Joint Development And Supply Agreement

(a) During the initial exclusivity period, AES has the right to refuse to include a statement of work for the exclusive development of new product lines when you enter into a supply contract, if you regularly provide products or services to another party (the delivery contract is a framework agreement), if you provide a high-risk or high-priced product or service (e.g. machinery. B) or if you wish: , to establish a special relationship with your client in all its forms. b) Notwithstanding paragraph (a) above, AES has the right, at any time during the exclusivity period, to engage in discussions with A123 on the development of new product lines, including, but not limited to, AES`s rights to the exclusive development and purchase of such a product from the new product line. When AES engages in such discussions, A123 negotiates in good faith with AES for a period that does not exceed [O], unless otherwise agreed, but is not required to enter into final agreements with AES. (d) AES New Intellectual Property Intellectual Property License. In light of the mutual agreements contained in this agreement, AES A123 grants a non-exclusive, fully paid, global, non-subleased and non-transferable license (subject to Section 11.10) for the entire new AES intellectual property for the development, marketing and sale of Grid service systems to AES and to third parties during the initial duration and extension of the agreement. The licence granted pursuant to this section 5.3 (d) terminates any termination of this agreement before the end of the original term or the extension of this agreement. A123 is entitled to obtain an AES license for the use of AES`s new intellectual property in the development, marketing and sale of Grid Service Systems. AES undertakes to negotiate such a licence in good faith and on economically reasonable commercial terms that must be agreed in writing, but this agreement does not require AES to grant such a licence. 3.3 Cancellation of the first major project.

AES has the right, at its sole discretion, to terminate the major initial project in the entry into force of the act of entry into force, by written notification to A123, for the sole reason that AES has not received (after the exercise of an economically appropriate effort) an initial agreement, the recognition of rights, the approval or approval of the competent independent network manager or a similar body in Chile. If AES decides to cancel the large original project, AES A123 sends a written termination and pays a123, in the a123, an amount equal to the corresponding amount set in Schedule D on the basis of the date of that cancellation, which is the sole and exclusive A123 compensation for this cancellation (“cancellation fee”). Notwithstanding the contrary, A123 is required to reimburse AES, as part of receipt of A123`s withdrawal time, at the amount of such overpayment, to the extent of such overpayment, if A123 has received payments from AES beyond the cancellation fee, in accordance with point 4.1 (b).