1
Exhibit 10.45
REBATE AGREEMENT
This Rebate Agreement is made to be effective between the parties
hereto as of and from January 1, 1996, by and between Anchor Glass Container
Corporation, a Delaware corporation with offices located at 0000 Xxxxxx Xxxxx
Xxxxxxx, Xxxxx, Xxxxxxx 00000-0000 ("Anchor"), Vitro Envases Norte America, S.A.
de C.V., a Mexican corporation with offices located at Avenida Xxxxxxx Xxxxxxx,
440 Xxxxx Xxxxxx, Nuevo Xxxx, Mexico C.P. 66265 ("Vitro"), Bacardi International
Limited, a Bermuda company with offices located at 00 Xxxxx Xxx Xxxx, Xxxxxxxx
XX CX, Bermuda ("BIL"), and Bacardi-Martini (Monaco) X.X.X., a Monagasque
corporation with offices located at Le Xxxxx-Xxxxx Sun, 74 Boulevard d'ltalie,
XX- 00000, Monaco Cedex ("Bacardi Monaco").
WITNESSETH:
WHEREAS, Anchor and Vitro have formed a strategic alliance to supply
the North American glass container needs of certain members of the
Bacardi-Martini group of companies;
WHEREAS, BIL has been authorized by Bacardi Limited, the ultimate
parent company of the Bacardi-Martini group of companies ("BL"), to negotiate
and enter into a long-term, strategic supply agreement for the glass container
needs of the BIL-Covered Affiliates (as hereinafter defined);
WHEREAS, Bacardi Monaco has been authorized by BL to negotiate and
enter into a long-term, strategic supply agreement for the glass container needs
of the Bacardi Monaco-Covered Affiliates (as hereinafter defined);
WHEREAS, BIL and Anchor are, simultaneously herewith, entering into
a Strategic Supply Agreement (the "Anchor Agreement") pursuant to which Anchor
will supply the
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glass container needs of the BIL-Covered Affiliates and such other affiliates of
BIL as BIL and Anchor may from time to time agree;
WHEREAS, Bacardi Monaco and Vitro are, simultaneously herewith,
entering into a Strategic Supply Agreement (the "Vitro Agreement"; together with
the Anchor Agreement, the "Supply Agreements") pursuant to which Vitro will
supply the glass container needs of the Bacardi Monaco-Covered Affiliate and
such other affiliates of Bacardi Monaco as Bacardi Monaco and Vitro may from
time to time agree;
WHEREAS, Anchor and Vitro (together, the "Sellers") have offered, as
an inducement to BIL and Bacardi Monaco (together, the "Buyers") to enter into
the Supply Agreements, to provide rebates, based on group-wide purchases of
glass containers under the Supply Agreements, to the affiliates of BIL and
Bacardi Monaco from time to time purchasing glass containers pursuant to the
Supply Agreements;
WHEREAS, the parties now desire to set forth their agreement as to the
terms upon which such rebates will be paid;
NOW THEREFORE, in consideration of the foregoing premises and the
mutual promises set forth herein and for other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the parties
hereto, intending to be legally bound, hereby agree as follows:
ARTICLE 1.
DEFINITIONS
Section 1.1 Defined Terms. The following terms, when used in this
Agreement, shall, except where the context otherwise requires, have the
following meanings:
"Agreement" means this agreement and all exhibits, schedules and
attachments hereto.
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"Anchor" has the meaning set forth in the first paragraph hereof.
"Anchor Agreement" has the meaning set forth in the preamble.
"Annual Base Amount" means, for Measurement Year 1996, *** . For
Measurement Years subsequent to 1996, Annual Base Amount means the number of
glass containers (expressed in gross terms) shipped during the immediately
preceding Measurement Year to all Purchasing Affiliates.
"Annual Volume Rebate" has the meaning set forth in Article II.
"Annual Rebate Notice" has the meaning set forth in Section 3.4.
"Bacardi Monaco" has the meaning set forth in the first paragraph.
"Bacardi Monaco-Covered Affiliates" means Bacardi y Compania, S.A.
de C.V., together with such other members of the Bacardi-Martini Group as may
from time to time purchase glass containers pursuant to the Vitro Agreement.
"Bacardi Monaco-Covered Affiliate Average Annual Invoice Price"
means, for any Measurement Year, the total price stated on all of the invoices
issued by Sellers to Bacardi Monaco-Covered Affiliates during the Measurement
Year divided by the total number of glass containers that were the subject of
those invoices.
"Bacardi Monaco-Covered Affiliate Annual Volume Rebate" means an
amount equal to the percentage set forth in Schedule C of the product of (i) the
Bacardi Monaco-Covered Affiliate Average Annual Invoice Price for the
Measurement Year, multiplied by (ii) the Bacardi Monaco-Covered Affiliate Excess
Volume for such Measurement Year.
"Bacardi Monaco-Covered Affiliate Base Amount" means, for
Measurement Year 1996, *** . For Measurement Years subsequent to 1996,
the Bacardi Monaco-Covered
*** Confidential treatment requested pursuant to Rule 406.
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Affiliate Base Amount means the number of glass containers (expressed in gross
terms) shipped during the immediately preceding Measurement Year to all Bacardi
Monaco-Covered Affiliates.
"Bacardi Monaco-Covered Affiliate Excess Volume" means (i) the
number of glass containers (expressed in gross terms) shipped during a
Measurement Year to all Bacardi Monaco-Covered Affiliates less (ii) the Bacardi
Monaco-Covered Affiliate Base Amount for the Measurement Year; provided, that in
no event shall the Bacardi Monaco-Covered Affiliate Excess Volume be less than
zero (0). For the avoidance of doubt, the parties acknowledge and agree that no
adjustment is to be made in determining the Bacardi Monaco-Covered Affiliate
Excess Volume by virtue of the addition of new Purchasing Affiliates to this
Agreement.
"Bacardi Monaco-Covered Affiliate Percentage Increase" means (i) the
quotient of (A) one hundred (100), divided by (B) the number of glass containers
(expressed in gross terms) shipped to a Bacardi Monaco-Covered Affiliate during
the year immediately preceding the Measurement Year, multiplied by (ii) the
positive difference, if any, between (A) the number of glass containers
(expressed in gross terms) shipped to such Bacardi Monaco-Covered Affiliate
during the Measurement Year less (B) the number of glass containers (expressed
in gross terms) shipped to such Bacardi Monaco-Covered Affiliate during the year
immediately preceding the Measurement Year. For Measurement Year 1996, the
number of glass containers (expressed in gross terms) shipped to each Bacardi
Monaco-Covered Affiliate during the year immediately preceding the Measurement
Year, i.e., 1995, is set forth in Schedule A. For the avoidance of doubt, where
the number of glass containers shipped to a Bacardi Monaco-Covered Affiliate
during the Measurement Year is less than the number of glass containers shipped
to such Bacardi Monaco-Covered Affiliate during the year immediately preceding
the Measurement Year, the Percentage Increase for such Bacardi Monaco-Covered
Affiliate is zero (0).
"Bacardi Monaco-Covered Affiliate Share" has the meaning set forth
in
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Section 3.2.
"Bacardi-Martini Group" means Bacardi Limited and its direct and
indirect subsidiaries.
"Bacardi-Martini Products" means those products marketed by the
Bacardi-Martini Group for which the Bacardi-Martini Group owns the relevant
trademarks.
"BIL" has the meaning set forth in the first paragraph hereof.
"BIL-Covered Affiliates" means Castleton Beverage Corporation,
Bacardi Corporation, Bacardi-Martini Canada, Inc., and Bacardi & Company
Limited, together with such other members of the Bacardi-Martini Group as may
from time to time purchase glass containers pursuant to the Anchor Agreement.
"BIL-Covered Affiliate Average Annual Invoice Price" means, for any
Measurement Year, the total price stated on all of the invoices issued by
Sellers to BIL-Covered Affiliates during the Measurement Year divided by the
total number of glass containers that were the subject of those invoices.
"BIL-Covered Affiliate Annual Volume Rebate" means an amount equal
to the percentage set forth in Schedule D of the product of (i) the BIL-Covered
Affiliate Average Annual Invoice Price for the Measurement Year, multiplied by
(ii) the BIL-Covered Affiliate Excess Volume for such Measurement Year.
"BIL-Covered Affiliate Base Amount" means, for Measurement Year
1996, *** . For Measurement Years subsequent to 1996, the BIL-Covered
Affiliate Base Amount means the number of glass containers (expressed in gross
terms) shipped during the immediately preceding Measurement Year to all
BIL-Covered Affiliates.
*** Confidential treatment requested pursuant to Rule 406.
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"BIL-Covered Affiliate Excess Volume" means (i) the number of glass
containers (expressed in gross terms) shipped during a Measurement Year to all
BIL-Covered Affiliates less (ii) the BIL-Covered Affiliate Base Amount for the
Measurement Year; provided, that in no event shall the BIL-Covered Affiliate
Excess Volume be less than zero (0). For the avoidance of doubt, the parties
acknowledge and agree that no adjustment is to be made in determining the
BIL-Covered Affiliate Excess Volume by virtue of the addition of new Purchasing
Affiliates to this Agreement.
"BIL-Covered Affiliate Percentage Increase" means (i) the quotient
of (A) one hundred (100), divided by (B) the number of glass containers
(expressed in gross terms) shipped to a BIL-Covered Affiliate during the year
immediately preceding the Measurement Year, multiplied by (ii) the positive
difference, if any, between (A) the number of glass containers (expressed in
gross terms) shipped to such BIL-Covered Affiliate during the Measurement Year
less (B) the number of glass containers (expressed in gross terms) shipped to
such BIL-Covered Affiliate during the year immediately preceding the Measurement
Year. For Measurement Year 1996, the number of glass containers (expensed in
gross terms) shipped to each BIL-Covered Affiliate during the year immediately
preceding the Measurement Year, i.e., 1995, is set forth in Schedule A. For the
avoidance of doubt, where the number of glass containers shipped to a
BIL-Covered Affiliate during the Measurement Year is less than the number of
glass containers shipped to such BIL-Covered Affiliate during the year
immediately preceding the Measurement Year, the Percentage Increase for such
BIL-Covered Affiliate is zero (0).
"BIL-Covered Affiliate Share" has the meaning set forth in Section
3.3.
"BL" has the meaning set forth in the preamble.
"Buyers" has the meaning set forth in the preamble.
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"Excess Volume" means (i) the number of glass containers (expressed
in gross terms) shipped during a Measurement Year to all Purchasing Affiliates
less (ii) the Annual Base Amount for the Measurement Year; provided, that in no
event shall Excess Volume be less than zero (0). For the avoidance of doubt, the
parties acknowledge and agree that no adjustment is to be made in determining
Excess Volume by virtue of the addition of new Purchasing Affiliates to this
Agreement.
"Measurement Year" means the calendar year during which the number
of glass containers shipped to the Purchasing Affiliates is measured to
determine the Annual Volume Rebate.
"Purchasing Affiliate" shall mean the BIL-Covered Affiliates, the
Bacardi Monaco-Covered Affiliates, and such other members of the Bacardi-Martini
Group as may from time to time purchase glass containers pursuant to either or
both of the Supply Agreements.
"Review Period" has the meaning set forth in Section 3.4.
"Sellers" has the meaning set forth in the preamble.
"Supply Agreements" has the meaning set forth in the preamble.
"Vitro" has the meaning set forth in the first paragraph hereof.
"Vitro Agreement" has the meaning set forth in the preamble.
Section 1.2 Cross-References. Unless otherwise specified, references
in this Agreement to any section are references to such section of this
Agreement and, unless otherwise specified, references in any section or
definition to any clause are references to such clause of such section or
definition.
Section 1.3 General Provisions Relating to Definitions. Terms for
which meanings are defined in this Agreement shall apply equally to the singular
and plural forms of the terms defined. Whenever the context may permit or
require, any pronoun shall include the
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corresponding masculine, feminine and neuter forms. The term "including" means
including, without limiting the generality of any description preceding such
term. Each reference herein to any person shall include a reference to such
person's successors and permitted assigns. Unless otherwise specified,
references to any agreement, instrument or other document in this Agreement
refer to such agreement, instrument or other document as originally executed or,
if subsequently varied, replaced or supplemented from time to time, as so
varied, replaced or supplemented and in effect at the relevant time of reference
thereto.
ARTICLE 2.
ANNUAL VOLUME REBATE
Sellers agree to pay to the Purchasing Affiliates, in accordance
with the provisions of Article III, an Annual Volume Rebate for each Measurement
Year in which the Excess Volume is greater than zero (0). For each such
Measurement Year the Annual Volume Rebate shall be equal to the sum of (i) the
Bacardi Monaco-Covered Affiliate Annual Volume Rebate and (ii) the BIL-Covered
Affiliate Annual Volume Rebate.
ARTICLE 3.
PAYMENT
Section 3.1 Time of Payment. The Sellers shall pay the Annual Volume
Rebate for each Measurement Year by February 1 of the year following the
Measurement Year.
Section 3.2 Allocation of Bacardi Monaco-Covered Affiliate Annual
Volume Rebate Payment. The Sellers shall pay to the Bacardi Monaco-Covered
Affiliates that purchased glass containers pursuant to the Supply Agreements
during the Measurement Year the Bacardi Monaco-Covered Annual Volume Rebate for
the Measurement Year. The Bacardi Monaco-Covered Affiliate Annual Volume Rebate
shall be allocated among the Bacardi Monaco-Covered
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Affiliates so as to pay each Bacardi Monaco-Covered Affiliate its Bacardi
Monaco-Covered Affiliate Share. For each Bacardi Monaco-Covered Affiliate, the
Bacardi Monaco-Covered Affiliate Share shall equal (i) the quotient of (A) such
Bacardi Monaco-Covered Affiliate's Percentage Increase, divided by (B) the sum
of all Bacardi Monaco-Covered Affiliate Percentage Increases, multiplied by (ii)
the Bacardi Monaco-Covered Affiliate Annual Volume Rebate. For the avoidance of
doubt, the sum of all Bacardi Monaco-Covered Affiliate Percentage Increases may
or may not equal one hundred percent (100%).
Section 3.3 Allocation of BIL-Covered Affiliate Annual Volume Rebate
Payment. The Sellers shall pay to the BIL-Covered Affiliates that purchased
glass containers pursuant to the Supply Agreements during the Measurement Year
the BIL-Covered Affiliate Annual Volume Rebate for the Measurement Year. The
BIL-Covered Affiliate Annual Volume Rebate shall be allocated among the
BIL-Covered Affiliates so as to pay each BIL-Covered Affiliate its BIL-Covered
Affiliate Share. For each BIL-Covered Affiliate, the BIL-Covered Affiliate Share
shall equal (i) the quotient of (A) such BIL-Covered Affiliate's Percentage
Increase, divided by (B) the sum of all BIL-Covered Affiliate Percentage
Increases, multiplied by (ii) the BIL-Covered Affiliate Annual Volume Rebate.
For the avoidance of doubt, the sum of all BIL-Covered Affiliate Percentage
Increases may or may not equal one hundred percent (100%).
Section 3.4 Currency. The payment to each Purchasing Affiliate
pursuant to Sections 3.2 and 3.3 shall be in the currency in which that
Purchasing Affiliate paid the Sellers for glass containers purchased pursuant to
the Supply Agreements during the relevant Measurement Year or, if the Purchasing
Affiliate made payments in more than one currency, pro rata on the basis of
aggregate purchases made by the Purchasing Affiliate in each currency determined
on the basis of foreign exchange rates in effect on December 31 of the
Measurement Year.
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Section 3.5 Annual Rebate Notice and Review. Sellers shall provide
to Buyers and each Purchasing Affiliate an Annual Rebate Notice by January 7 of
the year following the Measurement Year. The Annual Rebate Notice shall state
(i) the total amount of the Bacardi Monaco-Covered Affiliate Annual Volume
Rebate (ii) the total amount of the BIL-Covered Affiliate Annual Volume Rebate,
(iii) the allocation of the Annual Volume Rebate among the Purchasing Affiliates
pursuant to Sections 3.2 and 3.3, and (iv) the amount to be paid to each
Purchasing Affiliate in respect of the Annual Volume Rebate, stated in the
appropriate currency pursuant to Section 3.4. Buyers shall have ten (10) days
from the date of the submission of the Annual Rebate Notice to review such
Notice (the "Review Period"). For such purpose, Sellers shall afford Buyers
reasonable access to all books, records and work papers used by Sellers to
prepare the Annual Rebate Notice. If, in Buyers' reasonable judgement, the
Annual Rebate Notice does not fairly present the Annual Volume Rebate as payable
in accordance with this Agreement, then Buyers shall have the right to propose
any adjustment thereto within the Review Period. Buyers and Sellers shall use
their best effort for five (5) days after the expiration of the Review Period to
agree upon any such proposed adjustments. Any dispute as to the content or
preparation of the Annual Rebate Notice which is not resolved by Buyers and
Sellers during such 5-day period shall, if either Buyers or Sellers by notice to
the other party so request, be submitted for resolution in accordance with the
provisions of this Agreement to the Washington, D.C. office of Price Waterhouse,
whose costs shall be divided equally between Buyers and Sellers. The decision of
such firm shall be final and binding on Buyers and Sellers in the absence of
manifest error.
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ARTICLE 4.
TERM
The term of this Agreement, as between the parties hereto, shall
commence on January 1, 1996, and shall continue for so long as either of the
Supply Agreements remains in force.
ARTICLE 5.
EXTENSION OF SCOPE OF AGREEMENT
Upon the addition of any member of the Bacardi-Martini Group as a
"Purchasing Affiliate" for purposes of either or both of the Supply Agreements,
such member of the Bacardi-Martini Group shall thereupon, without any further
action on the part of any party hereto, be and become a Purchasing Affiliate for
purposes of this Agreement. Each such additional Purchasing Affiliate shall be
designated either a Bacardi Monaco-Covered Affiliate or a BIL-Covered Affiliate.
ARTICLE 6.
MISCELLANEOUS
Section 6.1 Notices. All notices required or desired to be given
hereunder shall be in writing, and shall be sent by (a) registered or certified
mail, return receipt requested, postage prepaid, (b) a reputable overnight
courier service, or (c) facsimile transmission. Notices shall be addressed as
follows:
(a) If to the Buyers:
(i) Bacardi International Limited
X.X. Xxx XX 000
00 Xxxxx Xxx Xxxx
Xxxxxxxx XX CX
BERMUDA
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Attention: President
Fax: 000-000-0000
(ii) Bacardi-Martini (Monaco) X.X.X.
Xx Xxxxx-Carlo Sun
00 Xxxxxxxxx x'xxxxxx
Xxxxx Xxxxxx 000
XX - 00000
XXXXXX CEDEX
Attention: President
Fax: 00-00-00-00
(b) If to the Sellers:
(i) Anchor Glass Container Corporation
0000 Xxxxxx Xxxxx Xxxxxxx
Xxxxx, Xxxxxxx 00000-0000
XXX
Attention: Xxxx Xxxxxx
Fax: 000-000-0000
(ii) Vitro Envases Norte America, S.A. de C.V.
Avenida Xxxxxxx Xxxxxxx
440 Xxxxx Xxxxxx
Nuevo Xxxx
Mexico C.P. 66265
Attention: Xxxx Xxxxxxx Pasquel
Fax: 000-000-000-0000
(c) If to any Purchasing Affiliate:
at the address for such Purchasing Affiliate set forth on
Schedule B hereto
or to such other address as either party shall designate for itself or its
affiliates by notice to the other. Any notice given by a Seller to the Buyers
hereunder shall be given to each of the Buyers and each Purchasing Affiliate.
Any notice given by a Buyer to the Sellers hereunder shall be given to each of
the Sellers. Notices given in accordance with the requirements of this Section
shall be deemed given (a) fifteen days after mailing if given by mail, (b) on
the third regular business day in the jurisdiction to which such notice is
addressed following delivery of the notice to an authorized representative of an
overnight courier service if given by overnight courier
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service, and (c) on the next regular business day in the jurisdiction to which
such notice is addressed following confirmed facsimile transmission of the
notice.
Section 6.2 Assignment. Neither this Agreement nor any of the rights
or interests of the Buyers or the Sellers hereunder may be assigned,
transferred, or conveyed by operation of law or otherwise without the prior
written consent of the other parties, except to a parent or subsidiary (direct
or indirect) of the assigning party, in which event the party so assigning shall
remain obligated and liable to the other parties for the full and complete
performance of this Agreement by the assignee.
Section 6.3 Law and Jurisdiction. This Agreement shall be governed
by and construed in accordance with the laws of the State of New York,
regardless of the laws that might govern under that state's principles of
conflicts of laws. Subject to the provisions of Section 3.5, any controversy or
claim arising out of or relating to this Agreement, or the breach thereof, shall
be settled by arbitration in accordance with the rules of the American
Arbitration Association in effect at the time such arbitration is instituted.
The arbitration panel shall be composed of three arbitrators, one of whom shall
be chosen by the Buyers, acting together, one of whom shall be chosen by the
Sellers, acting together, and one of whom shall be chosen by the two arbitrators
previously designated. If the Buyers and/or the Sellers fail to choose an
arbitrator within fourteen (14) days after receiving notice of commencement of
arbitration or if the two arbitrators fail to choose a third arbitrator within
fourteen (14) days of their appointment, such arbitrators shall be chosen by the
American Arbitration Association. Unless the parties to the arbitration shall
otherwise agree to a different place of arbitration, the place of arbitration
shall be Washington, D.C. The arbitration shall be conducted in the English
language. The arbitration award shall be final and binding upon the parties
thereto and may be entered in any court having jurisdiction.
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Section 6.4 Survival of Rights of Parties. The termination or
expiration of this Agreement shall not release any party from any liability,
obligation, or agreement which, pursuant to any provision of this Agreement, is
to survive or be performed after such termination or expiration.
Section 6.5 Subject Headings. The subject headings in this Agreement
have been placed herein for the convenience of the parties and shall not be
considered in any question of interpretation or construction of this Agreement.
Section 6.6 Counterparts. This Agreement may be executed in any
number of counterparts, each of which shall be deemed to be an original, but all
of which taken together shall constitute one and the same instrument.
Section 6.7 Amendments. No term or provision of this Agreement may
be changed, waived, discharged, or terminated orally, but only by an instrument
in writing signed by the party against whom the enforcement of such change,
waiver, discharge, or termination is sought.
Section 6.8 Entire Agreement. All prior understandings, agreements,
and negotiations had by and between the parties hereto are merged in this
Agreement, which alone constitutes the entire agreement of the parties. The
Supply Agreements and this Agreement constitute the entire agreement between the
parties relative to the supply of glass containers by the Sellers to the Buyers
and the Purchasing Affiliates.
Section 6.9 Purchasing Affiliates. The Purchasing Affiliates are
intended beneficiaries of the rights accorded the Buyers under this Agreement
and each Purchasing Affiliate shall have the right to enforce any such right
directly against Seller without the need to join either Buyer in any such
action.
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Section 6.10 Obligations Joint and Several. The obligations of the
Sellers hereunder shall be joint and several.
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be executed by their duly authorized representatives on the date(s) and places
set forth below.
SELLERS: BUYERS:
ANCHOR GLASS CONTAINER BACARDI INTERNATIONAL
CORPORATION LIMITED
/s/ Xxxxxxx Xxxxx Xxxxxxx /s/Xxxxxxx X. Xxxxxxxx
By: Xxxxxxx Xxxxx Xxxxxxx By: Xxxxxxx X. Xxxxxxxx
-------------------------- -----------------------------
Title: President and CEO Title: Director
-------------------------- -----------------------------
Date: August 27, 1996 Date: September 6, 1996
-------------------------- -----------------------------
Executed In: Tampa, Florida Executed In: Xxxxxxxx, Bermuda
-------------------------- -----------------------------
City, State City, State
VITRO ENVASES NORTE AMERICA, BACARDI-MARTINI (MONACO) S.A.M.
S.A. de C.V.
/s/ Xxxxxxxx Xxxxxx /s/ Maurizio Cisrario /s/ Xxxx Xxxx De Vit
By: Xxxxxxxx Xxxxxx By: Maurizio Cisrario Xxxx Xxxx De Vit
-------------------------- -------------------------------------
Title: Vice Predisent Operations Title: President General Deputy Manager
-------------------------- -------------------------------------
Date: August 27, 1996 Date: September 9, 1996
-------------------------- -------------------------------------
Executed In: Tampa, Florida Executed In: Xxxxx-Xxxxx (Principality of
-------------------------- Monaco
City, State -------------------------------
City, State
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REBATE AGREEMENT
dated as of January 1, 1996,
between
Anchor Glass Container Corporation,
Vitro Envases Notre America, S.A. de C.V.,
Bacardi International Limited,
and
Bacardi-Martini (Monaco)
Schedule A
Glass Containers Shipped to Purchasing Affiliates in 1995:
Number of Glass
Containers
Purchasing Affiliate Shipped (Gross)
-------------------- ---------------
***
*** Confidential treatment requested pursuant to Rule 406.
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REBATE AGREEMENT
dated as of January 1, 1996,
between
Anchor Glass Container Corporation,
Vitro Envases Norte America, S.A. de C.V.,
Bacardi International Limited,
and
Bacardi-Martini (Monaco)
Schedule B
Notice addresses for Purchasing Affiliates:
(a) Castleton Beverage Corporation
00000 Xxxxx Xxxx Xxxxxx
Xxxxxxxxxxxx, Xxxxxxx 00000
U.S.A.
X.X. Xxx 00000
Xxxxxxxxxxxx, Xxxxxxx 00000-0000
X.X.X.
Attention: President
Fax: 000-000-0000
(b) Bacardi Corporation
Xxxxxxx 000, Xxxxxxxxx 2.6
Xxxxxxx Xxxxxxxxxx Xxxx
Xxxxxx, Xxxxxx Xxxx 00000
X.X. Xxx 000000
Xxx Xxxx, Xxxxxx Xxxx 00000-0000
Attention: President
Fax: 000-000-0000
(c) Bacardi-Martini Canada, Inc.
0000 Xxxxxxx Xxxxxx X
Xxxxxxxx, Xxxxxxx X00 0X0
Xxxxxx
Attention: President
Fax: 000-000-0000
(d) Bacardi & Company Limited
Xxxxxx Xxxx
X.X. Xxx X-0000
Xxxxxx
Bahamas
Attention: President
Fax: 000-000-0000
(e) Bacardi Y Compania S.A. de C.V.
Autopista Mexico Queretaro No. 4431
X.X. 00000 Xxxxxxxxx
Xxxxxx xx Xxxxxx
Attention: President
Fax: 52-5-310- 8474
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REBATE AGREEMENT
dated as of January 1, 1996,
between
Anchor Glass Container Corporation,
Vitro Envases,
Norte America, S.A. de C.V.
Bacardi International Limited,
and
Bacardi-Martini (Monaco)
Schedule C
The percentage for the calculation of the Bacardi Monaco-Covered
Affiliate Annual Volume Rebate is: *** .
*** Confidential treatment requested pursuant to Rule 406.
20
*** Confidential treatment requested pursuant to Rule 406.
