Exhibit 6.22
Proposal for granting exclusive sales and distribution rights
to DuCoa for Ricex(R) Stabilized Rice Bran and Ricex(R) Ricelin(TM) solubles
for the companion pet food and swine industry markets
DeCoa commits its' sales and technical service support. The completion of this
agreement is contingent upon DuCoa's maintenance of internal resources dedicated
to the formulation and development of stabilized rice bran and related products
to the companion pet food and swine industries.
FoodEx commits that all sales into the companion pet food and swine industry
will be part of this agreement. FoodEx will expand production to meet the
demands of the industry as appropriate with projected sales volume.
The agreement runs from January 1, 1998 to December 31, 1999 and renews on an
annual basis unless one of the parties notifies in writing ninety days prior to
the end of the contract period.
Annual volume commitments are to be agreed upon by December 31, 1998 and
annually thereafter. Additional requirements and timing will be agreed upon at a
later date.
A management group will meet quarterly to review goals and processes required to
grow the business. The DuCoa group will be composed of three appropriate
representatives of DuCoa as appointed by Xxxx Xxxxxx: the Vice-President of
Marketing, the Vice President-Operations, and the Sales/Business Manager for
animal feed will represent FoodEx. Additional responsibilities of the group and
its' members will be defined at the first quarterly meeting in 1998.
DuCoa will not sell any competitive products. DuCoa may purchase products for
its' own use. The product will be billed based on a transfer pricing
agreement. DuCoa's transfer price is [* * *] below the published stabilized
rice bran price. As of this date, the transfer price is [* * *].
Based on customer requirements, billing can be direct to the customer or to
DuCoa. Income will be split [* * *] based on the following schedule. An
established price of [* * *] per pound is published for stabilized rice bran for
the animal market. At [* * *] per pound, [* * *] agreement generates [* * *] per
pound of income. For every [* * *] per pound decrease in price, the strategic
alliance income decreases [* * *]. Any pricing below [* * *] per pound must be
approved by the Vice President of Marketing for FoodEx. Until that pricing is
reached, DuCoa has the right to price based on their knowledge and market price
determination. Pricing above [* * *] per pound generates additional income for
the strategic alliance at [* * *] per pound. Less than truckload price is
published at [* * *] per pound. All pricing is FOB Sacramento.
/s/ Xxxx Xxxxxx /s/ Xxxxxx Xxxxxx
Xxxx Xxxxxx, President Xxxxxx Xxxxxx
*** Portions of this exhibit have been redacted pursuant to a confidential
treatment request.
