NewHydrogen Inc. (NEWH)

[Helter Skelter]

Phase 1, Phase 2 and Phase 3

1.1.1. Phase 1

Goal – To develop anodes made from silicon micro-particles (SiMP) with [***] mAh/g capacity over 300 cycles with 80 percent capacity retention (1mA/cm2) at coin half-cell level.

Anticipated Timelines - The foregoing project goal was achieved on June 1, 2018.

Estimated Cost – - BIOSOLAR paid for the cost of phase 1.

1.1.2. Phase 2

Goals – BIOSOLAR and SILICIO FERROSOLAR agree: (a) to develop a proof of concept; and (b) to contract with a commercial cell maker to manufacture approximately fifty (50) prototype commercial grade full cells using the material developed in Phase 1 above, to be delivered to interested potential customers and laboratories, including without limitation automotive, power tool makers, and mobile electronics manufacturers, for purposes of testing and collecting performance data.

Anticipated timeline – 6 months after the start of Phase 2.

Estimated Cost – US$100,000 to US$200,000, covering the material costs and fees payable to contract cell manufacturer depending on the quantity of such commercial grade full cells to be manufactured. BIOSOLAR and SILICIO FERROSOLAR shall each pay 50% of the costs. However, BIOSOLAR’s contribution shall not exceed $50,000.

1.1.3. Phase 3

Goal – BIOSOLAR and SILICIO FERROSOLAR may elect to withdraw from the Joint Development Program after Phase 2, or they may agree to proceed to contract with a commercial cell maker to manufacture approximately five hundred (500) commercial grade full cells using the material developed in Phase 1 and/or Phase 2, the exact number to be determined according to potential customers’ demands, to be delivered to potential customers that are willing and able to build prototype battery packs incorporating the same.

Anticipated timeline – 12 months after the conclusion of Phase 1.

Estimated Cost – US$300,000 to US$400,000, covering the material costs and fees payable to contract cell manufacturer depending on the quantity needed. BIOSOLAR and SILICIO FERROSOLAR shall confer and seek equitably to agree on a sharing of the costs to be incurred in Phase 3 after the Parties have completed and evaluated the results of Phases 1 and 2.

1.2. Each Party shall bear all of its own fees, expenses, and/or costs of any kind hereunder, except as otherwise expressly agreed herein or otherwise agreed in a writing duly signed by both Parties from time to time.

ARTICLE 2 – OWNERSHIP AND RIGHTS RELATING TO INTELLECTUAL PROPERTY

2.1. The Parties acknowledge and agree that neither Party acquires any rights hereunder, either express or implied, in or relating to the Background Rights of the other. The parties further agree that the results of the efforts by either party under this Agreement and/or otherwise in relation to the Project shall not be considered “work for hire”, and that neither Party shall acquire any rights to, or license(s) to use, any such results and/or any resulting IPR except as expressly set forth in this Agreement.

Link > https://www.sec.gov/Archives/edgar/data/1371128/000121390018007882/f8k061418ex10-1_biosolar.htm