Document npprawbgpwQxYJv10BwrONM06

AOTBaGWT THIS ADRREMENT made and entered into M of t'nle [Fjl_, 1953, by Md between TKK KiflUS-PICHSB SILKS COMPANT, J of Delaware corporation, with general office* in Cincinnati, Ohio, herein* after referred to as "Sellar," and THE QLIBDEN COMPAMI, an Ohio corporation, with general offices in Cleveland, Ohio, hereinafter referred to a* "Buyer," WTtXGSSSTHi IT IS AQRKED A3 FOLLOWSt Seller agrees to sell and Buyer agrees to buy upon the fallowing terms and conditional 1. MATERIAL (a) Leaded 2ino Oxitee, (b) American Process Lead Free Zino Oxide, hereinafter some- time referred to a "lino Oxides," The materiel covered by this Agreement shall be the Seller's standard grease of product currently being offered its own trade, 2. QUAflrm Buyer1* requirements for its use in ite own plants in the manufacture of paint products. 3, IP.ICE Seller's established prices to the paint industry. On all orders plaoed by Buyer with Seller before the first of any month for eldpmant during the aucoaeding month. Seller's eatebliehed Pilcou in efioct on the first of any suoli month shall govern all stub ship* rants made during ouch month. On all orders plaosd by Bityfr with Seller after the first of myr month for shipcent during that Month, Seller's established primes la affect at the time such orders are planned shall govern all *wh steSpeaots made during euoli month. h Lm GLD000151 ID th* orant of o pri*o daaUM*, tha lower fttiot oball bo applicable to ohlpnowt* nod* o b or aft*r h* dot* of Ouob doolift** TtStta OF FATHtWf If, 10 day#, not e**h 30 doye fro* dot* of lnToio*. Invoice# ohclX b* payable in lawful euuv****f of tfe Utaltod States 5,, shipping asCTOCTiona Shipment* vill b# nodo from tin* to tin* oa th* nood* of Buyer / requir* and will bo directed by 8ll*r t* dootinotion* which BK/or my froi tin* to tin* ooloct, 60 luagurr f c h gsauhta o bt aih k p S*ll*r nakoa no wwro&'ijr ai wy kind, *xpre* or iwplled? oaowpi that th* notorial eold barvuodwr oholl ba of norchontoble tw&lityj and tbo Boyer mi ita curtanoro 111 riok and liability for vwulta obtained by th us* of the notarial! whether naod ainfly or in wwfelnati** with othr product** 7. CUIM3 Mo oloin of any kind, vbothar oa to material d*livor*d *r toy nondelivery of tutorial? ohall bo groatar in amount than tho perch*** pri0 of tb notarial In raapoet of irttltfe onob damage* ara olaiued, and follow to give tootle* of oloin vithin aixtjt (60) toy* fron dot* of dalimy? or tho dot* fixed for d*Uv*vy> i-#p#otiv*Iy ohall constitute maim by Buyer of oil oloina in roapaot to *tb notorial* 6. TUP Boyer aboil ralstarn* S*U*r for all tax**? iwrtlta* *r Wat? chare*# which th* Bailor **y b required to pay to My fomwweat (uatiettft* . wtat* or local) upon th* aala or pradbwtion of th* aatariel uttA hitvadtiXh 9* coHTiWCTCDa m liability ehOI im&t iftwa d*l*y in p**fw*w & **& porforwana* aaoaad by oiifowMitamea bay*ud th* awtwl of the party affaVt*f? inelwtlne, bai not United V#( not of Choi, fir*? flood, war? ytmawmb V' GLD000152 notion, accident, labor trouble or ahortaga, inability to obtain tutorial, qulpMant or transportation. Quantltiea o affected ahall bo eliminated from tho contract without liability, but tbo contract ehall roaain ether** viia unaffected* 10. ASSIflKMEHT Thl* Agreement may bo assigned by oitbov of tho parties to any corporation resulting from tho consolidation or merger of oitbor of said parties into any corporation whether or not ouch party bo tho surviving corporation in moh merger or consolidation, but ahall not bo otherwise assignable without the agreement in writing first hod of each of tho partioo hereto* 11. p at e n t imman Seller warrants that tho use or oalo of tho notarial dalivorad hereunder will not infringe tho claims of any United States patent covering the material itself) but dooo not warrant against Infringement by reason of the use thereof in combination with other mattil si or in the operation of any process. 12o FAIR UbOa STAHHARD3 Seller warrants that in tho performance of this contract it will comply with the Fair labor Standards Act of 1933 end any amendments thereto, 13. t'HitATI OH This Agreement shall baoome effective as of acd ohall continue for a period of firo (J>) year* therefrom, and from year to year thereafter, subject to cancellation at the end of ouch firs year period, or at tha no ci` any year tl aro*ftr, by either party giving the other twalTO (12) months' notice in writing, and subject further to the right of tho Seller to cunuei this Agreement at any time on ninety (90) days* notice In writing in tho event it discontinue* tha manufacture of Zina Oxldss. 3" G<->000153 / / s' lii. ARBITRATION Any controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be Battled by arbitration in accordance with the rules than obtaining of the American Arbitration Association, and Judgment upon the award rendered nay be entered in any court haring jurisdiction thereof* 15. ENTIRETY OF CONTRACT This Agreement constitutes the entire oontraot of sale and purchase of the material named herein* No modification shall be of any force or effect unless In writing and signed by the party claimed to be bound thereby, and no modification shall be effected by the acknowledgment or acceptance ox' purchase order forms containing different conditions* IN WITNESS WHEREOF, tills Agreement has been duly executed by the proper officers of The Eagle-Fisher Sales Company and by the proper officer if The (111 dden Company ai of ttie day and year first above written. Tlit EAGLE-P1CHER SAIJSS COMPANT THE OLIDDEN COMPANY GLDOOO154 s u p p l e me n t a l a g r ee me n t THIS AGREEMENT is to b attached to and made a part of a certain contract dated February 5, 1$53, by and between THE XAOIE-PICHKR &A2SS COMPANY, a Delavare corporation, having its general offices in Cincinnati, Ohio, and THE OUDDEN COMPANY, an Ohio corporation, having its general offices in Cleveland, Ohio. For value received, THE EiOIN-PICHER SALES COMPANY does hereby assign, transfer and aet over unto THE EAQLE-PICHER COMPANY, its fuooessora and assigns, the above-mentioned contraot, subjeot to all of the terms and oonditions thereof, litis assignment shall be effective as of the olose of business on NoYerubor 30, 195h. IN WITNESS WHEREOF, the said THE EAOL&-PICHER SAINS COMPANY has hereunto set its hand by its Vioe President thereunto duly authorised and has caused its corporate seal to be hereunto affixed, duly attested by its Secretary, in the City of Cincinnati, Ohio, on this 3Ott, day of November, 3?Sii. THE KlQli-PICHHR SALES COMPANY Attesti WW(% cuitory -* * # * # THE EAGUi-PICHIR COMPANY, in consideration of the foregoing assign ment of the enid contract dated February 5, 1953* and of the oonsent thereto of THE GLIPUEN COMPANY, hereby assumes ths contract as desorlbed in the fore going assignment and as of the olose of business on November 30, 1951*, agrees to perform and abide by all of the terms, provisions, obligations, covenant* and agreements as set forth in said contract. IN WITNESS WHEREOF, the Bald THE KAGIE-PIOHER COMPANY has hereunto -16LD000155 N 2095.01 v it* hand by it* Vico Pr#id*nt thereunto duly authorised and caused Its corporate ceal to b hereunto affixed, duly attested by its dooratary in the City of Cincinnati, Ctiio, on thie <**3r November, 19'll* THE XIOIB-PICHHl COMPANY *** THE aLMDQf COMPANY hereby consents to the esei&wiont by THE FAQlE-PICHEft SALES COMPANY to THE EA0LE-P1CHBR COMPANY of the said contract dated February $, 29$}, hereinabove set forth, effeotive a* of the close of business on November 30, 195U* IN WITNESS WHEREOF, the said THE QUDMN COMPANY hae hereunto net its hand by its Vice Presidentthereunto duly authorised and o&uaed its corporate seal to be hereunto affixed, duly attested by Its _____Secretary, in tht City of Cleveland, Ohio, on thie 13th day of December, 195U* THE QLTDDEMO^MfAXT' R, P. Horner, Secretary ' sXLV. Noth, Vice President -2CLD000156