Common use of Approved Operators Clause in Contracts

Approved Operators. DISTRIBUTOR shall sell and deliver to Franchisees and Operators of Stores approved by COMPANY and located within the Territory such quantities of the Products (subject to minimum Product order requirements) as the Operators may order from time to time during the term of this Agreement. DISTRIBUTOR shall cease selling TCBY Branded Products to any Operator not later than three (3) days following receipt of written notice from COMPANY advising DISTRIBUTOR that such Operator is no longer approved by COMPANY and shall, within such timeframe, further cease selling, under the terms of any supplier agreement negotiated by COMPANY, all Proprietary Products to such Operators referenced in such notice. In addition, DISTRIBUTOR shall have the right to cease the sale and distribution of Products to any Operator (a) who is in default of its obligations to DISTRIBUTOR, provided that DISTRIBUTOR has given COMPANY at least three (3) business days notice of such default before ceasing deliveries to such Operator, or (b) who has filed a voluntary petition in bankruptcy or under any other similar insolvency or debtor relief law or who has had such a petition filed against it, or who has made a general assignment for the benefit of its creditors. COMPANY shall also have the right to reinstate delivery to any Operator that COMPANY previously stopped selling by providing written notice to DISTRIBUTOR and DISTRIBUTOR shall provide such delivery as soon as mutually agreed between the parties. A list of the present Operators with Stores located within the Territory and approved by COMPANY and their respective Store locations is attached hereto as Schedule 3. During the term of this Agreement, COMPANY shall maintain and provide to DISTRIBUTOR a current list of all Operators with Stores within the Territory who have been approved by COMPANY for distribution of the Products under this Agreement. DISTRIBUTOR shall have the right to rely upon such list, as amended or modified by COMPANY in writing from time to time, in performing its obligations under this Agreement. COMPANY shall notify DISTRIBUTOR of new Stores within the Territory not less than fourteen (14) days prior to the desired date of first shipment of Products to any such new Stores. In addition, provided and to the extent that COMPANY and DISTRIBUTOR mutually agree in writing, DISTRIBUTOR shall provide distribution services to Stores located outside the Territory, as designated by COMPANY. COMPANY represents and warrants that the terms of this Agreement, as and if amended in the manner permitted under this Agreement, are binding upon and shall govern DISTRIBUTOR and COMPANY’s obligations with respect to distribution services performed by DISTRIBUTOR hereunder and that each Franchisee that is an owner or operator of a Franchised Store within the System shall be bound by the terms of this Agreement, as it may hereafter be amended, upon such Operator’s purchase of Proprietary Products from DISTRIBUTOR.

Approved Operators. DISTRIBUTOR shall sell and deliver to Franchisees and Operators of Stores approved by COMPANY and located within the Territory such quantities of the Products (subject to minimum Product order requirements) as the Operators may order from time to time during the term of this Agreement. DISTRIBUTOR shall cease selling TCBY Branded Products to any Operator not later than three (3) days following receipt of written notice from COMPANY advising DISTRIBUTOR that such Operator is no longer approved by COMPANY and shall, within such timeframe, further cease selling, under the terms of any supplier agreement negotiated by COMPANY, all Proprietary Products to such Operators referenced in such notice. In addition, DISTRIBUTOR shall have the right to cease the sale and distribution of Products to any Operator (a) who is in default of its obligations to DISTRIBUTOR, provided that DISTRIBUTOR has given COMPANY at least three (3) business days notice of such default before ceasing deliveries to such Operator, or (b) who has filed a voluntary petition in bankruptcy or under any other similar insolvency or debtor relief law or who has had such a petition filed against it, or who has made a general assignment for the benefit of its creditors. COMPANY shall also have the right to reinstate delivery to any Operator that COMPANY previously stopped selling by providing written notice to DISTRIBUTOR and DISTRIBUTOR shall provide such delivery as soon as mutually agreed between the parties. A list of the present Operators with Stores located within the Territory and approved by COMPANY and their respective Store Stores locations is attached hereto as Schedule 3. During the term of this Agreement, COMPANY shall maintain and provide to DISTRIBUTOR a current list of all Operators with Stores within the Territory who have been approved by COMPANY for distribution of the Products under this Agreement. DISTRIBUTOR shall have the right to rely upon such list, as amended or modified by COMPANY in writing from time to time, in performing its obligations under this Agreement. COMPANY shall notify DISTRIBUTOR of new Stores within the Territory not less than fourteen seven (147) days prior to the desired date of first shipment of Products to any such new Stores. In addition, provided and to the extent that COMPANY and DISTRIBUTOR mutually agree in writing, DISTRIBUTOR shall provide distribution services to Stores located outside the Territory, as designated by COMPANY. COMPANY represents and warrants that the terms of this Agreement, as and if amended in the manner permitted under this Agreement, are binding upon and shall govern DISTRIBUTOR and COMPANY’s obligations with respect to distribution services performed by DISTRIBUTOR hereunder and that each Franchisee that is an owner or operator of a Franchised Store within the System shall be bound by the terms of this Agreement, as it may hereafter be amended, upon such Operator’s purchase of Proprietary Products from DISTRIBUTOR.

Approved Operators. DISTRIBUTOR shall sell and deliver to Franchisees and Operators of Stores approved by COMPANY and located within the Territory such quantities of the Products (subject to minimum Product order requirements) as the Operators may order from time to time during the term of this Agreement. DISTRIBUTOR shall cease selling TCBY Branded Products to any Operator not later than three (3) days following receipt of written notice from COMPANY advising DISTRIBUTOR that such Operator is no longer approved by COMPANY and shall, within such timeframe, further cease selling, under the terms of any supplier agreement negotiated by COMPANY, all Proprietary Products to such Operators referenced in such notice. In addition, DISTRIBUTOR shall have the right to cease the sale and distribution of Products to any Operator (a) who is in default of its obligations to DISTRIBUTOR, provided that DISTRIBUTOR has given COMPANY at least three (3) business days notice of such default before ceasing deliveries to such Operator, or (b) who has filed a voluntary petition in bankruptcy or under any other similar insolvency or debtor relief law or who has had such a petition filed against it, or who has made a general assignment for the benefit of its creditors. COMPANY shall also have the right to reinstate delivery to any Operator that COMPANY previously stopped selling by providing written notice to DISTRIBUTOR and DISTRIBUTOR shall provide such delivery as soon as mutually agreed between the parties. A list of the present Operators with Stores located within the Territory and approved by COMPANY and their respective Store locations is attached hereto as Schedule 3. Schedule 3A also includes a current list of the Stores to be cross-docked by DISTRIBUTOR with Valley Distributing of Montana, Inc. (“Cross-Docked Stores” and “VDI”) pursuant to Section 2.04 below. During the term of this Agreement, COMPANY shall maintain and provide to DISTRIBUTOR a current list of all Operators with Stores within the Territory who have been approved by COMPANY for distribution of the Products under this Agreement. DISTRIBUTOR shall have the right to rely upon such list, as amended or modified by COMPANY in writing from time to time, in performing its obligations under this Agreement. COMPANY shall notify DISTRIBUTOR of new Stores within the Territory not less than fourteen (14) days prior to the desired date of first shipment of Products to any such new Stores. In addition, provided and to the extent that COMPANY and DISTRIBUTOR mutually agree in writing, DISTRIBUTOR shall provide distribution services to Stores located outside the Territory, as designated by COMPANY. COMPANY represents and warrants that the terms of this Agreement, as and if amended in the manner permitted under this Agreement, are binding upon and shall govern DISTRIBUTOR and COMPANY’s obligations with respect to distribution services performed by DISTRIBUTOR hereunder and that each Franchisee that is an owner or operator of a Franchised Store within the System shall be bound by the terms of this Agreement, as it may hereafter be amended, upon such Operator’s purchase of Proprietary Products from DISTRIBUTOR.

Approved Operators. DISTRIBUTOR shall sell and deliver to Franchisees and Operators of Stores approved by COMPANY and located within the Territory such quantities of the Products (subject to minimum Product order requirements) as the Operators may order from time to time during the term of this Agreement. DISTRIBUTOR shall cease selling TCBY Branded Products to any Operator not later than three (3) days following receipt of written notice from COMPANY advising DISTRIBUTOR that such Operator is no longer approved by COMPANY and shall, within such timeframe, further cease selling, under the terms of any supplier agreement negotiated by COMPANY, all Proprietary Products to such Operators referenced in such notice. In addition, DISTRIBUTOR shall have the right to cease the sale and distribution of Products to any Operator (a) who is in default of its obligations to DISTRIBUTOR, provided that DISTRIBUTOR has given COMPANY at least three (3) business days notice of such default before ceasing deliveries to such Operator, or (b) who has filed a voluntary petition in bankruptcy or under any other similar insolvency or debtor relief law or who has had such a petition filed against it, or who has made a general assignment for the benefit of its creditors. COMPANY shall also have the right to reinstate delivery to any Operator that COMPANY previously stopped selling by providing written notice to DISTRIBUTOR and DISTRIBUTOR shall provide such delivery as soon as mutually agreed between the parties. A list of the present Operators with Stores located within the Territory and approved by COMPANY and their respective Store locations is attached hereto as Schedule 3. During the term of this Agreement, COMPANY shall maintain and provide to DISTRIBUTOR a current list of all Operators with Stores within the Territory who have been approved by COMPANY for distribution of the Products under this Agreement. DISTRIBUTOR shall have the right to rely upon such list, as amended or modified by COMPANY in writing from time to time, in performing its obligations under this Agreement. COMPANY shall notify DISTRIBUTOR of new Stores within the Territory not less than fourteen twenty one (1421) days prior to the desired date of first shipment of Products to any such new Stores. In addition, provided and to the extent that COMPANY and DISTRIBUTOR mutually agree in writing, DISTRIBUTOR shall provide distribution services to Stores located outside the Territory, as designated by COMPANY. COMPANY represents and warrants that the terms of this Agreement, as and if amended in the manner permitted under this Agreement, are binding upon and shall govern DISTRIBUTOR and COMPANY’s obligations with respect to distribution services performed by DISTRIBUTOR hereunder and that each Franchisee that is an owner or operator of a Franchised Store within the System shall be bound by the terms of this Agreement, as it may hereafter be amended, upon such Operator’s purchase of Proprietary Products from DISTRIBUTOR.

Approved Operators. DISTRIBUTOR shall sell and deliver to Franchisees and Operators of Stores approved by COMPANY and located within the Territory such quantities of the Products (subject to minimum Product order requirements) as the Operators may order from time to time during the term of this Agreement. DISTRIBUTOR shall cease selling TCBY Branded Products to any Operator not later than three (3) days following receipt of written notice from COMPANY advising DISTRIBUTOR that such Operator is no longer approved by COMPANY and shall, within such timeframe, further cease selling, under the terms of any supplier agreement negotiated by COMPANY, all Proprietary Products to such Operators referenced in such notice. In addition, DISTRIBUTOR shall have the right to immediately cease the sale and distribution of Products to any Operator (a) who is in default of its obligations to DISTRIBUTOR, provided that DISTRIBUTOR has given COMPANY at least three (3) business days notice of such default before ceasing deliveries to such Operator, or (b) who has filed a voluntary petition in bankruptcy or under any other similar insolvency or debtor relief law or who has had such a petition filed against it, or who has made a general assignment for the benefit of its creditors. COMPANY shall also have the right to reinstate delivery to any Operator that COMPANY previously stopped selling by providing written notice to DISTRIBUTOR and DISTRIBUTOR shall provide such delivery as soon as mutually agreed between the parties. A list of the present Operators with Stores located within the Territory and approved by COMPANY and their respective Store locations is attached hereto as Schedule 3. During the term of this Agreement, COMPANY shall maintain and provide to DISTRIBUTOR a current list of all Operators with Stores within the Territory who have been approved by COMPANY for distribution of the Products under this Agreement. DISTRIBUTOR shall have the right to rely upon such list, as amended or modified by COMPANY in writing from time to time, in performing its obligations under this Agreement. COMPANY shall notify DISTRIBUTOR of new Stores within the Territory not less than fourteen twenty-one (1421) days prior to the desired date of first shipment of Products to any such new Stores. In addition, provided and to the extent that COMPANY and DISTRIBUTOR mutually agree in writing, DISTRIBUTOR shall provide distribution services to Stores located outside the Territory, as designated by COMPANY. COMPANY represents and warrants that the terms of this Agreement, as and if amended in the manner permitted under this Agreement, are binding upon and shall govern DISTRIBUTOR and COMPANY’s obligations with respect to distribution services performed by DISTRIBUTOR hereunder and that each Franchisee that is an owner or operator of a Franchised Store within the System shall be bound by the terms of this Agreement, as it may hereafter be amended, upon such Operator’s purchase of Proprietary Products from DISTRIBUTOR.