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1. Purchaser hereby subscribes to purchaseor lease one or more of the robotic mowing units (“Units”) that the Sellerplans to introduce to the market during 2024, as more particularly set forth byits acknowledgment hereto. Seller hereby agrees to provide the Units to thePurchaser upon the terms and conditions set forth herein.
2. Purchaser may electeither 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 automatictwo-year renewal period). Lease Units and the related software at a price of $5,000per month for a three-year period (with an automatic two-year renewal period)
3. Sellerestimates 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 ofsupply chain delays.
4. Contemporaneously with the execution and delivery of this Agreement, Purchaser hereby provides adeposit to Seller of $1,000 per Unit for production run #1 or $100 per Unit forproduction run #2.
5. Purchasermay 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 suchcancelation.
6. Seller may refund the deposit to Purchaser for any reasonprior to delivery of the Units, with the return of such deposit constitutingPurchaser’s sole remedy hereunder for such cancelation.
7. Purchaserand Seller shall each pay its own expenses incurred in connection with thisAgreement and the transactions contemplated hereby.
8. This Agreement may not be assigned by any of the parties hereto without the writtenconsent of all the other parties. This Agreement and the rights, interests andobligations hereunder shall be binding upon and shall inure to the benefit ofthe parties hereto and their respective successors and assigns.
9. The laws of the state of Delaware shall govern thisAgreement, and the courts of Delaware shall have exclusive jurisdiction in anycontroversy relating to or arising out of this Agreement.
10. This Agreement may be amended, modified or supplemented only by a written instrumentexecuted 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 areintended for the parties hereto, and no other person or entity shall have anyrights, obligations, duties and benefits pursuant hereto.
12. This Agreement contains the complete agreement among the parties with respect to thetransactions contemplated hereby and supersedes all prior agreements andunderstandings, oral or written, among the parties with respect to suchtransactions.
13. This Agreement may be executed in any number of counterparts, each of which when soexecuted and delivered shall be deemed an original, and such counterpartstogether shall constitute only one original. The parties agree that documentsexecuted and transmitted by facsimile shall be acceptable in this transactionand the signatures thereof shall have the same force and effect as originalsignatures.
