Page 536 - Onboarding May 2017
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DISTRIBUTION SERVICES AGREEMENT
THIS MARKET DISTRIBUTION AGREEMENT (this “Agreement”) is entered into
as of _______________, 2016 (the “Effective Date”), by and between [Operator’s Name]
(“Operator”), a company organized under the laws of the State of ____________, and
Distributor (“Distributor”), a company organized under the laws of __________________.
RECITALS
A. Distributor is in the business of distributing food and other products.
B. Operator operates one or more restaurants under one or more of the following
trademarks: “Applebee’s Neighborhood Grill & Bar,” “IHOP” or “International House of
Pancakes.”
C. Centralized Supply Chain Services LLC (“CSCS”) has been designated as the
exclusive authorized organization to administer supply chain programs for the sourcing,
procurement and distribution of certain approved products and services that are of the type
contemplated by this Agreement.
D. DineEquity, Inc. (“DineEquity”) is the parent entity of various affiliates that
franchise, manage or operate a system of restaurants under one or more of the following
trademarks: “Applebee’s Neighborhood Grill & Bar,” “IHOP” or “International House of
Pancakes.”
E. Operator and Distributor wish to enter into a relationship in which Distributor will
act as a distributor of certain approved food, packaging and related products approved by
DineEquity and designated by CSCS (the “Approved Products”) to the Restaurants operated by
Operator.
The parties agree as follows:
AGREEMENT
1.0 DEFINITIONS
“Agreement” is defined in the introductory paragraph.
“Clean Invoice” means no stock out, substitution and accurate invoice pricing.
“Commencement Date” means the first date that regularly scheduled distribution services
commence to at least one of the Restaurants pursuant to this Agreement.
“Confidential Information” means (a) this Agreement and the discussions, negotiations and
proposals related to this Agreement and (b) any information exchanged in connection with this
Agreement concerning the other party’s business, including without limitation tangible,
intangible, visual, electronic, written, or oral information, whether received directly or indirectly
from the other party. Confidential Information does not include information that is: (i) rightfully
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