This Supply Agreement involves
Title: SUPPLY AGREEMENT
Governing Law: Illinois Date: 4/26/2010
Industry: Auto and Truck Parts Sector: Consumer Cyclical
This Supply Agreement (“Agreement”) is effective as of August 17, 2006 (“Effective Date”) and is entered between Titan Tire Corporation, an Illinois corporation with its principal place of business in Des Moines, Iowa ("Titan") and Deere & Company, a Delaware corporation, with its principal place of business in Moline, Illinois (“Deere”), acting through its affiliate and business unit: John Deere Construction & Forestry Equipment Company Unit: John Deere Dubuque Works, 18600 South John Deere Road, Dubuque, IA 52001-9757 and Business Unit: John Deere Davenport Works, P.O. Box 4198, Davenport, IA 52808-4198.
The above listed business units are individually a “Deere Affiliate” and collectively the “Deere Affiliate.” The terms of this Agreement shall apply to the purchase of Products by any Deere Affiliate unless the Deere Affiliate and Titan agree otherwise. The purchase order will act as a signature of the Deere Affiliate accepting the terms of this Agreement. Deere shall retain the primary responsibility for administering this Agreement.
By mutual agreement of Deere and Titan, this section may be amended to include other affiliated corporations and business units of Deere.
WHEREAS, Deere wishes to purchase certain Products, as hereinafter defined, manufactured by Titan which will then be incorporated into wholegoods equipment or sold as replacement parts by Deere and its dealers.
WHEREAS, Titan wants to sell Deere the Products that Titan manufactures.
NOW THEREFORE, the parties agree as follows:
1. PRODUCTS - As used herein, the term "Products" shall mean those tires and parts listed on Attachment 1, attached hereto and incorporated herein by reference and to any other products which may be added to Attachment 1 by Deere and Titan from time to time by mutual agreement.
2. PURCHASES - Titan agrees to sell to Deere and Deere agrees to buy from Titan, **. Deere will release orders to Titan.
3. TERM - This agreement will commence as of the Effective Date and will continue for five years from the date of signing, contingent upon satisfactory performance of contractual terms and conditions by Titan and subject to the provisions of Section 21. This agreement may be extended for a mutually agreeable period of time by written agreement of both parties; provided that both parties advise one another in writing six months prior to the expiration extended period. The terms and conditions of this agreement would apply to any extension or renewal.
Portions of this exhibit were omitted and filed separately with the Secretary of the Commission pursuant to an application for confidential treatment filed with the Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934. Such portions are marked by a series of asterisks.
4. FORECASTS AND ORDERS - Purchases under this Agreement shall be made against specific written purchase orders submitted by Deere to Titan from time to time during the term of this Agreement. Any forecast for products provided by Deere shall not be considered orders for Products, shall be used by Titan for general corporate planning purposes only, and may be disregarded by without prior notice to Titan. Forecast orders do not constitute a contractual obligation on Titan or Deere’s part unless the parties have agreed otherwise in writing. ** Deere will deliver to Titan orders for Products on order formats utilized by Deere which will specify the quantity of each Products ordered and the date by which the product must be provided to said Deere facility. The order shall constitute a binding commitment by Deere to purchase the Products specified therein on the terms and conditions herein. **
5. DELIVERY - Titan shall deliver the Products ordered to the designated Deere facility, or its designee on the delivery date set forth in the order. Time is of the essence in delivering Product. If a Product will not be delivered on or before the delivery date specified in the order, Titan must immediately notify the applicable Deere facility that it will not be delivered in a timely manner.
6. FREIGHT - The Products shall be shipped FOB Titan facilities to designated Deere location and on a carrier designated by Deere. Deere will be liable for all such transportation expenses. In the event that a late delivery if Titan’s responsibility, Titan may be liable for expedited freight premiums incurred to meet Deere factory production schedules.
7. PACKAGING - Titan shall package the Products so that the Products will not be damaged or destroyed in transit. As to each Product shipment, Titan must include a packing list specifying the Product number(s), the quantity of each Product, the order number, release number, and/or blanket purchase order number, if applicable, and any other information Deere requires.
8. PRICING - During the term of this Agreement, the price of these products shall be the applicable price set forth in Attachment I, except as otherwise provided herein. **
9. PAYMENT - Invoices will be delivered by Titan to the Deere facility involved, Attention: Accounts Payable or such other address designated by Deere. This invoice will reference the order number, release number, Product number(s), quantity of each Product, proper price for each Product, total price and any other information requested by Deere. Payment terms are net thirty (30) days.
10. QUALITY/DEFECTS - If any Product or Other Product sold to Deere is defective in material or workmanship, or does not conform to Deere’s specifications/quality requirements, Titan agrees, at its sole cost, to repair or replace the defective Product or Other Product.
11. PRODUCT INDEMNITY - Titan agrees to defend, hold harmless and indemnify Deere, its subsidiaries and affiliates, their officers, directors, employees and agents from and against any