Owens-Illinois and Owens-Corning Fiberglas Agreements for the Sale of Kaylo (1953)

Two contracts between the Owens-Illinois Glass Company, the "Seller," and Owens-Corning Fiberglas Corporation, the "Buyer," both executed on March 20, 1953, and effective April 1, 1953. Under the Sales Agreement, Owens-Corning agreed to buy $750,000 of "Kaylo Heat Insulating Products" for the rest of 1953 and $1,000,000 in each later year. Under a companion Memorandum of Agreement, it agreed to buy a further $1,800,000 for the rest of 1953 and $2,400,000 a year after that. Both ran "until January 1, 1959," unless ended sooner. The file ends with Owens-Illinois's price lists for Kaylo sectional pipe insulation, beveled lag pipe insulation and heat insulating block, all priced "F.O.B. Berlin, N.J."

What it shows

From 1953, Owens-Corning Fiberglas was a large buyer and reseller of Kaylo that Owens-Illinois made at Berlin, New Jersey. The Sales Agreement required that "All sales and advertisements of Kaylo Heat Insulating Products shall be under Seller's trade name and trade mark 'Kaylo,'" and that Owens-Corning indicate "that the products sold or advertised are manufactured by Seller." The Memorandum also had Owens-Corning offer its own distributor contract to all of Owens-Illinois's "existing distributor-applicators."

On safety and liability, the Sales Agreement says: "Any advice or assistance furnished by Seller in respect of installation or use of the products are purely gratuitous and without consideration, and Seller shall have no liability by reason thereof." Owens-Corning had to put the same limit on Owens-Illinois's liability into its own resale contracts, and to hold Owens-Illinois harmless if it did not. Either side could end the contracts on a year's notice, and Owens-Illinois could end them on six months' notice if it stopped making Kaylo.

In 1958 Owens-Illinois sold the Kaylo Division itself to Owens-Corning: see Owens-Illinois Sale of Its Kaylo Division to Owens-Corning Fiberglas (1958).

About this copy

The first page appears twice in J-M file S-1105. One copy is stamped "PRODUCED JM-83"; this file uses the other, which begins the numbered series 01 117 2455–2467. The signatures of the two companies' officers are not fully legible and are not transcribed here. How the contracts came into J-M's files is not shown; the file's index describes it as Owens-Corning material gathered in 1987, with discovery responses.