Official email from Rivian offering Binding Purchase Agreement

[midwestchill]

Odd man out here, but NOT signing (yet). Legally obligating me to purchase a $80k+ (R1S) vehicle that could be years out from delivery, has not been tested extensively out in the wild, and has numerous known issues, is a bad idea. Not a lawyer and would love one to chime in to correct me, but the way I read it is that this goes much further than losing $100. Anyone that says Rivian wouldn't force them to honor the purchase after signing this agreement, or at least forfeit your remaining $900 if you don't, doesn't know how the real world works. What if they change their minds again and jack up the price even slightly? There goes the tax credit, and there goes your $100. Don't be so sure what companies in financial distress may or may not do to survive.

The other thing is, this will potentially earn Rivian up to a $9,800,000 (98,000 pre-orders) liability draw-down on their balance sheet. I am curious why they didn't make it so you lost a $1.00 of your deposit instead. I don't know...seems like a bit of a cash grab.

I think another issue that should be considered is that even Rivian admits that the tax credit isn't guaranteed. Sure this is a long-shot potential savings of $7,500 which seems a lot, but isn't that much if you are financing the vehicle over the course of many years. Interpret the agreement how you will, but this was intentionally worded so that people rushed to sign it (as evident by the response so far on this board, and those that didn't receive it, frothing at the mouth and staying on hold for hours with customer service.). I strongly advise at least taking a beat so that someone skilled in contracts can advise us how this affects our rights regarding the vehicle purchase.

Dude, calm down with the paranoia. Rivian isn't trying to do anything nefarious. That's within your rights not to sign it. But know that a publicly traded company isn't going to come after you and me for $100 or even $1000. The optics of that would be worse than the benefit. You should know that because they gave up potentially 10-20K in profits to look better when jacking up prices for the early preholders. So, yeah - just chill and have a latte or Frappuccino

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[R1Sfamily]

Anyone with a reinstated pre-order receive any communication regarding Binding Purchase Agreement?

 

[shotime]

I had to write mine in. This is currently expected. Ideally they should've pre-filled in that information, which wouldn't have been that hard.

Thanks !

 

[Jac]

I signed the online agreement and downloaded the PDF after putting in the name/ email.

However the downloaded PDF doesn't have the my name in the "Customer Signature" or "Customer Printed Name".

Is this expected? Do others have their name in the PDF?

I believe their instructions said to print it and sign it and keep it to support your tax filing. It doesn’t seem they intended to plug in your name on the Binding Purchase Agreement.

 

[Governor]

Anyone with a reinstated pre-order receive any communication regarding Binding Purchase Agreement?

not here. 2 on order

 

[Max]

Anyone with a reinstated pre-order receive any communication regarding Binding Purchase Agreement?

Not me.

 

[zipzag]

Anyone with a reinstated pre-order receive any communication regarding Binding Purchase Agreement?

I was reinstated and I have not received that email

 

[Friscorays]

....However the downloaded PDF doesn't have the my name in the "Customer Signature" or "Customer Printed Name".

Is this expected?....

Believe so. Mine was same: had to sign and print my name.

 

[EBEG]

So, this line is making me not want to sign this:

"You hereby create a binding contract with Rivian obligating you to purchase the Vehicle. "

I'm still not certain I will buy the Truck.

Maybe this is just required for the contract itself. Rivian will have no issues selling the Truck if I decide not to take it and would just let me walk away and give me back $900... Wouldn't they

Odd man out here, but NOT signing (yet). Legally obligating me to purchase a $80k+ (R1S) vehicle that could be years out from delivery, has not been tested extensively out in the wild, and has numerous known issues, is a bad idea. Not a lawyer and would love one to chime in to correct me, but the way I read it is that this goes much further than losing $100. Anyone that says Rivian wouldn't force them to honor the purchase after signing this agreement, or at least forfeit your remaining $900 if you don't, doesn't know how the real world works. What if they change their minds again and jack up the price even slightly? There goes the tax credit, and there goes your $100. Don't be so sure what companies in financial distress may or may not do to survive.

The other thing is, this will potentially earn Rivian up to a $9,800,000 (98,000 pre-orders) liability draw-down on their balance sheet. I am curious why they didn't make it so you lost a $1.00 of your deposit instead. I don't know...seems like a bit of a cash grab.

I think another issue that should be considered is that even Rivian admits that the tax credit isn't guaranteed. Sure this is a long-shot potential savings of $7,500 which seems a lot, but isn't that much if you are financing the vehicle over the course of many years. Interpret the agreement how you will, but this was intentionally worded so that people rushed to sign it (as evident by the response so far on this board, and those that didn't receive it, frothing at the mouth and staying on hold for hours with customer service.). I strongly advise at least taking a beat so that someone skilled in contracts can advise us how this affects our rights regarding the vehicle purchase.

I think the answer is that the "binding purchase agreement"

not here. 2 on order

Nope.

 

[PBRAZ]

Dude, calm down with the paranoia. Rivian isn't trying to do anything nefarious. That's within your rights not to sign it. But know that a publicly traded company isn't going to come after you and me for $100 or even $1000. The optics of that would be worse than the benefit. You should know that because they gave up potentially 10-20K in profits to look better when jacking up prices for the early preholders. So, yeah - just chill and have a latte or Frappuccino

Nothing to do with paranoia, just being cautious blindly obligating my wallet to $80,000. I'm sure many of you got to this point in life of being able to afford such an expensive vehicle by at least questioning other legal contracts thrown in front of you over the course of your life. As a business owner myself, "they would never do that" is not something I have ever said to myself about another party, and I'm certainly not going to start now.

Side note, does one normally "chill" after having coffee? Either way, I'll take a shot of whiskey instead!

 

[shotime]

I believe their instructions said to print it and sign it and keep it to support your tax filing. It doesn’t seem they intended to plug in your name on the Binding Purchase Agreement.

Thanks. Will print and sign it..

 

[AxelR]

Read a few more posts. It’s exhausting and kudos to the ones doing their best to stop the sirens of misinformation.
Some people are really out there thinking that the big bad wolf is out there to get them.
A lot of people have already said it. Sign, don’t sign. It’s your choice.
Rivian is not after your $100 or even $1000. They want to sell vehicles. That’s it.
Don’t buy it someone else will and at a higher price.
If you pay attention you’ll notice that no other (besides Fisker) is trying to be supportive of their future clients.
It’s gonna be okay.

 

[Husker Charlie]

Odd man out here, but NOT signing (yet). Legally obligating me to purchase a $80k+ (R1S) vehicle that could be years out from delivery, has not been tested extensively out in the wild, and has numerous known issues, is a bad idea. Not a lawyer and would love one to chime in to correct me, but the way I read it is that this goes much further than losing $100. Anyone that says Rivian wouldn't force them to honor the purchase after signing this agreement, or at least forfeit your remaining $900 if you don't, doesn't know how the real world works. What if they change their minds again and jack up the price even slightly? There goes the tax credit, and there goes your $100. Don't be so sure what companies in financial distress may or may not do to survive.

The other thing is, this will potentially earn Rivian up to a $9,800,000 (98,000 pre-orders) liability draw-down on their balance sheet. I am curious why they didn't make it so you lost a $1.00 of your deposit instead. I don't know...seems like a bit of a cash grab.

I think another issue that should be considered is that even Rivian admits that the tax credit isn't guaranteed. Sure this is a long-shot potential savings of $7,500 which seems a lot, but isn't that much if you are financing the vehicle over the course of many years. Interpret the agreement how you will, but this was intentionally worded so that people rushed to sign it (as evident by the response so far on this board, and those that didn't receive it, frothing at the mouth and staying on hold for hours with customer service.). I strongly advise at least taking a beat so that someone skilled in contracts can advise us how this affects our rights regarding the vehicle purchase.

Although the agreement purports to bind you to purchasing the vehicle, as a practical matter Rivian probably can't (or at least is unlikely to) sue you to force you to buy it. "Specific performance" of a contract is generally only available as a remedy for breach of contract when the contract is for sale of real estate or for something unique.

Otherwise, if you refuse to buy, Rivian can theoretically sue you for breach, but it has to prove damages. What would Rivian's damages be - the lost profit from the sale of the truck? Maybe, but Rivian also has to show that it tried to mitigate its damages (i.e., sell the truck to someone else) but was unable to do so. Given the demand for these vehicles, plus the fact that Rivian could charge the increased updated price to a new customer, Rivian would unlikely be able to prove it couldn't sell this truck to someone else for the same amount of profit, or more. Therefore, even beyond the fact that the optics would be bad if Rivian started suing customers, it really doesn't have much of a case. Is it theoretically possible? Sure, but pretty unlikely.

From my perspective, Rivian wants to do everything it can to ensure its customers get the tax credit - Rivian gets $80+k for a vehicle, but its customers are only effectively paying $72.5k for it. It's a win-win.

I also don't agree with the notion that the tax credit is a "long shot." Anyone who received delivery of a Rivian up to now qualifies for the "old" tax credit - so there's no real dispute that the credit applies to Rivian vehicles. The only issue is whether people will qualify for the old credit if they receive delivery after the new Act goes into effect. On that point, the Transitional Rule in the Act states that people will qualify if:

"(1) after December 31, 2021, and before the date of enactment of this Act, purchased, or entered into a written binding contract to purchase, a new qualified plug-in electric drive motor vehicle (as defined in section 30D(d)(1) of the Internal Revenue Code of 1986, as in effect on the day before the date of enactment of this Act), and

(2) placed such vehicle in service on or after the date of enactment of this Act..."

The only real issue is whether the BPA with Rivian constitutes a "written binding contract to purchase" within the meaning of the Act. The Act does not define what constitutes a "written binding contract to purchase" and rules of statutory construction state that undefined terms/phrases will generally be interpreted according to their common, everyday meaning. Under general contract law, a binding contract exists when there's an offer, acceptance, and consideration. Rivian offered to sell me my vehicle, I accepted, and I committed to forfeiting $100 if I don't follow thru. To me, that's a contract.

Sure, the IRS could challenge these agreements, but I don't think they will. It's not like the Senate is against making these tax credits available - quite the opposite. Everyone wanted the tax credits, and it was only Manchin who demanded the limitations in order to secure his necessary vote. Everyone else, including Biden, wanted the credit to be more broadly available. And because the IRS is an administrative agency, I think Biden's policy will trickle down to the IRS when it comes time to how broadly the "written binding agreement to purchase" language will be interpreted.

Even if the IRS tried to challenge these agreements and whether they are "binding," I like my chances.

Just my 2¢...

 

[emoore]

Nothing to do with paranoia, just being cautious blindly obligating my wallet to $80,000. I'm sure many of you got to this point in life of being able to afford such an expensive vehicle by at least questioning other legal contracts thrown in front of you over the course of your life. As a business owner myself, "they would never do that" is not something I have ever said to myself about another party, and I'm certainly not going to start now.

Side note, does one normally "chill" after having coffee? Either way, I'll take a shot of whiskey instead!

It’s all good. No one is forcing anyone to buy an $80k car. And I think I will have a whiskey. Great suggestion.

 

[Friscorays]

....
If you pay attention you’ll notice that no other (besides Fisker) is trying to be supportive of their future clients.....

....and Lucid.
It is definitely pretty crazy to me that a few people believe that in exchange for a relatively modest non-refundable sum of money, Rivian, Lucid and Fisker should guarantee in writing that each customer will see a $7500 tax refund based on a new bill that hasn't even been passed yet.; let alone implemented.

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