Long-Term Purchase Agreement
IN CONSIDERATION OF THE PROMISES HEREINAFTER SET FORTH, THE PARTIES
AGREE AS FOLLOWS:
This Long-Term Purchase Agreement Number S-622773-JSS, hereinafter referred to as the "Agreement", is
entered into between SPACE SYSTEMS/LORAL, INC., (hereinafter referred to as "Buyer" or "SS/L"), a
corporation organized and existing under the laws of the State of Delaware, and having its principal offices and
place of business at 3825 Fabian Way, Palo Alto, California, 94303, and EMCORE CORPORATION,
(hereinafter referred to as "Subcontractor" or "EMCORE"), with offices located at 10420 Research Road SE,
Albuquerque, NM 87123.
This Agreement is contemplated by the following:
1. Buyer's AUTHORIZATION TO PROCEED (ATP) NO. S-622735-JSS, dated September 3, 1998.
2. The MEMORANDUM OF UNDERSTANDING (MOU) between the parties, dated October 6, 1998.
This Agreement supersedes the ATP and the MOU in their entirety and therefore constitutes the entire agreement
between the parties. Any action taken pursuant to the ATP and the MOU shall be considered as action taken
and costs incurred in the performance of this Agreement.
This Agreement is entered into on November 16, 1998, and shall expire on December 31, 2002, unless
extended by mutual agreement of the parties.
This Agreement consists of the SCHEDULE, the TERMS AND CONDITIONS, and the
ARTICLE I - SCOPE OF WORK
This Agreement provides for the procurement of COMPOUND SEMICONDUCTOR MULTI-JUNCTION
HIGH-EFFICIENCY SOLAR CELLS (with by-pass diode), hereinafter also referred to as Hardware, and
Subcontractor agrees to provide the personnel, services, materials, equipment, and facilities necessary for the
accomplishment of the tasks specified in the Exhibits cited below and any other requirements identified elsewhere
in this Agreement.
The following Exhibits are listed in their order of precedence. In the event of a conflict or inconsistency between
an Exhibit and an Artic