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Memorandum of Understanding

Corporations and institutions please show your support for and indicate your potential participation in QWERTY Product Design Institute by downloading, completing, signing, and returning the Memorandum of Understanding (MOU) below...


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MEMORANDUM OF UNDERSTANDING

This Memorandum of Understanding (“MOU”) and its Addenda are made by and between FORWARDmke, LLC (“FORWARDmke”), QWERTY, Corp. (“QWERTY”) and                                                                                                                        (individually referred to as a “Party” or collectively as the “Parties”) their individual successors and assignees, and any other person or entity who becomes a signatory as a Party to this MOU as set forth below.

Whereas, FORWARDmke is leading the Parties in the creation and operation of an industrial-grade maker space, co-working space, education space, incubator, and accelerator for Milwaukee’s hardware and software talent in a dynamic skunk works environment within a product design cluster to find real solutions to real problems and to create value for industry and individuals alike through a shared manufacturing, technology, and design infrastructure in metropolitan Milwaukee.  

Whereas, the Parties recognize the potential value of and economies of scale in co-developing and interconnecting elements of their resources and believe that it will be beneficial to form a regional inter-institutional network infrastructure for the purpose of supporting collaborative research and development, economic and workforce development, and educational and training outreach, collaborating on specific projects, sharing data and resources, networking human resources, and others for the benefit of (“f/b/o”) business, academic, governmental, and other community interests.

Whereas, the Parties further recognize that the near- and long-term economic vitality of the region depends increasingly on collaboration among the Parties, economic, social, and other benefits derived from manufacturing-based as well as technology-based workforce development initiatives, implementation of emerging best practice collaborative systems and services, and significant increases in the amount of development grant dollars available to the region.

Whereas, FORWARDmke is an investor-owned for profit Limited Liability Company organized in the State of Wisconsin. FORWARDmke is the owner and operator of certain real estate and Landlord of QWERTY.

Whereas, QWERTY is a not for profit non-stock company organized in the State of Wisconsin. QWERTY is the owner and operator of a business incubator and Tenant of FORWARDmke.

Whereas, OPM.Net is proposed to be an investor-owned for profit company providing financial resources f/b/o QWERTY, its members, partners, clients, customers, and other business entities.

1.            Purpose: The purpose of this MOU is for the Parties to establish a Relationship for the purpose of defining, designing, implementing, building, operating, and maintaining a regional Mensafactory[1].

NOTE: UNLESS EXPRESSLY DEFINED IN A SPECIFIC PROJECT, AS DEFINED IN ADDENDUM C, NEITHER QWERTY NOR FORWARDMKE CLAIM RIGHTS TO ANY INTELLECTUAL PROPERTY THAT MAY RESULT FROM A MEMBER'S USE OF EITHER FORWARDMKE OR QWERTY RESOURCES.

2.            Objectives: The Parties are entering into this MOU with the following three objectives:

1.       Organize and operate FORWARDmke to acquire, construct, and operate real estate f/b/o QWERTY.

2.       Organize and operate QWERTY as a Mensafactory f/b/o members, partners, clients, and customers.

3.       Organize and operate OPM.Net as a financial resource f/b/o QWERTY and other business entities.

No Party, including FORWARDmke, is bound to any specific service or performance agreement, nor to a particular timeline. QWERTY resources are dedicated to activities related to manufacturing, technology, product design, and business process research and development on a “best effort” basis. See ADDENDUM A.

3.            Participation: The Parties agree that the Party signing below may end its relationship with QWERTY and FORWARDmke hereunder at any time for any reason without penalty, provided however, such Party shall not be entitled to a return of those annual fees prepaid hereunder. See ADDENDUM B.

The Parties further agree to the following understanding as to Classifications and Levels of participation which are available, optional, non-mutually exclusive, and subject to further written agreement:

Classifications and Levels

Classification

Level:

Customer

Client

Tenant

Member

Partner

Sponsor[2]

Vendor

Equity

Investor

Individual

Software
Hardware

TBD

TBD

*

*[3]

*[4]

 

*

 

*

Commercial

.com

TBD

TBD

*

*[5]

*

*

TBD

 

Educational

.edu

TBD

TBD

*

 

*

*

TBD

 

Governmental

.gov

TBD

TBD

*

 

*

*

 

 

Organizational

.org

TBD

TBD

*

 

*

*

 

 

 

4.            Additional Parties: QWERTY-sponsored collaborative Activities are open to other organizations and individual members that want to promote and develop solutions to business and other problems. The Parties to this MOU agree that from time to time other organizations may become a Party to this MOU by signing the MOU document, at which point they become bound by all of the provisions of this MOU, effective as of such signature date by the new Party. Alternate means of participating in QWERTY will be developed as they become defined.

5.            Acceptance:

FORWARDmke, LLC                                                                        QWERTY, Corp.

By:                                                                                                                                                                                                                         
                Thomas P. Leisle Jr.                                         Date                      Thomas P. Leisle Jr.                                         Date
                Managing Member                                                                         President

PARTY:                                                                                                                                                                                                                
                Institution Name

By:                                                                                                                                                                                                                         
                Authorized Signature                                                                     Date
                                                                                                               
                Title

 

Membership Classification[6]:                                                     

 

Designated Point of Contact:

Name:                                                                                                 

Title:                                                                                                     

Telephone:                                                                                        

Email Address:                                                                                 

 

Inclusions:
Addendum A – Business Model, Roles, and Responsibilities
Addendum B – Participation and Relationships



[1] Mensafactory is defined to be a business incubator, technology accelerator, manufacturing showplace, and product design cluster hub, a place where advanced-manufacturing merges with advanced-technology, consisting of a makerspace, a co-working space, incubator office space, classroom and conference space, partner space, support services, and other compatible uses.

[2] QWERTY Sponsorship may include available naming rights where applicable.

[3] QWERTY Collaboration Hall Membership

[4] QWERTY Maker Hall Membership

[5] QWERTY Corporate Membership

[6]Membership Classifications, defined in MOU Addendum B — QWERTY Membership Classifications, Levels, and Fees, include Individual, Commercial (.com), Educational (.edu), Governmental (.gov) and Organizational (.org) designations.