Exhibit 10.1
COOPERATION AGREEMENT
This cooperation agreement dated 18th day of
December 2007 (the “ Agreement” ) is made
between:
(1)
Norsk
Hydro Produksjon AS, Drammensveien 264, N-0240 Oslo, Norway, a
corporation organised under the laws of Norway with organisation
number 930 187 240 ( “Hydro” );
and
(2)
Ascent
Solar Technologies, Inc. , 8120 Shaffer Parkway, Littleton, CO
80127-410, USA, a corporation organised under the laws of the State
of Delaware (“ Ascent” ).
Hydro and Ascent are hereinafter collectively
referred to as the “ Parties ” and each a
“ Party ”.
WHEREAS:
(A)
Ascent was established in
2005 to manufacture state of the art, thin-film
monolithically-integrated CIGS flexible photovoltaic modules (the
“ Products ”).
(B)
Hydro and its affiliated
companies (the “ Hydro Group ”) are global
aluminium, aluminium products and energy corporations.
(C)
Hydro currently owns 23%
of all issued and outstanding shares in Ascent and has an option to
acquire up to 35% of all issued and outstanding shares in
Ascent.
(D)
Ascent is expected to
initiate a pilot phase of manufacturing the Products in Q1 2008
(the “ Pilot Phase ”). In the Pilot Phase,
Ascent is expected to operate a pilot line with a nameplate
production capacity of 1.5 MW per year to demonstrate the
scalability of the process and produce Products for initial
marketing and testing. The Pilot Phase will run until a full scale
manufacturing plant is being built. Such Plant is expected to be
fully operational from Q2 2010 and is expected to have a production
capacity of 25 MW per year (the “ Commercial Phase
”).
(E)
As a large stakeholder of
Ascent, Hydro is interested in assisting Ascent with the
development and promotion of the Products and bringing competitive
Products to the market, and to explore the application of the
Products in Hydro Group’s building integrated photovoltaic
solutions (Hydro Group’s building integrated photovoltaic
products are referred to herein as the “ Hydro
Products ”).
NOW THEREFORE THE PARTIES HAVE
AGREED AS FOLLOWS:
1
COOPERATION
Products
Prior to and during the Pilot Phase, Hydro
Group and Ascent shall cooperate in developing the Products and
their application(s) to Hydro Products, through testing,
meetings and exchange of information during the Pilot Phase. Hydro
Group shall use its business network to market the Products and
their applications in the Hydro Products.
Ascent shall use commercially reasonable
efforts to supply Hydro Group with reasonable quantities of the
annual production of the Products in the Pilot Phase in order for
Hydro Group to develop and satisfy market demand for the Hydro
Products. Hydro Group shall be entitled to use the Products for
testing, development and application in Hydro Products. Hydro also
shall have an option to purchase reasonable quantities of
Ascent’s annual production of the Products in the Commercial
Phase to develop and satisfy market demand for the Hydro Products.
Ascent shall deliver the Products to Hydro Group at market price
and terms to be agreed by the Parties. Notwithstanding any
inference to the contrary, the Parties anticipate that Ascent will
have opportunities to sell Products to other companies, partners
and buyers; and, when assessing the reasonable quantity of Products
to be supplied to Hydro Group, the Parties shall take into
consideration the monetary and/or strategic value to Ascent of
supplying Products to these third parties. Nothing in this
Agreement shall be construed as an exclusive supply agreement by
Ascent in favour of Hydro Group.
Commercial manufacturing
facility
Based on the experience gained in management
and execution of large projects in aluminium and oil and energy,
Hydro Group will use reasonable efforts to assist Ascent with
project management and engineering resources and methods to
realise commercial manufacturing facil
