutual benefits of the partnership and the value that each party brings to the collaboration.In conclusion, drafting a MOU requires careful consideration of the key elements outlined above to ensure the success of the partnership. By following this step-by-step guide, parties can create a clear, comprehensive, and effective agreement that will help them achieve their objectives and drive their collaboration forward.篇3Memorandum of UnderstandingA Memorandum of Understanding (MOU) is a document that outlines the terms and details of an agreement between twoor more parties. Typically, an MOU is used when two organizations are considering entering into a partnership or collaboration and want to outline the terms of their relationship before formalizing a more detailed agreement.When drafting an MOU, it is important to clearly outline the objectives of the agreement, the responsibilities of each party, and the terms and conditions under which the agreement will operate. This document serves as a foundation for the future relationship between the parties, providing a framework for collaboration and cooperation.To draft an effective MOU, it is important to consider the following key elements:1. Objectives: Clearly outline the purpose and goals of the agreement. This should include what each party hopes to achieve through the partnership and how they plan to work together to accomplish these goals.2. Responsibilities: Clearly define the responsibilities of each party. This should include what each party will contribute to the partnership, as well as any specific tasks or activities that each party will be responsible for.3. Terms and Conditions: Outline the terms and conditions under which the agreement will operate. This should include details such as the duration of the agreement, how disputes will be resolved, and any other important terms that both parties need to be aware of.4. Signatures: Once the MOU has been drafted, it should be signed by all parties involved. This serves as a formal acknowledgment of the agreement and ensures that all parties are committed to upholding the terms outlined in the document.Overall, a Memorandum of Understanding is an important document for establishing a foundation for a partnership or collaboration. By clearly outlining the objectives, responsibilities, and terms of the agreement, an MOU can help ensure that both parties are on the same page and committed to working together towards a common goal.。
(6)乔治斯坦纳及其对翻译的阐释学解读

(6)乔治斯坦纳及其对翻译的阐释学解读George Steiner was born in 1929 in Paris, France. As a prolific author, essayist, literacy critic, and philosopher, he has written extensively about the relationship between language, literature and society, particularly in light of modern history, and the impact of the Holocaust with his field primarily in comparative literature and his work as critic has tended toward exploring cultural and philosophical issues, particularly dealing with translation and the nature of language and literature.乔治斯坦纳1929年生于法国巴黎,著作等身,在文学创造、语言评论和哲学方面均有很深造诣。
他主要的研究领域为比较文学,写了大量关于在现代历史背景下语言、文学和社会关系,以及是大屠杀的社会影响方面的文章。
在文学批评上,他的视角延伸向了文化与哲学,在翻译,语言和文学的本质问题上的观点独树一帜。
The word “hermeneutics” originates in old Greek and its Latin spelling is “hermeneuein”, meaning to understand. In the Middle Ages, it developed into hermeneutics of theology, as it applied to the interpretation of the decrees of God and records of antiquity. Through the reformation of the Renaissance, hermeneutics, applied for semantic explanations in rhetoric and poetics, evolved into a methodology contributed by the German Romantics, Schleiermacher (1786-1834) and Dilthey (1833-1911) who interpreted various texts of historical records in their work.Hermeneutics一词来源于古希腊,拉丁语的拼法为hermeneuein,意义为理解。
Memorandum of Understanding

Memorandum of UnderstandingThis Memorandum of Understanding (“MOU”) is made on April ____, 2016, by and between A, and B for the purpose of A assisting B in acquiring and managing investments, including operating businesses and real estate, in the United States of America (the “U.S. Expansion Project”).WHEREAS A and B desire to enter into an agreement in which A and B will work together on the U.S. Expansion Project.AND WHEREAS A and B are desirous to enter into a MOU between them, setting out the working arrangements that each of the Parties agrees are necessary to perform the U.S. Expansion Project.PurposeThe purpose of this MOU is to provide the framework for any future binding contract (the “Agreement’) regarding the U.S. Expansion Project between A and B (the “Parties”). Obligations of the PartiesThe Parties acknowledge that no contractual relationship is created between them by this MOU, but agree to work together in the true spirit of partnership to ensure that there is a united visible and responsive leadership of the U.S. Expansion Project and to determine financial, administrative and managerial commitment to the U.S. Expansion Project by means of the individual services identified below.Industries for which the U.S. Expansion Project will focus on, but not be limited to, include:1)Healthcarea)Medical devicesb)Pharmaceuticals2)Assisted Living3)Agriculturea)Working farmsb)Processing plants4)Developed Real Estatea)Commercialb)Multi-family residentialc)Hotelsd)Real Estate Investment Trusts5)Financial InstitutionsCooperationThe activities and services for the U.S. Expansion Project shall include, but not be limited to:1)Services to be performed by A include:a)Assisting in the development of advantageous legal structures for the U.S ExpansionProjectb)Performing market researchc)Identifying investment opportunitiesd)Performing due diligence on investment opportunitiese)Obtaining financing and managing banking relationshipsf)Structuring and negotiating acquisitionsg)Identifying and procuring management teamsh)Providing planning, oversight and monitoring of acquired properties and businesses,including Board of Directors oversighti)Performing business developmentj)Identifying exit strategies as appropriatek)Periodic reporting of results of investments to Bl)Providing and/or procuring legal, accounting and tax services as appropriatem)Leveraging government contacts/relationshipsn)Assisting with compliance with government regulations2)Services to by performed by B include:a)Establishing desired legal structures for the U.S. Expansion Projectb)Establishing investment criteria, including industries and dollar thresholdsc)Providing capital for acquisitionsB will need to define the scope of the U.S. Expansion Project and prioritize investmentobjects by allocating desired capital to the industries identified above or to others. ResourcesThe Parties will endeavor to have final approval to fulfill their individual contributions at the start of planning for the development of the U.S. Expansion Project.1) A agrees to provide adequate professional staff to perform the services identified above. Thelevel of staffing will be dependent upon the size of the intended investment pool.2) B agrees to provide an investment pool of $___ over the term of the Agreement.TermThe Parties agree to enter into the binding Agreement by ______. The initial term of the Agreement shall be for three years upon signing. The Parties may agree to extend the term at that time.Fees and ExpensesA shall be compensated byB for performing the services identified above in accordance with the following structure:1) A shall receive a monthly retainer payable in advance by the 1st day of each month. Theamount of the retainer will be dependent upon the size of the intended investment pool. The amount of the retainer may be adjusted if the size of the investment pool increases beyond the initial agreed upon amount.2) A shall receive a management fee calculated as a percentage of revenues generated byacquired properties and businesses.3) A may be compensated additionally for legal, accounting, and tax services performed,dependent upon the scope of the required services.4) A shall be paid for reasonable out-of-pocket expenses, including travel, for performing theservices identified above.Additional professional service fees will likely be incurred by other professionals, including, but not limited to, attorneys, accountants, and brokers, during the process of acquiring investments.B shall be responsible for the cost of such fees.Equity in InvestmentsEquity in properties and businesses acquired as part of the U.S. Expansion Project shall be allocated between the Parties as follows:1)B, or assignees, shall retain __% equity in properties and businesses acquired as part of theU.S. Expansion Project.2)A, or assignees, shall receive __% equity in properties and businesses acquired as part of theU.S. Expansion Project.A, or its assignee, shall have majority control and full oversight rights of all properties and businesses acquired as part of the U.S. Expansion Project while engaging B to provide day to day management in the United States.LiabilityNo liability will arise or be assumed between the Parties as a result of this MOU.Governing LawThis MOU shall be construed in accordance with the laws of the State of Wisconsin. AssignmentNeither party may assign or transfer the responsibilities or agreement made herein without the prior written consent of the non-assigning party, which approval shall not be unreasonably withheld.AmendmentThis MOU may be amended or supplemented in writing, if the writing is signed by the party obligated under this MOU.SeverabilityIf any provision of this MOU is found to be invalid or unenforceable for any reason, the remaining provisions will continue to be valid and enforceable. If a court finds that any provision of this MOU is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision will be deemed to be written, construed, and enforced as so limited.UnderstandingIt is mutually agreed upon and understood by and among the Parties to this MOU that:1)Each party will work together in a coordinated fashion for the fulfillment of the U.S.Expansion Project.2)In no way does this agreement restrict either party from participating in similar agreementswith any other party.3)To the extent possible, each party will participate in the development of the U.S. ExpansionProject.4)Nothing in the MOU shall obligate any party to the transfer of funds. Any endeavorinvolving reimbursement or contribution of funds between the Parties of this MOU will be handled in accordance with applicable laws, regulations, and procedures. Such endeavors will be outlined in separate agreements that shall be made in writing by representatives of the Parties involved and shall be independently authorized. This MOU does not provide such authority.5)This MOU is not intended to and does not create any right, benefit, or responsibility.6)This MOU will be effective upon the signature of both Parties.7)Either party may terminate its participation in the MOU by providing written notice to theother party.SignatoriesThis MOU shall be signed on behalf of A, Manager, and behalf of B by _____. This MOU shall be effective as of the date first written above.______________________________Company AManager______________________________Company BBy _____。
药企应用名词解释

名词解释制药厂:至少具备某一制剂或某一工艺生产能力,且持有佥许可证的工厂。
制剂:是根据药典、制剂规范、处方手册收载的比较普遍应用并较为稳定的处方而制得的药物制品。
具有一定的形态、浓度和规格。
如溶液剂、片剂等。
无菌制剂:不存在有活的生物制剂产品。
非无菌制剂:所含活的生物量符合卫生标准规定的制剂产品。
灭菌:完全不存在活的生物。
生产:涉及药品制备过程的全部操作,从物料进货、加工生产、包装,一直到成品的完成。
控制点:为了保证工序处于受控状态,在一定的时间和一定的条件下,在产品制造过程中需重点控制的质量特性、关键部位或薄弱环节。
制造:物料及产品的购买、制造质量控制,发放、贮存、成品装运及有关控制的全部操作。
回收:在指定的秤阶段中,将符合质量要求的前几批的一部分或者全部加入到另一批中。
回收同混合有相似的概念。
返工:在指定的生产阶段中,对一批质量不合格产品进行再加工,使该产品的质量经过一次或多次额外操作后,成为合格产品。
批:在规定限度内具有同一性质和质量,并在同一生产周期中生产出来的一定数量的药品。
批号:用于识别“批”的一组数字或字母加数字。
用其可追溯和审查该批药品的生产史。
批生产记录:记录一个批号的产品制造过程中所用原辅料与所进行操作的文件,包括制造过程中控制的细节。
质量:产品、过程或服务能满足规定的或潜在要求(或需要)的特征和特征总和。
质量保证:为例人们确信某一产品,过程或服务质量能满足规定的质量要求所必需的有计划、有系统的全部活动。
质量体系:为实施质量管理的组织结构、职责、程序、过程和资源。
质量管理:制定和实施质量方针的全部管理职能。
质量控制:为了达到质量要求所采取的作业技术和活动。
质量监督:为确保满足规定的质量要求,按照有关规定(或合同),对程序、方法、条件、过程、产品和服务以及记录分析的状态所进行的连续监视的验证。
质量审核:确定质量活动及其有关结果是否符合计划安排,以及这些安排是否有效贯彻并适合于达到目标的有系统的、独立的审查。
会议会务英语词汇

会议会务英语词汇第一篇:会议会务英语词汇会议会务英语词汇一、常用会议会务词汇:meeting 会议conference 会议,代表大会convention 会议,年会,例会exposition 博览会,博览会trade show 行业展览会,博览会corporate meeting 公司会议association meeting 社团会议,协会会议general session 全体大会workshop 研讨会forum 论坛symposium 座谈会seminar 研究会panel 座谈小组debate 辩论会colloquium 学术讨论会webcasting 网络会议annual convention 年会,年度大会new product introduction 新产物发布会teleconferencing 电话会议plenary session 全会sessions 各分会opening welcome reception 欢迎招待会lecture-formatted meeting演讲式会议slide presentation 幻灯演示host country 东道国in the name of 以……的名义signing ceremony 签字仪式meeting facility 会议设施meeting planner 会议筹谋人盛大出席give one’s presence值此……之际on the occasion of…宣布……揭幕 decla re…open;declare the commencement of…致揭幕/闭幕词 deliver/make an opening/closing speech宣布……闭幕declare…the conclusion/closing of…揭晓热情友好的讲话 make a warm and friendly speech热情洋溢的欢迎词 gracious speech of welcome承蒙/应……的盛情邀请at the gracious invitation of… 回顾过去…… look back on /in retrospect of…瞻望将来 look ahead;look into the future最后 in conclusion / closing / finally / at last提议祝酒 propose a toast符合……的共同利益 accord with/agree with/conform to/meet the common interests of …远道来访 coming from a distant land荣幸地答谢您给予咱们的热情招待have the honor of reciprocating your warm reception愉快地答谢您热情洋溢的欢迎词 have the pleasure in replying to your gracious speech of welcome促进咱们彼此之间的理解和友谊increase/strengthen/promote/expand our mutual understanding and friendship促进咱们之间的友好合作关系promote/facilitate/enhance/strengthen/advance our friendly relations of cooperation现在,我愉快地宣布……大会揭幕。
关于敬畏的英语作文
关于敬畏的英语作文The Value of ReverenceIn our daily lives, we encounter a myriad of situations and people that deserve our utmost respect. Reverence, a sentiment that encompasses both awe and respect, is an integral aspect of human civilization, shaping our interactions and perspectives.At its core, reverence is the recognition of something or someone as being beyond our ordinary understanding or capability. It is the humility that acknowledges our limitations and the vastness of the universe. When we approach something with reverence, we do so with a sense of wonder and dignity, understanding that we are a part of a greater whole.In the academic world, reverence for knowledge is paramount. The quest for truth and understanding requires a dedication and respect that honors the past while pushing the boundaries of the present. Scholars approach their studies with reverence, understanding that every discovery is a step towards a deeper understanding of the world.In our personal lives, we must cultivate a sense of reverence towards our fellow human beings. Every individual, regardless of their station in life, deserves to be treated with dignity and respect. When we approach others with reverence, we are reminded of our shared humanity and the interconnectedness of all life.Furthermore, we must also have reverence for nature. The planet that sustains us and the creatures that share it with us deserve our utmost care and respect. In a world increasingly dominated by human activities, it is crucial that we approach nature with a sense of awe and humility, understanding that we are stewards of a beautiful and fragile ecosystem.In conclusion,reverence is a fundamental aspect of human existence.It shapes our perspectives, hones our character, and enriches our lives. By approaching the world with a sense of reverence, we can create a more harmonious and understanding society, one that values knowledge, respects humanity, and cares for the planet that we all share.。
memorandum of understanding 英美法 -回复
memorandum of understanding 英美法-回复Memorandum of Understanding (MoU) is a term commonly used in various legal systems, including those of the United Kingdom, the United States, and other common law jurisdictions. In this article, we will delve into the topic of MoUs and provide a detailed explanation of its characteristics, uses, and significance in the aforementioned legal systems.I. Introduction to Memorandum of UnderstandingA. Definition: A Memorandum of Understanding is a type of legal document designed to establish a framework of cooperation and mutual understanding between two or more parties. It is not necessarily legally binding, although certain provisions can be enforceable.B. Purpose: MoUs are commonly used when parties wish to collaborate on a specific project or venture while avoiding the complexity and formalities of a formal contract. It serves as an initial agreement outlining the intentions and goals of the parties involved.II. Characteristics of Memorandum of UnderstandingA. Flexibility: One of the key characteristics of an MoU is its flexibility. Unlike formal contracts, MoUs allow parties to negotiate and incorporate changes more easily as the project progresses, providing room for adaptation to unforeseen circumstances.B. Non-binding Nature: While an MoU is typically not legally binding, it may contain specific obligations that the parties can enforce. It serves as a moral commitment and a platform for negotiation, rather than a mandatory agreement.C. Clarity of Terms: Although MoUs are less formal than contracts, they still require clear and concise language that outlines the roles, responsibilities, and expectations of each party involved. Properly defining terms minimizes misunderstandings and disputes.III. Uses of Memorandum of UnderstandingA. International Agreements: MoUs are frequently used in international relations to establish cooperation between nations. It allows governments to outline shared objectives without enteringinto a full-scale treaty, providing a more flexible and expedited approach.B. Public-Private Partnerships: MoUs are commonly employed in public-private partnerships, where government entities and private companies collaborate to achieve specific goals such as infrastructure development or public service delivery. MoUs in this context often outline resource allocation, roles, and responsibilities.C. Research Collaborations: Academia, research institutions, and universities often utilize MoUs to establish collaboration frameworks for joint research projects, information exchange, and sharing of resources. These agreements promote cooperation while allowing each party to maintain its autonomy.IV. Significance and Benefits of Memorandum of UnderstandingA. Strategic Alliances: MoUs enable parties to establish strategic alliances without the need for immediate legal commitments. It provides a structured framework for cooperation, improving the chances of successful collaboration on shared objectives.B. Flexibility: MoUs offer greater flexibility than traditional contracts, allowing parties to adapt terms and conditions as the project progresses. It caters to the evolving nature and uncertainties often encountered in various collaborative efforts.C. Easier Implementation: Compared to formal contracts, MoUs are typically easier and quicker to draft, negotiate, and finalize. Their less formal nature reduces the time and effort spent on legal scrutiny, making them a preferred choice for parties seeking expedited cooperation.D. Legally Binding Provisions: While MoUs are generallynon-binding, certain provisions within an MoU can be enforceable, such as confidentiality clauses or intellectual property rights protections. Parties must carefully consider the legal implications of specific clauses before signing an MoU.In conclusion, a Memorandum of Understanding plays a significant role in various legal systems, including those of the United Kingdom and the United States. While not legally binding in nature, MoUs serve as valuable tools for establishing cooperation andunderstanding between parties involved in a specific project or venture. Its flexibility, clarity of terms, and facilitated implementation make it a preferred choice in many collaborative efforts. However, parties should always exercise caution and seek legal advice to ensure their interests are protected when entering into an MoU.。
【实用范文模板】MEMORANDUM+OF+AGREEMENT【原创精品】
MEMORANDUM OF AGREEMENTthis agreement is entered into this (day, month & year) by and between (name and complete address of sponsor) (hereinafter referred to as 'sponsor') and kansas state university, 2 fairchild hall, manhattan, ks, 66506-1103 (hereinafter referred to as the'university').?work will be performed at kansas state university in the department of (dept. name).whereas, the project contemplated by this agreement is of mutual interest and benefit to university and to sponsor and will further instructional and research project objectives of university in a manner consistent with its status as a non-profit, tax-exempt educational institution.now, therefore, the parties hereto agree as follows:1.statement of work.?the university agrees to use its best efforts to perform the project as described in appendix a hereof.2.principal investigator/project director.?the project will be directed by (pi/pd name).?if, for any reason, (s)he is unable to continue to serve as principalinvestigator/project director and a mutually acceptable successor is not available, university and/or sponsor shall have the option to terminate said program in accordance with clause 15 - termination.3.period of performance.?the project shall be conducted during the period of (start date and end date) and will be subject to renewal only by mutual agreement of the parties.4.project costs and payment.?in consideration of the foregoing, sponsor will pay university for costs incurred in the performance of the project, without an itemized accounting. payment shall not exceed the total estimated cost of (enter amount).?sponsor shall make payment (within thirty (30) days of the receipt of an invoice from university)or (shall pay$___________upon the full execution of this agreement and $__________ on or about [date]).5.reports.?brief progress reports of the project will be made periodically by university to sponsor and a final report will be rendered on completion of the project.?during the term of this agreement, representatives of university will consult and/or meet with representatives of sponsor to discuss progress and results, as well as on going plans of the project and university will provide project information to sponsor as reasonably requested.6.facilities.?the university will provide the utilities and office, laboratory and field space needed for the project.7.property.?all equipment detailed in the project budget and purchased fromthis fund shall be the property of the university.8.publicity.?sponsor will not use the name of university, nor of any member of university's project staff, in any publicity, advertising, or news release without the prior written approval of an authorized representative of university.?university will not use the name of sponsor, nor any employee of sponsor, in any publicity, advertising, or news release without the prior written approval of sponsor.9.insurance.?university represents that it has adequate liability insurance, such protection being applicable to officers, employees, and agents while acting within the scope of their employment by university.?the university has no liability insurance policy as such that can extend protection to any other person.10.background intellectual property.?“background intellectual property” means property and the legal right therein of either or both parties developed before or independent of this agreement including inventions, patent applications, patents, copyrights, trademarks, mask works, trade secrets and any information embodying proprietary data such as technical data and computer software.both parties agree to provide the background intellectual property necessary to complete the objectives of the project.?both parties shall retain all rights to their respective background intellectual property provided for this purpose.?neither party shall assume any rights in the other party’s background intellectual propertyprovided for this project other than the right to use said background intellectual property to achieve the objectives of this project.11.project intellectual property.?“project intellectual property” means the legal rights relatingto inventions (including subject inventions as defined in 37 cfr 401), patent applications, patents, copyrights, trademarks, mask works, trade secrets and any other legally protectable information,including computer software, first made or generated during the performance of this agreement.ownership of project intellectual property shall vest in the party whose personnel conceived the subject matter and diligently pursued reducing the subject matter to practice, and such party may perfect legal protection therein in its own name and at its ownexpense.?jointly made or generated project intellectual propertyshall be jointly owned by the parties unless otherwise agreed in writing.the parties agree to disclose to each other, in writing, each and every invention which may be patentable or otherwise protectable under the united states patent laws in title 35, united statescode.the parties acknowledge that they will disclose inventions to each other and the awarding agency within two (2) months after their respective inventor(s) first disclose the invention in writing to the person(s) responsible for patent matters of the disclosing party.?all written disclosures of such inventions shall contain sufficientdetail of the invention, identification of any statutory bars, and shall be marked confidential, in accordance with 35 u.s.c. 205.sponsor shall receive the first option to negotiate for a licenseto commercialize the project intellectual property of university,subject to any rights of the government therein.?sponsor is hereby granted an exclusive option to negotiate the terms for a license to project intellectual property of university, for an initial option period of three (3) months after such invention has been reported to sponsor.?the terms of subsequent licensing agreements for university owned and/or jointly owned intellectual property will be negotiated in good faith and by mutual agreement by the parties to this agreement.12.confidentiality/publications.?during the term of this agreement, and for a period of five (5) years thereafter, each party will maintain in confidence all confidential background intellectual property and projectintellectual property of a party, as well as all other confidential information of a party disclosed by that party to the other in connection with this project.?neither party will use, disclose or grant use of such confidential information except as required to perform under this agreement.?each party will use at least the same standard of care as it uses to protect its own confidential information to insure that students, interns, employees, agents and consultants do not disclose or make any unauthorized use of such confidential information.?any student, intern, employee, agent or consultant of the receiving party must be notified of therestrictions on the use of the disclosing party’s confidential information and must agree with those restrictions before being allowed access to the confidential information.?each party will promptly notify the other upon discovery of any unauthorized use or disclosure of the confidential information.either party may publish its results from this project.?however, the publishing party will provide the other party a thirty (30) day period in which to review proposed publications, identify proprietary or confidential information, and submit comments.?the publishing party will not publish or otherwise disclose proprietary or confidential information in accordance with the procedures described in this article and the publishing party will give full consideration to all comments before publication.?furthermore, upon request of the reviewing party, publication will be deferred for up to sixty (60) additional days for preparation and filing of a patent application which the reviewing party has the right to file or to have filed at its request by the publishing party.13.modification.?any agreement to change the terms of this agreement in any wayshall be valid when the change is made in writing and approved by authorized representatives of the parties hereto.14.representatives.?designated representatives for the parties are:sponsor:university:if technicalnameprincipal investigator's nameaddresskansas state universitytelephoneaddressmanhattan, ks_______________if contractualnamepaul r. loweaddresskansas state universitytelephone2 fairchild hallmanhattan, ks______________15.termination.?performance under this agreement may be terminated by sponsor upon a thirty day advance, written notice.?in the event of early termination of this agreement by sponsor, sponsor shall pay all costs accrued by university as of the date of the notice of termination, including non-cancelable obligations, which shall include all non-cancelable contracts and fellowships or postdoctoral associate appointments called for in appendix a.?in addition, sponsor will pay all other reasonable costs incurred by the university during the time period between the notification date and the termination date, which are necessary to terminate the project.?any obligation of sponsor for fellowships or postdoctoral associates shall end no later than the end of university's academic year followingtermination.?reimbursement for incurred costs and obligations will not exceed the total estimated project cost as shown in clause 4.performance may be terminated by university upon a thirty day advance, written notice if circumstances beyond its control preclude continuation of the project.?in witness whereof, the parties have caused these presents to be executed in duplicate as of the day and year first written above.sponsor:kansas state university:_____________________________________by: paul r. lowetitle: assistant vice provost for research。
合作备忘MOU模版(中英文对照)
中英文合作备忘录MOU模版备注:1.此MOU是由我方起草,各条款相对公平,条款约束相对宽松。
适用于和外方的一般性合作备忘录签订。
2. 如涉及到更深一步的合作,需要添加双方的业绩承诺,时间进度和佣金支付等。
3. 中文备注方面都是由我方公司填写;英文备注由外方填写。
MEMORANDUM OF UNDERSTANDING谅解备忘录BETWEEN______ COMPANY (我方公司)AND(“company name ”(外方公司))This MOU is entered by and between:- 本MOU由以下各方签署:(1)______________________(填写我方公司名称), herein after ‘___’(abbreviation name),acompany incorporated under the company laws of People's Republic of China, whose Principal Place of Business is ________________________China (填写地址);_____________________公司(以下简称____),为中华人民共和国注册成立的公司,注册地址为_______________________。
AND(“company name ”) a company incorporated under the company laws of; herein after ‘___’(abbreviation name),whose Pr incipal Place of Business is 。
_____________________公司(以下简称____),为_____(填写外国国名)成立的公司,注册地址为_______________________。
(_________ and are herein after jointly referred to as the “Parties” and “Party” shall refer to any one of them as the context may require.)(________和以下统一简称为各方,一方指其中之一。
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Memorandum of UnderstandingThis Memorandum of Understanding (“MOU”) is made on April ____, 2016, by and between A, and B for the purpose of A assisting B in acquiring and managing investments, including operating businesses and real estate, in the United States of America (the “U.S. Expansion Project”).WHEREAS A and B desire to enter into an agreement in which A and B will work together on the U.S. Expansion Project.AND WHEREAS A and B are desirous to enter into a MOU between them, setting out the working arrangements that each of the Parties agrees are necessary to perform the U.S. Expansion Project.PurposeThe purpose of this MOU is to provide the framework for any future binding contract (the “Agreement’) regarding the U.S. Expansion Project between A and B (the “Parties”). Obligations of the PartiesThe Parties acknowledge that no contractual relationship is created between them by this MOU, but agree to work together in the true spirit of partnership to ensure that there is a united visible and responsive leadership of the U.S. Expansion Project and to determine financial, administrative and managerial commitment to the U.S. Expansion Project by means of the individual services identified below.Industries for which the U.S. Expansion Project will focus on, but not be limited to, include:1)Healthcarea)Medical devicesb)Pharmaceuticals2)Assisted Living3)Agriculturea)Working farmsb)Processing plants4)Developed Real Estatea)Commercialb)Multi-family residentialc)Hotelsd)Real Estate Investment Trusts5)Financial InstitutionsCooperationThe activities and services for the U.S. Expansion Project shall include, but not be limited to:1)Services to be performed by A include:a)Assisting in the development of advantageous legal structures for the U.S ExpansionProjectb)Performing market researchc)Identifying investment opportunitiesd)Performing due diligence on investment opportunitiese)Obtaining financing and managing banking relationshipsf)Structuring and negotiating acquisitionsg)Identifying and procuring management teamsh)Providing planning, oversight and monitoring of acquired properties and businesses,including Board of Directors oversighti)Performing business developmentj)Identifying exit strategies as appropriatek)Periodic reporting of results of investments to Bl)Providing and/or procuring legal, accounting and tax services as appropriatem)Leveraging government contacts/relationshipsn)Assisting with compliance with government regulations2)Services to by performed by B include:a)Establishing desired legal structures for the U.S. Expansion Projectb)Establishing investment criteria, including industries and dollar thresholdsc)Providing capital for acquisitionsB will need to define the scope of the U.S. Expansion Project and prioritize investmentobjects by allocating desired capital to the industries identified above or to others. ResourcesThe Parties will endeavor to have final approval to fulfill their individual contributions at the start of planning for the development of the U.S. Expansion Project.1) A agrees to provide adequate professional staff to perform the services identified above. Thelevel of staffing will be dependent upon the size of the intended investment pool.2) B agrees to provide an investment pool of $___ over the term of the Agreement.TermThe Parties agree to enter into the binding Agreement by ______. The initial term of the Agreement shall be for three years upon signing. The Parties may agree to extend the term at that time.Fees and ExpensesA shall be compensated byB for performing the services identified above in accordance with the following structure:1) A shall receive a monthly retainer payable in advance by the 1st day of each month. Theamount of the retainer will be dependent upon the size of the intended investment pool. The amount of the retainer may be adjusted if the size of the investment pool increases beyond the initial agreed upon amount.2) A shall receive a management fee calculated as a percentage of revenues generated byacquired properties and businesses.3) A may be compensated additionally for legal, accounting, and tax services performed,dependent upon the scope of the required services.4) A shall be paid for reasonable out-of-pocket expenses, including travel, for performing theservices identified above.Additional professional service fees will likely be incurred by other professionals, including, but not limited to, attorneys, accountants, and brokers, during the process of acquiring investments.B shall be responsible for the cost of such fees.Equity in InvestmentsEquity in properties and businesses acquired as part of the U.S. Expansion Project shall be allocated between the Parties as follows:1)B, or assignees, shall retain __% equity in properties and businesses acquired as part of theU.S. Expansion Project.2)A, or assignees, shall receive __% equity in properties and businesses acquired as part of theU.S. Expansion Project.A, or its assignee, shall have majority control and full oversight rights of all properties and businesses acquired as part of the U.S. Expansion Project while engaging B to provide day to day management in the United States.LiabilityNo liability will arise or be assumed between the Parties as a result of this MOU.Governing LawThis MOU shall be construed in accordance with the laws of the State of Wisconsin. AssignmentNeither party may assign or transfer the responsibilities or agreement made herein without the prior written consent of the non-assigning party, which approval shall not be unreasonably withheld.AmendmentThis MOU may be amended or supplemented in writing, if the writing is signed by the party obligated under this MOU.SeverabilityIf any provision of this MOU is found to be invalid or unenforceable for any reason, the remaining provisions will continue to be valid and enforceable. If a court finds that any provision of this MOU is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision will be deemed to be written, construed, and enforced as so limited.UnderstandingIt is mutually agreed upon and understood by and among the Parties to this MOU that:1)Each party will work together in a coordinated fashion for the fulfillment of the U.S.Expansion Project.2)In no way does this agreement restrict either party from participating in similar agreementswith any other party.3)To the extent possible, each party will participate in the development of the U.S. ExpansionProject.4)Nothing in the MOU shall obligate any party to the transfer of funds. Any endeavorinvolving reimbursement or contribution of funds between the Parties of this MOU will be handled in accordance with applicable laws, regulations, and procedures. Such endeavors will be outlined in separate agreements that shall be made in writing by representatives of the Parties involved and shall be independently authorized. This MOU does not provide such authority.5)This MOU is not intended to and does not create any right, benefit, or responsibility.6)This MOU will be effective upon the signature of both Parties.7)Either party may terminate its participation in the MOU by providing written notice to theother party.SignatoriesThis MOU shall be signed on behalf of A, Manager, and behalf of B by _____. This MOU shall be effective as of the date first written above.______________________________Company AManager______________________________Company BBy _____。