Development and Modifications to Units and Pricing Schedule Sample Clauses

Development and Modifications to Units and Pricing Schedule. 2.6.1 The Parties shall promptly commence engineering and validation work and if, as a result of such work, Think requires changes to the Specifications, Think shall provide EnerDel with such modified specifications and other information necessary for EnerDel to develop lithium-ion batteries meeting such modified specifications. If EnerDel agrees to make such modifications, the Parties shall amend Exhibit A and, if necessary, the pricing schedule set forth in Section 2.4, and such modified specifications shall be deemed to be the “Specifications” hereunder, provided that Think shall be solely responsible for the development costs of such modified Units, and such amendments shall take into account any new or additional development and production costs that EnerDel would incur in connection with designing and supplying such modified Units to the Think Entities. 2.6.2 As of the date hereof, the Parties intend to develop a version of the lithium-ion battery using lower kWh (in the range of 20-22 kWh, although the exact energy content will be confirmed by Think and EnerDel after the date hereof) to improve Think sales, and the Parties agree to negotiate in good faith the pricing for such lithium-ion batteries. Solely for purposes of reference, as of the date hereof, EnerDel estimates that the price for one 21kWh lithium-ion battery would be CONFIDENTIAL, provided that such pricing would be effective from the SOP of such version of lithium-ion battery until the later of (i) the date on which 3000 of such batteries have been sold by EnerDel hereunder and (ii) June 30, 2011. After such later date, Think shall have set market benchmarking for the pricing of such battery, provided that such benchmarking shall be consistent with the pricing of not less than three established and recognized lithium-ion suppliers (and the price quotes of such alternative suppliers must be in writing), and shall further include a supply period of not less than 24 months. If EnerDel does not offer Think competitive pricing on such batteries in accordance with this Section 2.6.2, and as a result, Think desires to use an alternative supplier before it has satisfied the minimum purchase requirements of Section 2.3, then prior to entering into a supply agreement with such alternate supplier, Think shall cause such alternate supplier to purchase all of Ener1’s equity interest in Think at a price that is the greater of (i) the liquidation preference of such equity interest and (ii) the fair ma...
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Related to Development and Modifications to Units and Pricing Schedule

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