EXHIBIT 10.5
December 7, 1998
Marketing Agreement
Crown Prince, Inc. and Famous Fixins, Inc.
Crown Prince will provide the following on behalf of Famous Fixins:
1. Consultation with and oversight from the Crown Prince Director of Sales
and Marketing, and the National Field Sales Manager to recommend distribution
strategy and supervision of implementation.
2. The services of all Crown Prince Regional Sales Managers and their
existing broker network, with the exception of brokers listed in "Attachment
A", to implement the agreed upon plans and oversee the continuing operation.
3. Administrative support from Crown Prince headquarters for order
forwarding, price and promotion monitoring, and broker liaison activities.
4. Marketing support to include dissemination of prepared materials and
coordination of notice to regional managers and brokers.
5. Ninety day transition period in the event that this contract is
terminated by Crown Prince to allow for orderly transfer of duties to a new
representative.
6. The fulfillment of all customer service expectations to avoid damaging
the excellent reputation enjoyed by Famous Fixins within our industry.
Famous Fixins agrees to the following:
1. Representation by Crown Prince to all U.S. Markets, whether or not
distribution currently exists.
2. Xxxxx Xxxxx or one of his nominees will provide: presentation
assistance to all regions, consultation with Crown Prince management, and
decision-making with regard to marketing expenditures, etc.
3. A commission rate to be paid as follows on net sales:
Xxxxxxx Xxxxxxx Greek Salad Dressings 7%
Xxxx Xxxxxxx Gourmet Chips To Be Determined
A minimum commission rate of 3% for management to be included for all
lines regardless of distribution channels.
4. To provide an outline of distribution objectives and volume
expectations within a predetermined time interval, with incentives tied to
accomplishment. Objectives and expectations to be reviewed annually.
5. Ninety day transition period to protect Crown Prince from arbitrary
termination of the contract on the part of Famous Fixins.
6. The fulfillment of all customer service expectations to avoid damaging
the excellent reputation enjoyed by Crown Prince within our industry.
Crown Prince reserves the right to modify or enhance this agreement in the
event that extraordinary circumstances dictate a change. Although
enumeration of such circumstances is impossible, prior experience allows us
to list at least the following:
1. To invoice Famous Fixins for miscellaneous costs above routine
expectations. These would include unusual levels of phone/fax charges,
shipping/handling charges, storage costs, or other extraordinary expenditures
that may be encountered.
2. To review compensation agreement at any time to address additional
costs that may be incurred strictly on behalf of Famous Fixins.
3. To render unilateral decisions regarding broker and distributor
appointments, and the assignment of regional responsibility.
4. To commit expenditures mutually agreed upon in advance.
5. To set fees for various administrative tasks performed by Crown Prince
where required by Famous Fixins to maintain a satisfactory level of service
to accounts. Examples would include invoicing, shipping and inventory
management.
Additional Considerations:
Crown Prince agrees to a thirty day notice of termination in the event
that performance objectives and expectations are not met.
This agreement goes into effect immediately.
12-7-98 12/7/98
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Date Date
/s/ Xxxxx Xxxxx /s/ Xxxxxx Xxxxxxx
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Xxxxx Xxxxx, President Xxxxxx Xxxxxxx, President
Famous Fixins, Inc. Crown Prince, Inc.
December 7, 1998
Marketing Agreement
Crown Prince, Inc. and Famous Fixins, Inc.
Attachment A
Crown Prince agrees to keep the following brokers intact for a six
month trial period commencing January 1, 1999. This trial period may be
terminated or modified by Xxxxx Xxxxx only. At the end of the trial period
these brokers will come under the regular terms of the marketing agreement.
LP Sales and Marketing
New England Marketing Area
Xxxxxx Sales
Baltimore/Washington Marketing Area
B & D Sales and Marketing
New York Metro Marketing Area
12-7-98 12/7/98
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Date Date
/s/ Xxxxx Xxxxx /s/ Xxxxxx Xxxxxxx
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Xxxxx Xxxxx, President Xxxxxx Xxxxxxx, President
Famous Fixins, Inc. Crown Prince, Inc.
