Procter & Gamble
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The Procter & Gamble Company
Sharon Woods Technical Center
11520 Reed Hartman Highway, Cincinnati, Ohio 45241-2422
MEMORANDUM OF AGREEMENT
Fabric Care Purchases
Sharon Woods Technical Center
11520 Reed Hartman Highway
Cincinnati, Ohio 45241
(1) Buyer: The Procter & Gamble Manufacturing Company
(2) Seller: Tredegar Molded Products Company
1100 Boulders Parkway
Richmond, Virginia 23225
(3) Commodity: The Fabric Care & Conditioners product ("FCC
Product") is Downy Liquid Fabric Conditioner Collars
and Cups. Specification numbers are included on
attachment titled "Specification Numbers."
The Automatic Downy Dispenser product parts ("ADD
Parts") are components of the Downy Liquid Dispensing
unit. Specification numbers are included on
attachment titled "Specification Numbers."
The Hard Surface Cleaners product ("HSC Product") is
Comet Powder Sifter Caps. Specification numbers are
included on attachment titled "Specification
Numbers."
"Products" are the FCC Products, ADD Parts, and HSC
Products.
(4) Quantity: 100% of Buyer's requirements, estimated at
[_____]* FCC Products per year, [_____]* ADD Parts
per year, and [_____]* HSC Parts per year, for the
period of this agreement.
(5) Quality:
(a) Products are to be equal to or superior to Buyer's applicable
general and individual specifications and other written quality
standards, including any subsequent additions or alterations agreeable
to Buyer and Seller. The quality throughout the Agreement Period shall
equal or surpass that of commercially available competitive products.
(b) Seller will work with Buyer to continuously improve the quality of
the products Seller provides to Buyer. Quality targets will include,
but will not be limited to, zero short shipments and zero contamination
of the Product. Further quality performance targets will be developed
jointly by Buyer and Seller to ensure superior products.
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* Confidential portion omitted and filed separately with the Securities and
Exchange Commission.
Page 2 of 8
(5) Quality (continued):
(c) Seller, at its own expense, will clean, inspect, and perform all
routine maintenance on all equipment and tooling required to
manufacture the Products on a regular basis, such as replacement of
leader pin bushings, leader pins, standard ejector pins, and heater
bands (if a hot runner system). Buyer will be responsible for
performing all other maintenance on the tools required to manufacture
the Products, including repair or replacement of components, provided
that Buyer may ask Seller to perform such maintenance at Buyers
expense.
(6) Period:
The contract will commence on July 1, 1995 and terminate on September
30, 1998.
(7) Price:
(a) Base Pricing
Products' base pricing will be as per Attachment 1. Seller's obligation
to price Products in accordance with Attachment 1 is contingent on
Buyer's annual purchases of the volume estimates set forth in Paragraph
4, plus or minus fifteen (15) percent. If Buyer's annual purchases of
any of the Products falls outside this range (noted on Table 1 below),
either Buyer or Seller has the option to open discussion of price
changes.
Table 1
Minimum Amount Maximum Amount
-------------- --------------
FCC Product [_____]* [_____]*
ADD Parts [_____]* [_____]*
HSC Parts [_____]* [_____]*
(b) (De)escalation Factors
The base price is based on Polypropylene ("PP") and High Density
Polyethylene ("HDPE") prices as of June 1, 1995. Seller has the right
to escalate and the obligation to de-escalate the price of the Products
based on actual changes in Seller's resin costs. Price changes on HDPE
and PP will be subject to the attached policy dated July 18, 1994 and
titled "Procter & Gamble Injection-Molding Resin Price Change Policy".
(De)escalation factors for Products will be as per Attachment 2.
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* Confidential portion omitted and filed separately with the Securities and
Exchange Commission.
Page 3 of 8
(7) Price (continued):
(c) Non-Material Price Increases
Both parties agree that non-material price increases (understood to be
all increases not related to resin, colorant, or other packaging
materials) will be negotiated annually (on September 30, 199X) with a
maximum of a [_____]* increase each year.
This provision is independent of any volume-related price change that
may occur under the provisions of Paragraph 7(a).
(8) Shipments:
From time to time as Buyer may request on specific purchase orders or
releases.
(9) Terms:
Seller agrees to invoice Buyer for Products and applicable freight
charges at the time of Products' shipment by Seller to Buyer or Buyer's
designee.
Invoice payment is due net thirty (30) days from Buyers receipt of
invoice.
(I0) Environmental Compliance:
Seller warrants that all goods comply in all respects with the
applicable requirements of the Canadian Environmental Protection Act,
the US Toxic Substance Control Act, including all Regulations under
said Acts and all other relevant legislation.
Seller warrants that all substances it provides to Buyer will
accurately correspond to Buyer's specification(s) and that it will
notify Buyer in advance of any proposed change in the substance(s)
specified and supplied hereunder which could alter or add to any of the
Chemical Abstract (CAS) number(s) for those substances which are listed
in the Raw Material Specification(s) cited herein. Any such changes
must be mutually agreed upon by Buyer and Seller prior to shipment to
Buyer.
Seller agrees to indemnify and hold harmless Buyer and its affiliates
from all damages and liability resulting from a breach of these
warranties by Seller.
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* Confidential portion omitted and filed separately with the Securities and
Exchange Commission.
Page 4 of 8
(11) Termination
Should Buyer by reason of package redesign, product reformulation,
process change or similar good faith commercial reason deem it
necessary to reduce or discontinue its usage of any item covered by
this Agreement, Buyer shall have the right to reduce or discontinue
Seller's shipments hereunder. Any such reduction or discontinuance will
be in the same proportion as applied by Buyer to other suppliers, if
any, supplying this material to Buyer, and provided further, that Buyer
has given Seller not less than thirty (30) days' notice of such
reduction or discontinuance, with the understanding that Buyer will
give Seller as much notice as is possible for the given circumstances,
and provided further that Buyer agrees to purchase from Seller
commercially reasonable quantities of its inventory (whether finished
goods or raw materials) designated for the manufacture of Products or
readied for shipment to Buyer that cannot be used elsewhere by Seller.
For safety or health-related reductions or discontinuances, Seller
agrees to discontinue production immediately upon receipt of written
notice and justification from Buyer.
(12) Releases
To enable Buyer to maintain inventory control, Products are to be
manufactured by Seller only upon receipt of specific authority,
including releases from the Procter & Gamble Lima, OH Plant ("Lima"),
Owens-Brockway - Findlay, OH Plant ("Owens"), or the Procter & Gamble -
St. Louis, MO Plant ("St. Louis"). Products are to be released and
shipped by Seller in accordance with the Lima's, Owens', or St. Louis'
instructions. Seller may not accrue storage charges for Buyer's account
unless specifically authorized to do so in writing by Buyer.
(13) Specification Changes:
(a) If at any time during the period of the Agreement, Buyer and Seller
are unable to agree on any portion of Buyer's specifications, and Buyer
can purchase material meeting said specifications from another
supplier(s), Buyer shall notify Seller and Seller shall have the
opportunity to meet said specifications. If Seller fails to do so
within thirty (30) days from said notification, with the understanding
that Buyer will give Seller as much notice as is possible for the given
circumstances, Buyer shall have the right to purchase elsewhere the
quantities required for consumption for the balance of the contract
period.
(b) If Buyer desires to make minor changes in the specifications of any
of the materials covered herein during the period of this Agreement, it
shall be Buyer's privilege to do so, and Seller shall have the right to
change prices accordingly, provided that any changes in price shall be
based only upon any increase or decrease in the cost of material and
labor involved in producing materials under the revised specifications
provided any changes do not materially affect Seller's production speed
or efficiency. If Seller is unable to produce the materials in
quantities required by Buyer, in accordance with the new specifications
established by Buyer, with thirty (30) days notice, and at a price
acceptable by both parties, Buyer shall have the option of purchasing
such materials from another source and terminating its obligations
under this Agreement for the item involved.
Page 5 of 8
(14) Warranty:
(a) In the event of any failure or defect in Products produced
hereunder resulting from Seller's failure to comply with the terms of
this Agreement, including but not limited to Buyers specifications,
Seller agrees, if Buyer so requests, to rework and/or scrap any
defective product, or authorizes Buyer to do so, and Seller shall, at
Buyer's option, replace any defective Products or credit Buyer for
total cost thereof, including, to the extent undertaken by Buyer at
Sellers request, the cost of inspecting, sorting, reworking, and
scrapping. In addition, Seller shall be responsible for claims by third
parties against Buyer for loss or damage to the extent such loss or
damage is the result of Seller's failure to produce Products of
merchantable quality.
(b) By acceptance of this Agreement and in consideration thereof,
Seller warrants and agrees that it will defend any suit that may arise
against the Buyer or any subsidiary or affiliated company thereof for
alleged infringement of any patents relating to any Products, article
or articles furnished hereunder, and that the Seller will indemnify and
save harmless the Buyer and any subsidiary or affiliated company
thereof, against any loss. including damages, costs and expenses,
including attorneys' fees, which may be incurred by the assertion of
any patent rights by other persons. Buyer agrees to hold Seller
harmless with respect to liability for infringement of a design patent
by reason of making or furnishing to Buyer hereunder, any article or
articles the ornamental appearance of which was specified by Buyer and
not offered by Seller as an option.
(c) Seller warrants that Products will conform to the provisions of
Paragraph 5.
(d) Seller makes no other warranties, express or implied, regarding the
Products other than as expressly set forth in this Agreement.
(15) Trial Orders:
Buyer reserves the right to place trial orders outside of this
Agreement for any materials included herein if this becomes necessary
in the process of qualifying new suppliers. Such trial orders will be
limited in size and/or frequency so that the intent of Paragraph 4 is
not violated.
(16) Cost Savings:
Buyer and Seller agree to engage in cost savings projects to improve
and/or reduce costs of the Products. Buyer and Seller will negotiate
the sharing of net cost savings from such projects on a case by case
basis.
(17) Confidentiality:
Seller agrees to take all reasonable precautions to ensure the
confidentiality of Buyer's Products and/or confidential information
related to all materials necessary to make Buyer's Products. If this
confidentiality is breached, Buyer shall have the right to terminate
this Agreement immediately.
Page 6 of 8
(18) Transferability:
This Agreement shall not be transferred or assigned by a party to any
third party without prior consent of Buyer. Buyer at its sole
discretion may terminate this Agreement without further obligation if
there is a change in controlling ownership of Seller.
(19) Robinson-Patman Act:
Seller warrants that the prices set forth in this Agreement are valid
under the provisions of the Robinson-Patman (Price Discrimination) Act
and all other pertinent laws, orders and regulations.
(20) Meet Or Release:
If at any time during the period of this Agreement Buyer can purchase
Products of like quality and like quantity at a price which will result
in a delivered cost to Buyer that is lower than the delivered cost of
the material purchased hereunder, Buyer may notify Seller of such a
delivered cost and Seller shall have an opportunity of pricing material
hereunder on such a basis as to result in the same delivered cost to
Buyer within forty-five (45) days of said notification. If Seller fails
to do so or cannot legally do so, Buyer may purchase from the supplier
of the lower delivered cost material, and any purchase so made shall be
held to apply on this Agreement, and the obligation of Buyer and Seller
shall be reduced accordingly. The spirit of this Paragraph is to
protect Buyer from being disadvantaged by manufacturing breakthroughs
in Seller's industry, If such breakthroughs would enable Buyer to
achieve superior value by purchasing any of the Products covered by
this agreement from another source, it will be Buyer's right to do so.
(21) Favored Nations:
If, during the life of this Agreement, the Seller sells any products or
articles substantially the same as those listed herein at prices,
including applicable freight equalization terms, lower than the prices
then effective under this Agreement, said lower price shall apply on
all goods thereafter shipped under this Agreement during the period of
sale at such lower price to others, provided Seller can legally extend
such lower price to Buyer.
(22) Freight:
On goods bought "delivered" or "F.O.B. destination," Seller should
prepay freight or other transportation charges. On goods bought "F.O.B.
point of origin" or 'F.O.B. Sellers Plant," on which Seller prepays
freight and invoices Buyer, invoice including transportation charges
must show weight of shipment, freight rate charged, and name of
carrier, or be accompanied by a copy of the prepaid freight bill: Buyer
may withhold payment of freight portion of Seller's invoice until date
that this condition has been fulfilled. The "non-recourse" clause an
the bill of lading covering the shipments must not be signed, and any
over-charges which may accrue will be for Seller's account.
Page 7 of 8
(23) Force Majeure:
Fire, flood, strikes, lock-out, epidemic, accident, shortage of
customarily used transportation equipment (or suitable substitute), or
other causes beyond the reasonable control of the parties, which
prevent Seller from delivering or Buyer receiving and/or using the
Products covered by this Agreement, shall operate to reduce or suspend
deliveries during the period required to remove such cause. In the
event of reduced deliveries by Seller under the provisions of this
paragraph, Seller shall allocate its available supply of Products,
component raw materials, and related manufacturing facilities among
purchasers and Seller's divisions, departments, and affiliates on such
basis that Buyer's percentage reduction will not be greater than the
overall percentage reduction in total quantity of Products, component
raw materials, and related manufacturing facilities Seller has
available for supply. Any deliveries suspended under this paragraph
shall be canceled without liability, and the Agreement quantity shall
be reduced by the quantities so omitted.
In the event non-availability of raw materials causes Seller to reduce
shipments to Buyer, Seller agrees to give Buyer the option to provide
such raw materials to Seller at a price not to exceed Buyer's market
place. If Buyer provides such raw materials to Seller at such price,
Seller will increase deliveries of Products to Buyer by the amount
produced with the raw materials supplied by Buyer up to the quantity
specified in the Agreement.
(24) Compliance With Other Laws:
Whether this Agreement refers to manufactured items or to work, Seller
warrants and agrees that it has complied, and will comply, with (1)
applicable employment laws of the U.S., including without limitation
Social Security, unemployment compensation, unemployment insurance,
workers' compensation laws and the Fair Labor Standards Act as amended,
(Each invoice must bear the following certification: "Materials or work
covered by this invoice were produced in conformity with the Fair Labor
Standards Act as amended.") and (2) all other applicable U.S. laws,
codes, regulations, rules, and orders, and all other applicable
Canadian laws, codes, regulations, rules and orders to Seller's
knowledge. Seller agrees to indemnify Buyer and save Buyer harmless
from any damage to Buyer resulting from Seller's failure to comply with
the foregoing, and in the event of such failure Buyer may, in addition,
cancel this Agreement.
(25) Headings:
Paragraph headings or titles are intended for ease of reading and are
not intended to have any legal meaning.
Page 8 of 8
(26) U.S. Government Contract:
Some of the material or services covered by this Agreement is to be
used on a contract with the Federal Government to which the provisions
of Section 202 of Executive Order 11246, Section 402 of The Vietnam Era
Veterans Readjustment Act of 1974 and Section 503 of The Rehabilitation
Act of 1973 apply, and consequently the provisions of Section 202,
Section 402 and 503 will become binding upon the Seller upon acceptance
of this Agreement, if this Agreement exceeds $10,000 or applies against
a contract exceeding $10,000 in one year with respect to Sections 202
and 402, and $2,500 with respect to Section 503. Regulations under the
Executive Order, The Vietnam Era Veteran's Readjustment Act and the
Rehabilitation Act may require Seller to develop an Affirmative Action
Compliance Program, to file an Employee Information Report EEO-1 or
other reports as prescribed, and to certify that its facilities are not
segregated on the basis of race, color, religion, or national origin.
(See 41.CFR 60.)
(27) Jurisdiction:
The parties hereto agree that all of the provisions of this contract
and any questions concerning the interpretations and enforcement shall
be governed by the internal laws of the state of Ohio, U.S.A.
The Procter & Gamble Manufacturing Company Tredegar Molded Products
BUYER SELLER
BY: /s/ J.M. Kelly BY /s/ David Reed
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(Signature) (Signature)
J.M. Kelly David Reed
- ------------------------------------- ----------------------------------
TITLE: Purchasing Director TITLE: General Manager-Molded
Products Division
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DATE: 8/8/85 DATE: 8/4/95
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Specification Numbers
Production Description Spec. Number
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FCC Products
3X Collar - Blue (World Color) 1862226
3X Cap - Pink (AF) 1862234
3X Cap - Yellow (SR) 1863034
3X Cap - Green (MS) 1863042
3X Cap - White (FR) 1863059
1 X Collar - Blue (AF) 1864248
1X Cap - Pink (AF) 1864192
ADD Products
Valve 1451616
Weight 1451608
Chain 1451624
Collar 1451632
HSC Product
Red Sifter Cap 1860071-2
Procter & Gamble
July 18, 1994
PROCTER & GAMBLE INJECTION-MOLDING RESIN PRICE CHANGE POLICY
This document outlines Procter & Gamble's policy regarding resin-based price
changes for all resins used in the production of Procter & Gamble's
injection-molded products. This policy is in effect as of July, 1994 and applies
to all items not previously covered by a written price escalation/de-escalation
clause in a Memorandum of Agreement or purchase order.
BACKGROUND
Procter & Gamble is pursuing several objectives with this policy. Our company is
working very hard to manage and improve all aspects of product cost, so as to
deliver greater value to the consumer. Plastic resin across all packaging forms
is a huge cost category for our company and, specifically, it is a major cost
component for injection-molded parts. Historically, P&G has taken a "hands-off"
approach to the Purchase of resin, allowing our suppliers to purchase these
commodities directly on our behalf. However, in most of our commercial
arrangements, P&G has assumed the risk of resin market fluctuations by allowing
cent-for-cent direct price change pass-throughs from molders when increases or
decreases occurred in the market. Net, we have borne the impact of resin changes
with little involvement in, or verification of, the process.
As we work to better manage our costs, however, it has become clear to us that
resin is an area that deserves more attention. First, we intend to gain a better
understanding of resin attributes and markets, so that we can play a more
proactive role in developing technical and commercial synergy in this area
across our businesses. We obviously want to work with our key suppliers in this
effort. Second, we want to better understand how well our suppliers manage the
resin costs that go into the final price that we pay. We plan to keep track of
each supplier's resin-based price change history which P&G. Companies that
aggressively and professionally manage resin costs on our behalf will be better
positioned to grow their business with us in the future. Third. recent movements
in resin markets and the way that they have been implemented lead us to feel
that verification of the resin prices used in our products is a key step it we
are to better manage costs.
POLICY PROVISIONS
These objectives have led us to implement the following resin price change
policy:
1 ) All communication concerning resin-based price change requests - increases
or decreases should be directed to a single contact within P&G. For all
injection-molding resins, with the exception of HDPE, SAN, and ABS, that contact
will be Lynne Keister, Associate Director, Procter & Gamble Purchases. The
contact for HDPE changes will be Karen Eller, Associate Director, Procter &
Gamble Purchases, and the contact for SAN/ABS will be John Lown, Purchasing
Manager, P&G Cosmetics & Fragrances Purchases. These three contacts will be
responsible for communicating the fact that a supplier has made a price change
request to the pertinent buyers within P&G. If a supplier wishes, they may
communicate a requested change to the individual buyers at the same time that
the change is communicated to the resin contact person specified above, but the
single notification contact - and single contact for providing P&G's official
response - will be the three individuals previously identified. Addresses for
Ms. Eller, Ms. Keister and Mr. Lown are attached.
Once we have indicated official acceptance of a change, price change sheets for
individual parts should be sent to the appropriate buyer - you do not need to
send these via Ms. Eller, Ms. Keister or Mr. Lown.
2 ) P&G will continue to assume the risk for resin market moves via direct price
change pass-through if a supplier so desires, as we have in the past. However,
we will be requesting verification of resin price changes that the supplier is
seeking to pass on to our company. We are defining verification as the
submission of copies of resin invoices to P&G that the molder has received from
its resin vendor "before" and "after" the resin price change. The set of
invoices should demonstrate the magnitude of the change and the effective date
to the molder of the change. There should be a set of invoices for each product
code on which a change is being requested.
Increases
- - P&G will accept any reasonable resin-based price increase that a supplier may
request in its entirety if the supplier provides us with a set of "before" and
"after" resin invoices that demonstrate the increase magnitude and timing that
the molder has accepted from its resin suppliers. These invoices should be
provided by resin product code and should be sent to Ms. Eller, Ms. Keister or
Mr. Lown, depending on the resin involved. If the invoices verify the request
that is being made, the increase will be effective 30 days from the date of
receipt of the invoices, to reflect standard customer notification timing.
Requests for increases from suppliers who verify can be made at anytime.
Suppliers that can work to keep costs flat or declining over time will hold
particular value for P&G.
- - Suppliers that decline to submit invoices verifying increase requests are
subject to the following. Increase requests may be made once a quarter and must
be submitted no later than the first day of the month preceding the start of the
calendar quarter, if they are to be considered for implementation the following
quarter. For example, an increase request must be received by September 1st for
the increase to become effective October 1st. It the September 1st deadline is
missed, the supplier would not have the opportunity to realize a resin-based
price increase until the following quarter or January 1st. Suppliers choosing
not to verify will be granted the average of the increase requests made by the
suppliers that verify for that quarter. The average will be calculated across
the number of vendors that sell us parts using the resin in question, to include
"zeros" for suppliers that have not requested an increase for that quarter. For
example, if there are ten suppliers selling P&G LDPE parts, the average would
include the verified requests for that quarter, including zeros for the
suppliers not requesting increases and the sum would be divided by ten to get
the average. The quarterly system is aimed at simplifying the execution and is
effective immediately.
- - Our long-term vision for this system is to ultimately eliminate the averaging
mechanism and offer suppliers two options: either quote on our business with
verified direct increase pass-throughs or submit quotations that do not call for
resin escalation over the life of the agreement ("flat" pricing proposals). We
expect to implement this vision in the second phase of our team's supply base
consolidation efforts, in 1-2 years.
To emphasize the point, no supplier will be disadvantaged if they use the
verification mechanism.
Decreases
- - P&G will accept all resin-based decreases - those resulting from broad market
moves and more narrow supplier negotiations - at any time. We will expect to
receive all market decreases that are reported by reliable industry trade
publications like Plastics News and ChemData and that are legal and in
compliance with the Robinson-Patman Act.
- - P&G will monitor market news as we do now, and when a decrease is reported, we
will notify molders of our read on the decrease in question, both in terms of
magnitude and timing (a hypothetical example - "we believe that prices decreased
$.01/lb. in August"). We would expect to receive the decrease per our read on
the market, unless a supplier informs us that they have not realized the
decrease either on the same timing or in the same magnitude as we have
suggested. If the supplier can verify via "before" and "after" invoices that
there is, in fact, a different set of circumstances in their situation they
will, of course, be honored. If P&C's view of the market decrease cannot be
disproved, we would expect to receive the decrease per our notification.
Again, no supplier will be disadvantaged if they verify their individual
circumstances with invoices.
3) All resin price information disclosed via the invoice system will be
quarantined with the single point contact (Ms. Eller, Ms. Keister or Mr. Lown).
We will monitor each supplier's resin-based price change history and how
competitively suppliers purchase resin will be used as one factor in business
awards. However, no supplier's individual resin price will be shared within P&G.
Today, some suppliers choose to discuss their resin pricing with individual
buyers. Suppliers may continue that practice it they wish to but we would like
to have an idea of where this is happening so that we can maintain the integrity
of the confidentiality that we have promised in this situation.
To repeat, our goals are to work to more carefully manage our resin costs, to
develop a better understanding of resin market issues and to use resin
purchasing effectiveness as an element of value in future sourcing decisions. We
believe that this modification to our "pass-through" policy meets our objectives
and still affords the supplier every opportunity to pass the risk for resin
movements onto P&G, it they are verified.
L. D. Keister
for the P&G North American
Injection-Molded Parts Strategy Team
RESIN CONTACTS
Mr. John R. Lown - SAN/ABS
Purchasing Manager
The Procter & Gamble Cosmetics & Fragrances Company
11050 York Road
Hunt Valley, Maryland 21030
Phone: (410) 527-5857
FAX: (410) 785-4661
Ms. Karen A. Eller - HDPE
Associate Director
The Procter & Gamble Company
1 Procter & Gamble Plaza
Cincinnati, Ohio 45202
Phone: (513) 945-9284
FAX: (513) 945-9547
Ms. Lynne D. Keister - for all other resins
Associate Director
The Procter & Gamble Company
Sharon Woods Technical Center
11520 Reed Hartman Highway
Cincinnati, Ohio 45241-2422
Phone: (513) 626-3520
FAX : (5l3) 626-4155
ATTACHMENT 1
Base Pricing
Product Description Price (Per M)
Downy 3X Cup - Red
Spec. #1862234 [_____]*
Downy 3X Cup - Green
Spec. #1863042 [_____]*
Downy 3X Cup - Yellow
Spec. #1863034 [_____]*
Downy 3X Cup - white
Spec- #1863059 [_____]*
Downy 3X Collar - Blue
Spec. 11862226 [_____]*
Downy 1X Cup - Pink
Spec. 11864198 [_____]*
Spec. 0270081310.1 (Canadian) [_____]*
Downy 1X Collar - Blue
Spec. #1864206 [_____]*
Comet Powder Sifter Cap - Red
Spec. #1860071 [_____]*
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* Confidential portion omitted and filed separately with the Securities and
Exchange Commission.
ATTACHMENT 1 (continued)
Base Pricing
Downy Ball (ADD)
Annual Volume Below 5.5mm Units
Description Price (Molding only)
ADD Valve [_____]*
ADD Weight [_____]*
ADD Collar [_____]*
ADD Chain [_____]*
Assembly [_____]*
Building Lease [_____]*
Annual Volume Above 5.5mm Units
Description Price (Molding only)
ADD Assembly [_____]*
ADD Valve [_____]*
ADD Weight [_____]*
ADD Collar [_____]*
ADD chain [_____]*
Building Lease [_____]*
Freight - F.O.B. Seller's Plant
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* Confidential portion omitted and filed separately with the Securities and
Exchange Commission.
Attachment 2
Resin (De)Escalation Factors
Product Factor (per $.01/lb change)
Downy 1X Cup [_____]*
Downy 3X Cup [_____]*
Downy 1X Collar [_____]*
Downy 3X Collar [_____]*
ADD Valve [_____]*
ADD Weight [_____]*
ADD Collar [_____]*
ADD Chain [_____]*
Comet Sifter Cap [_____]*
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* Confidential portion omitted and filed separately with the Securities and
Exchange Commission.