Wholesale Agreement
Tea Time Drinks LLC and Wholesale Account have expressed an interest in discussing a possible business partnership (the “Transaction”). Each Party, their respective affiliates, and their respective directors, officers, employees, agents, or advisors (collectively, “Representatives”) may provide or gain access to certain confidential and proprietary information (hereafter referred to as “Confidential Information” and defined further in Paragraph 1 below) in connection with their respective evaluation of the Transaction. A “Disclosing Party” is a party that discloses its Confidential Information to the other party. A “Receiving Party” is a party that receives Confidential Information from a Disclosing Party. In exchange for being supplied, Tea Time Drinks LLC agrees to the following:
Information that should be kept private. As used in this Agreement, the term “Confidential Information” refers to any data or information that is competitively sensitive material and is not generally known to the public, including, but not limited to, information relating to any of the following: product development, manufacture, and plans, marketing strategies, operations, systems, proprietary concepts, documentation, reports, databases, customer lists, customer relationships, customer profiles, supplier lists, p Information that should be kept private. As used in this Agreement, the term “Confidential Information” shall mean any data or information that is competitively sensitive material and is not generally known to the public, including, but not limited to, information relating to any of the following: product development, manufacture, and distribution. Company acknowledges that one or more US and/or foreign patent applications have been or may be filed to protect specific aspects of Tea Time Drinks LLC’s Confidential Information. Company acknowledges that one or more US and/or foreign patent applications have been or may be filed to protect specific aspects of Tea Time Drinks LLC’s Confidential Information. The Parties also agree that all rights, title, and interest in any improvements or developments to the Confidential Information, whether made by Tea Time Drinks LLC, Company, or jointly made by the Parties, arising from any disclosure of the Confidential Information by one Party to the other, are and shall remain solely the property of the Disclosing Party. Company agrees to take whatever action Tea Time Drinks LLC reasonably requests to perfect and secure Tea Time Drinks LLC’s rights, title, and interest in any improvements or developments to Tea Time Drinks LLC’s Confidential Information.
ADVERTISED MINIMUM PRICES (AMP): This policy safeguards the integrity of the Tea Time Drinks LLC product line and our retailer network. The AMP price includes, but is not limited to, catalog advertising, direct mail, websites, in-store displays, and any and all forms of advertising media, including social media. The advertised minimum price must be equal to or greater than the Manufacturer Suggested Retail Price of Tea Time Drinks LLC (MSRP). Any discounting that results in a net advertised price of any Tea Time Drinks LLC product via coupons, rebates, percentage discounts, or any other method will be deemed non-compliant with the AMP pricing. If the vendor fails to comply, Tea Time Drinks will contact them and give them five business days to comply. Tea Time Drinks LLC will stop supplying the distributor if this is not corrected after the five day deadline.