MEMORANDUM OF UNDERSTANDING
ON BUSINESS COOPERATION
This Memorandum of Understanding on Business Cooperation (hereinafter referred to as the “MOU”) was entered into on January 10, 2022, by and among the following parties:
1. Rohde & Schwarz Korea Co., Ltd.
Head Office: 5F, 609 Eonju-ro, Gangnam-gu, Seoul, Republic of Korea
(hereinafter referred to as “Party A”)
2. FineVT Co., Ltd.
Head Office: Room 1202, Building B, 383 Simin-daero, Dongan-gu, Anyang-si, Gyeonggi-do, Republic of Korea
(hereinafter referred to as “Party B”)
3. ARX Co., Ltd.
Head Office: Joint Business Incubation Center, Catholic Kwandong University, 641-28 Saimdang-ro, Gangneung-si, Gangwon-do, Republic of Korea
(hereinafter referred to as “Party C”)
Party A, Party B, and Party C may individually be referred to as a “Party” and collectively as the “Parties.”
Preamble
The Parties acknowledge the mutual benefits of cooperation and, based on mutual trust, agree to promote exchanges and cooperation in the following areas:
“Research, development and consulting cooperation for UAM/UTM/ATM air navigation communication equipment” and “Research, development and consulting cooperation concerning 5G spectrum and unlicensed/industrial frequency bands.”
Accordingly, the Parties hereby enter into this MOU as follows.
Article 1. Purpose
The purpose of this MOU is to promote mutual cooperation and the common interests of Party A, Party B, and Party C.
Article 2. Scope of Cooperation
The Parties agree to establish and promote a cooperative relationship in the following areas:
- Research, development and consulting cooperation for UAM/UTM/ATM air navigation communication equipment
- Research, development and consulting cooperation concerning 5G spectrum and unlicensed/industrial frequency bands
Article 3. Basic Principles of Cooperation
- In performing their respective obligations under this MOU, the Parties shall exercise due care and diligence as prudent managers.
- The Parties shall faithfully perform the provisions of this MOU in accordance with the principle of good faith.
Article 4. Confidentiality
- Any Party receiving confidential information (“Confidential Information”) obtained in connection with the execution and implementation of this MOU shall not disclose such Confidential Information to any third party or use it for any purpose other than the purposes of this MOU without the prior written consent of the disclosing Party.However, each Party may provide such Confidential Information to its affiliates without the prior written consent of the other Parties, provided that the Party shall ensure that its affiliates do not disclose the Confidential Information to any third party or use it for any purpose other than those specified in this MOU.
- If a Party breaches the confidentiality obligations stipulated in Paragraph 1 of this Article, the breaching Party shall compensate the affected Party or Parties for damages arising from such breach.If an affiliate of a Party breaches the confidentiality obligations under Paragraph 1 and causes damage to another Party or its affiliates, the Party responsible for such affiliate shall be liable for damages as if it had committed the breach itself.Compensation shall be limited to direct damages suffered by the affected Party or its affiliates, and any indirect or consequential damages shall be determined through mutual consultation.
- If the Parties intend to publicly disclose the contents of this MOU or information regarding its subsequent implementation through the media, they shall consult in advance regarding the schedule, content of the announcement, media channels, and other relevant details.
Article 5. Termination of the MOU
Any Party may terminate this MOU at any time without objection from the other Parties.
However, a Party wishing to terminate this MOU shall provide written notice to the other Parties at least one (1) month prior to the effective date of termination.
Article 6. Term
This MOU shall remain effective for two (2) years from the date of execution or the date of the commencement of the relevant business activities.
Unless otherwise agreed by the Parties in writing at least two (2) months prior to the expiration date, this MOU shall automatically terminate upon expiration.
Article 7. No Legal Binding Effect
This MOU sets forth the Parties’ intentions regarding mutual business cooperation and, except for Article 4 (Confidentiality), shall not create any legally binding obligations upon the Parties.
Article 8. Dispute Resolution
Any matters not stipulated in this MOU or any disagreements concerning the interpretation of this MOU shall be resolved through mutual consultation among the Parties.
If no agreement can be reached and legal proceedings are initiated, the Seoul Central District Court shall have exclusive jurisdiction as the court of first instance.
Article 9. Miscellaneous
Any matters not expressly stipulated in this MOU shall be handled through separate written agreement among the Parties.
To evidence this agreement, this MOU has been executed in three (3) original copies, signed or sealed by the Parties, with each Party retaining one original copy.
January 10, 2022
Party A – Rohde & Schwarz Korea Co., Ltd.
Address: 5F, 609 Eonju-ro, Gangnam-gu, Seoul
Co-CEOs: Kim Tae-hoon / Kim Hyung-beom
Party B – FineVT Co., Ltd.
Address: Room 1202, Building B, 383 Simin-daero, Dongan-gu, Anyang-si, Gyeonggi-do
CEO: Yoon Hyung-young
Party C – ARX Co., Ltd.
Address: Joint Business Incubation Center, Catholic Kwandong University, 641-28 Saimdang-ro, Gangneung-si, Gangwon-do
CEO: Hong Sung-eon
