This Supply Agreement (this "Agreement") is made the 28th day of March, 2006, by and between Scott's Liquid
Gold-Inc., a Colorado corporation ("Purchaser"), and Keltec Dispensing Systems USA, Inc., a Delaware
A. Purchaser currently manufactures the plastic caps and containers listed on Exhibit A (the "Parts") for use in
spray aerosol cans and other products.
B. Purchaser is selling to Supplier certain plastic molding machines and other equipment (the "Equipment"), as
more particularly described in an Acquisition Agreement between the parties of even date herewith, and leasing
to Supplier manufacturing, warehouse, and office space (the "Leased Space"), as more particularly described in a
Lease between the parties of even date herewith. Prior to this Agreement, Purchaser used the Equipment and
Leased Space to manufacture the Parts.
C. Following the sale of the Equipment and lease of the Leased Space, Purchaser wishes to outsource to
Supplier the manufacture of the Parts. Supplier has the expertise to manufacture the Parts and wishes to
commence manufacturing the Parts for Purchaser.
In consideration of the foregoing recitals, which are hereby incorporated by this reference, and for other good
and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as
1.1 Specific Definitions. As used herein, the following terms shall have the meanings set forth below:
"Renewal Period" means the 12-month period immediately following the Open Costing Period or any prior
Renewal Period, if the parties elect to renew this Agreement pursuant to Section 9.2.
"Renewal Prices" means the Prices applicable for any Renewal Period, as agreed to by the parties.
"Initial Period" means the 12 months from Closing date, on any business day prior to July 1, 2006. Purchaser
shall provide Seller with written notice of the desired Closing date at least five (5) bus