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GM North American Material Resale Program Standard expectations for shape and form of material are defined in the GMNA Stamping PlantRequirements for Sheet Metal Coils & Blanks (referred to as NACB).-Camber per NACB section 2.3-Flatness per NACB section 2.4-Burrs per NACB section 2.7-Edge quality and requirements per NACB sections 2.8 and 2.9 Requirements for mill oil or pre-lubrication shall be consistent with GM’s NACB standard section 7titled “Mill Applied Oil for Rust Protection and Formability”. Surface treatment for aluminum will be as defined in NACB section 4, and GMW 16823,-All aluminum materials with exposed (E) surface quality shall have the Electric Discharge Texture(EDT) surface finish on both sides as defined in GMW16823.-Aluminum materials with unexposed (U) or temper passed (T) surface quality shall have eitherEDT surface finish or mill finish (MF) surfaces on both sides as defined in GMW168232.2. Other Requirements and Restrictions under GM Material Resale: GM Resale currently supports active production requirements for new applications.-Material will be supplied for active production parts targeted for GM North American manufacturingfacilities.-Service requirements will be supported for parts that transition from active production to servicewhile under the GM Resale Program down to a minimum of 20mt per year for steel and 15mt peryear for aluminum.-Where a supplier is contracted to provide parts to GM manufacturing plants in regions outside ofNorth America in addition to supplying GM North American vehicle manufacturing facilities,materials may be supported on a case-by-case basis;i. Specific approval in advance by the GM Resale Program Manager is required and may beprovided on rare occasions when the non-North American requirements are determined tobe insignificantii. No support for non-GM manufacturing locations or GM joint venture locations can beprovidediii. No support will be provided for material that are solely used to support non-North AmericanGM facilities-Material tonnage requirementsoPRODUCTION PARTS –For steel sheet materials (all expect GMW15192), a minimum annual tonnage of 20 metrictons is required at the time of initial addition to the GM Resale Program. Combinations ofslit coils of different widths to meet the tonnage requirement will be considered for partsrequired under the same vehicle program only, and will be dependent upon the ability tocreate balanced mults with minimal waste. These are subject to GM’s managementapproval.GMNA Material Resale Requirements – December 1, 2019Page 6 of 39

GM North American Material Resale Program-Aluminum sheet materials (GMW15192 only) are supported for specific vehicle and modelyear programs only. Due to availability, all GMW15192 materials for supported programswill be supported regardless of tonnage. Suppliers should refer to their RFQ package fordetails on allowable aluminum coverages.oProduction Parts with Declining Volumes and Service Parts. Following initial addition toGM Resale - if material requirements fall below 20mt per year, then these materials may beremoved by GM for convenience from GM Resale resulting in the supplier being responsibleto procure future requirementsoSERVICE PARTS – A minimum annual tonnage of 20mt is required to continue support forservice parts under GM Resale. Once material requirements are determined to fall below thislevel, the materials may be removed by GM for convenience from GM Resale resulting in thesupplier being responsible to procure future requirements.NOTE: GM Resale monitors all materials for usage on a periodic basis. Any materialsidentified as having total shipments of less than 20mt for a period of (12) months or greatermay be removed from GM Resale for convenience at GM’s discretion. Suppliers with materialsremoved must support all future requirements with materials procured from outside of GMResale. At the time of addition to GM Resale, materials will be approved by GM for use in producing specificsaleable assembly parts for supply back to GM.-(100% RULE) Once material is placed on the GM Resale Program, all requirements to supportthe GM approved saleable assembly parts must be procured through the GM Resale Program. Inthe event that a supplier needs to deviate from this to ensure continued supply to GM, it is thesupplier’s responsibility to promptly notify their assigned GM Resale Operations Buyer providingspecifics and root cause information.-(0% RULE) Under no circumstances are materials provided under GM Resale to be utilized fornon-GM usages. Also, usage of GM Resale materials for production of GM saleable assembly partsother than those specifically approved for the material in question is not allowed unless specificallyreviewed and approved by the GM Resale Team.NOTES:a. Due to the fact that GM’s sell price to suppliers under GM Resale does not represent GM’s truecost, failure to abide by the 100% - 0% rules above may negatively impact GM’s financialposition without GM’s knowledge or consent.b. Other effects of violation of the 100% - 0% rule include subjecting GM to possible quality issuesrelated to the use of non-approved materials.c.The GM Resale Team conducts volume usage audits on an ongoing basis to determineadherence to these rules. Suppliers must promptly support investigations resulting fromvolume usage audits as requested in order to maintain support for their materials on GMResale.GMNA Material Resale Requirements – December 1, 2019Page 7 of 39

GM North American Material Resale Programd. Violations of these rules are taken very seriously by GM and repercussions may result in thefollowing at GM’s discretion:i. Removal for cause from the GM Resale Programii. Removal as a GM supplieriii. Financial adjustments to recover losses due to premiums, additional freight charges,sortation fees, overpayments, and/or scrap losses. The GM Resale Team reserves the right to charge program participants that aredetermined to be in violation of these rules handling charges up to 15% of thecontracted Resale Sell Price for all materials procured either from GM Resale or fromoutside of the program. Application of handling charges for violation of program ruleswill be at GM’s discretion once root cause has been determined, and will be deductedfrom the participant’s Accounts Payables balance.iv. Legal recourse. It is the supplier’s responsibility to provide the GM Resale Team with accurate usage information, andto maintain this information with GM Resale as requirements change. Material availability prior to production and following termination of a GM Resale contract:-For new parts added to Resale, the GM Resale Team will attempt to make material available to thesupplier (90) days in advance of start of production (SOP) in order to support system fillrequirements. Where availability, lead-times and other factors prevent this, GM Resale will makematerial available as soon as reasonably possible.-It is the supplier’s responsibility to manage all material requirements prior to the effective date of aGM Resale contract.-Pre-production and production trial run (PTR) materials are not supported under GM Resale andmust be procured by the supplier.i. Upon request and for Advanced High Strength Steels only (GMW3399 and GMW17627), GMResale will identify the probable source for production material in advance of contractissuance. This is to assist in die development activities, allowing for the use of productionintent materials.ii. Once identified, GM Resale will make every attempt to maintain the identified source whencontracts are issued and Resale supply begins. Since identification of pre-productionsourcing can occur as much as two years before start of production, this may not always bepossible.-It is the supplier’s responsibility to manage all requirements following the termination of a GMResale contract.GMNA Material Resale Requirements – December 1, 2019Page 8 of 39

GM North American Material Resale Program2.3. Requirements for Participation in the GM Material Resale Program Participation in GM Resale is viewed by GM as a benefit to the supplier. Suppliers participate in theGM Resale Program at GM’s discretion. GM Resale provides the supplier: Protection from market fluctuations through “pass-through” pricing. The supplier will neithergain nor lose revenue from included materials based upon the usage of GM Resale. Favorable payment terms aligned with GM part contracts. GM will sell material to supplierswith the same payment terms as the part contract under which GM buys the associated partsback from the supplier. Emergency assistance with shortages and other issues. While supply is not guaranteed, GMprovides a process and the corresponding support to assist suppliers with material shortages. Participation in GM Resale is not a guaranteed right for suppliers. GM therefore, reserves the right toremove materials or suppliers from GM Resale at the discretion of the GM Resale Program Managerwhen suppliers fail to adhere to the requirements and responsibilities as participants in the program. GM also reserves the right to remove materials for convenience from the program where it has beendetermined that no significant benefits for GM are achieved. In such situations, removal will be handledin a manner providing sufficient time for alternate supply of materials to be established. When removedfor convenience, the supplier and the GM Creativity Team responsible for those contracts will negotiatein good faith to restructure the associated material cost of the component part contracts. Suppliers also have the right to request removal from the GM Resale Program if they feel they cannotsupport the requirements for participation. Exiting from the program is done at the supplier’s risk andthe supplier is responsible for management of an orderly exit. Once removed, however, rejoining theprogram will not be allowed. Program Eligibility Requirements:i.Only tier-1 suppliers located in North America are eligible for participation in the North AmericanGM Resale Program.NOTE: Under GM Resale, suppliers may specify “ship-to” locations other than their ownmanufacturing location. GM’s sale of material will be to the tier-1 supplier. All responsibilities for payment to GM formaterials belong to the tier-1. Responsibility for ordering and forecasting of material requirements belongs to the tier-1. Ifthe tier-1 supplier chooses to assign these responsibilities to sub-tier suppliers, it will be doneat their own risk. If multiple ship-to locations result in requirements for partial truckload shipments, the tier-1supplier will be responsible for these premiums.ii.Only suppliers in good standing under GM’s Quality System will be considered for inclusion in GMResale. Suppliers who allow their quality ratings to fall below standards may be removed by GMfor cause from the program.iii.Only suppliers in good financial standing will be considered for inclusion in the GM Resale Program.Participation is contingent upon submission of a Customer Credit Approval Request (CCAR) andapproval by GM’s Supplier Risk Management group. Suppliers who allow their credit ratings to fallbelow standards may be removed by GM for cause from the program.GMNA Material Resale Requirements – December 1, 2019Page 9 of 39

GM North American Material Resale Program2.4. Quality and DeliveryThe GM Resale Program strives to purchase material from known capable sources that are knowledgeableof automotive requirements. This ensures continuous and predictable sources for material to meetschedules and enhances the effort to maintain and improve part and vehicle overall quality levels. The monitoring and control of incoming material quality to the supplier’s facility remains theresponsibility of the supplier and in no way is reduced by participation in GM Resale. Delivery requirements for material sources are “week-of” requirements only. Delivery related issuesare to be addressed by the suppliers’ representatives directly with the assigned material source. GM Resale provides materials only from GM North American MATSPEC approved sources. ServiceCenters and processors under GM Resale are obligated to also abide by this requirement. All requirements per the applicable GM Worldwide (GMW) material specification are required to be met. GM Resale expects and requires material sources participating in the program to treat suppliers astheir customer, addressing all concerns in a prompt and timely fashion. Material inclusion in GM Resalein no way releases the material source of responsibility to support quality or delivery issues encounteredby suppliers on the program.2.5. Claim Process under GM Material Resale Financial claims for material-related issues must be processed through GM’s Corporate MaterialBrokering (CMB) group. Claims for non-material related damages associated with shortages or material quality issues are tobe negotiated between the designated material source and the supplier. -Any financial adjustments for non-material related damages should be managed outside of the GMResale and CMB systems whenever possible. In the event that this is not possible, GM Resalemay provide assistance with execution of financial adjustments through the use of Impact ClaimForms.-Standard Supplier Quality GP-5 requirements are considered reasonable and customary andshould be used when determining responsibilities for non-material related damages. SeeATTACHMENT 1 for a worksheet defining GM’s expectations of GP-5 recoverable elements.All claims must be submitted for review by the material source and supplier in a timely fashion.Resolution of claims that are not raised promptly will not be supported by the GM Resale Team.-It is the supplier’s responsibility to inspect all incoming materials, including inspection of materialscertifications, at the time of delivery.-Claims for material shortages or non-conformance to specifications must be filed within (2)business days or less from the date of delivery.-Transit related claims must be filed within (24) hours of delivery to the carrier and the materialsource due to typical standard requirements from Transit companies.-Claims for quality issues not visible prior to usage must be filed promptly upon discovery (within 2business days from discovery).-All claims filed greater than (90) days from receipt of material will be honored at the discretion ofthe material source except where normal usage requirements make it unreasonable to requirediscovery and reporting within this time frame (ie. low volume parts with extended storagerequirements).-Damage caused by improper handling or storage by the supplier will be the responsibility of thesupplier.Claims for material cost adjustments are processed by GM Corporate Material Brokering (CMB).Page 10 of 39GMNA Material Resale Requirements – December 1, 2019

GM North American Material Resale Program-When required, a claim form should be prepared and submitted to GM Corporate MaterialBrokering. A claim form, titled “Material Resale Discrepancy Form” is available to suppliers in GMSupplyPower. See ATTACHMENT 2 for a sample of this form.-Prior to submission of claims, the supplier must receive approval from the material source and mustprovide proof of this along with the claim, including the approved claim number andcommunications with the material source showing agreement.-Claims must include specifics on invoice numbers, GM Resale material numbers and coilidentification numbers.-Once completed, claim forms and supporting documentation must be emailed to:GM Corporate Material BrokeringEmail: CMBAP.ConsignmentCorrection@conduent.com.--Once CMB receives the claim form, it will be checked for completeness and then processed. If the claim form is incomplete or does not include proper supporting documentation, the claimwill be rejected and returned to the supplier for resubmission. If additional information is needed, CMB will contact the supplier within (10) days of receipt. If issues remain unresolved, the supplier will be instructed to contact CMB and/or GM Resale. If acceptance of this claim by the material source is not fully demonstrated in the supplieddocumentation, then CMB may contact the material source for confirmation of acceptance.If no additional information is required, typical processing time is (10) business days. Financial adjustments will be either tied to the original due date for the specific transaction orwill be processed immediately if the due date has passed.When circumstances warrant, GM may deem it necessary to become directly involved in material andnon-material related claims, and the resolution of issues.-When GM deems its involvement is necessary, the supplier and material source must provideupfront documentation of claims and communications as well as responses received in order tojustify their position.-Analysis of documentation and presentation in an organized fashion to support the stated positionis the responsibility of the material source and the supplier. Failure to properly document andclearly state their position may result in either the material source or the supplier being heldresponsible in part or in total for any premiums and/or losses.-If GM Resale is required to engage to resolve disagreements concerning claims, then GM Resalewill act as an independent third party and will assign responsibilities based upon data andcompliance to this requirements document.In no event shall GM be liable for general, specific, incidental or consequential damages, as a result ofsupplying material under this agreement, including, but not limited to, loss of profits, loss of revenue,loss of use of the material or any equipment, down time costs, or claims of other customers.GMNA Material Resale Requirements – December 1, 2019Page 11 of 39

GM North American Material Resale Pr

- GMW17627M Retained Austenite Bearing Advanced High Strength Sheet Steel - GMW15192M Aluminum Sheet for Automotive Body and Closures - GMW15619M Tailored Rolled Blanks NOTES: a. Some SAE grades of sheet steel may be covered by exception and by approval from the GM Resale Program Manager. b.