EXHIBIT 10.2
December 13, 2002
▇▇▇▇ ▇▇▇▇▇
President
Whip Industries, Inc.
▇▇▇▇ ▇▇▇▇▇ ▇▇.
▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Dear ▇▇▇▇,
We look forward to a long and mutually beneficial relationship with ▇▇▇▇. As we
discussed, there are some details that need to be committed to paper. This
document, signed by both Whitco and Whip, serves as an agreement between our
companies as to the ongoing nature of our relationship and any restrictions that
may apply during and after the relationship.
▇▇▇▇▇▇ agrees to utilize Whip as a primary supplier of manufacturing for painted
poles, as long as service, quality and price requirements are met. We
anticipate the monthly volume of poles manufactured by Whip to be 300 to 800 per
month, in a variety of sizes and types. As the relationship matures it is
possible, but in no way guaranteed, that the number of poles per month could
grow substantially.
Effective immediately, Whip agrees not to manufacture lighting pole products for
any customer other than Whitco for a period extending from today to one year
beyond the time that Whip no longer manufactures for Whitco. In addition,
effective immediately and for a period extending one year beyond the time that
Whip no longer manufactures for Whitco, Whip will not enter into the sales,
marketing, manufacturing or engineering of lighting pole products into any
market. ▇▇▇▇▇▇ agrees not to enter into, in any way, non-pole markets served by
Whip.
Whip agrees to treat all communication and information regarding sales volume,
cost, pricing, engineering data, markets, etc. as confidential, in perpetuity.
Whip senior management accepts responsibility for this confidentiality for all
Whip employees. In like fashion, ▇▇▇▇▇▇ agrees to the same confidentiality
restrictions regarding Whip.
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Whitco reserves the right to restrict suppliers to Whip, as they relate to pole
production, regarding the suppliers' possible relationships with other pole
companies. In particular, ▇▇▇▇▇▇ insists that Whip not use a painter who paints
poles for other companies. We would like a copy of a restrictive document
between Whip and your painter(s) as soon as possible.
If ▇▇▇▇▇▇ chooses to end the relationship ▇▇▇▇▇▇ agrees to purchase existing raw
and work in process inventory relating to poles from Whip. The price Whitco
pays for the inventory will be the price Whip paid plus reasonable manufacturing
costs incurred, if any. No warehousing fees will be applicable.
Signed:
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇ 12-13-02
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▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇ Company, LLP
Date:
/s/ ▇▇▇▇ ▇▇▇▇▇ 12-13-02
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▇▇▇▇ ▇▇▇▇▇
Whip Industries, Inc.
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