EXHIBIT 10.6
MEMBERSHIP AND LICENSING AGREEMENT
This agreement is entered into this 1st day of August, 1973, by
and between TOPCO ASSOCIATES, INC., (COOPERATIVE), a cooperative
association organized under the laws of the State of Wisconsin
(hereinafter called Association), and ▇▇▇▇▇▇▇ Sav-O Stores, Inc., a
corporation organized under the laws of the State of Wisconsin
(hereinafter called Member), and supersedes any prior membership or
licensing agreements.
It is mutually agreed as follows:
1. The terms and provisions of the Articles of Incorporation
and Bylaws of the Association are hereby incorporated in this agreement as
is fully set forth herein. Each amendment to said Articles of
Incorporation and Bylaws shall be treated as an amendment to this
agreement.
2. The Association grants to the member a license to sell and
distribute from its warehouse or warehouses in the following location or
locations products bearing the trademarks or trade names owned by the
Association set forth in Exhibit A (as the same may from time to time be
amended by agreement of the parties):
Sheboygan, Wisconsin
Racine, Wisconsin
3. Member shall provide to the Association a list of stores
serviced by the warehouses described in paragraph 2 as of June 30 and
December 31 of each year.
IN WITNESS WHEREOF, the parties hereto have signed this
agreement.
TOPCO ASSOCIATES, INC.
By /s/ ▇▇▇▇▇▇ ▇. Fernd
▇▇▇▇▇▇▇ SAV-O STORES, INC.
By /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
EXHIBIT A
Membership and Original: Dated August 1, 1973
Licensing Agreement
Between Topco Associates, Revision: Dated May 14, 1985
Inc. and
▇▇▇▇▇▇▇ Sav-O Stores, Inc. Revision No. 2;
supersedes Exhibit dated: July 18, 1974
Programs of the Association in which the Member is entitled to
participate:
Frozen Dairy Grocery
Proc Meat, Fish &
Poultry Equipment/Supplies Produce
HBA/General Merchandise SBM Fresh Meat
Trademarks and trade names in the following Brand Groups as established by
the Membership and owned by the Association:
AM Brands Group
Beacon Top Crest Valu Time
▇▇▇▇ Top Fresh Valu Pro
Mega
TA Brands Group
Dog Club ▇▇▇▇▇▇▇ Top Frost
Food Club Topco
Member Own Brand: [_] Yes [X] No
