MEMORA]VDUM OF AGREEMEAIT

This Memorandum of Agreement is made effective as of the t - duy ofE:113--.- ,2013between the NoRTH CAROLINA DEPARTMENT OF CILTITRAL RESOURCES [hereinafter"DCR"I, and the FRiENDS OF THE QUEEN AlwE'S REvENcE[hereinafter.,Friends,,l.

RECITALSWHEREAS, DCR is an agency of the state of North carolina pursuant to the provisions

of the Executive organtzation Act of 1973, G.s. $g r 508-49 to _135; andWHEREAS, the Friends are a non-profit corporation, established pursuant to Section

554-36 of the North carolina Non-Profit colporation Act, whose sole purpose is to be anindependent support organization for the Queen Anne's Revenge shipwreck project, consistentwith the bylaws of the Friends and in such marurer as the Friends deem appropriate, includingproviding financial support aad services that benefit DcR and its office of state Archaeologyfhereinafter "OSA"]; and

WHEREAS' the relationship between osA and the Friend,s-has provided benefits to thecitizens of North carorina" incruding financiar support by the Friends; and

TIIEREFORE, DCR and the Friencls agree as follows:1' DCR and the Friends desire to produce a web series to educate viewers about

underwater archaeology and all aspects of the exploration, recovery, and c'nservation of theQueen Anne's Revenge.

2' DCR a''d the Friends also desire to develop scholastic educational packets,entitled "Arghaeology Lesson Plans," meeting corunon core educationai standards to be used inconjunction with the web series to provide students with real world archaeological experiencesneeded for success in college and careers.

3' DcR owns and has access to the QueenAnne's Revengeshipwreck and artifacts,and employs educated and experienced persomel involved in the recovery and conservation ofthe artifacts.

4' The Friends have the knowledge and resources to produce the educational webseries and develop scholastic educational packets [hereinafter,.Educational Materials,,].

5' The Friends may produce and develop, or enter into a confract to produce andde'elop, the Educational Materials, for broadcast and dissemination by DCR.

6' Any contract entered into by the Friends for the production or development of theEducational Materials shall contain the following language: The cop'igh(s) in arry tangiblework-product and tangible expression ("Work") created pursuant to this MOA, at whatever stateof completion, shall be owned by the Friends, as the creator/author of the work, as a ..work madefor hire" as defined in section l0l of Title 17 of the united states code, and/or by specificassignment of all interests in the work by execution of this contract.

7 ' when the Educational Materials have been completed or upon the termination ofany contract the Friends enter into for the prod.uction and development of the EducationalMaterials' whichever occurs ftst, the Friends shall assign to DcR all interests in any tangiblework-product and tangible expression created pursuant to this MoA.

8' DCR maintains the exclusive right to broadcast and disribute the EducationalMaterials, in whatever state of completion.

9' DCR agrees to give the Friends access to, at the Friends sole expense, whateveremployees and properfy, real or personal, that DCR deems necessary for the production anddevelopment of the Educational Materials.

l0' The Friends agree that it shall be responsible for the proper custody and care ofany property furnished or accessed by it for use in connection with the perfornance of thisMoA, a''d will reimburse the state for ross of damage of such property.

11. Friends shall hord and save the state, its officers, agents, and employees,including DCR, harrnless from tiabilify of any kind, inclurting ali claims and losses accruing orresulting to any other person, firm, or corporation fi.rmishing or supplying work, services,materials, or supplies in connection with the performance of this MoA, and from any and allclaims and iosses accruing or resulting to any person, firrr, or corporation that may be injured ordamaged by the Friends in' the perfor,rnance of this. conkact and that are atbibutable to thenegligence or intentionally tortious acts of the Friends provided that the Friends are notified inwriting with;" 30 days that the state has knowledge of such claims. The Friends represent andwarrant that it shall make no claim of any kind or nature against the State,s agents who arein'olved in the delivery or processing of the Friends goods to the state. The representation andwarranty in the preceding sentence shall survive the termination or expiration of this contract.

State Archaeolosist

STATE OF NORTH CAROLD{AcoLINry or l,Jo Ke _

_ Ibe foreeoing was acknowledsed-befbr:^T^fl"j,_qday 9f Au{u: i- . 2013,

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STATE OF NORTH CAROLD,IACOLINTY OF WAKE

The foregoing was acknowredged before me this xie.I:r.*gort_ ,20r3,bysusan w' K.luttz, secretary of the Norih c*"ii""brpffi;;, uurfurafResources.

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