brian45011
Active Member
Moved from Market Action: TSLA Market Action: 2018 Investor Roundtable
I merely quoted in my post on that thread an excerpt from the 10Q that summarized the relationship.
It may be a partnership in the informal, lay sense in that both parties expect to benefit from the transaction. It is NOT a Partnership in the more formal, legal sense-- an essential element of which is a pre-defined sharing of profits and losses (any contract can be subsequently revised whenever the parties mutually agree.)
The Giga Factory Documents, (amending the Pricing Agreement and including as an exhibit the Factory Lease) explicitly state:
Panasonic has contracted for the return of and a return on its investments at GF-1. It's biggest risks appear to be (i) mis-pricing cells supplied to Tesla and (ii) a Tesla default (but the Factory Lease has protective remedies for Panasonic to minimize the consequences of that contingency.)
Tesla retains most of the risk, including market risk, but also most of the upside benefits.
... you [Electracity] replied to Brian’s reply that included the lease and partnership agreement. They are partners. Tesla is obligated via a lease agreement to assure Panasonic an assured return on their investment...
I merely quoted in my post on that thread an excerpt from the 10Q that summarized the relationship.
It may be a partnership in the informal, lay sense in that both parties expect to benefit from the transaction. It is NOT a Partnership in the more formal, legal sense-- an essential element of which is a pre-defined sharing of profits and losses (any contract can be subsequently revised whenever the parties mutually agree.)
The Giga Factory Documents, (amending the Pricing Agreement and including as an exhibit the Factory Lease) explicitly state:
"The Parties are independent contractors under this Lease and no other relationship is intended, including a partnership, franchise, joint venture, agency, employer/employee, fiduciary, master/servant relationship, tenancy-in-common, joint tenancy, financing, or other special relationship, express or implied. Neither Party shall act in a manner that expresses or implies a relationship other than that of independent contractor, nor bind the other Party"
EX-10.1
The Pricing Agreement has a similar provision.EX-10.1
Panasonic has contracted for the return of and a return on its investments at GF-1. It's biggest risks appear to be (i) mis-pricing cells supplied to Tesla and (ii) a Tesla default (but the Factory Lease has protective remedies for Panasonic to minimize the consequences of that contingency.)
Tesla retains most of the risk, including market risk, but also most of the upside benefits.