Common use of Availability Assurance and After-Sales Clause in Contracts

Availability Assurance and After-Sales. Unless expressly excluded, all provisions contained within this Agreement shall apply to the supply of after-sale Items, and: (i) Supplier agrees to maintain capabilities necessary to provide technical and service support to Tesla and/or its designated third party as to any Items for a minimum of twelve (12) years from the date of final shipment of items to Tesla; providing that Eberspacher have had exclusive supply rights for the production volume. [***] Information has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. (ii) Tesla shall pay the Contract Price for the Items in accordance with Section 4. (iii) If, during the period detailed in Section 20 (e)(i) above, Tesla does not order one particular Item in a rolling 12 month period then the Supplier will be entitled to request Tesla’ written permission to cease supply of such Item. The Supplier shall not be entitled to cease supply of such Item until it has provided Tesla with written notice of not less than 2 months of Its intent to cease supply of such Items and obtained Tesla’ permission. (iv) In the event that Tesla provides its consent in accordance with Section 20 (e)(iii) above, Tesla may notify the Supplier that it wishes to make a “last time buy” at prices not higher than the Contract Prices. The Supplier will be obliged to fulfill the “last time buy” upon the terms of this Agreement.

Availability Assurance and After-Sales. Unless expressly excluded, all provisions contained within this Agreement shall apply to the supply of after-sale Items, and: (i) Supplier agrees to maintain capabilities necessary to provide technical and service support to Tesla and/or its designated third party as to any Items for a minimum of twelve years (1212 years) years from the date of final shipment of items Items to Tesla; providing that Eberspacher have had exclusive supply rights for the production volume. Tesla provided [***] Information still has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.production supply rights & tooling i.e. not moved else where by Tesla Motors Inc. (ii) Tesla shall pay the Contract Price for the Items in accordance with Section 4. (iii) If, during the period detailed in Section 20 (e)(i) above, Tesla does not order one particular Item in a rolling 12 month period then the Supplier will be entitled to request Tesla’ written permission to cease supply of such Item. The Supplier shall not be entitled to cease supply of such Item until it has provided Tesla with written notice of not less than 2 months of Its its intent to cease supply of such Items and obtained Tesla’ permission. (iv) In the event that Tesla provides its consent in accordance with Section 20 (e)(iii) above, Tesla may notify the Supplier that it wishes to make a “last time buy” at prices not higher than the Contract Prices. The Supplier will be obliged to fulfill the “last time buy” upon the terms of this Agreement.

Availability Assurance and After-Sales. Unless expressly excluded, all provisions contained within this Agreement shall apply to the supply of after-sale Items, and: (i) Supplier agrees to maintain capabilities necessary to provide technical and service support to Tesla and/or its designated third party as to any Items for a minimum of twelve (12) years from the date of final shipment of items to Tesla; providing that Eberspacher [***] have had exclusive supply rights for the production volume. [***] Information has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. (ii) Tesla shall pay the Contract Price for the Items in accordance with Section 4. (iii) If, during the period detailed in Section 20 (e)(i) above, Tesla does not order one particular Item in a rolling 12 month period then the Supplier will be entitled to request Tesla’ written permission to cease supply of such Item. The Supplier shall not be entitled to cease supply of such Item until it has provided Tesla with written notice of not less than 2 months of Its intent to cease supply of such Items and obtained Tesla’ permission. (iv) In the event that Tesla provides its consent in accordance with Section 20 (e)(iii) above, Tesla may notify the Supplier that it wishes to make a “last time buy” at prices not higher than the Contract Prices. The Supplier will be obliged to fulfill the “last time buy” upon the terms of this Agreement.

Availability Assurance and After-Sales. Unless expressly excluded, all provisions contained within this Agreement shall apply to the supply of after-sale Items, and: (i) Supplier agrees to maintain capabilities necessary to provide technical and service support to Tesla and/or its designated third party as to any Items for a minimum of twelve years (1212 years) years from the date of final shipment of items Items to Tesla; providing that Eberspacher have had exclusive Tesla provided Perei still has production supply rights for the production volume. [***] Information has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.& tooling i.e. not moved else where by Tesla Motors Inc. (ii) Tesla shall pay the Contract Price for the Items in accordance with Section 4. (iii) If, during the period detailed in Section 20 (e)(i) above, Tesla does not order one particular Item in a rolling 12 month period then the Supplier will be entitled to request Tesla’ written permission to cease supply of such Item. The Supplier shall not be entitled to cease supply of such Item until it has provided Tesla with written notice of not less than 2 months of Its its intent to cease supply of such Items and obtained Tesla’ permission. (iv) In the event that Tesla provides its consent in accordance with Section 20 (e)(iii) above, Tesla may notify the Supplier that it wishes to make a “last time buy” at prices not higher than the Contract Prices. The Supplier will be obliged to fulfill the “last time buy” upon the terms of this Agreement.