Common use of Prices; Products and Services Clause in Contracts

Prices; Products and Services. (a) The prices charged to DISTRIBUTOR for all Products purchased hereunder shall be the lower of (i) those prices set forth on Schedule C, ---------- attached hereto, or (ii) the lowest prices charged by SUPPLIER to any other purchaser for the same such Product in similar quantities during the four months preceding an order. To the extent that SUPPLIER's direct cost per unit for the Products exceeds that set forth on Schedule C, SUPPLIER and DISTRIBUTOR shall ---------- agree to an increase in the price to DISTRIBUTOR and a decrease to DISTRIBUTOR's Sales Commitments. If SUPPLIER and DISTRIBUTOR cannot reach such agreements, then this Agreement shall terminate. The prices charged to DISTRIBUTOR for all Pre-Commercial Units purchased hereunder shall be those prices set forth on Schedule C, and such prices are not subject to adjustment even if SUPPLIER sells ---------- Pre-Commercial Units to another purchaser at a lower price. (b) The prices charged to DISTRIBUTOR for all Services ordered hereunder shall be the lowest prices charged by SUPPLIER to any other person or entity, other than Edison Development Corporation or an affiliate thereof, for the same such Services in similar quantities during the four months preceding an order, provided, however, in the event that any Services are included in -------- ------- the price of a Product or Pre-Commercial Unit or are not charged for, a reasonable price allocation shall be made with respect to such Services for purposes of this pricing formula. (c) All prices for the Products, Pre-Commercial Units, Test & Evaluation Units, and Services shall be expressed in United States Dollars. All payments for Products, Pre-Commercial Units, Test & Evaluation Units, and Services shall be made in United States Dollars. (d) To the extent DISTRIBUTOR assists SUPPLIER in sourcing components for the manufacturing of Products or Pre-Commercial Units, DISTRIBUTOR will receive 50% of any savings realized by SUPPLIER, for components of like quality and quantity, where savings is defined as the difference between the best quote obtained by SUPPLIER and the quote obtained by DISTRIBUTOR. DISTRIBUTOR's share of any savings will be applied as a credit against DISTRIBUTOR's purchases of Products or Pre-Commercial Units from SUPPLIER.