#ASX ANNOUNCEMENT - Supplementary Information: Envirosuite executes MoU for strategic partnership with Aeroqual
05 November 2021 - Further to the announcement yesterday, we would like to provide additional information relating to the Aeroqual MoU
As announced on 4 November 2021, Envirosuite and Aeroqual have entered into a Memorandum of Understanding (MoU) in respect of a strategic partnership between the parties for a global business development of joint market operations (the Announcement). The MoU is a statement of intent between the parties and the commercial terms are not legally binding (except as otherwise outlined below) until the parties enter into a formal agreement.
Envirosuite released the Announcement in order to inform investors of the MoU and the potential new partnership that between the parties. Envirosuite acknowledges the requirements under ASX Listing Rule 3.1 and section 4.15 of Guidance Note 8 with regard to announcements and confirms as follows:
The terms of the MoU
The MoU sets out the terms of the proposed deal to enter into a strategic partnership agreement between Envirosuite and Aeroqual. As previously outlined in the Announcement, the MoU outlines the framework to support global business developments activities and explore integration of technologies for delivering air quality monitoring solutions (Deal).
The MOU sets out the principal terms and conditions on which Envirosuite is willing to enter into the proposed Deal subject to the agreement and signing by the parties of a formal binding agreement (Formal Agreement) in due course, with a target signing date on or around April / May 2022 (Target Signing Date).
The MoU is binding on the parties with regard to costs, intellectual property, providing notices to other parties, non-solicitation of employees and customers, confidentiality and announcements. Otherwise the MOU is not intended to be legally binding.
Significance of the MoU
The proposed Deal is significant as it could provide both parties greater access to market opportunities in their respective segments, drive revenue and increase customer traction.
Consideration that could occur as part of the MoU and the source of funding
The MoU does not create any financial or funding obligations on either party at this stage. Financial or funding arrangements may arise upon further discussions and entering into the Formal Agreement.
Any material conditions that need to be satisfied before the MoU becomes legally binding
The parties will conduct their respective due diligence and negotiate in good faith with a view to executing the Formal Agreement as soon as possible, and in any event by the Target Signing Date. Either party may, by notice to the other, terminate negotiations at any time (such termination not impacting the binding clauses).
Any other information relevant to shareholders
The Non-Solicitation period for employees and customers is for a period of 12 months from 27 October 2021.
DISC: Held in RL & SM