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Exhibit 10.36
DE-AC01-93NE50067,
08843672/50067-02
AMENDMENT XX. 000
XXXXXXXXX XX. 000, dated as of March 4, 1999, to Contract No.
DE-AC01-93NE50067, 08843672/50067-02 entered into January 14, 1994 (the
"Contract") by and between United States Enrichment Corporation ("USEC"),
Executive Agent of the United States of America, and AO Techsnabexport
("TENEX"), Executive Agent of the Ministry of Atomic Energy (MINATOM), Executive
Agent of the Russian Federation. Capitalized terms used but not defined herein
shall have the meaning ascribed to such terms in the Contract.
WHEREAS, the parties acknowledge that TENEX will enter into an agreement
(the "DOE Agreement") with the U.S. Department of Energy ("DOE") under which
TENEX shall transfer the natural uranium associated with deliveries ordered for
calendar years 1997 and 1998 under the Contract and DOE will pay TENEX for such
material in several payments (the "DOE Payments");
WHEREAS, to facilitate the delivery of UF(6nat) to TENEX pursuant to
Amendment No. 8 to the Contract, USEC has been required and will in the future
be required to provide cylinders for such UF(6nat), and the parties wish to
compensate USEC for such cylinder costs;
WHEREAS, in June 1998 USEC provided a delivery order to TENEX that was not
executed for material to be delivered in calendar year 1999 (the "CY99 Order"),
and prior to June 1, 1999 the parties intend to revise the delivery schedule for
that order because certain shipments scheduled for delivery in calendar year
1998 were delayed;
WHEREAS, the parties additionally wish to provide for the replacement of a
cylinder of LEU shipped to the United States in 1997;
NOW, THEREFORE, USEC and TENEX agree as follows:
SECTION 1. Part I, Section H.27 of the Contract is hereby amended by adding
the following to the end of paragraph (f) thereof:
"For example, prior to the issuance by USEC of the delivery order for each
calendar year, TENEX and USEC shall agree upon arrangements for cylinders
(including, if TENEX requests USEC to arrange for cylinders, an amount to
be paid to USEC and the manner of payment) required for the delivery of
UF(6nat) to TENEX in respect of LEU shipments for that calendar year
(regardless of when such shipments actually occur). If it is subsequently
determined that a greater or lesser number of cylinders is required for a
calendar year, the cylinder charges for the following year shall be
increased or reduced accordingly. The agreement on storage pursuant to
subsection (a)(i) above shall define the terms and conditions, including
warranties, that will apply to specific cylinders delivered to TENEX and to
the return of the cylinders when no longer required. Absent advance notice
to the contrary from a party, it will be assumed that a transfer of
UF(6nat) to a third party includes the applicable cylinder."
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SECTION 2. (a) With respect to delivery orders for calendar years 1997 and
1998, the cylinder charges shall be $3,273,550 based on a per cylinder charge of
$2,350 per cylinder for 1,393 48G cylinders. Subsequent to TENEX and DOE
entering into the DOE Agreement, TENEX shall pay these charges to USEC in
installments each payable within 10 days after TENEX receives a DOE Payment.
Each installment payment shall be equal to the product of the number of
cylinders of material associated with the DOE Payment multiplied by $2,350, with
the understanding that TENEX shall have paid USEC the entire amount due under
this paragraph no later than 10 days after TENEX has received all of the DOE
Payments under the DOE Agreement.
(b) With respect to the CY99 Order, the parties recognize that (i) in order
to ensure uninterrupted implementation of deliveries under the Contract and
taking into account the significant lead times necessary to obtain cylinders,
USEC has previously purchased cylinders to hold the natural uranium component of
the CY99 Order and (ii) TENEX is currently arranging for the disposition of the
natural uranium component of such material. Once TENEX has completed such
arrangements, the parties shall agree on a revised delivery schedule for the
CY99 Order. Subsequent to agreement on a revised schedule for delivery of the
CY99 Order, TENEX shall be responsible for reimbursing or arranging for a third
party to reimburse USEC for the cylinder charges associated with the CY99 Order.
The cylinder charges associated with the CY99 Order shall be $7,975,000 based on
a per cylinder charge of $5,500 per cylinder for 1,450 48X cylinders. TENEX
shall satisfy this responsibility by paying or arranging for a third party to
pay USEC, within 70 days of title transfer under Section H.27 of the Contract to
UF(6nat) associated with LEU delivered to USEC under the CY99 Order, an amount
equal to the percentage of $7,975,000 that equals the percentage such UF(6nat)
constitutes of the total UF(6nat) associated with the CY99 Order. In any event,
USEC shall have received the entire $7,975,000 due under this paragraph no later
than 70 days after title transfer on the last shipment of material in
satisfaction of the CY99 Order.
(c) Payments to USEC shall be in U.S. currency either by wire transfer to
an account to be named in writing by USEC or in accordance with other
arrangements agreed to in writing by the parties. USEC shall be entitled to
credit any amount that is not paid when due hereunder against any TENEX invoice
for SWU delivered to USEC. In the event that TENEX fails to make any delivery of
material in accordance with the delivery schedule agreed to between the parties,
then USEC shall be entitled to credit all outstanding cylinder charges at such
time against any amounts owed by USEC until such charges have been reimbursed in
full. Prior to exercising its right to credit under this paragraph, USEC shall
provide 30 days notice to TENEX and will consult with TENEX during this period.
This provision and the rights hereunder shall be reciprocal.
SECTION 3. TENEX shall replace the LEU delivered in 1997 in cylinder LU0846
with 1519.225 KgU of LEU enriched to an assay of 4.95% and containing the
equivalent of 10,788.017 separative work units and 17,188.512 KgU of UF(6nat).
Unless otherwise agreed, this replacement LEU shall be delivered in cylinder
LU1413, which shall be included with the LEU shipments to be made in calendar
year 1999 in respect of the remaining calendar year 1998 shipments. The
replacement LEU shall be subject to the inspection and acceptance procedures in
the Contract. The price for the SWU component in the LEU in cylinder LU1413
shall correspond to the price, established for the LEU SWU component of the CY
1997 Delivery Order and shall be equal to $84-50 per SWU.
SECTION 4. Except as amended hereby, the Contract shall remain unchanged
and in full force and effect. In the event that any conflict arises between this
Amendment and the Contract, TENEX and USEC shall resolve such conflict
consistent with the purpose of this Amendment as set forth in the recitals
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DE-AC01-93NE50067,
08843672/50067-02
AMENDMENT NO. 012
herein.
SECTION 5. This Amendment may be executed in two or more counterparts, each
of which shall constitute an original, but all of which, when taken together,
shall constitute one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the date first written above.
UNITED STATES ENRICHMENT AO TECHSNABEXPORT
CORPORATION
By: /s/ Xxxxxx X. Xxxxxx By: /s/ Revmir Frieshtut
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By: /s/ Xxxxxx Xxxxxxxxx
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