Food Service Donuts Template

FOOD SERVICE DONUTS SUPPLY AGREEMENT

This Food Service Donuts Supply Agreement ("Agreement") is entered into as of by and between Supplier Name: and Buyer Name: .

WHEREAS

WHEREAS, Supplier manufactures, prepares, and supplies fresh and par-baked donut products suitable for food service distribution, in compliance with applicable food safety and labeling laws; and

WHEREAS, Buyer operates food service locations and desires to purchase Supplier's donut products for resale and consumption subject to the terms and conditions set forth in this Agreement; and

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows:

1. Scope of Work

Supplier agrees to produce, package, and deliver the donuts, glazes, fillings, and related products described below in accordance with the specifications, quantities, quality standards, and delivery schedule set forth in this Section and any attachments incorporated by reference.

2. Delivery and Quality

Supplier warrants that all products delivered to Buyer shall conform to the agreed specifications, be free from material defects, and meet all applicable food safety standards. Buyer shall have the right to inspect deliveries upon receipt and may reject nonconforming products in accordance with the rejection and return procedures set forth in this Agreement.

3. Payment Terms

Prices are as set forth in the Itemized Pricing section above unless otherwise agreed in writing. Buyer shall pay Supplier in U.S. dollars as follows:

Supplier shall issue invoices that accurately describe the products supplied and the amounts due. Buyer shall pay undisputed amounts by the due date. Disputes must be submitted in writing within the invoice terms; undisputed portions remain payable.

4. Term and Termination

This Agreement commences on and continues until unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for material breach if the breaching party fails to cure within thirty (30) days after written notice specifying the breach. Either party may terminate for insolvency or upon mutual written agreement. Termination shall not relieve Buyer of payment for goods delivered and accepted prior to termination.

5. Confidentiality

Each party shall treat as confidential all non-public business, technical and financial information disclosed by the other party that is identified as confidential or that reasonably should be understood to be confidential (Confidential Information). Confidential Information shall not include information that is or becomes public through no fault of the receiving party or that is independently developed by the receiving party without using the disclosing party's Confidential Information.

The receiving party shall use Confidential Information only for the purposes of performing its obligations under this Agreement and shall protect such information using at least the same degree of care it uses to protect its own confidential information.

6. Insurance, Indemnity and Recalls

Supplier shall, at its expense, maintain product liability and general liability insurance in commercially reasonable amounts and name Buyer as an additional insured for claims arising out of Supplier's products. Supplier shall promptly notify Buyer of any product recall and cooperate in communication, removal, and corrective actions. Supplier shall indemnify, defend and hold Buyer harmless from third-party claims arising from Supplier's breach of warranty or negligent acts in the manufacture or packaging of products.

7. Compliance with Food Safety and Allergen Laws

Supplier warrants that all products will be produced, labeled and handled in compliance with applicable food safety, labeling, and allergen laws and industry standards. Supplier will promptly notify Buyer in writing of any known allergen cross-contact risks or changes to ingredient formulations.

8. Governing Law; Entire Agreement

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of laws principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that State for resolution of disputes arising under this Agreement.

This Agreement, including all attachments and written orders incorporated herein, constitutes the entire agreement between the parties relating to the subject matter and supersedes all prior negotiations, representations or agreements, whether written or oral. Any amendment must be in writing and signed by authorized representatives of both parties.

9. Notices

Notices shall be in writing and delivered by hand, overnight courier, or certified mail to the addresses provided above and shall be effective upon receipt.

10. Miscellaneous

Neither party may assign this Agreement without the prior written consent of the other, except that Buyer may assign to an affiliate or successor in interest to substantially all of its business. If any provision of this Agreement is held invalid, the remainder of the Agreement shall continue in full force and effect.

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