Memorandum of Intention
Exhibit
10.15
Between
SOCHI
STATE UNIVERSITY FOR TOURISM AND RECREATION
(SUTR)
and
1. The
Purposes of the Memorandum of Intention
SUTR
and VEMICS will carry our preparatory work aimed at creating a partner team for
development and realization of joint language training program for university
students as well as for various target groups of Sochi citizens considering
pre-Olympic 2014 challenges. The following directions of cooperation have been
determined:
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·
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Teaching
foreign languages
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|
·
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Teaching
Russian as a foreign language
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·
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Hospitality
Industry programs
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2. Pre-Collaboration
Activities
The
parties agreed that the activities listed below must be completed before a
formal collaboration agreement can be entered into:
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·
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Development
of a joint plan of activities to attain status of official Olympic partner
and search for funding sources
|
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·
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Organization
of a joint presentation "Olympic Linguistic Center in Sochi" at the
Investment Economic Forum "Sochi
-2007"
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·
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Selection
of educational resources and organization of study
rooms
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·
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Establishing
effective channels of
communication
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3. Financial
Matters
Certain
costs will be incurred in relation to this agreement and in particular to the
pre-collaboration activities. The parties agree that each party, for the
present, shall bear its own costs.
4. Collaboration
Upon
successful completion of the pre-collaboration activities the parties will
attempt to agree a basis for formal collaboration by way of an agreement
containing appropriate and necessary memoranda/agreements covering the
responsibilities of each party, financial arrangements, and administrative
procedures.
5. Effective
Date and Term
This
memorandum shall come into effect on the date of signing as specified below and
shall continue until a collaboration agreement is signed or the parties agree
not to proceed further.
6. Confidentiality
Each
party shall keep confidential all information and materials produced, acquired
for or otherwise used in connection with this agreement and shall not use it for
any other purpose than in pursuance of this agreement or disclose it to any
person without the prior written consent of the party who owns
it.
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7. Intellectual
Property
Ownership
of intellectual property shall vest in the party who creates it and shall be
treated as confidential information unless specifically agreed otherwise by the
parties
8. Name
and logo
Neither
party shall use the name or logo, or any variation thereof, of the other without
first obtaining written consent.
9. Legal
Effect
This
agreement is not intended to be legally binding and no contract, partnership or
joint venture is created by it. Notwithstanding the foregoing,
clauses 6, 7 and 8 shall survive the termination or expiry of this
agreement.
10. Termination
This
memorandum may be terminated by:
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a
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mutual
agreement between the parties prior to completion of the pre-collaboration
activities; or
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b
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either
party where the pre-collaboration activities evidence that collaboration
is no longer viable; or
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c.
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completion
of the pre-collaboration activities (whether this is successful or
not).
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Successful
completion of the pre-collaboration activities is not a guarantee of a formal
collaboration.
11. Third
Parties
A
person who is not a party to this agreement shall have no rights to rely upon or
enforce any term of this agreement provided that this does not affect any right
or remedy of the third party which exists or is available apart from this
Memorandum.
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IN WITNESS whereof the
undersigned being the duly authorized representatives of the respective parties,
hereby sign and approve this memorandum.
Date
August 30, 2007
For
Sochi State University for Tourism and
Recreation
For VEMICS, Inc.
Xxxxxx
X
Xxxxxxxxx
E. Xxxxx Xxxxxxxxxx
Xxxxxx
President
Date
August 30,
2007
Date
August 30, 2007
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