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EXHIBIT 10.74
Re: Purchase Agreement
This is to confirm the commitment of Monro Muffler Brake, Inc., with respect to
the changeover proposal as previously discussed.
You agree that Honeywell Friction Materials will be your primary brake supplier
commencing as of the completion of the changeover and continuing for a minimum
of three (3) years. In addition, you will purchase a minimum of 90% of products
(as defined) per year over the next three years through January 31, 2003.
Kindly indicate your understanding and agreement with the above by signing below
where indicated and return one copy to Honeywell Friction Materials, to the
attention of Tom McCarthy. If you should have any questions regarding this
matter, do not hesitate to call.
Very truly yours,
Honeywell Friction Materials
/s/ Tom McCarthy
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Tom McCarthy, Area Vice President
Accepted: By: /s/ Andrew Dudash
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Title: Vice President-Merchandising
Date: January 3, 2000
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HONEYWELL FRICTION MATERIALS
105 PAWTUCKET AVENUE
RUMFORD, RI 02916
MINIMUM PURCHASE AND PREFERRED SUPPLIER AGREEMENT
This Minimum Purchase and Preferred Supplier Agreement (the
"Agreement"), dated as of January 13, 2000, is between Honeywell International
Inc., on behalf of its Friction Materials business ("HFM"), and Monro Service
Corporation (the "Customer").
The parties agree as follows:
1. Customer has requested HFM to incur the following Signing Bonus in
connection with the granting by Customer of certain new business to HFM:
SIGNING BONUS: *
2. In return for HFM's agreement to incur the Signing Bonus, Customer agrees
to buy a minimum of 90% of Products (net of returns) (Products are defined
in Section 3 below) per year over the next three years through January 31,
2003.
3. "Products" are defined as the following product lines: StopRite Friction,
RoadTuff Drums&Rotors, RoadTuff Wheel Cylinders, RoadTuff Brake Hoses,
RoadTuff Master Cylinders, and Bendix premium friction as needed. Monro has
the option to have HFM supply StopRite friction to Autoline for Monro's
loaded caliper program.
4. Customer agrees that in consideration of the Signing Bonus to be incurred
by HFM, at all times during the period between February 1, 2000 through
January 31, 2003, HFM will be Customer's preferred supplier for all of the
types of products included in the Products definition.
5. In addition to all other rights and remedies available to HFM under law or
equity (including, without limitation, breach of contract claims and claims
of reliance), in the event that Customer breaches its obligations as set
forth in this Agreement without cause, Customer will reimburse HFM, by
corporate check within 10 business days after the end of each such Time
Period, as follows:
Time Period in Which the First Breach Occurs Reimbursement Amount
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2/1/00-1/31/01 $ U.S. *
2/1/01-1/31/02 $ U.S. *
2/1/02-1/31/03 $ U.S. *
MONRO SERVICE CORPORATION HONEYWELL INTERNATIONAL INC.,
FRICTION MATERIALS
By: By:
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Title: Title:
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* This information has been left out for confidentiality reasons.
