Common use of Contract Prices Clause in Contracts

Contract Prices. (a) The contract prices to be charged to Buyer under this Agreement are set forth in Schedule C attached (the “Contract Prices”) subject to adjustments described in Section 8.2 below. (b) The Contract Prices contained herein are based upon the [***]. (i) Resin is a pass-through cost and Seller’s actual resin cost only shall be reflected in the Contract Prices, except in cases where Buyer and Seller agree on a different resin procurement program. If Buyer and Seller cannot agree on a resin procurement program, Seller agrees that the resin price per pound in any Contract Year [***] resin price per pound [***]. (ii) In the event of a price change in the Seller’s actual delivered cost of resin effective after the date of this Agreement, there shall be an upward or downward adjustment to the Contract Prices calculated using the formula set forth in Schedule D. (iii) [***], any adjustment pursuant to Section 8.1(b)(ii) shall be effective [***] the effective date of the resin price change to Seller. (c) Contract Prices are for Containers bulk palletized, stretch wrapped and strapped only as outlined in Schedule E hereof. (d) If Seller is required to [***] covered under this Agreement, [***] label application fees as set forth in Schedule C shall be [***]. (i) If Buyer [***] as identified on Schedule G, Buyer agrees to [***]for other customer business in which case Buyer shall not be obligated. If Seller chooses not to retain [***] Confidential treatment requested [***] for other business, Buyer has the option to [***]. (ii) Seller agrees to work with Buyer to reduce [***] costs throughout the Term. (iii) Buyer may supply Seller the quantities of [***] necessary to produce all or a portion of the Containers covered under this Agreement, and will work with Seller to [***]. (e) [***] plastic content (recycled or otherwise) in the manufacture of the Containers, or [***] on the manufacture of plastic beverage containers. (f) Seller guarantees that the conversion costs included in the Contract Price charged to Buyer will not increase during the Term. [***] (g) [***] for Container sizes covered under this Agreement [***] Buyer shall provide Seller with written notification of such [***]. Seller shall have 30 days to [***] with respect to [***]. [***] shall remain in effect as long as [***]. [***] Seller shall have the right to [***] if any. Buyer shall not be responsible for any [***] at the expiration or earlier termination of this Agreement. [***] 8.2 Seller agrees that it will not sell 12 oz., 16 oz., 16.9 oz., 20 oz., 24 oz., 1 liter, 2 liter, 3 liter or like containers similar to Containers manufactured under this Agreement [***] to Buyer hereunder provided, however, that if [***] [***] Confidential treatment requested required by Buyer’s specifications, then [***]. Except for the foregoing, should Seller decide to [***]. 8.3 If there is a dispute as to the amount of any adjustments to which either party may be entitled under this Agreement, the parties shall provide all reasonably necessary information or material to an independent certified public accounting firm acceptable to both parties, and the parties shall abide by the determination of such accounting firm. The parties shall equally share the cost of the fees charged by the said accounting firm. For disputes involving audits of Seller’s information, the parties agree to use Price Waterhouse LLC, unless advised differently by Seller. For disputes involving audits of Buyer’s information, the parties agree to use KPMG Peat Marwick LLP, unless advised differently by Buyer.

Contract Prices. (a) The contract prices to be charged to Buyer under this Agreement are set forth in Schedule C attached (the “Contract Prices”) subject to adjustments described in Section 8.2 below. (b) The Contract Prices contained herein are based upon the [***[ * * * ]. (i) Resin is a pass-through cost and Seller’s actual resin cost only shall be reflected in the Contract Prices, except in cases where Buyer and Seller agree on a different resin procurement program. If Buyer and Seller cannot agree on a resin procurement program, Seller agrees that the resin price per pound in any Contract Year [***[ * * * ] resin price per pound [***[ * * * ]. (ii) In the event of a price change in the Seller’s actual delivered cost of resin effective after the date of this Agreement, there shall be an upward or downward adjustment to the Contract Prices calculated using the formula set forth in Schedule D. (iii) [***[ * * * ], any adjustment pursuant to Section 8.1(b)(ii) shall be effective [***[ * * * ] the effective date of the resin price change to Seller. (c) Contract Prices are for Containers bulk palletized, stretch wrapped and strapped only as outlined in Schedule E hereof. (d) If Seller is required to [***] provide labeling for the Containers covered under this Agreement, [***] label costs and label application fees as set forth in Schedule C shall be [***[ * * * ]. (i) If Buyer [***[ * * * ] as identified on Schedule G, Buyer agrees to [***][ * * * ] for other customer business in which case Buyer shall not be obligated. If Seller chooses not to retain [***] Confidential treatment requested [***[ * * * ] for other business, Buyer has the option to [***[ * * * ]. (ii) Seller agrees to work with Buyer to reduce [***] label costs throughout the Term. (iii) Buyer may supply Seller the quantities of [***] labels necessary to produce all or a portion of the Containers covered under this Agreement, and will work with Seller to [***]implement label procurement programs that deliver mutual cost reduction objectives. (e) [***[ * * * ] plastic content (recycled or otherwise) in the manufacture of the Containers, or [***[ * * * ] on the manufacture of plastic beverage containers. (f) Seller guarantees that the conversion costs included in the Contract Price charged to Buyer will not increase during the Term. [***][ * * * ] [ * * * ] Confidential treatment requested. (g) [***[ * * * ] for Container sizes covered under this Agreement [***[ * * * ] Buyer shall provide Seller with written notification of such [***[ * * * ]. Seller shall have 30 days to [***[ * * * ] with respect to [***[ * * * ]. [***[ * * * ] shall remain in effect as long as [***[ * * * ]. [***[ * * * ] Seller shall have the right to [***[ * * * ] if any. Buyer shall not be responsible for any [***[ * * * ] at the expiration or earlier termination of this Agreement. [***[ * * * ] 8.2 Seller agrees that it will not sell 12 oz., 16 oz., 16.9 oz., 20 oz., 24 oz., 1 liter, 2 liter, 3 liter or like containers similar to Containers manufactured under this Agreement [***[ * * * ] to Buyer hereunder provided, however, that if [***[ * * * ] [***] Confidential treatment requested required by Buyer’s specifications, then [***[ * * * ]. Except for the foregoing, should Seller decide to [***[ * * * ]. 8.3 If there is a dispute as to the amount of any adjustments to which either party may be entitled under this Agreement, the parties shall provide all reasonably necessary information or material to an independent certified public accounting firm acceptable to both parties, and the parties shall abide by the determination of such accounting firm. The parties shall equally share the cost of the fees charged by the said accounting firm. For disputes involving audits of Seller’s information, the parties agree to use Price Waterhouse LLC, unless advised differently by Seller. For disputes involving audits of Buyer’s information, the parties agree to use KPMG Peat Marwick LLP, unless advised differently by Buyer.

Contract Prices. (a) The contract prices to be charged to Buyer the Buyers under this Agreement are all FOB Seller’s source manufacturing plant provided in Schedule B and are set forth in Schedule C attached (the “Contract Prices”) subject to adjustments described in this Section 8.2 below8. (b) The Contract Prices contained herein are based upon a [ * * * ], which price shall be used by the [***]Seller in billing the Buyers for the PET Products so as to protect the confidentiality of the actual resin prices and which price PCAM may, in its sole discretion, change from time to time. (i) The actual price of resin will vary and will be set to PCAM’s Weighted Average Price of Resin is a pass-through cost and Seller(“WAPR”) from PCAM’s actual resin cost only shall be reflected in the Contract Prices, except in cases where Buyer other domestic PET bottle suppliers unless (1) PCAM and Seller agree on in writing to a different resin procurement program. If Buyer and Seller cannot agree on a resin procurement program, Seller agrees that the mutually acceptable resin price per pound or pricing mechanism [ * * * ] in any which case the pricing mechanism of such agreement shall be effective or (2) PCAM invokes its option to supply resin, as detailed in Section 9 below or (3) [ * * * ] in writing, no later than October 15 preceding the first Contract Year [***] resin price per pound [***and no later than September 1 preceding subsequent Contract Years, that [ * * * ]. (ii) In PCAM and Seller agree to meet, at a minimum, quarterly to review Seller’s procurement strategy for PET prime resin, and to discuss ways to reduce resin cost. PCAM and Seller shall work together to reach a mutual agreement on the event cost and supply arrangement of virgin resin, colorants/additives, and recycled resin, all herein referred to as “resin.” Seller shall work with PCAM to understand PCAM’s objectives [ * * * ] Confidential treatment requested. and strategies to determine successful mechanisms that will achieve a price low cost stable resin supply. Beginning in 2008 and continuing each Contract Year thereafter, if both PCAM and Seller have agreed to or shall agree to a resin strategy and associated pricing mechanism for the upcoming Contract Year on or before September 1, PCAM and Seller will sign a letter agreement detailing the conditions and pricing for said period of time and these prices will be the final cost charged to Buyer as specified in the letter agreement for the stated period of time. PCAM will still, however, retain the option of setting a different Base Resin Price that Seller uses for both confidentiality and PET Product billing purposes, as note above in Section 8.1(a). (iii) Upon a change in the Seller’s actual delivered cost of resin effective after the date of this Agreementprice as provided in Section 8.1.b.i. above, there shall be an upward or downward adjustment to the Contract Prices calculated using the formula set forth in Schedule D. (iii) [***], any adjustment pursuant to Section 8.1(b)(ii) shall be effective [***] the effective date of the resin price change to Seller.E. (c) Contract Prices are for Containers bulk palletized, stretch wrapped and strapped only strapped, and for Preforms in gaylords, as outlined in Schedule E F hereof. (d) If Seller is required to [***] provide labeling for the Containers covered under this Agreement, [***] label application fees prices as set forth in Schedule C D shall be [***]charged to a Buyer. (ie) If Buyer [***] as identified on Schedule G, Buyer agrees to [***]for other customer business in which case Buyer shall not be obligated. If Seller chooses not to retain [***] Confidential treatment requested [***] for other business, Buyer has the option to [***]. (ii) Seller agrees to work with Buyer to reduce [***] costs throughout the Term. (iii) Buyer PCAM may supply or direct Seller to purchase the quantities of [***] labels necessary to produce all or a portion of the Containers covered under this Agreement, and will work with Seller to [***]implement label procurement programs that deliver mutual cost reduction objectives. (ei) [***] Seller agrees to work in good faith with PCAM directed label manufacturer(s). Seller shall provide PCAM-directed labeler manufacturers on the third business day of each month with Seller label orders, and Buyer-supplied 30-day order forecasts and 90-day rolling forecasts (if not provided by Buyer directly to labeler manufacturers). (ii) Seller agrees to work with Buyer to reduce label costs throughout the Term. (f) Contract Prices may be further adjusted to the extent that state or federal environmental legislation or regulations require or permit the inclusion of higher or lower cost plastic content (recycled or otherwise) in the manufacture of the ContainersContainers and Preforms, or [***] impose a redemption fee or other recycling charge on the manufacture of plastic beverage containersContainers. (fg) Seller guarantees that the conversion costs included Conversion Costs outlined in the Contract Price charged to Buyer Schedule C will not increase during the Term, except for [ * * * ] as outlined in the attached Schedule H. [ * * * ] Confidential treatment requested. [***]Supply Agreement CONFIDENTIAL (gh) [***[ * * * ] consisting of (i) a [ * * * ] of $[ * * * ]/Contract Year throughout the Term, payable quarterly on or about Xxxxxxx 0, 0, 0 xxx 00, xxx (xx) formulated adjustments to [ * * * ], if any, in accord with Schedule H. 8.2 Should Seller sell PET Products similar to those supplied to the Buyers hereunder, where “similar” shall mean substantially the same specification (i.e. a CSD bottle or Preform with substantially the same size, weight, secondary packaging and resin grade) for Container sizes covered and under similar terms and conditions, [ * * * ] under this Agreement [***to [ * * * ] Buyer shall provide of the Seller with written notification of such [***during the Term, [ * * * ]. However, the Seller shall have 30 days to [***] with respect to [***]. [***] shall remain in effect as long as [***]. [***] Seller shall have the right to [***] if any. Buyer shall not be responsible for any [***so obligated to [ * * * ] at the expiration or earlier termination of this Agreement. [***] 8.2 Seller agrees if that it will not sell 12 oz., 16 oz., 16.9 oz., 20 oz., 24 oz., 1 liter, 2 liter, 3 liter or like containers similar to Containers manufactured under this Agreement [***] to Buyer hereunder provided, however, that if [***] [***] Confidential treatment requested required by Buyer’s specifications, then [***]. Except for the foregoing, should Seller decide to [***[ * * * ]. 8.3 If there is a dispute as to the amount of any adjustments to which either party may be entitled under this Agreement, the parties shall provide all reasonably necessary information or material to an independent certified public accounting firm acceptable to both parties, and the parties shall abide by the determination of such accounting firm. The parties shall equally share the cost of the fees charged by the said accounting firm. For disputes involving audits of Seller’s information, the parties agree to use Price Waterhouse LLC, unless advised differently by Seller. For disputes involving audits of Buyer’s information, the parties agree to use KPMG Peat Marwick LLP, unless advised differently by Buyer.

Contract Prices. (a) The contract prices to be charged to Buyer the Buyers under this Agreement are all FOB Seller’s source manufacturing plant provided in Schedule B and are set forth in Schedule C attached (the “Contract Prices”) subject to adjustments described in this Section 8.2 below8. (b) The Contract Prices contained herein are based upon a [ * * * ], which price shall be used by the [***]Seller in billing the Buyers for the PET Products so as to protect the confidentiality of the actual resin prices and which price PCAM may, in its sole discretion, change from time to time. (i) The actual price of resin will vary and will be set to PCAM’s Weighted Average Price of Resin is a pass-through cost and Seller(“WAPR”) from PCAM’s actual resin cost only shall be reflected in the Contract Prices, except in cases where Buyer other domestic PET bottle suppliers unless (1) PCAM and Seller agree on in writing to a different resin procurement program. If Buyer and Seller cannot agree on a resin procurement program, Seller agrees that the mutually acceptable resin price per pound or pricing mechanism [ * * * ] in any which case the pricing mechanism of such agreement shall be effective or (2) PCAM invokes its option to supply resin, as detailed in Section 9 below or (3) [ * * * ] in writing, no later than October 15 preceding the first Contract Year [***] resin price per pound [***and no later than September 1 preceding subsequent Contract Years, that [ * * * ]. (ii) In PCAM and Seller agree to meet, at a minimum, quarterly to review Seller’s procurement strategy for PET prime resin, and to discuss ways to reduce resin cost. PCAM and Seller shall work together to reach a mutual agreement on the event cost and supply arrangement of virgin resin, colorants/additives, and recycled resin, all herein referred to as “resin.” Seller shall work with PCAM to understand PCAM’s objectives [ * * * ] Confidential treatment requested. Supply Agreement CONFIDENTIAL and strategies to determine successful mechanisms that will achieve a price low cost stable resin supply. Beginning in 2008 and continuing each Contract Year thereafter, if both PCAM and Seller have agreed to or shall agree to a resin strategy and associated pricing mechanism for the upcoming Contract Year on or before September 1, PCAM and Seller will sign a letter agreement detailing the conditions and pricing for said period of time and these prices will be the final cost charged to Buyer as specified in the letter agreement for the stated period of time. PCAM will still, however, retain the option of setting a different Base Resin Price that Seller uses for both confidentiality and PET Product billing purposes, as note above in Section 8.1(a). (iii) Upon a change in the Seller’s actual delivered cost of resin effective after the date of this Agreementprice as provided in Section 8.1.b.i. above, there shall be an upward or downward adjustment to the Contract Prices calculated using the formula set forth in Schedule D. (iii) [***], any adjustment pursuant to Section 8.1(b)(ii) shall be effective [***] the effective date of the resin price change to Seller.E. (c) Contract Prices are for Containers bulk palletized, stretch wrapped and strapped only strapped, and for Preforms in gaylords, as outlined in Schedule E F hereof. (d) If Seller is required to [***] provide labeling for the Containers covered under this Agreement, [***] label application fees prices as set forth in Schedule C D shall be [***]charged to a Buyer. (ie) If Buyer [***] as identified on Schedule G, Buyer agrees to [***]for other customer business in which case Buyer shall not be obligated. If Seller chooses not to retain [***] Confidential treatment requested [***] for other business, Buyer has the option to [***]. (ii) Seller agrees to work with Buyer to reduce [***] costs throughout the Term. (iii) Buyer PCAM may supply or direct Seller to purchase the quantities of [***] labels necessary to produce all or a portion of the Containers covered under this Agreement, and will work with Seller to [***]implement label procurement programs that deliver mutual cost reduction objectives. (ei) [***] Seller agrees to work in good faith with PCAM directed label manufacturer(s). Seller shall provide PCAM-directed labeler manufacturers on the third business day of each month with Seller label orders, and Buyer-supplied 30-day order forecasts and 90-day rolling forecasts (if not provided by Buyer directly to labeler manufacturers). (ii) Seller agrees to work with Buyer to reduce label costs throughout the Term. (f) Contract Prices may be further adjusted to the extent that state or federal environmental legislation or regulations require or permit the inclusion of higher or lower cost plastic content (recycled or otherwise) in the manufacture of the ContainersContainers and Preforms, or [***] impose a redemption fee or other recycling charge on the manufacture of plastic beverage containersContainers. (fg) Seller guarantees that the conversion costs included Conversion Costs outlined in the Contract Price charged to Buyer Schedule C will not increase during the Term, except for [ * * * ] as outlined in the attached Schedule H. [ * * * ] Confidential treatment requested. [***]Supply Agreement CONFIDENTIAL (gh) [***[ * * * ] consisting of (i) a [ * * * ] of $[ * * * ]/Contract Year throughout the Term, payable quarterly on or about Xxxxxxx 0, 0, 0 xxx 00, xxx (xx) formulated adjustments to [ * * * ], if any, in accord with Schedule H. 8.2 Should Seller sell PET Products similar to those supplied to the Buyers hereunder, where “similar” shall mean substantially the same specification (i.e. a CSD bottle or Preform with substantially the same size, weight, secondary packaging and resin grade) for Container sizes covered and under similar terms and conditions, [ * * * ] under this Agreement [***to [ * * * ] Buyer shall provide of the Seller with written notification of such [***during the Term, [ * * * ]. However, the Seller shall have 30 days to [***] with respect to [***]. [***] shall remain in effect as long as [***]. [***] Seller shall have the right to [***] if any. Buyer shall not be responsible for any [***so obligated to [ * * * ] at the expiration or earlier termination of this Agreement. [***] 8.2 Seller agrees if that it will not sell 12 oz., 16 oz., 16.9 oz., 20 oz., 24 oz., 1 liter, 2 liter, 3 liter or like containers similar to Containers manufactured under this Agreement [***] to Buyer hereunder provided, however, that if [***] [***] Confidential treatment requested required by Buyer’s specifications, then [***]. Except for the foregoing, should Seller decide to [***[ * * * ]. 8.3 If there is a dispute as to the amount of any adjustments to which either party may be entitled under this Agreement, the parties shall provide all reasonably necessary information or material to an independent certified public accounting firm acceptable to both parties, and the parties shall abide by the determination of such accounting firm. The parties shall equally share the cost of the fees charged by the said accounting firm. For disputes involving audits of Seller’s information, the parties agree to use Price Waterhouse LLC, unless advised differently by Seller. For disputes involving audits of Buyer’s information, the parties agree to use KPMG Peat Marwick LLP, unless advised differently by Buyer.