AGREEMENT
NEW ENGLAND BUSINESS SERVICE, INC.
AND
APPLETON PAPERS INC.
This agreement, entered into this nineteenth day of September, 1995 by Appleton
Papers Inc., 825 East Wisconsin Ave., Appleton, Wisconsin, and New England
Business Service Inc., 500 Main Street, Groton, Massachusetts, constitutes
acceptance of Appleton Papers Inc. pricing proposal contained in Appendix A of
this agreement and other agreement terms as follows:
A. TERM OF AGREEMENT
-----------------
This agreement will commence on July 1, 1995 and continue until June 30, 1998.
Prior to March 1, 1998, it may be mutually reviewed for renewal, modification
or cancellation. If either party elects to cancel this agreement on or after
June 30, 1998, the party electing to cancel agrees to provide written notice of
intent to cancel to the other party 90 days in advance of cancellation date.
This agreement may extend at will beyond June 30, 1998, upon the consent of
both parties and subject to the 90 day cancellation provision.
B. VOLUME
------
NEBS agrees to purchase and Appleton agrees to provide under the terms of this
agreement 100% of carbonless roll products as are offered by Appleton and
required by NEBS production facilities in the USA and Canada. NEBS and
Appleton agree to negotiate in good faith the terms and conditions for sale and
purchase of other Appleton products not specified in this agreement.
C. PRICE COMPETITIVENESS
---------------------
Appleton agrees to remain competitive with market conditions within the
industry.
Appleton warrants that prices, allowances and other terms and conditions are as
favorable as any offered by Appleton to any other customer of the same or
substantially similar volume and type of business.
If more favorable prices, allowances or other terms and conditions are
hereafter offered by Appleton to any other such customer during the duration of
this agreement, Appleton shall immediately notify NEBS and such prices,
allowances and other terms and conditions shall apply to such portion of this
agreement as may remain on the date such changes become effective. Should any
other manufacturer of carbonless paper offer to NEBS a lower net price on any
carbonless product frequently purchased by NEBS which is the same or
essentially similar to an Appleton product covered by this agreement, NEBS may,
at its option, provide full and complete details of such offer in writing to
Appleton and request that Appleton meet such offer. If Appleton declines to
meet such offer, NEBS reserves the right to procure whichever portion of their
requirements are offered at the lower price from that other supplier.
D. PRICING
--------
Pricing details are outlined on Schedule A (attached), which schedule is a part
of this agreement.
NEBS agrees to specify NCR Paper* Brand of Carbonless Paper for all carbonless
forms purchased by NEBS from outside suppliers to NEBS. [
confidential treatment has been requested
]
In the event of an Appleton price list increase, Appleton will hold prices in
effect immediately prior to such increase for a period of [confidential
treatment has been requested] days from the effective date of the increase.
The price list increase announced by Appleton for implementation in the general
market on July 3, 1995, will be implemented for NEBS on January 1, 1996.
Should it become necessary for Appleton to increase prices during the term of
this agreement, NEBS will accept such increases at the rate of [confidential
treatment has been requested] of the amount announced to the market. There
would be a maximum of [confidential treatment has been requested] during the
three year duration of the contract.
E. SERVICE
-------
Appleton will maintain a stocking program for NEBS. The terms of such stocking
program will be negotiated in good faith, and from time to time, by NEBS and
Appleton.
In the event of a strike or natural disaster which causes interruption of
production at one of Appleton's locations, Appleton agrees to continue to
supply NEBS' requirements from it's other locations.
Appleton recognizes the importance of timely deliveries of product to NEBS and
it shall be incumbent upon Appleton to advise NEBS of any unreasonable delay in
the delivery of product.
F. OUALITY
-------
Appleton will provide carbonless paper which meets NEBS' exacting needs for
market acceptance and production efficiency.
In the event that a product commonly purchased by NEBS and commonly produced by
Appleton does not, or during the term of this agreement should not, meet NEBS'
need for market acceptance or production efficiency; Appleton agrees to make
every reasonable and expeditious effort to provide product which does meet such
needs by changing product configuration, providing product from an alternative
Appleton mill or by substituting another Appleton product which is acceptable
to NEBS.
G. COMMUNICATION AND REDRESS
-------------------------
In the event that Appleton fails to meet agreed upon levels of service or
quality, NEBS agrees to communicate any such failure to Appleton. Appleton
recognizes that timing is very important and agrees to make every reasonable
and expeditious effort to eliminate the cause or causes of such failure.
If Appleton is unable to meet NEBS' immediate needs because of such failure,
NEBS, upon written notification to Appleton, retains the right to procure its
immediate needs from another source, and Appleton agrees to assume any
reasonable price differences incurred by NEBS to procure such emergency needs
for a product which is the same or essentially similar.
If, after a reasonable time, Appleton has been unable to eliminate the cause or
causes of such failure; either party may, as a last resort, cancel this
agreement in its entirety with a 90 day written notice to the other party.
H. BENEFICIAL INTENT
-----------------
It is agreed by each party that it enters this agreement intent upon a
partnership which is protective of and beneficial to the interests of both
parties. In the event that disagreements between the parties should arise
during the term of this agreement, each party agrees to consider the reasonable
positions taken by the other and to attempt to negotiate in good faith a
solution equitable and beneficial to each.
I. CONFIDENTIALITY
---------------
It is agreed by both NEBS and Appleton that all prices, terms and conditions
contained in this agreement will be held confidential by both parties, and will
not be divulged to any persons who are not employees of either company. It is
further agreed that such prices, terms and conditions will be divulged only to
those employees of either company whose day to day functions require a need to
know.
by /s/ John Depies Date 9/19/95
------------------------------ -------------
John Depies, Appleton Papers Inc.
by /s/ Edward M. Bolesky Date 9/19/95
------------------------------- -------------
Edward M. Bolesky, New England Business Service, Inc.
Appendix A
NEW ENGLAND BUSINESS SERVICE
Printer
BLUE/BLACK Net Price
GRADE PRINT DESCRIPTION Per CWT
- ------------------- ----------- ---------------------------- ---------
SUPERIOR
CB BLUE PRINT CB 16# White [
CB 21# White
BLACK PRINT CB 16# White conf-
CB 21# White idential
CF CF 15# Colors (Grn/Blue/Gold)
SPECIALTIES
CB BLUE PRINT CB 26# White MICR treatment
BLACK PRINT CB 15# Colors
CB 26# White MICR
SPECIALTIES
CF CF 27# Cl S Ledger White has
CF 27# ClS Ledger Buff
CF 105# Tag White, Manila
SPRINT
CB BLUE PRINT CB 15.0# White been
BLACK PRINT CB 15.0# White
CFB BLUE PRINT CFB 14.5# White
CFB 14.5# Canary, Pink requested
BLACK PRINT CFB 14.5# White
CFB 14.5# Canary, Pink
CF CF 15# White
CF 15# Canary, Pink
RECOVER
CB BLACK PRINT CB 15.0# White
CB 26# White MICR Recover
CFB BLACK PRINT CFB 14.5# White
CFB 14.5# Canary, Pink
CFB 14.5# Goldenrod
CF CF 15# White
CF 15# Canary, Pink
CF 15# Goldenrod ]
Appendix B
[confidential treatment has been requested]
GRADE PRINT DESCRIPTION [confidential treatment
has been requested]
COLOR AMOUNT AMOUNT
7/3/95- 1/1/96
12/31/95
- -------- -------- -------------------------- -------- ------
SUPERIOR Blue CB 16# White [
CB 21# White confidential
Black CB 16# White
CB 21# White
Blue CFB 14# White treatment
CFB 14# Colors
Black CFB 14# White has been
CFB 14# Colors
CF CF 15# Colors (Gold, Green, requested
Blue)
SPECIALTIES Blue CB 26# White MICR
Black CB 15# Colors
CB 26# White MICR
CF CF 27# Ledger White
CF 27# Ledger Buff
CF 105# Tag Manila
SPRINT Blue CB 15# White
Black CB 15# White
Blue CFB 14.5# White
CFB 14.5# Canarv, Pink
Black CFB 14.5# White
CFB 14.5# Canarv, Pink
CF CF 15# White
CF 15# Canarv, Pink ]
APPLETON PAPERS INC.
825 E. WISCONSIN AVENUE
P.O. BOX 359
APPLETON, WI 54912-0359
414-73 4.9841
Agreement Extension
New England Business Service
And
Appleton Papers Inc.
The current agreement existing between New England Business Service and
Appleton Papers Inc. (July 1, 1995 through June 30, 1998) is amended and
extended as follows:
1. The current agreement is extended for two years, now to expire on June
30, 2000.
2. The Appleton price increase of June 30, 1997 will be limited in its extent
to NEBS to [confidential treatment has been requested] of the announced
amount of the increase. This will be the only price increase during the
fiscal year July 1, 1997 through June 30, 1998.
3. Appleton will limit the number of price increases to NEBS to no more than
[confidential treatment has been requested] market increase in each of the
two fiscal years during the period July 1, 1998 through June 3O, 2000.
4. Any price increases during the period of this agreement beyond the increase
of June 30, 1997 will be limited in their extent to NEBS to [confidential
treatment has been requested] of the announced amount of such increases.
5. In the event that an opportunity should arise affording significant
additional carbonless tonnage to Appleton from NEBS, Appleton agrees to
review the terms of this agreement with NEBS.
6. All other terms and conditions of the original agreement remain unchanged.
7. This amendment is in response to competitive conditions based upon customer
representation and Appleton Papers market analysis.
by /s/ John Depies Date 8/19/97
------------------------------ -------------
John Depies, Sales Director Carbonless Rolls, Appleton Papers Inc.
by /s/ Steven G. Schlerf Date 8/26/97
------------------------------- -------------
Steven G. Schlerf, Vice President Manufacturing and Technical
Operations, NEBS