Memorandum of Agreement   协议备忘录

This document defines the relationship between City of YYYYY (CITY) and JPods, Inc. (JPODS) to implement solar-powered JPods mobility networks.

Whereas,

1. Transportation is the circulatory system of the economy. Transportation is essential to economic health and wellbeing;
2. Life requires energy. The metric, Disposable Energy, measures the health and wealth of people in a community, how much energy people can afford with their disposable income. Measuring Disposable Energy encourages the collection of energy from sustainable sources and energy efficiency gains to make it more affordable;
3. Life requires energy. Oil is finite. Sunshine and efficiencies have few limits. Ingenuity is unlimited;
4. Existing oil-powered highways are unsustainable as indicated by:
   1. Climate risks as CO2 shifts the balance of nature.
   2. 494% increase in oil costs between 1998-2013.
   3. Oil-wars since 1990.
   4. Resource depletion as indicated by US Peak Oil in 1970.
   5. $121 billion in yearly congestion costs (US numbers).
   6. $871 billion in yearly accident costs  (US numbers).
5. Radically greater efficiency is known. Highway networks move people at less than 1% the efficiency of freight railroads. The 140,000 miles of rail networks average 476 ton-miles per gallon.
6. Radically safer mobility is known. The Personal Rapid Transit (PRT) network built as a solution to the 1973 Oil Embargo in Morgantown, WV has delivered 110 million oil-free, injury-free passenger-miles. In that same period 1.6 million Americans died on the highway networks. (Appendix A: Letter from the Mayor of Morgantown);
7. More of what is failing will likely fail. The highway network cannot solve congestion, accidents, or, rising oil costs;
8. It normally requires 20 to 200 years to shift mobility or energy infrastructures. Rising oil costs and pollution risks requires re-tooling to sustainable mobility networks in 0 to 15 years. Changes in social sustainability practices will have to buy these years;
9. JPods networks convert 90% of current transportation costs into profit and/or competitive advantage;
10. JPODS has technology for deploying solar-powered transportation networks as document by US Patent 6,810,817;
11. JPods builds the networks. Each Thursday at 6 PM networks certified for operation that week will be sold to a Local Mobility Company (LMC) that will operate the network;
12. ASTM International Technical Committee F24 has established a long history of excellence in safety and innovation. This standard has well-established insurance and inspection sectors;
13. Performance Standards provide a framework for new ideas based on exceeding current efficiencies by 5 times (See Appendix B, Performance Standards).
14. CITY has authority to grant rights of way, set transportation regulations, and, reinforce economic developments that creates jobs, wealth, and, health in the community.

Therefore the CITY and JPODS agree to the following specific responsibilities and actions:

1. JPODS: JPODS is responsible for delivering safe, sustainable and affordable mobility solutions.  Summary of JPods approach is provided in the 2-page fact sheet (link). Link to a 12 minute summary JPods business case. Additional information is available at JPods website, www.jpods.com.
   1. JPods, Inc. is responsible for the technology and engineering standards.
   2. JPods, Inc. is responsible for funding the construction of the networks and certification for operation.
   3. JPods will manufacture and build the networks. Networks built and certified to the approved standards will be sold to LMC at the agreed to price to own and operate.
   4. JPods will inspect and require the LMC to enforce safety and operation standards for 3% of revenues. JPods will maintain options uniform across all LMC's to directly enforce standards as necessary.
   5. JPods will maintain an independent advisory Board of LMC for input into JPods' operations and formation of LMC policies.
   6. Publish energy consumed per passenger-km and cargo tonne-km.
   7. Publish sources of energy used to produce economic work and net pollution created from those sources.
2. CITY: CITY is responsible for governing policies that allow innovation to adapt to changing circumstance to support the welfare, health and wealth governed under the established sovereignty:
   1. Govern energy by the metric Disposable Energy, how much energy people can afford with their disposable income.
   2. Govern transportation innovations based on energy consumed per unit of economic work accomplished.
   3. Govern pollution mitigation based on energy consumed per unit of economic work and net pollution of the system.
   4. Enforce capitalizing into price of use all costs of resource use and restoration to like use by posterity into the costs.
   5. Enforce intellectual property rights and other governing acts that encourage new ideas to tinker and scale to commercial viability.
   6. Pass Performance Standards Ordinance to encourage innovations that increase efficient use of energy per unit of economic work accomplished (draft attached, Appendix A).
   7. Pass Franchise Ordinance granting specific access to JPODS/LMC to build and operate networks (draft attached, Appendix B).
   8. Coordinate interaction between JPODS/LMC and other users of the rights of way to optimize benefits to the community and minimize costs of use.
   9. Provide government backed bonds to support LMC’s purchase of certified operational networks where the energy consumed per passenger-km is less than 200 watt-hours/km (exceed 54 km/liter of gasoline).  The intent is to allow construction capital to be recycled to build more networks and support local ownership of networks so those networks focus on local mobility needs.
   10. Police safety and pollution standards and violations of written standards.
3. CITY and JPODS will act expeditiously to re-tool to sustainable mobility networks in 8-15 years.
4. CITY and JPODS will apply the Laws of Wyoming to disputes between the parties.

Bill James

CITY