Kitchen Supply Supplement

KITCHEN SUPPLY SUPPLEMENT

Parties

This Kitchen Supply Supplement (the Supplement) is entered into by and between Client Name: and Supplier Name: .

Recitals

WHEREAS, Client operates or manages the premises identified as Project/Location: and requires supplemental kitchen supplies and fittings;

WHEREAS, Supplier is engaged in the business of supplying kitchen equipment, fixtures and consumable supplies and has represented that it can provide the required items in accordance with the terms of this Supplement;

WHEREAS, this Supplement supplements and modifies the Master Supply Agreement or Service Agreement between the parties effective as of Effective Date: and sets forth specific items, delivery conditions and payment terms.

Scope of Work

Supplier shall procure, deliver, and (if applicable) install the kitchen supplies and equipment described below in accordance with the specifications, quality standards and delivery schedule set forth in this Supplement. Supplier warrants that all supplied items will be free from defects in materials and workmanship for the warranty period specified in the Master Agreement.

Itemized Supplies

List the principal supplies. Additional lines may be appended as an addendum.

Payment Terms

Total Contract Amount: $

Invoices shall be submitted to the billing contact below and are due within days of receipt unless otherwise specified.

Late Payment: Any undisputed amount not paid when due shall accrue interest at the rate of , or the maximum rate permitted by law, plus reasonable collection costs.

Taxes and Additional Charges

Unless expressly stated otherwise, all fees are exclusive of applicable taxes. Taxes, duties and tariffs assessed by any governmental authority shall be the responsibility of .

Term and Termination

This Supplement shall commence on Start Date: and continue until End Date: unless earlier terminated in accordance with this section.

Either party may terminate this Supplement for convenience upon providing written Notice Period (days): days' prior written notice to the other party. Termination for cause may be effected immediately upon written notice where a material breach is not cured within days after receipt of written notice of breach.

Confidentiality

Each party acknowledges that in connection with the performance of this Supplement it may receive Confidential Information of the other party. "Confidential Information" includes non-public business, technical, and financial information, specifications, pricing, recipes, sourcing and customer lists. Each party shall: (a) hold Confidential Information in strict confidence; (b) use it solely to perform its obligations under this Supplement; and (c) limit disclosure to employees, agents or subcontractors who have a need to know and are bound to confidentiality obligations at least as protective as those herein. The obligations in this section shall survive termination for a period of three (3) years, except for trade secrets which shall remain protected for as long as they meet legal standards for trade secret protection.

Warranties and Representations

Supplier represents and warrants that all supplies delivered under this Supplement will conform to the agreed specifications and will be free from defects in material and workmanship for a period of from delivery. Client's remedies for breach of warranty shall be limited to repair, replacement or refund at Supplier's election, except where statute mandates otherwise.

Notices

All notices required or permitted under this Supplement shall be in writing and delivered to the addresses below by certified mail, courier or email to an authorized representative.

Governing Law; Dispute Resolution

This Supplement 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 agree that any disputes arising under this Supplement shall be resolved by the dispute resolution mechanism set forth in the underlying Master Agreement; if none exists, the parties agree to submit to the exclusive jurisdiction of the courts located in .

Entire Agreement

This Supplement, together with the Master Supply Agreement (if any) and any incorporated exhibits or attachments, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, negotiations, and communications, whether written or oral. Any amendment to this Supplement must be in writing and signed by authorized representatives of both parties.

Miscellaneous Provisions

Assignment: Neither party may assign its rights or obligations under this Supplement without the prior written consent of the other party, except to an affiliate or in connection with a merger or sale of substantially all assets, provided the assignee assumes the assigning party's obligations.

Severability: If any provision of this Supplement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

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