EXHIBIT 10.1
MEMORANDUM OF UNDERSTANDING
This Memorandum of Understanding is entered into and is effective this
2nd day of February 2007 by and between M-Star Global Communications, LLC
with its principal place of business at 0000 X. Xxxxxxxx Xxx., Xxxxx
000, Xxxxxxxxx, XX 00000 hereinafter referred to as "M-Star Global" and
E'Prime Aerospace Corporation with its principal place of business at 0000
Xxxxxxxxxx Xxx., Xxxx 00, Xxxxxxxxxx, XX 00000 hereinafter referred to as
EPAC.
WHEREAS, E'Prime Aerospace Corporation (EPAC) is a supplier of Eagle S-Series
launch vehicles; launch facilities, payload adaptor fittings protective
fairings, integration and preparation of any required range documentation;
payload processing; satellite processing facilities, assembly, test,
countdown and launch; and payload integration, master scheduling, mission
configuration management and launch operations.
WHEREAS, M-Star Global is owner, operator and turnkey service provider of
Satellite Telecommunications Systems, Services and Routes for domestic,
emerging nations and foreign governments' broadband communications services.
WHEREAS, The Parties wish to work together on the Ka-Band Satellite project
and other various projects as be from time to time identified for turnkey
telecommunications opportunities that involve their dual areas of expertise
as set forth in this Memorandum of Understanding to place up to four Ka-Band
Satellites in GEO located 120 degrees apart and have one in storage as a
spare.
NOW THEREFORE, recognizing the business opportunities open to them and the
desire to address these opportunities by pooling their resources and
expertise in an attempt to supply potential customers a unique and
complementary business offering providing communications services and
systems, the Parties agree to the following:
TERM
The term of this MOU ("Term") shall commence on the date set forth above and
shall continue in effect for consecutive one year periods, automatically
renewing, until termination as set forth herein or until superseded by a more
formal contract.
TERMINATION
This MOU may be terminated for convenience by either Party upon thirty (30)
days prior written notice to the other Party. Any termination of this MOU
shall not affect any right or obligation of either Party which are under
subcontract or other agreement executed pursuant to this MOU.
The rights and obligations of the parties, and all interpretations and
performance of this MOU, shall be governed in all respects by the laws of
the State of Florida. All actions brought by a party to enforce rights
under the terms of this MOU shall be brought forth in the State of Florida.
IN WITNESS WHEREOF, the Parties hereto have caused this MOU to be duly
executed by their duly authorized representatives.
M-Star Global Communications, LLC. E'Prime Aerospace Corporation
By: /s/ Xxxx Xxxxxxx By: /s/ Xxxxx X. Xxxxxx, III
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Title: CEO Title: President
Date: 2/8/07 Date: 2/8/07