MEMORANDUM OF UNDERSTANDING
This Memorandum of Understanding is made and entered into on this (“Effective
Date”) by and between:
Venturelab, residing/located at 23, Lake Circus, Uttar Dhanmondi, Dhaka (the
“First Party”) and
[Name of Second Party], residing/located at [Address of Second Party] (the “Second
Party”), both of whom are collectively known as the “Parties,”
WHEREAS the First Party and the Second Party desire to enter into an agreement in
which they will work together to achieve the various aims and objectives relating to the
“Renewable Energy Services (Solar Power Plant Design & Construction) To Corporate
Clients ” (the “Project”).
AND WHEREAS the First Party and the Second Party are desirous to enter into a MOU
between them, setting out the working arrangements that each of the two agree are
necessary to complete the Project.
1. Purpose & Scope. The purpose of this MOU is to provide the framework, the scope of
work, terms and conditions, payment schedule and responsibilities of the Parties
associated with their work on the Project, as attached in more detailed information for
the Project that Parties have agreed upon. The obligations of the Parties will end on
2028. Deadlines or deadline extensions: By June 30 2027.
As further outlined below, both parties will collaborate on the following:
The main objective(s) of the Project:
Adaptive collaboration to promote and sell Renewable Energy Services (Solar Power Plant
Design & Construction) to corporate companies both locally and internationally. Both
parties recognize the importance of renewable energy and aim to leverage their expertise
and resources to drive the adoption of solar panels in the corporate sector.
2. The Parties Obligations. The Parties desire and wish that this document is an
agreement between the Parties to work together in such a manner that would promote
a genuine atmosphere of collaboration in support of an effective and efficient
partnership and leadership meant to maintain, safeguard, and sustain sound and
optimal financial, managerial, and administrative commitment with regards to all
matters related to the Project.
3. Responsibilities.
The First Party shall undertake the following activities under this MOU:
First Party will utilize its sales and marketing expertise and strategy to identify
potential corporate clients and promote the benefits of the Project “Renewable
Energy Services (Solar Power Plant Design & Construction)” to those potential
corporate clients.
First party will maintain all the necessary communications with the potential
corporate clients in a regular and effective manner.
The Second Party shall undertake the following activities under this MOU:
Second Party will provide adequate information support for Renewable Energy
Services to the first party for approaching and corporate clients.
Second Party will provide Renewable Energy Services (Solar Power Plant Design
& Construction) which includes supply of high-quality solar panels, equipment,
and installation
services to meet the specific requirements of corporate clients. Second Party will
also ensure & provide pre and post maintenance support and services to the
client.
4. Commission Percentage and Financial Arrangements.
First Party will receive a commission of approx. 5 Taka/Wp for each successful
project sales to corporate companies.
The commission percentage is negotiable on a case-by-case basis for specific
projects, taking into consideration factors such as project size, complexity,
and client requirements.
Specific financial arrangements, including the commission structure, revenue
sharing, payment terms, and any variations to the standard commission
percentage, will be detailed in a separate agreement or contract, to be mutually
agreed upon by both parties.
5. Resources. Both parties will work together to develop tailored proposals, conduct
joint sales presentations, and provide ongoing planning and support to corporate
clients throughout the solar panel procurement and installation process.
6. Communication Strategy. Marketing of the Project should always be consistent with
the aims of the Project and only undertaken with the express verbal agreement of both
Parties. First party will maintain all the necessary communications with the potential
corporate clients in a regular and effective manner, pushing the clients effectively
towards successful project completion.
7. Dispute Resolution. The Parties to this MOU agree that if any dispute arises through any
aspect of this agreement, including, but not limited to, any matters, disputes, or claims,
the Parties shall confer in good faith to promptly resolve any dispute. In the event that
the Parties are unable to resolve the issue or dispute between them, then the matter
shall be
☐ mediated and arbitrated in an attempt to resolve any and all issues between the
Parties.
8. Governing Law.
This MoU shall be governed by and construed in accordance with the laws of
Bangladesh. Any disputes arising from or related to this MoU shall be subject to the
exclusive jurisdiction of the courts of Bangladesh.
9. Assignment. Neither Party may assign or transfer the responsibilities or agreement
made herein without the prior written consent of the non-assigning party.
10. Amendment. This MOU may be amended from time to time by mutual agreement of
the parties in a written modification signed by both parties.
11. Termination. This MOU may be terminated by mutual written agreement of the
Parties upon 30 days notice.
This MOU shall automatically terminate upon completion of all responsibilities as
stated in the “Purpose & Scope” section.
12. Confidentiality. Both parties shall maintain the confidentiality of any sensitive
information exchanged during the collaboration and shall not disclose such information
to any third party without prior written consent.
13. Prior Memorandum Superseded. This MOU constitutes the entire Memorandum
between the Parties relating to this subject matter and supersedes all prior or
simultaneous representations, discussions, negotiations, and Memorandums, whether
oral or written.
14. Understanding. By signing this MOU, both Parties of this MOU mutually agree and
understand that:
1. Each Party will take finance and legal responsibility for the actions of its
affiliates, officers, employees, independent contractors, agents, volunteers,
and representatives.
2. Each Party agrees to indemnify, defend and hold harmless the other to the fullest
extent permitted by law from and against all actions, demands, claims, losses,
liabilities, costs (including attorney’s costs and fees), and damages. Each Party
shall also be responsible for the proportionate cost of any damages arising from
the fault of such Party, its officers, agents, employees, and independent
contractors.
15. Notice. All notices, demands, requests, and other communications given hereunder
for purposes other than termination shall be made in writing, documented and
electronically mailed between the both parties in official format.
16. Severability. Any part or provision of this MOU that is found to be unenforceable,
illegal, void, or prohibited in any jurisdiction will be ineffective without invalidating the
remaining provisions and parts of the MOU. In such a scenario, the Parties will use
reasonable efforts to employ and find an alternative way to achieve the same or
substantially the same result as contemplated by such part or provision.
17. Authorization and Execution. The signing of this MOU does constitute a formal
understanding and as such it simply intends that the Parties shall strive to reach, to
the best of their abilities the objectives stated herein.
The MOU shall be signed by
The First Party’s Representative [Name],
[Title] and
The Second Party’s Representative [Name], [Title] and shall be effective as of the
date first written above.
Signature Date
First Party Printed Name
Signature Date
Second Party Printed Name
