Contract No. 01-AsitS—)-(7.2-C)5
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`MASTER SUPPLY AGREEMENT
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`This Master Supply Agreement (the "Master Agreement") is made as of January 25, 2010 ("Effective Date") between 3M
`COMPANY, a Delaware corporation ("3M"), and Coleman Cable Inc, a Delaware corporation, along with any of its affiliates
`that enter into a Sub-Agreement (as defined in Section 1.1), all of which are collectively referred to as "Seller." 3M and
`Seller are referred to Jointly as "Parties" and individually as "Party,"
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`1. SCOPE
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`2. TERM
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`3. PURCHASES
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`Jiawei et al. Exhibit 1022 Page 1
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`4. PRICES, PAYMENT & DELIVERY
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`5. PACKAGING & TRADEMARKS
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`Jiawei et al. Exhibit 1022 Page 2
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`8. SAFETY & REGULATORY COMPLIANCt
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`6.1 (cid:9)
`Seller will perform all of its obligations under this Agreement in compliance with all local, state, national, and
`international statutes, rulings, regulations, ordinances and governmental directives, including, without limitation, those
`pertaining to environmental, hazardous waste disposal, transportation, employee safety and health, labor matters, and
`Seiler will maintain
`employment practices (collectively referred to as "Laws") that apply to Seller and its business. (cid:9)
`environmental, health and safety, transportation, human resources, and labor programs that are consistent with 3M's
`Supplier EHS, Transportation and Human Resource/Labor Standard available at www3M.com/suppliers. Seller will not
`provide products or services to 3M Entities that use labor: (a) resulting from mental or physical coercion, physical
`punishment, slavery or other oppressive labor conditions; and (b) from workers younger than 16 years of age if local Law
`permits employees younger than 18, In addition, Seller will only use workers between 16 and 18 years of age to perform
`Seller's obligations under this Agreement if Seller implements and maintains any additional working conditions needed to
`adequately protect their safety and health.
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`6.2 (cid:9)
`Seller must at all times have the expertise and resources to perform Its obligations under this Agreement safety, on
`time, and to 3M Entities' reasonable satisfaction. Seller is solely responsible for the safe performance of all Seller's
`obligations under this Agreement and for the safety of Seller's employees, contractors, and invitees. On at least two
`business days' prior notice, 3M Entities or their agents may enter Seller Site during business hours to inspect and audit the
`Products, 3M-supplied materials and equipment, and records relating to Seller's performance under this Agreement. If the
`Specifications require, Seller will provide Product samples, perform testing, and/or issue certificates at Seller's cost. Seller
`must, directly or through its approved subcontractors, properly handle, package, label, store, treat, remove, transport, and
`dispose of all waste material generated in Seller's performance under this Agreement ("Waste Material"), in accordance with
`all applicable Laws. Seller will not offer or pay money or anything of value to a government official or political candidate for
`the purpose of obtaining, retaining or directing business to any person or entity, as prohibited by the applicable Laws, which
`may include, without limitation, the U.S. Foreign Corrupt Practices Act.
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`6.3 (cid:9)
`Products, or the 3M Entities' products into which they are incorporated, may need to comply with Laws that restrict
`product content, including, but not limited to, the European Union's Directive on the Restriction of the Use of Certain
`Hazardous Substances in Electrical and Electronic Equipment, known as "RoHS." Seller warrants that each Product
`(exclusive of any 3M Materials) will not contain any the following substances in excess of the following maximum
`concentration values in any homogeneous material ("Restricted Values") unless the applicable Specifications specifically
`permit that substance in a higher concentration value: (a) 0.1% (by weight) for each of lead, mercury, hexavalent chromium,
`polybromineted biphonyls or polybrominated diphenyl ethers; or (b) 0.01% (by weight) for cadmium. Seller will provide to
`3M: (i) satisfactory documentation that all non-3M Materials do not exceed the Restricted Values; (ii) certification of the
`exact concentration of each substance subject to the Restricted Values In all non-3M Materials so 3M can determine If 3M
`Materials combined with non-3M Materials do not exceed the Restricted Values; and (iii) reports on the occurrence of other
`substances that may be restricted by, or require disclosure to, governmental bodies, customers and/or recyclers by
`completing the supplier questionnaires provided by 3M Entities.
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`6.4 (cid:9)
`If 3M gives Seller notice that the Restricted Values are changed in a manner that may negatively affect Seller's
`obligations ("Revised Restricted Values"), and, within ten business days thereafter, Seller does not give 3M notice that its
`warranty and/or certification are no longer valid, then Seller is deemed to have warranted that (a) all non-3M Material will
`meet the Revised Restricted Values; and (b) its certification remains unaffected by the Revised Restricted Values. if any
`Product fails to meet the initial or Revised Restricted Values, then 3M Entities may, in addition to other available remedies
`and at its discretion, immediately on notice to Seller, discontinue purchasing that Product or Product Service and any 3M
`Entity's purchase commitment, Forecast, or Order relating to that Product or Product Service will be automatically revised to
`reflect Its discontinuation of that purchase.
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`Before or at shipment of any Product that requires a Material Safety Data Sheet ("MSDS"), Seller will deliver that
`6.5 (cid:9)
`MSDS to the applicable 3M Entity. Seller will immediately provide the applicable 3M Entities with any update or revision to
`each MSDS. Seller warrants that each Product is in compliance with, or exempt from, all applicable chemical control Laws
`("Chemical Control Laws"), including, without limitation, the United States Chemical Control Law known as "TSCA" and any
`other Chemical Control Law(s) referenced in the applicable Sub-Agreement. Seller will promptly inform 3M in writing of any
`change in a Product's regulatory status under any Chemical Control Law.
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`7. ENGINEERING CHANUS
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`"Engineering Change" is a mechanical, electrical, material, process, or location change that could affect a Product's safety,
`performance, cost, reliability, appearance, materials (including source of supply), or composition. Unless a Product's
`Specification provides a more stringent communication process, either Party may request an Engineering Change, but it will
`occur only if the Parties agree in writing as to any resulting Specification changes, cost savings or other outcomes.
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`8. WARRANTIES
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`Jiawei et al. Exhibit 1022 Page 3
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`9. 3M EQUIPMENT & 3M MATERIAL
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`10. INSURANCE & INDEMNIFICATION
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`Jiawei et al. Exhibit 1022 Page 4
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`11. CONFIDENTIAL INFORMATION & SELLER PEVELOPMENTS
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`12. NOTICES
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`13. DISPUTE RESOLUTION
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`Jiawei et al. Exhibit 1022 Page 5
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`14. UNAVOIDABLE DELAY
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`15. MISCELLANEOUS
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`15.3 (cid:9)
`Seller cannot assign, transfer, or delegate any of its rights or obligations under the Agreement or any Sub-
`Agreement without 3M's prior written consent. If Seller breaches this restriction, 3M may In addition to its other remedies
`terminate the Agreement or the applicable Sub-Agreement at any time thereafter upon notice to Seller. Neither the
`Agreement nor any Sub-Agreement may be freely assigned, transferred or delegated as part of any sale of Seller's
`business or assets unless 3M has given prior written consent to that assignment, transfer or delegation In accordance with
`this Section.
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`Jiawei et al. Exhibit 1022 Page 6
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`ACCEPTED AND AGREED TO BY:
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`3M COMPANY (cid:9)
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`By: (cid:9)
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`Printed Name: (cid:9)
`Title: (cid:9)
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`COLEMAN CABLE, INC.
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`By: (cid:9)
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`Printed Name:
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`V
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`cler-16-4,17
`e- M. ,)4 ker__ (cid:9)
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`Jiawei et al. Exhibit 1022 Page 7
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