AMENDMENT NO. 2 to JOINT DEVELOPMENT AGREEMENT between BMW OF NORTH AMERICA, LLC

Exhibit 10.13

CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED.

AMENDMENT NO. 2

to

JOINT DEVELOPMENT AGREEMENT

between

BMW OF NORTH AMERICA, LLC

000 Xxxxxxxx Xxxxx Xxxx

Xxxxxxxxx Xxxx, XX 00000

XXX

hereinafter referred to as “BMW”

and

SOLID POWER, INC.

000 X. Xxxxxx Xxx., Xxxxx X

Xxxxxxxxxx, XX 00000

XXX

hereinafter referred to as “Solid Power”

The Joint Development Agreement (“JDA”) entered into as of July 1, 2017 and amended on February 18, 2021 (“Amendment No. 1”) by and between Solid Power, Inc., with a principal place of business at 000 X. Xxxxxx Xxx., Xxxxx X, Xxxxxxxxxx, XX 00000, XXX (“Solid Power”), and BMW of North America, LLC, a Delaware limited liability company with a principal place of business at 000 Xxxxxxxx Xxxxx Xxxx, Xxxxxxxxx Xxxx, XX 00000, XXX (“BMW”), collectively the “Parties,” shall be amended as set forth in this Amendment No. 2 to the JDA.

Purpose: The purpose of this Amendment No. 2 to the JDA is to specify the long-term development cooperation for the industrialization of Solid Power’s solid-state battery technology.

The Parties agree to amend the JDA effective as of March 22, 2021 (“Effective Date”).

1. Solid Power and BMW hereby agree to a further development cooperation [* * *]

ALL OTHER TERMS AND CONDITIONS IN THE JDA AND ANNEXES TO THE JDA AS AMENDED BY AMENDMENT NO. 1 REMAIN UNCHANGED AND IN FULL FORCE AND EFFECT.

IN WITNESS WHEREOF, each of the parties has caused its duly-authorized representative to execute this Amendment No. 2 to the Agreement as of the Effective Date.

Solid Power , Inc.				BMW of North America, LLC
/s/ Xxxxx X. Xxxxxx
Signature				Signature
Xxxxx X. Xxxxxx
Printed Name				Printed Name
President
Title				Title
Signature				Signature
Printed Name				Printed Name
Title				Title

IN WITNESS WHEREOF, each of the parties has caused its duly-authorized representative to execute this Amendment No. 2 to the Agreement as of the Effective Date.

Solid Power , Inc.				BMW of North America, LLC
/s/				/s/ Xxxxx Xxxxxxxx
Signature				Signature
Xxxxx X. Xxxxxx				Xxxxx Xxxxxxxx
Printed Name				Printed Name
President
Title				Title
/s/				/s/ Xxxxx Xxxxxxx
Signature				Signature
				Xxxxx Xxxxxxx
Printed Name				Printed Name
Title				Title

Annex 1

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Annex 6

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