Master Sales Cooperation Agreement (2021) between Siemens Industry, Inc. – Smart Infrastructure with its principal place of business at 100 Technology Drive, Alpharetta GA 30005 - hereinafter referred to as “Siemens” - and Fluence Energy, LLC with its...

Exhibit 10.26

Master Sales Cooperation Agreement (2021)

between

Siemens Industry, Inc. – Smart Infrastructure

with its principal place of business at 000 Xxxxxxxxxx Xxxxx, Xxxxxxxxxx XX 00000

- hereinafter referred to as “Siemens” -

and

Fluence Energy, LLC

with its principal place of business at 0000 Xxxxxx Xxxx., #0000, Xxxxxxxxx XX 00000

- hereinafter referred to as “Fluence” -

- Siemens and Fluence hereinafter referred to individually
as “Party” or collectively as “Parties”

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Article 1 - Purpose

1.1 Fluence is a company providing battery energy storage solutions (“XXXX”) and related services for the installation, commissioning, operation and maintenance of XXXX products in an industrial environment.

1.2 Siemens is a company providing products, services and solutions to the buildings and energy markets and also intending to provide its customer base with XXXX as part of larger solutions.

1.3 Siemens, as a major shareholder of Fluence, has an interest that Fluence further succeeds in addressing its markets.

1.4 The Parties previously entered into a January 1, 2018 Master Sales Cooperation Agreement (“Initial MSCA”) for the intent of cooperating to ensure meeting customer demands, timely delivery of high-quality XXXX and related service and effective order planning and processing. In order to accelerate the adoption of energy storage in the market and to leverage Siemens’ extensive sales reach, Fluence is using Siemens sales organizations and customer relationships in some countries to bring Fluence’s XXXX to Siemens customers as well as working together to assist Siemens in offering XXXX as part of a larger solution. Fluence benefits from the extensive global sales reach of Siemens and its established customer relationships.

1.5 The Parties agree that the Initial MSCA is terminated effective as of the date of the signing of this Master Sales Cooperation Agreement (“MSCA 2021”) and that this XXXX 0000 replaces the Initial MSCA in its entirety.

1.6 Each Party shall endeavor to provide the other Party with information reasonably required for the purpose of the XXXX 0000.

Article 2 - Scope

2.1 The Parties intend to cooperate and to deliver value to each of the Parties’ customers ("Cooperation"). It is the objective of the Parties to benefit from this Cooperation by expanding their individual capabilities, making use of their combined capabilities, and achieving synergies where possible.

(1) The Parties intend to continue and further grow their mutual supplier relationship in accordance with the Storage Core Frame Purchase Agreement and the Equipment and Services Purchase Agreement (both dated January 1, 2018), as the same may be amended from time to time.

(2) Siemens intends to support Fluence in a potential usage of the Siemens sales organization worldwide. The specific support any Siemens affiliate can provide, and related terms of support (including potential commission), will be defined by a country specific agreement and/or project related agreements. Those agreements are expected to include arrangements covering among others: Dedicated Siemens resources, services (e.g. grid studies) and equipment deliveries, Siemens commission rates and expectations for Fluence.

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2.2 Special Cooperation sales models between the Parties (e.g. consortium approach) shall be defined on a project specific basis.

2.3 The decision to pursue any specific project or transactions under any of the agreements shall be made independently and at the sole discretion of the Parties.

2.4 Any Cooperation activities are non-exclusive and are always subject to all applicable antitrust laws. The Parties will continuously review with their antitrust experts whether the intended sharing of project leads is admissible under the applicable antitrust laws before discussing any opportunities with each other.

Article 3 - Legally binding provisions

3.1 The Parties shall not be legally committed to provide any Cooperation activities as described in Article 2 above. The Parties will in their sole discretion decide whether to provide the Cooperation activities and in their sole discretion decide upon the length of time that it will offer the Cooperation activities. Neither Party will be liable for deciding not to provide Cooperation activities nor for deciding to cease providing Cooperation activities.

3.2 Each Party shall bear its own internal and external costs related to drafting and execution of this XXXX 0000.

3.3 Neither Party shall have grounds for any claim under any theory of law (including, without limitation, claims for damages and cost reimbursement) against the other Party as it relates to this XXXX 0000.

3.4 Each Party shall treat the negotiations and the contents of this XXXX 0000 as confidential unless the other Party gives its prior written consent to the disclosure of such information to a third-party. This confidentiality obligation shall not apply to information which is generally known, which can be shown to have been independently developed by the recipient, or which has been acquired from a third party without nondisclosure obligation to the disclosing Party. This obligation shall likewise not apply to the extent a Party is required by statutory regulations, governmental orders, legal process or stock exchange requirements to reveal this XXXX 0000 or any of the information such Party has obtained. This obligation shall survive the term of this XXXX 0000 for a period of three (3) years.

3.5 The substantive law governing this XXXX 0000 shall be that of the State of Delaware.

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3.6 Modifications to this XXXX 0000 shall only be valid if made in writing. The requirement of the written form can itself only be waived in writing.

3.7 This XXXX 0000 shall become effective upon signature by all Parties and will continue in effect until December 31, 2022 (“Initial Term”). The XXXX 0000 shall automatically extend by consecutive one (1) year terms (“Renewal Term”) unless terminated by a Party upon three (3) months prior written notice to the other Party with effect from the end of the Initial Term or the respective Renewal Term. Clauses 1.5, 3.1, 3.2, 3.3, 3.4 and 3.5 shall survive termination.

Siemens Industry, Inc. – Fluence Energy, LLC

Smart Infrastructure

By:			By:
Name:			Name:
Title:			Title:
Date:			Date:
By:			By:
Name:			Name:
Title:			Title:
Date:			Date: