영문 양해각서(MOU, OEM ODM 생산)

Memorandum of Understanding

문서서식포탈비즈폼

 

 

 

This Memorandum of Understanding(“MOU”) made and entered into this day of , 2003, by and between ABC Corp., a Korean corporation having its principal office at , Korea (“ABC”) and World Corp., a corporation having its principal office at ________________________________, (“World”)

 

WITNESSETH :

문서서식포탈비즈폼

 

 

WHEREAS, ABC and World desire to independently cooperate in the manufacture and sale of GSM/GPRS cellular phone and relevant materials and services (“Products”) on the basis of Original Design Manufacture(“ODM”) amongst others ;

 

WHEREAS, ABC desires to promote ,to world-wide market, Products to be disigned and manufactured for ABC by World, and World desires to manufacture and supply ABC with the Products with the best quality and competitive price ;

 

WHEREAS, both parties intend to negotiate the terms and conditions of the manufacture including ODM base and sale of the Products in details, which are to be set forth later in the main agreement between both parties(“Main Agreement”) ;

 

NOW, THEREFORE, in consideration of the mutual promises and covenants hereinafter, the both parties agree as follows :

 

 

Article 1. Original Equipment Manufacturing(“OEM”) of Products

문서서식포탈비즈폼

 

1.1 ABC has been appointed as the world-wide distributor of World’s current first Products (Model No._________) manufactured by World as ODM base except China, and endeavors to promote the sale of current first Products bearing ABC’s own brand logo “ABOX”.

 

 

Article 2. ODM Products

문서서식포탈비즈폼

 

2.1 World shall complete the development of its second Products (Model No. __________) by April ---, 2003 and give ABC exclusive distributorship of second Products for world-wide market as ODM base in order for ABC to supply them to world-wide market with “ABOX ” brand.

2.2 In case that ABC will sell more than _______ sets of each ODM Products model per year commencing on the date of first commercial shipment for world-wide market, World shall bear all development costs (Tooling cost plus NRE cost) for each ODM Products model, and release ABC of the liability for such costs. If ABC fails to accomplish above-mentioned sales goal for any model, ABC will pay to World for net Tooling costs concerning such ODM Products model. After compensating the net Tooling costs, the Tooling mold of the pertinent ODM Products model shall be the property of ABC and ABC shall be able to use the respective ODM Products model in any way including but not limited to the promotion of sale in world-wide market continuously. As for net Tooling costs, World shall give ABC detailed information and amount of net Tooling costs for new ODM Products model before beginning the development in order to discuss and fix the such amount between both parties.

2.3 World shall develop and provide ABC with minimum 2 new models of ODM Products per year according to the request of ABC based on World’s development schedule. Such new ODM Products model shall be developed by World in accordance with its normal development schedule as follows : Contents Company Schedule

1)

2)

3)

4)

5)

6)

2.4 World shall develop and provide ABC with the Products capable of various languages within one(1) month from the request of ABC.

2.5 World shall get all Type Approval and/or Certificate of the Products required for each market in the world at its responsibility and cost according to the request of ABC.

 

 

Article 3. others

문서서식포탈비즈폼

 

3.1 Both parties shall agree that detailed terms and conditions such as After-sales service, Warranty, Order procedure shall be prescribed later in Main Agreement.

3.2 World shall confirm to give its best competitive price of Products to ABC, and such price may be adjusted in accordance with ABC’s order amount and the relevant market situation in the world.

3.3 World shall provide its Product Roadmap to ABC quarterly and discuss next Products with ABC in order to adopt ABC’s request and idea for the design of next Products.

3.4 World shall not give its distributorship of the Products to any other Korean companies except ABC.

3.5 World shall bear the full responsibility during the production and supply of its Products to ABC in order for ABC to sell the Products in world-wide market in a good condition. In addition, World shall also bear the full technical responsibility for its Products supplied to ABC.

3.6 Both parties shall sign the separate Non Disclosure Agreement(“NDA”) in order to keep the contents of this MOU and business of the Products as confidential.

3.7 This MOU shall be effective from the signing date of this MOU. Both parties shall make and execute Main Agreement to specify the detailed terms and conditions of this MOU within __ month(s) from the signing date of this MOU. Unless extended by written agreement of both parties, this MOU shall be null and void upon the earlier to occur of one of the following events :

a) The execution of the Main Agreement.

b) __ month(s) from the signing date of this MOU.

 

 

IN WITNESS WHEREOF, the parties herein have caused this MOU to be executed by their respective duly authorized officers as the date first written above.

 

 

ABC Corp                                    World Corp.

By :                                          By :

Name : ____________                          Name : ____________

Title : _____________                          Title : _____________