EXHIBIT 10.1
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ADSERO - TURBON STRATEGIC SUPPLY AGREEMENT
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Adsero - Turbon Strategic Supply Agreement ("Agreement") effective June 22nd,
2005 ("Effective Date") between ▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇, ▇-▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇,
▇▇▇▇▇▇▇ ("Turbon"), and Adsero Corporation, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇,
▇▇▇▇▇▇, ▇▇▇ ▇▇▇, ▇▇▇▇▇▇ ("Adsero").
PREAMBLE
Adsero currently, through its wholly owned subsidiary Technolaser, sells app.
50,000 remanufactured laser toner cartridges ("Products") to its customer base.
These Products are partially produced in Technolaser's manufacturing facilities
in Montreal, Canada and partially procured from several external sources in
North America and Asia.
Turbon is a manufacturer of imaging supplies with remanufacturing of laser
cartridges being its core competence. Turbon operates manufacturing facilities
in Asia, Europe and North America.
1. COOPERATION
1.1. Turbon will become the strategic supplier of Adsero for
remanufactured laser toner cartridges and will supply Adsero with
prices which will be a) lower than the prices quoted to any other
third party customer of Turbon for the same product under the same
conditions, and b) competitive in the market place.
1.2. Adsero in exchange agrees to give Turbon preferred vendor status,
which means that Adsero will give preference to ordering Products
from Turbon over competitive Products from any other third party as
long as product quality meets Adsero specifications. The mutual goal
of the parties is to replace all current vendors of Adsero and
transfer in-house production from Adsero to Turbon where it makes
economic sense.
1.3. The parties will also co-operate in other areas such being New
Product Development, Quality Control Systems, Empty Cartridge
Collections, Logistics etc.
2. TERM AND TERMINATION
2.1. This Agreement will continue for an initial term starting as of the
Effective Date and ending on December 31st 2008, and will
automatically renew and continue thereafter for an indefinite period
of time until notice of termination is given by Adsero or Turbon at
least one hundred eighty (180) days prior to such termination date,
to the other party.
2.2. This Agreement may also be terminated by mutual written agreement.
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3. PRICES AND PAYMENT
3.1. Prices for the Products are set forth on Exhibit A.
3.2. Turbon will continue throughout the term of this Agreement to reduce
costs for all Products. Adsero and Turbon will conduct semi annually
pricing review meetings in which Turbon will discuss with Adsero
cost reductions accomplished and possible price reductions based on
such cost reductions.
3.3. Payment terms are 100 days f.o.b. shipping point
ADSERO TURBON
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇-Turbon
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Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇-Turbon
Title: CFO Title: CEO
Date: June 22, 2005 Date: June 22, 2005
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