Food Service Burger Template

FOOD SERVICE BURGER TEMPLATE

Parties

Vendor Name:

Client Name:

Recitals

WHEREAS, Vendor operates a commercial food production facility engaged in the preparation, cooking and packaging of beef and alternative-protein burger products in compliance with applicable food-safety standards; and

WHEREAS, Client operates a food service business and desires to purchase prepared burger products meeting the specifications set forth in this Agreement; and

WHEREAS, the Parties wish to set forth their respective rights and obligations with respect to production, delivery, quality control, payment and recall procedures.

Scope of Work

Vendor shall manufacture, package and deliver burger products in accordance with the specifications, quantities and delivery schedule described below. Vendor's obligations include procurement of ingredients, production, labeling, and final inspection prior to shipment.

Quality, Specifications & Food Safety

Vendor warrants that all burger products supplied under this Agreement shall conform to the written specifications agreed by the Parties, shall be free from foreign materials and contaminants, and shall be produced and handled in accordance with applicable food-safety laws and Good Manufacturing Practices (GMP). Vendor shall maintain all production and sanitation records and shall permit Client or Client's authorized auditor reasonable access for inspection upon reasonable prior notice.

Delivery & Packaging

Vendor shall deliver products F.O.B. to Client's delivery location unless otherwise agreed in writing. Packaging must maintain product temperature and integrity. Title and risk of loss transfer as specified in shipment terms below.

Payment Terms

Client shall pay Vendor for the goods delivered in accordance with the prices and schedule below. Invoices shall state quantities, unit prices, applicable taxes, and any shipping charges. Unless otherwise agreed, all payments are due net within the stated payment period from invoice date.

Term and Termination

This Agreement commences on the Start Date and continues until the End Date, unless earlier terminated as provided below.

Start Date:     End Date:

Either Party may terminate for material breach that remains uncured for the notice period above. Either Party may terminate immediately for a confirmed food-safety violation, product recall necessitating cessation of distribution, or regulatory suspension affecting Vendor's production.

Recall, Returns and Remedies

Vendor shall maintain a written recall plan and will promptly notify Client in the event of any potential or actual product safety issue. Vendor shall bear cost of recall, retrieval and disposal of affected product where the cause lies with Vendor. Client may return non-conforming goods in accordance with Vendor's return procedures without prejudice to Client's other remedies.

Confidentiality

Each Party shall keep confidential all proprietary information obtained from the other Party in connection with this Agreement, including recipes, formulations, pricing, customer lists, and production methods (Confidential Information). Confidential Information shall not be disclosed except to employees, agents or subcontractors with a need to know and who are bound to confidentiality at least as protective as this Agreement. Confidentiality obligations survive termination for a period of three (3) years.

Indemnification & Insurance

Vendor shall indemnify and hold harmless Client from claims arising out of Vendor's negligent production, contamination, or failure to comply with applicable law, including product liability claims. Vendor shall maintain commercial general liability and product liability insurance in amounts not less than the minimum below, and shall provide certificates of insurance upon request.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflicts of law rules.

Entire Agreement

This Agreement and any exhibits or specifications incorporated by reference constitute the entire agreement between the Parties with respect to the subject matter hereof and supersede all prior oral or written agreements. Any amendments must be in writing and signed by both Parties.

Notices

All notices under this Agreement shall be in writing and delivered to the addresses set out below or to such other address as either Party designates in writing.

Miscellaneous Provisions

Force majeure events beyond a Party's reasonable control shall excuse performance for the duration of such event. No waiver of any breach shall be effective unless in writing and signed by the waiving Party.

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