NCR/AMCOM SUPPORT AGREEMENT
Contract # 00-000-00
This agreement is made and entered into the 1st day of July, 1989 by and between
XXX Xxxxxxxxxxx, and Amcom Corporation.
Scope of This Agreement
Amcom is in the primary business of buying used and excess computer equipment
manufactured by IBM and other manufacturers to tear down for spare parts. It is
anticipated that NCR will purchase spare parts, maintenance service and rework
service from Amcom in order to support NCR's third party customer base.
Definitions
A. Part is defined as any spare part, detailed part, sub assembly or
assembly.
B. Product is defined as any end unit.
C. Maintenance is defined as any prepaid rework function where all parts
and labor are covered for a blanket fee.
D. Rework is defined as the process of testing and repairing a part or
product to like new condition.
E. Rework is defined as the process by which an NCR field location will
return a part directly to Amcom for rework and then Amcom will rework
and return the part directly to the NCR location. This process is
described in detail in Attachment A.
Term of This Agreement
The term of this agreement shall commence on the date specified above and shall
continue for an initial period of six months to one year, at which time the
parties may renew this agreement, or renegotiate an agreement to cover a long
relationship.
Emergency Orders
Amcom shall use its best effort to drop ship Emergency Spare Parts to locations
specified by NCR within twenty-four (24) hours following receipt of purchase
order. Amcom will notify NCR of the following information at the time of
shipment.
Air Xxxx Number Flight Number
Carrier Name Departure and arrival times
Airline and/or freight forwarder
If an order cannot ship within 24 hours, Amcom will advise NCR of all details
within 24 hours of order placement. Amcom will accept emergency orders by
telephone or fax.
Purchase Orders
Amcom agrees to accept and acknowledge purchase orders for parts and rework.
Amcom shall accept purchase orders via telephone, facsimile, telex or mail.
Rework
Amcom agrees to rework parts returned to NCR to a like new condition and to
maintain the necessary tools, test equipment, documentation, and detailed parts
to perform this service. Pricing for rework shall be in accordance with
Attachment B of this agreement.
Spare Parts Sales
Amcom agrees to sell NCR spare parts. Amcom will perform testing on these parts
to insure parts function like new. All parts sold to NCR will be clearly labeled
with both the NCR and manufacturers part number. Pricing for parts will be in
accordance with Attachment C of this agreement.
Maintenance
A. Amcom will accept any of the products listed on Attachment D under a
maintenance agreement. Charges for maintenance will be in accordance
with Attachment D.
B. NCR agrees to provide Amcom with a list of serial numbers to be placed
under maintenance no later than August 31, 1989. Amcom agrees to allow
NCR to make additions and deletions from the list as conditions require
and will make appropriate adjustments in charges.
Packaging
All shipments to NCR shall be packed individually except in the case of small
parts such as screws, resistors, etc. Electronic components should be shipped
with appropriate protective materials to guarantee safe arrival (i.e.,
plug-in-boards should be in static controlled packaging and foam-lined packs or
padded cartons). No more than one purchase order shall be shipped inside a box,
but, multiple boxes may be placed inside a larger container.
Warranty
Amcom warranties that all parts and products sold to or reworked for NCR shall
be functionally new for a period of 90 days more the date NCR installs the parts
or parts at a customers location.
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Payment
Payment terms shall be net 30 days after the receipt of the parts or the receipt
of the invoice, which ever is later.
Sell Back of Excess Parts
Amcom agrees to negotiate with NCR to reach a fair and reasonable price for
spare parts purchased under this agreement which NCR considers excess.
Arbitration
Any controversy or claim arising out of or related to this Agreement, or the
breach thereof, shall be settled by arbitration in accordance with the Rules of
the American Arbitration Association and the judgment upon the award rendered by
the Arbitrator(s) may be entered in any court having jurisdiction thereof.
Notices
Notices and other communications by a party under this agreement, other than
invoices and notices as to shipments and insurance, shall be deemed given when
deposited in the United States, or in the mails of the applicable country in
which Product(s) Units have or are being purchased, postage prepaid, addressed
as follows:
XXX XXXXXXXXXXX AMCOM CORPORATION
Attention Purchasing Manager 0000 Xxxx 00xx Xxxxxx
000 Xxxxxxx 00 Xxxxx Xxxxxxxxxxx, XX 00000
Xxxxxxxxx Xxxx, XX 00000
Quality Control
NCR has significant interest in the quality of the product because it has a
useful life longer than the obligation of this agreement and because good will
lost by malfunctioning products even though they may be corrected at Amcom's
expense. Therefore, Amcom will take all necessary steps to see that all
products, assembles and spare parts purchased by NCR meet NCR's quality control
standards.
IN WITNESS THEREOF the parties hereto have caused this Agreement to be executed
as of the day and year first above set forth.
BY: _________________________________ BY: ________________________________
(Date) (Date)
TITLE: ______________________________ TITLE: _____________________________
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ATTACHMENT "A"
SUPPLIER LOOPING
DEFINITION
Supplier Looping occurs when NCR's locations or districts send defective parts
directly to you, our rework source. When you complete the repair, you return the
part to the service location and then xxxx NCR Worldwide Service Parts Center
(WSPC), Peachtree City, GA for the repair.
NCR has 111 districts in the United States than can participate in supplier
looping. International sites are not currently set up to participate in this
program.
INSTRUCTIONS
1. You will receive parts from each district once a week.
2. Each part will have a Defective Part ID Tag (Form F-6718) attached. Refer
to Figure 1 for an example of this tag.
In the top left corner, there is a preprinted document number that
identifies the part as it moves in and out of NCR's inventory. This
document number also identifies receipts for WSPC allowing our Finance
Department to promptly pay invoices. This tag must accompany the repaired
part back to the sending location.
3. A Return Authorization Report will accompany each shipment. Refer to
Figure 2 for an example of this report.
This report is your packing list and contains a list of all parts that
were sent to you in this shipment. The district number of the originating
district (1 in the example), the document number (2 in the example), the
NCR part number (3 in the example), and the part description (4 in the
example) are included in this report. This report also contains other
information that is used by NCR.
The document number on the Return Authorization Report should match the
document number that is printed on the Defective Part ID Tag.
4. After repairing the part, return it (with the Defective Part ID Tag
attached) to the originating district.
We will provide a numeric listing of all United States locations that
includes the following information.
o Servicing locations and their addresses.
o Parts room contacts and their telephone numbers.
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Parts can be batched and shipped weekly. Please ship Federal Express and
xxxx freight charges to NCR's Federal Express third party account number
0000-0000-0.
5. When you have shipped the parts to the district, invoice WSPC. We will
pay you within the terms of your invoice, but not until the district
notifies us that they have received the parts. If you prefer, you may
send a weekly or monthly summary invoice accompanied by back-up
documentation.
6. Your invoice should contain the following information.
o The document number and the location code from the Defective
Part ID Tag for each repaired item
o The location code from the Defective Part ID Tag
o The quantity repaired
o The rework charges for each item repaired
7. Notify your normal WSPC contact when parts require upgrades other than
the ones known by NCR.
8. Return items that are discrepancies (wrong part numbers, parts that did
not match the paper work, etc.) and parts that could not be repaired to
the originating district with an explanation attached to the part.
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