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Memorandum of Understanding between Innovation Park at Notre Dame, Inc. And The City of South Bend, Indiana on behalf of Ignition Park This Memorandum of Understanding (the "MOU ") is made and entered into as of by and between Innovation Park at Notre Dame, an Indiana non - profit corporation qualified under Section 501(c)(3) of the Internal Revenue Code ( "Innovation Park "), which is wholly owned by the University of Notre Dame, an Indiana non - profit corporation ( "the University") and the City of South Bend, Indiana, an Indiana non - profit municipality ( "the City") on behalf of Ignition Park ( "Ignition Park "), and together with Innovation Park, the "Parties ", or individually, each a "Party". WHEREAS, Innovation Park and the City collaborated to form the State of Indiana's first, dual -site certified technology Park, as subsequently authorized by the State of Indiana; and WHEREAS, Innovation Park acts as a commercialization bridge for the purposes of aiding the marketplace translation and application of research emerging from the University of Notre Dame and the potential engagement of University of Notre Dame assets by third parties seeking such assistance in its commercial endeavors; and WHEREAS, Innovation Park is designed to be a transitional place of business for its clients and Ignition Park is designed to be a permanent commercial destination for established companies; and WHEREAS, the City and its Ignition Park desire to enter into an agreement with Innovation Park that will help the City's economic development interests by facilitating an introduction to future "graduates" of Innovation Park as potential clients for Ignition Park; and; WHEREAS, the Parties are prepared to collaborate in attaining their respective goals; NOW, THEREFORE, the Parties state their mutual commitments and intentions as follows: 1. Term. This MOU shall be effective for period beginning on the date set forth above and ending June 30, 2016 or upon ninety (90) days written notice from one Party to the other, as provided herein. 2. Innovation Park Resources. Subject to the terms of this MOU, Innovation Park agrees to provide the following resources to support its operations (the "Resources "): 2.1 Personnel and Staffin¢. Innovation Park shall employ or contract for services with qualified individuals or companies for general staffing purposes on a full -time or part- time basis. Any personnel employed or contracted for services will have the appropriate skills to reasonably fulfill the tasks required of them by Innovation Park. 2.2 Facility. Innovation Park shall provide (or cause to be provided) physical facilities for the housing of entrepreneurial ventures screened and selected by Innovation Park consistent with its present prospective client profile guidelines (Exhibit A). 2.3 Information Technoloyry Services. Innovation Park shall provide (or cause to be provided) the means to procure certain information technology products and services, including access to the internet, the Metronet and certain telecommunication products in support of client commercialization activities. Innovation Park will endeavor to ensure that such IT products and services are commercially "standard" technologies such that, in the event Ignition Park, at its own expense, decides to procure and implement similar technologies, an Innovation Park client interested in "graduating" from Innovation Park and moving directly to Ignition Park might experience a smoother and more cost effective transition.