The West Virginia First Memorandum of Understanding (the “MOU”) was entered into by and among the State of West Virginia, counties, cities, villages, and towns located within the geographic boundaries of the State of West Virginia for the allocation and use of the Opioid Funds obtained through a Settlement of Judgement (as defined in the MOU). The MOU directed that the State and Local Governments create a separate and private section 501(c)(3) foundation for the purpose of receiving and disbursing Opioid Funds, and other purposes, as set forth in the MOU and the governing documents of the West Virginia First Foundation, Inc.