1. Purchaser hereby subscribes to purchase or lease one or more of the robotic mowing units (“Units”) that the Seller plans to introduce to the market during 2024, as more particularly set forth by its acknowledgment hereto. Seller hereby agrees to provide the Units to the Purchaser upon the terms and conditions set forth herein.
2. Purchaser may elect either to: Purchase Units at a price of $100,000 per Unit, plus $1,000 per month for a three-year license for the related software (with an automatic two-year renewal period). Lease Units and the related software at a price of $5,000 per month for a three-year period (with an automatic two-year renewal period)
3. Seller estimates that the delivery of the Units will be completed prior to July 30,2024, for production run #1 and March 30, 2025, for production run #2, although such date may be extended by Seller because of supply chain delays.
4. Contemporaneously with the execution and delivery of this Agreement, Purchaser hereby provides a deposit to Seller of $1,000 per Unit for production run #1 or $100 per Unit for production run #2.
5. Purchaser may elect to cancel its order for Units at any time prior to the delivery date, with the Seller retaining the deposit as its sole remedy hereunder for such cancelation.
6. Seller may refund the deposit to Purchaser for any reason prior to delivery of the Units, with the return of such deposit constituting Purchaser’s sole remedy hereunder for such cancelation.
7. Purchaser and Seller shall each pay its own expenses incurred in connection with this Agreement and the transactions contemplated hereby.
8. This Agreement may not be assigned by any of the parties hereto without the written consent of all the other parties. This Agreement and the rights, interests and obligations hereunder shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.
9. The laws of the state of Delaware shall govern this Agreement, and the courts of Delaware shall have exclusive jurisdiction in any controversy relating to or arising out of this Agreement.
10. This Agreement may be amended, modified or supplemented only by a written instrument executed by the parties against which enforcement of the amendment, modification or supplement is sought.
11. This Agreement and the rights, obligations, duties and benefits hereunder are intended for the parties hereto, and no other person or entity shall have any rights, obligations, duties and benefits pursuant hereto.
12. This Agreement contains the complete agreement among the parties with respect to the transactions contemplated hereby and supersedes all prior agreements and understandings, oral or written, among the parties with respect to such transactions.
13. This Agreement may be executed in any number of counterparts, each of which when so executed and delivered shall be deemed an original, and such counterparts together shall constitute only one original. The parties agree that documents executed and transmitted by facsimile shall be acceptable in this transaction and the signatures thereof shall have the same force and effect as original signatures.