Page 536 - Onboarding May 2017
P. 536

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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