Articles of agreement made this 23d day of September, in the year of our Lord, one thousand eight hundred and thirty-seven, between Prof. Samuel F.B. Morse, of the University of the City of New York, in the city and county and State of New York, of the first part, and Alfred Vail, of Speedwell (Morristown), in the Township and County of Morris, and state of New Jersey, of the second part, as follows, to wit, viz:

Whereas, the said Samuel F.B. Morse of the first part, has invented a new machine for the transmission of intelligence, called the "Electro-Magnetic Telegraph", and to secure to himself the benefits of his invention, he is preparing to take out letters-patent of the United States, and he hereby associates himself with the party of the second part in this undertaking, upon the following terms and conditions:

First. The party of the second part covenants to construct and put into successful operation, at his own proper cost and expense, on of the telegraphs of the plan and invention of the party of the first part, and to exhibit its full power and value before a committee of the Congress of the United States, on or before the 1st of January, eighteen hundred and thirty-eight.

Second. All expenses, which in the judgement of both parties shall necessarily be incident to the final completion and perfection of the said plan of telegraphic communication, shall be defrayed by the said Vail, of the second part, who also agrees to devote his time and personal services faithfully to this object without charge. The expenses of obtaining letters-patent from the United States are intended to be included as a part of the incidental expenses, as well as all the machinery and apparatus which may be found to be necessary for testing, by actual and speedy experiment, the efficiency of the mode of transmitting intelligence.

Third. And it is hereby further agreed between the said parties of the first and second part, that in case either of them shall make any new discoveries which will be applicable to said telegraph or any new invention which will tend toward perfecting the same in any manner, he will, as soon as practicable, communicate the same to the other, and it shall be held as the property of each, in the same proportion as their respective rights in the whole, and the expenses of taking out letters-patent for such new disco very or invention, if such letters-patent e mutually thought to be necessary, shall be defrayed by each, in the same proportion as he holds of the whole, by these presents hereinafter mentioned.

Fourth. In consideration of the aforesaid payment of money (mentioned in Article 2 of this agreement), and such other aids as are promised, and shall be undertaken and fulfilled by the said Vail, of the second part, the said Samuel F. B. Morse of the first part, doth hereby assign, transfer and convey to the said Alfred Vail, of the second part, and to his heirs and assigns forever, one equal undivided one fourth part of all his interests and rights, which he now holds, or which may accrue by means of the said invention of the "Electro-Magnetic Telegraph" and by the proposed patent to be secured to him as aforesaid, so far as any benefits and advantages may arise therefrom.

Fifth. It is also agreed by the said Morse, of the first part, that provided that said Vail, of the second part, will procure to be taken out letters-patent for this invention, in any or all foreign countries of the globe, he shall be entitled to one equal and undivided one-half of all the benefits, profits, and advantages arising therefrom, and it is further agreed by said party of the second part, that the said letters-patent for the exclusive right to use such invention of the "Electro-Magnetic Telegraph" in France, England, Scotland and Ireland shall be taken out in all or any of these countries with the leas possible delya, and as soon as the models necessary for that purpose shall be sufficiently completed to test their efficiency and that no unnecessary delay be incurred, these models shall be immediately commenced, as provided for in Article 2 of this Agreement.

Sixth. In event of the entire failure of the aforesaid invention, and its abandonment by the parties of this covenant it is mutually agreed that all of the machinery, apparatus, etc., made since the date of this agreement shall be the exclusive property of the said Vail.

Seventh. It is further agreed by the said party of the second part, that the letters-patent taken out for France, England, Scotland, and Ireland, in compliance with Article 5, shall be taken out in the name and for the exclusive benefit of said Morse, of the first part, and it is hereby agreed by the said party of the first part that as soon as he has obtained them, he shall immediately assign, transfer and convey to the siad party of the second part, one equal undivided one-half of all his interest and rights by said letters-patent secured to him.

IN TESTIMONY WHEREOF we have hereunto set our names and seals.

(Signed),

SAMUEL F.B. MORSE
ALFRED VAIL

In the presence of E.O. MARTIN.
ROBERT BOYLE.

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