Document 3QpjdBRVwezEBzvzMe1oaZjD3

FILE NAME Corning OC DATE 1966 July 22 DOC OC222 DOCUMENT DESCRIPTION Memo RE Pabco Contract co Mr. Wayne Johnson - New York Paul B. Van Buren - Santa Clara PABCO KAYLO CONTRACT July 22 1966 Mr. W. W. White - Santa Clare Mr. T. R. Vogt - Toledo 1960 and At your request I have reviewed Bran Kaylo basulation Pro our Agreement for Manufacture and Sale of Private Apcul 7 Jucts December dated March , 1960 budbudingibundigng amendments late 1 5 1960 with Fibrebosed Paper Products Corporation The following are my comments and interpretations interpretations MINIMUM FURCHASE REQUIREMENT REQUIREMENT & By a letter dated December 5 1960 the as follows : original Paragraph was amended to read If in my parlod of six consecutive calanlar of mouths during the torm this agreement the invoice value of the products par tha 200,000 chased by you OCF shall aggregate less than Fibreboard Fibreboard Fibreboard shall have the right to terminate exe by notice given to this agreement agreement succeeding mosth next succeeding you UCF at any time hiring the calenda sald month . late specified therein period effective upon the which shall not be earlier than 60 after the date such notice la vs. days 150,000 The sole effect of the amendment from 150,000 16 20k- 10 was to increase the nitalmum purchase requirement TERMINATION OF AGREEMENT BY EITHER PARTY ~_ However Paragraph I provides : 1. Termination rootee . The term of this and shall continue time upon at least agreement shall commence on August 15 1960 la effect until terminated by either party at any six months prior written notice to the other Therefore even if OCF should ibreboard could still continue to buy the minimum purchase quantities terminate the Agresment with Itten notice any reason upon six nicaths . At Wayne Joharan C TERMINATION PURCHASE OF INVENTORY ON Paragraph 10 provides : -- " Purchase of Inventory on Termination Page 2 days after silicate products at the price ta effect and Kaylo printed cartons at our hereunder at termbastion termbastion termination in our Fibreboard's Fibreboard's regular price is effect at date of the termination inventory upon the effective to but up value of 100,000 You not exceeding an aggregate aggregate shall take delivery of the sixty such effective date same within Emphasis added argue OCP could argue that a purchase of up to but not means that a purchase of may amount of exceeding an aggregate of 100,000 100,000 thereunder inventory from 1.00 to 10,00 100,000 would kill If the provision is interpreted it can still be as requiring an OCP purchase of $ 10X 000 of Its argued that CCP has the right to select which Laventory purchase did Of exures this right of selection would be items will be included in not contain at least 100,000 100,000 of items desired of little valus if the inventory by OCF REQUIREMENTS CONTRACT As originally drawn in the March 1 1960 Agreement Paragraph 3 : provided 3. 3. Quantities Quantities rn ee installation in the thirteen Western Alaska but not States including Hawail end lichiding except at your OCF's option direct mnd other sales subject to the limitation limitation hereinafter wwe wee wastes ' yore dW ame wey Page3 A letter writion writion by OCF dated March A with Fibroboard 21 1960 to confirm the mutual stated in part as follows : understanding understanding -- 1. Your rest is to supply us with the calcium silicate require or Contracting Contracting aanndd not to sell this product direct to Armstrong Supply Company and other independent independent independent Industrial distributing contracting contracting firms Emphasis added fTohleloowriingginparlovAigsrioenemfeonrtthweas amendeodn April 7 1960 by the substation of the original Paragraph 3 C llyon bereunder shall be the requirements tharoof of Engineering & Supply Division for sale your Pther Pther giza the ton Western and or installatica ta also at States Inchuling Inchuling Hawall and Alesha and your option direct Government Government ualos direct sales to Contracting and Supply Compeny Compeny and Armstrong Cork Company and sales to independent independent Industrial distributingdistributing cos- tracting firms subject to the limitations hereicher set forth Decembe5r 1960 Paragraph Paragraph 3 was replaced by the fellowing : TSthaeteasreaincslaurdviendg bHaywailtHahwiaisl agreement shall be the thire Western and Alaska Fibreboard has the option of terrabusting the mest found ba Paragraph 8 as amandod Agreement upon sixty days notice Upon such a either party upon six months notice Paragraph t8'esrmpirnoavitsiioonnsorcounpcoenrntienrgmipnuarticohnasbey n Paul B. Van Cures ~