Document a4Yo6L26YmgzBkeGebm1e0XqM

FILE NAME: Saberhagen (SBH) DATE: 1950 DOC#: SBH023 DOCUMENT DESCRIPTION: Legal - Exhibit 'C [Price Protection Policy] EXHIBIT C" (Cliiue numbered VI) Xffeetive Dooember 7, 1950 PRICE PROTECTION Factory's prices are subject to change at any time by written notice from Factory to Service Unit, stating an effect ive date. In the event Factory's prices advance or decline, Service Unit's unshipped orders or any portions thereof will be billed by Factory at prices in effect at time of shipment, regardless of date of order. This basic paragraph is subject only to the three (3) price protection exceptions stated below. Provisions Applying to Exceptions 1. 2 and 3 (a) Wherever, in the following exceptions, a limit time after effective date of price advance is stated for placement' of orders or submission of statements by Service Unit, the U. S. postmark on mail, or dates on wires*or confirmed telephone oalls will be the evidence of placement time. Orders placed or statement^ submitted late by Service Unit, regardless of cause, will not be valid for price protection purposes. There will be no exceptions to this provision. (b) Wherever, in the following exceptions, a limit time after effective date of price advance 1s stated for shipment of orders, Factory's price protection obligation will terminate if Factory cannot ship or has not promised to ship within the stated limit time. In oases where a written delivery promise has been made by Factory and broken for any cause, Factory will fulfill its price protection obligation regardless of actual shipping date, unless the delay in shipping was at Service Unit's request. Price Protection Exceptions 1. Service Unit Stock Factory will bill one (1) carload at prices in effect prior to price advance, to each stocking warehouse from existing orders. If no such carload order exists, then if Service Unit elects to place a carload stock order with Factory within fifteen (15) days after effective date of price advance, for shipment within sixty (60) days after effective date of price advance, Factory will bill same at prices in effect.prior to the price advance. For the purpose of this provision, a "stocking w a r e h o u s e " is defined as Service Unit's established warehouse (one EXHIBIT A-8 - MEMORANDUM IN OPPOSITION TO FIEREBOARD"S MOTION FOR PARTIAL SUMMARY JUDGMENT PRICE PROTECTION Page 2 only in any one oity) to whioh not leas than two oarloade bate been shipped dlreot from the factory in the,preceding twelve month period, excluding any speolal oontract project warehouse of Service Unit. 2. Service Unit Material Only Sales If Servloe Unit eleots to offer its customers the privilege of placing material-only orders at prices in effect prior to price advanoe, Paotory will aooept price-protected orders to cover from Servloe Unit, provided suoh orders are plaoed within thirty (3 0 ) days after effective date of prioe ad-, vanoe for shipment by Factory within sixty (60) days after effective date of prioe advance. Further provided that Servloe.Unit will support suoh orders to Factory by notating thereon the names, number and dates of customers* orders for which the material is ordered. Servloe Unit agrees that when less oarload quantities are Involved, they will ocmbine so as to place full oarload orders with Faotory. 3* Service Unit Applied Contraot Sales (including lump sum, ^nit prioe. Time and MaSerlm. or cost plus contracts) . Service Unit will be protected by Faotory at prioes in effect prior to price advance under the following conditions: Service Unit agrees to use escalation clauses in all possible bids. Contracts containing escalation are not price protected by factory. Bids submitted by Service Unit on or after the effective date of price advance are not price protected by Factory. Bids submitted bjr Service Unit prior to the effective date of price advance, which mature into secured signed con tracts within thirty (30) days after the effective date of price advanoe, also signed contracts seoured prior to the effective date of price advanoe, are prioe protected by Faotory, provided existing or new firm detailed orders to eover have been or are plaoed with Faotory by Servloe Unit not later than thirty (30) days after effective date of price advanoe for shipment by Factory within three (3) months after effective date of prioe advance. EXHIBIT A-9 PUM I.N OPPOSITION TO FIBREBOARD"S MOTION FOR PARTIAL (Qibm bo b bend VI) PRICE PROTECTION Exception 3 Continued Page 3 To validate prioe protection under Exception 3, Servioe Unit agreea to submit to Faotory within thirty (30) days after the effective date of prioe advance, a atateaent or statements, outlining those orders or portions thereof, which qualify. Statasenta to be valid aust contain full inforaation for each eontraot job, detailed under the following headings: Job Name Awarding Authority Date of Award Service Unit Order Nuaber Factory Promised shipping Date List Value Thus Service Unit orders or portions thereof that are for stock or for contracts containing escalation, or for any other reason, do not qualify for price protection under Exception 3, will not appear on the statements. Factory Agreement for Liquidating Valid Price Protection under Exceptions 1 . z and 3 During the first thirty-five (35) days after effective date of price advance, Factory agrees to automatically bill all material shipped to Service Unit at prices in effect prior to the price .advanoe. Factory will consolidate all valid prioe protection requested by Service Unit under Exceptions 1, 2 and 3* Within fortyfive (45) days after the effective date of price advance, Faotory will submit a statement to service Unit, recording all valid price protection due Service Unit expressed as Total List Value, and the list value of shipments as billed during the first thirty-five (35) days after effective date of price ad vance. The resulting balance will be designated as Net list Value Due. Factory will liquidate Net list Value Due, by continuing to bill all material shipped to Service Unit at prices in effect prior to the price advance until the Net List Value Due is liquidated. EXHIBIT A_10 MEMORANDUM IN OPPOSITION TO FIBREBOARD11S MOTION FOR PARTIAL SUMMARY JUDGMENT