According to chatGPT both components can be extracted seperately:

“The extraction of these compounds often requires different methods due to their distinct chemical properties. Specific extraction techniques, solvents, and conditions are usually employed to target each compound separately.”

Since both extracts are quite different, they also seem to have different purposes:

“Phorbol esters, including phorbol, have been studied for various purposes, including their potential medicinal properties. Saponins, on the other hand have foaming properties. They are known for their ability to form stable foams and have applications in various industries, including pharmaceuticals, food, and cosmetics.”

We have agreed:

• Both companies start a joint project (NDA included) to extract the different components and distribute the Saponin to NussTech and Phorbol to iGoz. For this project, both companies invest the same amount of money (depending on the process costs) to be agreed by the technical representatives who know the extraction costs.

• To purchase the raw material (whole nuts) from the farmer, both companies send their representative together (Jarre & Daniel) and buy them as part from their joint project and equally share the costs. Working together (no competition) will keep the purchase price low, so more can be invested in the process costs & seperate research.

• Individual research of either Saponin and Phorbol remains in the respective company and no secrets need to be shared.

We need a different compound of the same white Kukui nut, Saponin & Phorbol. This way it is possible for Nusstech to acquire the full harvest of White Kukui Nuts for a total price of $1,000,000. Than iGoz and Nusstech will together set up a structure to extract both compounds while preserving the state of both. Phorbol compound will than be shipped to iGoz for a price of $500,000. This price is can still increase if costs of preservation and transport would be higher, but cannot exceed more than $700,000.

After negotiation we came to below agreements

1. Equally invest for the research to extract both compounds separately from the nuts

2. The split of harvest for first 3 years or until the research is completed (which ever comes first) would be as below

   Year 1: 35% NussTech, 65% iGoz

   Year 2 and 3: 50% each

3. Both companies will equally invest to increase the harvest of the Kukui nuts.

- Use ONLY the component of the white nuts that each of us is interested in (Phorbol and Saponin)

- We split the cost for the investigation obtaining the total amount of phorbol and Saponin each of the parties are interested in. - 

Option B (in case Option A is not applicable)

- NussTech 65% - iGoz 35% for 3 years + agreement on NussTech sharing IP on research done on Phorbol for next 10 years.

- Joint effort on investigation of increasing production white nuts on the long term.

1. Secure the supply of raw materials saponin for NussTech and phorbol for iGoz, the harvest for the next 3-6 years (long-term agreement). Get all the teams (including R&D, Legal, etc.) involved to find a middle ground.

2. Invest together and sign an NDA with the supplier to extract everything locally in Hawaii and increase production. Each company has exclusivity for components of interest with supplier.

This agreement has been possible to reach because NussTech needs the substance Saponin from the white Kukui nuts to produce its cosmetic treatment against skin disease. Instead IGoz needs the phosphorous-based oil of the white Kukui nuts to produce its medicine against the child cancer.

This joint venture is going to be responsible to collect and treat the white Kukui nuts and to sell the Saponin coming from the full yearly amount of white Kukui nuts (3000 kg) to NussTech and the phosphorous-based oil coming from the full yearly amount of white Kukui nuts (3000 kg).

During the first 3 years IGoz will invest 1 000 000 $ (x year) and NussTech 3 000 000 $ (x year). So during this period of time IGoz will receive the 25% of the profit and NussTech the 75%. After this period of time, IGoz is going to improve its effort reaching the same amount of resource invested every year (3 000 000 $).

These resources will be used also to plant new harvest of white Kukui nuts and to improve the R&D on how to produce these 2 substances.

• Talked each other into sharing which part of the nut we require

○ It is a different part of the nut!!

• We came to a compromise to share the nut

○ We have a joint budget of 2.5 million

○ We will try to acquire the whole harvest of the nuts for 2million (carry half of the cost)

○ Setup a joint factory to process the nuts and extratc both components

§ 100% of the Phorbol will go to Igoz

§ 100% of the Saponin will go to NussTech

§ 100% of the shell might be donated back to Hawaii (depends on the negotiation to acquire the nuts)

§ All of the other components wil be shared in a shared R&D facility to investigate if they are useful

We will sign a letter of intent for our collaboration.

Therefore a win-win situation was quickly established by observing how both parties can benefit by using the same kukui nuts and extract the necessary compounds.

Points of agreement:

• split the supply of the kukui nuts for the first year (arrange common visit of both companies representatives to supplier & sign common NDA)

• Organize common strategy for investment in growing the supply of kukui nuts

• Align on R&D to improve the extraction methods and logistic supply of the material