Purchase Order Agreement between American Axle & Manufacturing, Inc. and Republic Engineered Products LLC

Contract Categories: Business Finance › Purchase Agreements
Summary

This agreement is a purchase order between American Axle & Manufacturing, Inc. and Republic Engineered Products LLC for the supply of specific steel parts and materials. The supplier agrees to deliver the listed items at agreed prices and quantities, following American Axle’s quality standards and terms. The agreement includes confidentiality obligations, price adjustments, and revision history. It is governed by American Axle’s standard purchase order terms and conditions, with specified delivery, payment, and shipping requirements. The contract is effective for a defined period and may be updated as noted in the revision section.

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EX-10.18 2 y68255exv10w18.txt PURCHASE ORDER EXHIBIT 10.18 CONFIDENTIAL TREATMENT REQUESTED UNDER C.F.R. SECTIONS 200.80(b)(4), 200.83 and 230.406 **** INDICATES OMITTED MATERIAL THAT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST FILED SEPARATELY WITH THE COMMISSION [AMERICAN AXLE & MANUFACTURING LOGO] PURCHASE ORDER -------------- PURCHASE ORDER NUMBER REVISION PAGE 141012 26 1 OF 10 --------------------- -------- ------- THIS PURCHASE ORDER NUMBER MUST APPEAR ON ALL INVOICES, PACKING LISTS, CARTONS AND CORRESPONDENCE RELATED TO THIS ORDER. ------------------------------------------- SUPPLIER: SHIP TO: AMERICAN AXLE & MFG INC TFD-TONAWANDA FORGE DIRECT 2390 KENMORE AVENUE TONAWANDA, NY 14150 UNITED STATES ------------------------------------------- REPUBLIC ENGINEERED PRODUCTS LLC BILL TO: AMERICAN AXLE & MFG INC REPUBLIC TECHNOLOGIES INTERNATIONAL ACCOUNTS PAYABLE DEPARTMENT 3770 EMBASSY PARKWAY P.O. BOX 12159 AKRON, OH ###-###-#### DETROIT, MI 48212 UNITED STATES UNITED STATES ------------------------------------------- CUSTOMER ACCT NO. VENDOR NO. DATE OF ORDER/BUYER REVISED DATE/BUYER 01998701-04 605699503 26-OCT-01 PAWLIK, G 13-OCT-04 PAWLIK, G - -------------------- --------- ------------------------------------------- ----------------------------------- PHONE ###-###-#### PHONE ###-###-#### ------------------------------------------- FAX ###-###-#### FAX ###-###-#### ------------------------------------------- PAYMENT TERMS SHIP VIA F.O.B. 2ND DAY OF 2ND MONTH ORIGIN - -------------------- ------------------------------------------- FREIGHT TERMS REQUESTOR/DELIVERY CONFIRM TO/TELEPHONE COLLECT ###-###-#### - -------------------- ------------------------------------------- ------------------------------------
PART NUMBER/ ITEM DESCRIPTION DELIVERY DATE QUANTITY UNIT UNIT PRICE EXTENSION TA
FOB Point - Newton Falls, Ohio ****PLEASE REFERENCE THE FOLLOWING ON YOUR PACKING SLIP: --PURCHASE ORDER NUMBER --ITEM IDENTIFICATION NUMBER --SAME UNIT OF MEASURE AS PURCHASE ORDER PLEASE DIRECT ANY AAM PAYMENT QUESTIONS TO 800-862-AXLE / FAX: 313 ###-###-#### SUPPLIERS ARE REQUIRED TO COMPLY WITH ALL AAM QUALITY SYSTEM STANDARDS AND REQUIREMENTS ************************************************************************* ******************************************************************* Seller will ensure that the goods, services and all related information covered by this order, including but not limited to design and manufacturing information, which it receives from Buyer ("Confidential Information") will be kept in strict confidence. Seller will exercise all reasonable precautions to prevent unauthorized disclosure of received Confidential Information to any third party. Seller will not use the Confidential Information for any purpose other than for executing its obligations under this purchase order. This provision will survive cancellation, termination, or expiration of this purchase order. The Seller agrees to sell and the Buyer agrees to purchase, at the price(s) and subject to the terms and conditions shown hereon, and by reference as though typed hereon, the Terms and Conditions of the AAM quotation supplement attached to the AAM Request for Quotation, approximately [****]% of Buyers requirements (unless otherwise noted) for the items listed hereon for the time period shown on this order. "Suppliers are required to comply with all AAM Quality System This transaction is subject to and governed by American Axle & Manufacturing, Inc.'s Standard Purchase Order Terms and Conditions, dated January 1, 2001, a copy of which has been provided to Supplier and by which TOTAL Continued Supplier agrees to be PURCHASE ORDER NUMBER REVISION PAGE 141012 26 2 OF 10 [AMERICAN AXLE & MANUFACTURING LOGO] ITEM PART NUMBER/DESCRIPTION DELIVERY DATE QUANTITY UNIT UNIT PRICE EXTENSION TA
requirements." Containers and dunnage owned by Buyer may be provided on consignment to Seller for exclusive use in shipping parts shown hereon to Buyer. Empty containers will be returned to Seller on consignment, [****]. Seller's use of said containers must be detailed on all shipping and financial documents. Effective with shipments [****] for [****], the following [****] that apply on all items regardless of melt source. - No. 1 Dealer Bundles $[****] +/- $[****] ([****]) - Nickel $[****]/pound + / - 0$[****] ([****]) - Moly $[****]/pound + / - 0$[****] ([****]) [****] Revision 0: Placed part numbers 40014256-CUT and 40014827-CUT on contract effective [****]. Revision 1: Placed part number 40018712-CUT on contract effective [****]. Price changes effective [****] for 40014256-CUT and 40014827-CUT. Revision 2: Price changes effective [****] to capture [****] and [****]. Revision 3: Corrected line information - MSQ. Revision 4: Price change for 40014256-CUT effective [****]. Revision 5: Price changes effective [****] due to [****]. Revision 6: Placed 40022597-CUT on contract effective [****]. Revision 7: Price changes effective [****] due to [****]. Revision 8: Price changes effective [****] for [****]. Revision 9: Price changes effective [****] for [****]. P.O. extended to [****]. Revision 10: Price change effective [****], P/N 40018712-CUT. See details under P/N. This transaction is subject to and governed by American Axle & Manufacturing, Inc.'s Standard Purchase Order Terms and Conditions, dated January 1, 2001, a copy of which has been provided to Supplier and by which Supplier agrees to be TOTAL Continued PURCHASE ORDER NUMBER REVISION PAGE 141012 26 3 OF 10 [AMERICAN AXLE & MANUFACTURING LOGO] ITEM PART NUMBER/DESCRIPTION DELIVERY DATE QUANTITY UNIT UNIT PRICE EXTENSION TA
Revision 11: Price changes for [****]. See detail under PN Revision 12: Price change [****] effective [****]. See Price Change detail on line attachments. Rev 13: Revision captures [****] effective [****]. See line for detail. Rev. 14: Part 40025318-cut added to contract [****]. Base price for this cut piece is $[****] per piece. Rev 15: Revision captures [****] effective [****]. Rev 16: Extended purchase order expiration date from [****] to [****]. Rev 17: Revision capture [****] effective [****]. Rev 18: Change Duns number from 131722621 to 605699503 to be consistent across all of Republic's purchase orders effective [****]. Rev. 19: Effective [****], Republic will go to a [****] schedule per selected part numbers. This is per Republic's request. This applies to all Republic engineered products purchase orders currently in place with American Axle and Manufacturing. All non-General Motors Steels would go to a [****] format effective [****]. Rev 20: Price changed because [****] effective [****]. Rev 21: Price change effective [****] due to [****]. Rev 22: Price change effective [****] due to [****] Rev 23: Part added to contract P/N # 40028297-CUT. Part added to contract P/N # 40028298-CUT Rev 24: Manganese [****] of $[****] ton effective with shipments [****]. Rev 25: Price changes per pound effective [****] due to [****]. Rev 26: Price change per pound effective [****] due to [****]. EFFECTIVE WITH SHIPMENTS DATED [****] Scrap, nickel, and molybdenum surcharges will be changed to a [****] format from the previous [****] format. [****] This transaction is subject to and governed by American Axle & Manufacturing, Inc.'s Standard Purchase Order Terms and Conditions, dated January 1, 2001, a copy of which has been provided to Supplier and by which Supplier agrees to be TOTAL Continued PURCHASE ORDER NUMBER REVISION PAGE 141012 26 4 OF 10 [AMERICAN AXLE & MANUFACTURING LOGO] ITEM PART NUMBER/DESCRIPTION DELIVERY DATE QUANTITY UNIT UNIT PRICE EXTENSION TA
[****] PURCHASE AGREEMENT Effective From: [****] To: [****] Amount Agreed: 1 40014256-CUT [****] PCS DIFF SIDE GEAR BILLET Revision 0: Placed part number 40014256-CUT on contract effective [****] per [****] for the CD4E, AX4N and AX4S Diff Gears. The minimum lot size is [****] lbs. Revision 1: Changed price from $[****] to $[****] effective [****]. Revision 2: Changed price from $[****] to $[****] effective [****]. This change is to [****]. Revision 3: Changed price from $[****] to $[****] effective [****]. The new base price of $[****] is effective [****]. The billet weight increased from [****] to [****] grams. The Cost Request is not complete, but the is an engineering change. Revision 5: Price change effective [****] from $[****] to $[****] due to [****]. Rev 7: Price change effective [****] from $[****] to $[****] due to [****]. Rev 8: Price change from $[****] to $[****] effective [****] for [****]. Rev 9: Price change from $[****] to $[****] effective [****] for [****]. Rev 11: [****] Base price is $[****] per pound. Price change from $[****] to $[****] effective [****] for [****]. Rev 12: Price change [****] effective [****]. From $[****] to $[****]. Rev 13: Price change from $[****] to $[****] effective [****] due to [****]. Rev 15: Price change from $[****] to $[****] effective [****] for [****]. Rev 17: Price change from $[****] to $[****] effective [****] for [****]. This transaction is subject to and governed by American Axle & Manufacturing, Inc.'s Standard Purchase Order Terms and Conditions, dated January 1, 2001, a copy of which has been provided to Supplier and by which Supplier agrees to be TOTAL Continued PURCHASE ORDER NUMBER REVISION PAGE 141012 26 5 OF 10 [AMERICAN AXLE & MANUFACTURING LOGO] ITEM PART NUMBER/DESCRIPTION DELIVERY DATE QUANTITY UNIT UNIT PRICE EXTENSION TA
Rev 19: Price change from $[****] to $[****] effective [****] due to [****]. Please note the following Price changes: Price effective [****] $[****] Price Change effective [****] $[****] Price Change effective [****] $[****]. Rev 20: Price changed from $[****] to $[****] because [****] effective [****]. Rev 21: Price change from $[****] to $[****] effective [****] due to [****]. Rev 22: Price change from $[****] to $[****] effective [****] due to [****]. Rev 24: [****] price was $[****], now is $[****]. [****] is $[****], now is $[****]. Due to [****]. Rev 25: Price change from $[****] to $[****] per pound effective [****] due to [****]. Rev 26: Price change from $[****] to $[****] per pound effective [****] due to [****]. 40014827-CUT PCS [****] DIFF SIDE GEAR BILLET 2 Revision 0: Placed part number 40014827-CUT on contract effective [****] per [****] for the CD4E, AX4N and AX4S Diff Gears. The minimum lot size is [****] lbs. Revision 1: Changed price from $[****] to $[****] effective [****] per [****]. Revision 2: Changed price from $[****] to $[****] effective [****]. This change is to capture the new [****] base price of $[****] and [****]. Revision 5: Price change effective [****] from $[****] to $[****] due to [****]. Rev 7: Price change effective [****] from $[****] to $[****] due to [****]. Rev 8: Price change from $[****] to $[****] effective [****] for [****]. Rev 9: Price change from $[****] to $[****] effective [****] for [****]. Rev 11: [****] Base pricing is $[****] per pound. Price change from $[****] to $[****] effective [****] for [****]. This transaction is subject to and governed by American Axle & Manufacturing, Inc.'s Standard Purchase Order Terms and Conditions, dated January 1, 2001, a copy of which has been provided to Supplier and by which Supplier agrees to be TOTAL Continued PURCHASE ORDER NUMBER REVISION PAGE 141012 26 6 OF 10 [AMERICAN AXLE & MANUFACTURING LOGO] ITEM PART NUMBER/DESCRIPTION DELIVERY DATE QUANTITY UNIT UNIT PRICE EXTENSION TA
Rev 12: Price change [****] effective [****]. From $[****] to $[****]. Rev 13: Price change from $[****] to $[****] effective [****] due to [****]. Rev 15: Price change from $[****] to $[****] effective [****] for [****]. Rev 17: Price change from $[****] to $[****] effective [****] for [****] Rev 19: Price change from $[****] to $[****] effective [****] due to [****]. Please note the following Price changes: Price effective [****] $[****] Price Change effective [****] $[****] Price Change effective [****]. Rev 20: Price changed from $[****] to $[****] because [****] effective [****]. Rev 21: Price change from $[****] to $[****] effective [****] due to [****]. Rev 22: Price change from $[****] to $[****] effective [****] due to [****]. Rev 24: [****] price was $[****] now is $[****]. [****] is $[****], now is $[****]. Due to [****]. Rev 25: Price change from $[****] to $[****] per pound effective [****] due to [****]. Rev 26: Price change from $[****] to $[****] per pound effective [****] due to [****]. 40018712-CUT PCS [****] DIFF PINION BILLET Rev. 1: Placed part on contract effective [****] per [****] for the CD4E, AX4N and AX4S MY2002 Programs. The minimum lot size is [****]. Rev. 2: Changed price from $[****] to $[****] effective [****]. This change is to capture the new [****] base price of $[****] and [****]. 3 Rev. 5: Price change effective [****] from $[****] to $[****] due to [****]. Rev. 7: Price change effective [****] from $[****] to $[****] due to [****] This transaction is subject to and governed by American Axle & Manufacturing, Inc.'s Standard Purchase Order Terms and Conditions, dated January 1, 2001, a copy of which has been provided to Supplier and by which Supplier agrees to be TOTAL Continued PURCHASE ORDER NUMBER REVISION PAGE 141012 26 7 OF 10 [AMERICAN AXLE & MANUFACTURING LOGO] ITEM PART NUMBER/DESCRIPTION DELIVERY DATE QUANTITY UNIT UNIT PRICE EXTENSION TA
[****] Rev. 8: Price change from $[****] to $[****] effective [****] for [****]. Rev. 9: Price change from $[****] to $[****] effective [****] for [****]. Rev. 10: Price change from $[****] to $[****] effective [****]. Billet weight change from [****] to [****] grams. New Base Price of $[****] per piece. [****] is $[****] per piece. Rev. 11: [****] Base pricing is $[****] per pound. Price change from $[****] to $[****] effective [****] for [****]. Rev. 12: Price change [****] effective [****]. From $[****] to $[****]. Rev. 13: Price change from $[****] to $[****] effective [****] due to [****]. Rev. 15: Price change from $[****] to $[****] effective [****] for [****]. Rev. 17: Price change from $[****] to $[****] effective [****] for [****] Rev. 19: Price change from $[****] to $[****] effective [****] due to [****]. Please note the following Price changes: Price effective [****] $[****] [****] Price Change effective [****] $[****] Price Change effective [****] $[****]. Rev. 20: Price changed from $[****] to $[****] because [****] effective [****]. Rev. 21: Price change from $[****] to $[****] effective [****] due to [****]. Rev. 22: Price change from $[****] to $[****] effective [****] due to [****] Rev. 24: [****] price was $[****] now is $[****]. [****] is $[****], now is $[****]. Due to [****]. Rev. 25: Price change from $[****] to $[****] per pound effective [****] due to [****]. Rev. 26: Price change from $[****] to $[****] per pound effective [****] due to [****]. 40022597-CUT PCS [****] 4 This transaction is subject to and governed by American Axle & Manufacturing, Inc.'s Standard Purchase Order Terms and Conditions, dated January 1, 2001, a copy of which has been provided to Supplier and by which Supplier agrees to be TOTAL Continued PURCHASE ORDER NUMBER REVISION PAGE 141012 26 8 OF 10 [AMERICAN AXLE & MANUFACTURING LOGO] ITEM PART NUMBER/DESCRIPTION DELIVERY DATE QUANTITY UNIT UNIT PRICE EXTENSION TA
DIFF PINION BILLET Revision 6: Placed part on contract effective [****] per [****]. Rev 7: No price change effective [****] for [****]. Rev 8: Price change from $[****] to $[****] effective [****] for [****]. Rev 9: Price change from $[****] to $[****] effective [****] for [****]. Rev 11: [****] Base pricing is $[****] per pound. Price change from $[****] to $[****] effective [****] for [****]. Rev 12: Price change [****] effective [****]. From $[****] to $[****]. Rev 13: Price change from $[****] to $[****] effective [****] due to [****]. Rev 15: Price change from $[****] to $[****] effective [****] for [****]. Rev 17: Price change from $[****] to $[****] effective [****] for [****] Rev 19: Price change from $[****] to $[****] effective [****] due to [****]. Please note the following Price changes: Price effective [****] $[****] Price Change effective $[****] Price Change effective [****]. Rev 20: Price changed from $[****] to $[****] because [****] effective [****]. Rev 21: Price change from $[****] to $[****] effective [****] due to [****]. Rev 22: Price change from $[****] to $[****] effective [****] due to [****] Rev 24: [****] price was $[****] now is $[****]. [****] is $[****], now is $[****]. Due to [****]. Rev 25: Price change from $[****] to $[****] per pound effective [****] due to [****]. Rev 26: Price change from $[****] to $[****] per pound effective [****] due to [****]. This transaction is subject to and governed by American Axle & Manufacturing, Inc.'s Standard Purchase Order Terms and Conditions, dated January 1, 2001, a copy of which has been provided to Supplier and by which Supplier agrees to be TOTAL Continued PURCHASE ORDER NUMBER REVISION PAGE 141012 26 9 OF 10 [AMERICAN AXLE & MANUFACTURING LOGO] ITEM PART NUMBER/DESCRIPTION DELIVERY DATE QUANTITY UNIT UNIT PRICE EXTENSION TA
5 40025318-CUT PCS [****] DIFF SIDE GEAR BILLET Rev. 14: Part added to contract Per [****]. Base price for this cut piece is $[****] per piece. Rev. 17: Price change from $[****] to $[****] effective [****] for [****] Rev. 19: Price change from $[****] to $[****] effective [****] due to [****]. Please note the following Price changes: Price effective [****] $[****] [****] Price Change effective [****] $[****] Price Change effective [****]. Rev. 20: Price changed from $[****] to $[****] because [****] effective [****]. Rev. 21: Price change from $[****] to $[****] effective [****] due to [****]. Rev. 22: Price change from $[****] to $[****] effective [****] due to [****] Rev. 24: [****] price was $[****] now is $[****]. [****] is $[****], now is $[****]. Due to [****]. Rev. 25: Price change from $[****] to $[****] per pound effective [****] due to [****]. Rev. 26: Price change from $[****] to $[****] per pound effective [****] due to [****]. 40028297-CUT PCS [****] 6 Diff Side Gear Billet Rev 23: Added part to contract P/N 40028297-CUT , [****] Base price is $[****] per piece. [****] price is $[****] per piece. Rev 24: [****] is $[****], now is $[****]. Due to [****]. Rev 25: Price change from $[****] to $[****] per pound effective [****] due to [****]. Rev 26: Price change from $[****] to $[****] per pound effective [****] due to [****]. 40028298-CUT PCS [****] 7 DIFF PINION BILLET Rev 23: Part added to contract P/N # 40028298-CUT. [****] Base price is $[****] per piece. [****] price is $[****] per This transaction is subject to and governed by American Axle & Manufacturing, Inc.'s Standard Purchase Order Terms and Conditions, dated January 1, 2001, a copy of which has been provided to Supplier and by which Supplier agrees to be TOTAL Continued PURCHASE ORDER NUMBER REVISION PAGE 141012 26 10 OF 10 [AMERICAN AXLE & MANUFACTURING LOGO] ITEM PART NUMBER/DESCRIPTION DELIVERY DATE QUANTITY UNIT UNIT PRICE EXTENSION TA
pieces Rev 24: [****] is $[****], now is $[****]. Due to [****]. Rev 25: Price change from $[****] to $[****] per pound effective [****] due to [****]. Rev 26: Price change from $[****] to $[****] per pound effective [****] due to [****]. This transaction is subject to and governed by American Axle & Manufacturing, Inc.'s Standard Purchase Order Terms and Conditions, dated January 1, 2001, a copy of which has been provided to Supplier and by which Supplier agrees to be TOTAL Continued