Document DVp6GG16wn9RM91NQ98rJ5NQ

0?Z, ffic. Z/'rrfio/r,. /6/JJ.//S April 5, 1957 Hr. E. J. O'Leary Executive Viee President The Ruberold Company 500 Fifth Avenue Hew York 36, N. Y. | 1 1 1 Lear Hr. O'Leary: __--w* Pursuant to our various discussions and correspondence with regard to the Ruberold Company selling Bird Asbestos Cement products, I believe that the following represents our view of the various under standings that we should have on this transaction: 1. ) BASIC ARRANGEMENT The Ruberold Company will furnish Bird with Asbestos Cement pro ducts on the basic principle of allowing Bird, a manufacturer's discount of 10^ beyond the net prices which Ruberold has estab lished on their own sales to their regular trade customers who are enjoying the maximum discounts Ruberold offers. Ruberold will ship such Asbestos products with full freight allowed to any regularly established Bird Asphalt Roofing plant, and to Bird warehouses where their Asphalt Roofing products are stocked, at Jersey City, New Jersey, or any other point where Bird maintains a warehouse for their As phalt Roofing products in a city In which is located an op erating asphalt roofing plant of any manufacturer. In the 37 states east of the Rockies. Ruberold will make any adjustment in transportation with Bird on shipments made direct from Ruberold *s Asbestos Cement pro ducing plants direct to Bird customers beyond the freight ex pense which Bird Is able to recover from Its customers In sell ing them In competition on Asbestos Cement products. 2. ) PRICE CHANCES In the event Ruberold makes a change in their prices to Bird, the new prices to Bird will be established In accordance with the basic principles set forth in paragraph 1. 004178 Mr. E. J. O'Leary The Ruberoid Co. New York 36, M.Y. -2 April 5, 1957 In the event that such new prices from Ruberoid to Bird re present a decrease in the latter* s net cost, the lower net prices will apply to any shipments In transit on the effect ive date of the change. In the event that the new prices from Ruberoid to Bird re present an increase in the latter* s net cost, Ruberoid will extend, to Bird the same privilege of placing orders at the former lower prices and the same period to take shipments of such orders as Ruberoid provides for their regular trade customers. 3.) LABELS Ruberoid will ship Asbestos Cement Products to Bird under Bird's own brands. Hie finishing materials and/or labels used will be furnished at its expense by Ruberoid according to designs and wording determined by Bird, provided that the size, shape and material used must be the same as Ruberoid normally uses for their own branded goods. 4. ) PROTECTION AGAINST PATENT IKFRIKQEHENT Ruberoid will assume any liabilities and damages, including costs and expenses of suit, that may be incurred by Bird be cause they have purchased and sold Asbestos products made under this arrangement by Ruberoid under the Bird label due to alleged or proven Infringement of any patents, copyrights, design patents or other legal rights. 5. ) SAMPLES Bird will furnish sables at their expense and may, if it is mutually agreeable, arrange to have Ruberoid produce such samples with Bird labels and charge for them at Ruberoid* a cost. 6. ) COMPLAINTS If Asbestos Cement products produced by Ruberoid under the Bird label are considered defective, Ruberoid will replace the material and will stand labor charges that may be in volved not to exceed 49.00 per square. In the event such complaints arise on Bird labelled Asbestos Cement products produced by Ruberoid, the latter will be given an opportunity to investigate the complaint and examine the materials to determine to our mutual satisfaction if they are defective, before any adjustment is settled in which Ruberoid is ex pected to participate. 004179 Kr. E. J* O'Leary The Ruberold Co. Hew York 36, N.Y. 3- April 5* 1957 7.) DELIVgRIBS Ruberold vlll handle orders from Bird for Asbestos Cement pro ducts under this arrangement In the same fashion that they handle orders from their other trade buyers without prejudi cing such orders In favor of other orders on their books at any time. In the event of Interruptions to production due to strikes, riots, war or other causes beyond Ruberold's control, or In the event of delay In deliveries beyond 60 days due to excess of demand over supply for any period. Bird orders for Asbestos Cement products under this arrangement will be given the same share of Ruberold *a production that the Bird orders for the previous six months' period bear Ruberold's total shipments In that period. 8.) TEBUHATIOK Once this arrangement is accepted by both parties as evidenced by mutual signatures to this letter, the arrangement will con tinue in force Indefinitely unless terminated by a six months' notice In writing given by either party to the other prior to the desired termination date. 9.) CURRENT PRICES AND TERMS A. Ruberold will furnish Bird with 12 x 24 Asbestos Siding (with Duroc finish) at Ruberold'a published carload list price leas discounts of 6rf> less 10j, and 12fJ per cwt. allow ance. Full freight will be allowed by Ruberold on shipments to Bird's Asphalt Roofing plants and/or warehouses as specified In paragraph 1. On direct rail carload or truckload shipments from Ruberold *s plants to Blz*d customers, if destination of the shipment Is within Ruberold' a own or a competitive Asbestos Cement factory point, Ruberold will allow full freight charges. If destination Is outside of Ruberold* s own or a competitive Aabet>o03 Cement factory point, Ruberold will allow Bird up to 124 P*r cwt. and ' If applicable will equalize freight charges with the nearest competitive Asbestos Cement factory point. B. American lhatcb Asbestos roof shingles available from Ruberold's Mobile, Alabama and Dailas, Texas plants only, will be sold to Bird at Ruberold* s published carload list price, less $ discounts of 6 less 10, and 12{f per cwt. allowance. 004180 i Mr. E. J. O'Leary The Ruberoid Co. New York 36, N.Y. April 5, 1957 On direct rail carload or truckload shipments, where destina tion is within Ruberoid *8 own or a competitive Asbestos Cement factory point, full freight charges will be allowed. If dest ination is outside of Ruberoid *s own or a competitive Asbestos Cement factory point, Ruberoid will allow up to 124 Px* cwt. and if applicable will equalize freight charges with the near est Asbestos Cement factory point. Shipment of American Thatch Roof shingles must be limited to destinations normally served by Mobile, Alabama and Pallas, Texas plants of the Ruberoid Company. C. Stonewall Asbestos Board will be sold by Ruberoid to Bird at Ruberoid*s published list price less 105&, les3 55^, leas 10^, F.Q.B. Ruberoid's Asbestos Cement plants at South Bound Brook, New Jersey, Mobile, Alabama, Pallas, Texas, or St.Louis, Miss ouri. Batten strips will be sold at a similar discount basis from the published list price. Chi rail carload or truckload shipments from Ruberoid*s plants to Bird customers, if the destination of the shipment is with in Ruberoid's own or a competitive Asbestos Cement factory point where these products are manufactured, full freight charges will be allowed. If destination is outside Ruberoid's own or a competitive Asbestos Cement factory point, and if applicable Ruberoid will equalise freight charges with the near est competitive Asbestos Cement factory point. Terms of payment - 2$ 10th proximo., net 30th proximo. If you agree with the statement of this arrangement as set forth above, I would suggest that you sign the duplicate copy of this letter and return it to us, keeping the other for your files. That will be sufficient for our purposes to establish the basi3 for working together for Bird's purchase of Asbestos Cement products from the Ruberoid Company. As soon as we have received your indication that this is acceptable, we will then advise you more definitely as to when we feel we can get started on this program. Very truly yours. ELCtcat----i Vice President 004181