EXHIBIT 6.15
1999-2000 School Year
Agreement No. MOO-053
STATE OF CALIFORNIA
MASTER DONATED FOOD PROCESSING AGREEMENT
Agreement is made by and between the following State Distributing Agency:
State: CALIFORNIA
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DEPARTMENT OF EDUCATION, FOOD
Agency: DISTRIBUTION PROGRAM SECTION
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Agency Representative/Contact Person SEE ATTACHED LIST
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Address: 000 X. Xxxxxx, Xxxxx 000
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Xxxx, Xxxxx, Xxx Code: Xxxxxxxxxx, XX 00000
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Telephone: (000) 000-0000
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Fax: (000) 000-0000, (000) 000-0000
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E-Mail: SEE ATTACHED LIST
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and the following processing (Processor) company:
Company Name: Dippy Foods, Inc.
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Company Representative: Xxx Xxxxxxxxx
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Address: 0000 Xxxxxxxxx Xxxxxx
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City, State, Zip Code: Xxxxxxx, XX 00000
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Contact Person: Munjh Xxxxx
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Telephone: (000) 000-0000
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Fax: (000) 000-0000
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E-Mail:
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and is made with respect to the following facts:
The United States Department of Agriculature (USDA) has made federally donated
foods (DF) available to the State Distributing Agency (DA) for distribution to
eligible Recipient Agencies (RA), using the following DF, as identified on the
attached End Product Data Schedule(s).
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The DA is desirous of arranging with the Processor for the production of end
product(s) as described on the attached End Product Data Schedule(s) (EPDS) at
the following Processor's plant location(s):
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Plant Name Street, City, State, Contact Person Phone Number Fax Number
Zip
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0000 X. Xxxxxxxxx Xxxxxx
Feedback Foundation, Inc. Xxxxxxx, XX 00000-0000 Xxxx Xxxx (000) 000-0000 (000) 000-0000
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(For additional plants add an attachment)
This agreement is governed by the current and applicable sections of Title 7
Code of Federal Regulations, Parts 210 and 250, and any subsequent changes are
also included as part of this Agreement.
In consideration of the terms and conditions contained within this Agreement,
the parties agree as follows:
1. AGREEMENT INTENT
This Agreement sets forth the contractual obligations under which Processor
may utilize DF to manufacture and deliver specified end product(s) to
eligible RA to ensure the return of quantity, quality, and value of such DF.
2. CATEGORIES OF DONATED FOODS IN PROCESSING
Processor shall adhere to the processing and handling procedures applicable
to the category of DF to be processed under this Agreement as defined below:
A. SUBSTITUTABLE - Such DF may be substituted, interchanged, or commingled
in storage and production with a commercial food of the same generic
identify and of equal or better quality. Butter, processed cheese,
cheddar cheese, mozzarella cheese, corn grits, corn meal, flour,
macaroni, nonfat dry milk, peanut butter, peanut granules, roasted
peanuts, rice, rolled oats, rolled wheat, shortening, vegetable oil,
spaghetti and such otehr DF as specifically approved by Food and
Nutrition Services (FNS) and detailed in Article 35 of this Agreement
shall be substitutable.
1) Processor shall maintain documentation that the commercial food
interchanged, commingled, or substituted for the DF is:
a. Of U.S. origin, and
b. Identical or superior to the DF specification as evidenced by
certification performed by, or acceptable to, the applicable
federal acceptance service.
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2) Processor may utilize substitutable DF in the manufacture of end
product sold commercially, but shall not otherwise sell or dispose
of the DF in bulk form. Should Processor elect to utilize a
commercial food in anticipation of replacement with a DF, the RA
or DA cannot guarantee such replacement and assumes no liability
for such replacement.
3) Processor must be able to demonstrate that purchases of commercial
foods are sufficient to meet commercial production needs.
If used of concentrated skim milk to replace donated nonfat dry milk is
approved by the DA, the Processor must xxxxx with provisions in 7 CFR Part
250.30 (f) (3).
B. NONSUBSTITUTABLE - DF other than those listed in Article 2.A. or in
Article 35 of this Agreement shall not be interchanged, commingled or
substituted with a commercial food that could be used in place of the
DF in the product formulation. UNDER NO CIRCUMSTANCES MAY MEAT AND
POULTRY BE SUBSTITUTED. Other nonsubstitutable DF may be substituted
with commercial product as described above in 2.A. with an approval
from the FCS.
Processor shall store such DF apart from all commercial foods and
process them apart from regular commercial production. Processor shall
return all product produced above guaranteed minimum return on the
EPDS. If actual yield falls below the guaranteed return, the Processor
shall make up the difference between actual and guaranteed return by
either:
1) Utilizing commercial food that is of U.S. origin; and identical to
or superior in every particular to the DF as evidenced by
certification performed by or aceptable to the applicable federal
acceptance service. A USDA certificate must be obtained to certify
the quality of replacement meat and poultry;
2) Reimbursing the RA or DA the value of DF that owuld have been used
to produce the end product.
3. PROCESSING ARRANGEMENTS
Processor shall maintain delivery and/or billing invoices, refund
applications, canceled checks or other documentation as applicable, to
substantiate that proper value pass-through occurred or proper fee for
service was charged.
Arrangements for processing DF into various end products will be based on
one of the following:
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A. DONATED FOOD VALUE PASS-THROUGH SYSTEM
The processing of DF is incorporated into the Processor's normal manner of
business, including production, pricing, and delivery of the end product.
The specific value of the DF shall be established based on the designated
USDA VALUE. The Processor shall ensure that the full value of the DF
contained in the end product shall be passed on to the eligible purchasing
RA. The dollar pass-through value of DF contained in the end product shall
be provided to the RA either by the DA or the processor at the option of the
DA. With the concurrence of the DA, the Processor shall select one or more
of the following value pass-through systems in Article 36 of this Agreement.
The DA reserves the right to disallow continued use of a value pass-through
system if poor performance is indicated.
1) DIRECT SALES
a. Discount System
The Processor shall invoive the RA at net case price which shall
reflect a discount for the value of the DF established in this
Agreement. Only when end product has been delivered to the RA or the
RA's designee may DF inventory be reduced.
b. Refund System
The Processor shall invoice the RA at the commercial/gross price of
the end product. Refunds that reflect the value of the DF contained
in the end products shall be made to the RA upon proof of purchase.
Refund payments shall be initiated or paid as follows:
(1) RA shall submit a refund application to the Processor within
30 days from the end of the month of the date of delivery. RAs
may submit refund applications to the processor on a quarterly
basis in the total refund due is $25 or less during the
quarter.
(2) Within 30 days of the receipt of the refund application,
Processor shall compute the amount and issue payment of refund
directly to the RA. Processors may issue payment of refunds on
a quarterly basis if the total payment due to that RA is $25
or less during the quarter. Sales cannot be reported and the
inventory cannot be reduced until refunds are actually issued.
(3) Copies of refund application and payment to RAs shall be
forwarded to appropriate DA by the Processor with the monthly
performance report.
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2) INDIRECT SALES
a. Discount Syatem (Hybrid System)
The Processor shall sell to the distributor at the commercial/gross
price. The distributor will invoice the RA at the net case price
plus the distributor's markup. The net case price plus the
distributor's markup. The net case price shall reflect a discount
equal to the full value of the DF established in this Agreement. The
distributor shall apply for a refund or credit from the Processor
for the full value of the DF. Sales verification is required for
this pass-through system. (See Article 4.)
b. Refund System
The Processor shall sell to the distributor at the commercial/gross
price. The distributor will invoice the RA this price plus the
distributor's markup. Refunds shall be made to the RA by the
Processor that reflect the value of the DF contained in the end
products upon receipt of refund application. Refund payment shall be
initiated and paid the same as listed above in paragraph 1) b.1
through 3.
3) OTHER VALUE PASS-THROUGH SYSTEMS
Processors are permitted to use alternate value pass-through systems if
approved by DA and FNS. These systems must comply with the sales
vertification requirements outlined in 7 CFR 250.19(b)(2) or alternate
verification system as approved by DA and FNS.
B. FEE-FOR-SERVICE SYSTEM
A "fee-for-service" system is a price by pound or by case representing a
Processor's cost of ingredients (other than the DF), labor, packaging,
overhead, and other costs incurred in the conversion of the DF into the
specified end product. A discount or refund per case is not established;
consequently, there is not a credit for the value of DF. The net price is
based on the charge per pound or per case for processed finished product.
End products produced under fee-for-service Agreements may be delivered and
invoiced to RA in one of the following ways:
1) The Processor delivers the end products directly to the RA or RA's
designee and bills the RA for the agreed upon fee for service.
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2) Delivery is made by commercial distributors. Processor shall not
sell end products directly to distributor. Two options for arranging
payment for end products are:
a. A dual billing system whereby the RA is billed by the Processor
for the fee for service and the distributor bills the RA for
storage and delivery of end products; or
b. Processor arranges for the delivery with a distributor for the
RA. The Processor's invoice must include both processing fee and
the distributor's charges as separate, identifiable charges.
4. PROCESSOR SALES VERIFICATION
If delegated by DA for discount sales made by distributors, the Processor
shall verify sales conducted under the terms of Article 3.A.2. and 3.A.3.).
Verification shall include a statistically valid sample of reported sales in
a manner which ensures a 95 percent confidence level. All sales reported
during a specific period shall be verified at least semiannually. The
Processor shall verify that sales were made only to eligible RAs and that
the value of DF was passed through to those RAs. Sales verification findings
shall be reported as an attachment to the December and June performance
reports in a format approved by the DA. At the same time this report is
submitted, the Processor shall submit to DA a corrective action plan
designed to correct problems identified in the verification effort. This
plan will be subject to DA approval. DA may assess a claim against the
Processor if, after review, it is determined that the value of DF has not
been passed on to the RA or if the end products were improperly distributed.
5. END PRODUCT DATA SCHEDULE
The End Product Data Schedule (EPDS) and instructions are an integral part
of this Agreement. The Processor agrees to the EFFECTIVE DATE ESTABLISHED by
the DA on the EPDS for the item(s) listed thereon and the Processor SHALL
NOT be permitted to reduce inventory for any end products which were sold
prior to the effective date so established.
Specific details are contained in the EPDS instructions. The following
information will be included:
A. END PRODUCT DESCRIPTION
B. PRODUCT FORMULATION
C. END PRODUCT RETURN
D. PRICING STRUCTURE OF END PRODUCT
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CASE PRICES SHOWN ON THE ATTACHED EPDS SHALL NOT BE EXCEEDED, BUT MAY BE
QUOTED LOWER FOR SPECIAL PROMOTIONS, BIDS, VOLUME DISCOUNT, ETC. PROVIDED
THE DISCOUNT OR REFUND, IF APPLICABLE, REMAINS THE SAME AS ESTABLISHED IN
THIS AGREEMENT. Any credits (i.e., buy back parts and by-products such as
bones, broth, etc.) must be listed separately on the EPDS.
6. PACKAGING
Processor shall package all end products in accordance with acceptable
standards within Processor's industry and in conformity with federal and
State requirements which may be applicable during the period of this
agreement. Damaged cases may be rejected at no cost to the DA or RA.
7. LABELING
Processor shall label the end product container in accordanced with
applicable labeling requirements. In addition, Processor shall adhere to the
following label requirements:
A. The exterior shipping container, and where practical the individual
wrappings or containers within the exterior container, of end product
containing nonsubstitutable DF as defined in Article 2.B. shall have
clearly shown on the label the legent "Contains Commodities Donated by
the United States (U.S.) Department of Agriculture. This products shall
be sold only to eligible Recipient Agencies".
B. Processor shall obtain approval through procedures established by the
FNS in conjunction with the Food Safety Inspection Service (FSIS) and
Agricultural Marketing Service (AMS) of the U.S. Department of
Agriculture, and National Marine Fisheries Service of the U.S.
Department of Commerce, or other applicable federal agency for all
labels which make any claim with regard to an end product's
contribution toward mail requirements of any child nutrition program.
C. The Processor may be required to obtain a Child Nutrition (CN) label
for all end products containing meat, pooultry, fish or a meat
alternate such as cheese or peanut butter. If a CN label is required
and requested in Article 35 the processor must: (1) submit a copy of
the approved CN labels to the DA prior to requesting the DA to order DF
or picking up DF from RA and (2) affix the CN label to each case of end
product to be sold to eligible RA.
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8. QUALITY CONTROL (QC)
As an attachment to the Agreement, the Processor shall provide a written
description of the Processor's quality control program to the DA. By signing
this Agreement, the Processor assures that an effective QC System will be
maintained for the duration of this Agreement.
A. Processor shall transport DF picked up from DA or RA; receive, handle,
store and deliver end product in a safe and sanitary manner and at the
recommended temperature for the specific DF and end product covered by
this Agreement.
B. Processor, with the concurrence of DA and USDA, may refuse to the
carrier for the account and disposition of the vendor or USDA any
delivery of DF directly to the Processor's plant or to his authorized
storage agent which does not meet the federal specifications under
which it was purchased and shipped.
C. All end product produced under this Agreement shall be processed
according to the health and sanitation standards for plant facilities
and food processing established by the locality or stae in which
Processor's plant is located or by the applicable federal standards,
whichever are higher.
D. At the option of DA, samples may be pulled from delivered end product
for laboratory testing. Costs of such tests shall be paid by Processor
only if product sample tested fails to meet either Agreement
specifications or quality and wholesomeness standards.
E. Processor shall maintain end product batch identification in the event
end product is rejected upon delivery. End product failing to meet
Agreement specification or wholesomeness standards shall be rejected by
DA and Processor so notified. Processor shall be given fifteen days
time fromn this notice of rejection to negotiate removal of rejected
product and replacement by acceptable end product. If agreement is not
reached, the DA or purchasing RA shall have the right to purchase the
same or similar product on hte open market at Processor's expense. If
Processor is unable to arrange removal of rejected product within a
reasonable time, DA shall proceed to authorize removal and destruction
at Processor's expense.
3. INSPECTION AND GRADING REQUIREMENTS FOR PROCESSING
The Processor shall be required to provide inspection and/or acceptance
and certification as follows:
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A. CONTINUOUS WHOLSESOMENESS INSPECTION - When donated meat or poultry
products are processed or when commercial meat or poultry products are
incorporated into an end product containing one or more DF, all
processing shall be performed in plants under continuous inspection by
FSIS personnel, or State meat and poultry inspection personnel in those
states certified to have programs at least equal to the federal
inspection program.
B. ACCEPTANCE SERVICE GRADING - All donated meat and poultry processing
shall be performed under AMS acceptance service grading. Option 1
complies with FNS minimum requirements for verifying nonsubstitution
and nondiversion. Additional certification requirements may be
requested under Option 2 as specified in Article 35 and EPDS. Under no
circumstances shall Processor set up production runs for the purpose of
circumventing this requirement.
1) The cost of this service shall be borne by the Processor.
2) Exemptions in the use of acceptance service graders will be
authorized on the basis of each order to be processed provided the
Processor can demonstrate:
a. that even with ample notification the Processor cannot
secure the services of a grader;
b. that the cost for a grader is unduly excessive, as
determined per order by DA, relative to the value of food
being processsed and that production runs cannot be combined
or scheduled to enable prorating of the cost of services
among the purchasers of end products; or
c. that the documented urgency of the RA's need for the end
product precludes the use of acceptance services.
DA reserves the right to verify Processor's claim for exemption.
3) Copies of all certification forms issued by AMS graders for
donated meat or poultry processing shall be provided to DA with
the monthly performance report.
4) At the option of DA, and as detailed in Article 35 of this
Agreement, other DF may be required to be processed under the
applicable federal acceptance service including the certification
that a commercial food authorized to be substituted for a DF is
identical or superior to the DF specifications.
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10. RESERVED
11. DONATED FOOD CONTAINERS
Processor shall return to the DA, or RA for which the DF was processed, all
funds received from the sale of the DF containers. Refund of such funds
shall, at the option of DA, be in the form of a cash payment or applied as
credit. If credit is selected, it must be clearly identified on the invoice.
If the containers are sold for commercial reuse, all USDA restrictive
legends or markings shall be completely and permanently obliterated or
removed by Processor prior to resale.
12. BY-PRODUCTS OF DONATED FOOD PROCESSING
Salvageable material, not utilized in the end products, that is produced or
derived from manufacturing processes employed in the processing of DF, shall
be disposed of in such a manner as to realize the greatest value possible
for the material. Such material shall, with the concurrence of DA, be
handled as follows:
A. The by-product, if agreeable to the RA for which the DF was processed,
shall be accumlated and returned in a sanitary and wholesome manner to
RA; or
B. At the option of DA, Processor shall return to the DA, or RA for which
the DF was processeds, all funds received from the sale of salvageable
by-product material. Return of which funds shall, at the option of DA,
be in the form of a cash payment or a reduction in the selling price of
the end product based on the following:
1) the actual value received from the sale of the by-product by
processor; or
2) The fair market value of the by-product at the time it is further
processed or refined by Processor.
C. Special handling instructions and disposition of any by-product sh all
be detailed in Article 35 of this Agreement.
13. TRANSFERS OF USDA DONATED FOODS
DF may be transferred only between DAs or RA with the concurrence of the DA
and FNS if applicable. All transfers of DF shall be documented. Such
documentation shall be maintained in accordance with Article 16.C.
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14. INVENTORY REDUCTIONS
A. SUBSTITUTABLE DONATED FOODS
For all end products utilizing a substitutable DF, the amount of DF
actually contained in the end product, as identified in the EPDS shall
be the only basis for inventory reduction on the monthly performance
report. The reduction in inventory can be shown only after there has
been pass through to RA of the value of the DF.
B. NONSUBSTITUTABLE DONATED FOODS
For all end products utilizing nonsubstitutable DF, inventory
reductions to monthly performance reports shall be made based on the
actual amount of DF used to produce the end product. The finished good
inventory may be reduced only upon delivery to eligible RA or RA
designee.
15. PERFORMANCE REPORTING
The Processor shall submit monthly reports pertaining to performance under
this Agreement to DA postmarked or transmitted electronically no later than
the last day of the month following the close of the reporting period. IF
NO ACTIVITY TOOK PLACE DURING THE REPORTING MONTH, A PERFORMANCE REPORT
SHALL BE SUBMITTED TO REFLECT NO ACTIVITY. Negative inventory shall be
reported on monthly reports, i.e., negative inventory resulting from sales
of end products containing substituted commercially purchased foods meeting
the standards specified in Article 2. If sales are made using a refund
system, the sales cannot be reported and inventory cannot be reduced, until
a refund is actually issued.
The DA will monitor Processors to ensure that the quantity of DF on hand
does not exceed a six-month supply based on the Processor's average monthly
usage.
If sales verification on discount sales is delegated to the Processor,
findings shall be reported as an attachment to the December and June
performance reports in a format approved by the DA.
Monthly performance reports shall be submitted only in a DA approved format,
which shall include:
A) A list of RA by name and code number (if applicable) purchasing
end products under this Agreement;
B) DF inventory at the beginning of the reporting period;
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C) Total quanity of DF received during the reporting period specifying
the sources of such DF, such as backhaul from DA or RA, direct
shipments arranged by DA, and/or transfers into DA's or RA's account
and year-to-date totals;
D) Total number of units/cases of approved end products by product
identification code or brand name delivered to each eligible RA during
the reporting period for which the RA has received a discount or
refund;
E) Total number of pounds of DF reduced from inventory and year-to-date
totals;
F) DF inventory at the end of the reporting period;
G) A certification statement that sufficient DF is in inventory or on
order to account for quantities needed for production of end products
for State processing contracts and that the Processor has on hand or
on order adequate quanitities of foods purchased commercially to meet
the Processor's production requirements for commercial sales.
PROCESSORS FAILING TO SUBMIT MONTHLY PERFORMANCE REPORTS WITHIN THE
ESTABLISHED TIME LIMITS WILL BE CONSIDERED IN NONCOMPLIANCE WITH THIS
AGREEMENT AND THIS MAY RESULT IN AGREEMENT TERMINATION BY THE DA.
16. ACCOUNTABILITY AND RECORDS
Processor shall fully account for all DF delivered or carried forward
from previous contract year into its possession by the production and
delivery of an appropriate number of end product specified in this
Agreement to eligible RAs. Donated Food (DF) or the value thereof not so
accounted for shall be the liability of the Processor. All records and
documents to substantiate information provided on reports shall be
maintained on file for a period of three years form the close of the
federal fiscal year to which they pertain unless longer retention is
required for resolution of an audit, litigation, or State law (refer to
Article 35). Accountability records shall include, but not be limited to,
the following:
A. PRODUCTION RECORDS - Processor is obligated to meet DF usage in
production stated on the EPDS and shall be liable for shortages and
overages between that stated usage per case of end product and the
actual usage per case of end product. Production records shall
include:
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1) Daily or bath production records to substantiate actual DF or
substituted commercial ingredient usage per case of end product. At
a minimum such records shall consist of end product formulation or
batch recipes; production dates, batch identification and/or periods
of production; quantity of DF or substituted commercial food placed
into production for the period; and quanity of end product produced
during the same period of production.
2) Quality control records as required by Article 8, end product
labeling and any in-plant quality control records used to assure
proper formulation, packaging net weight, bacteriological safety,
and other controls to assure end product quality and wholesomeness.
3) Grading certificates and reports for meat and poultry issued on
incoming DF or substituted commercial food, during formulation and
production of the end product, and on the outgoing end product by
the applicable federal acceptance service.
4) Authorization letters from DA waiving federal acceptance service
requirements for a specific production run.
B. PERPETUAL INVENTORY OF DONATED FOOD - Processor shall maintain accurate
and completed records with respect to receipt, usage, disposition,
inventory of DF, load out check sheets, bills of lading, signed delivery
tickets, and any other shipping and receiving documents to substantiate
delivery of DF or substituted commercial food in the end product to DA,
RA or their authorized agent.
C. OTHER RECORDS
1) Quality of Commercial Food. Refer to Article 2.A.1.
2) Documentation of value pass-through or fee for service. Refer to
Article 3.
3) Processor Sales Verification. Refer to Article 4.
4) Transfers of DF. Refer to Article 13.
5) Performance Reports. Refer to Article 15.A.
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17. AUDITS
A. CPA AUDITS
Any Processor which meets the definition of a multi-state Processor as
defined in 7 CFR Part 250 is subject to the following audit
requirements:
Multi-state Processor which receive more than $250,000 each year in
DF, shall obtain an independent CPA audit for that year. Multi-state
Processors which receive $75,000 to $250,000 in DF each year shall
obtain an independent CPA audit every two years. Those which receive
less than $75,000 in DF each year shall obtain an independent CPA audit
every three years. The costs of the audits including those costs
associated with training, shall be borne by the processors. All audit
requirements are to be met as stipulated in Section 7 CFR Part 250.18.
For audit purposes, the total value of the DF received shall be
computed by adding the value of food received under all State Commodity
Processing Programs.
Noncompliance with this audit requirement shall render the Processor
ineligible to renew or enter into another Agreement with any
contracting agency until he required audit has been conducted and
deficiencies corrected.
B. RIGHTS OF REVIEW AND AUDIT
Representatives of DA, USDA and General Accounting Office shall have
the right to inspect the DF and substituted commercial food in the
possession of Processor, the facilities used in handling, storing,
processing, and transporting, methods and procedures used by processor
and/or his agent in carrying out the requirements of this Agreement,
and all records and substantiating documentation required by this
Agreement, during Processor's normal working hours. When requested,
Processor shall furnish such representatives with xxxxx of end product
taken from a production run for testing.
18. LIABILITY FOR DONATED FOODS
Processor shall be financially liable for the value of all DF in inventory.
Any reduction in financial liability can only be accomplished by inventory
reductions as permitted and documented under artiels 3, 13, 14, and 16.
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A. SUBSTITUTABLE DONATED FOODS
Processor shall replace any unaccounted for, loss of, damage to, or
improper use of, DF while in possession of the Processor with
commercial food in compliance with Article 2.A.1.
B. NONSUBSTITUTABLE DONATED FOODS
The Processor shall be responsible for loss of, damage to, or improper
use of DF prior to delivery to RA or RA's designee. Losses shall be
promptly rep;orted to DA with a complete explanation of the
circumstances. Any claim action for the DF shall be determined by DA.
If a claim is required, Processor shall, at option of DA:
1) Replace the DF with an equal quantity of like in kind commercial
food that is identical or superior to the DF specificaitons as
required under Article 2.A.1; or
2) Pay the DA an amount equal to USDA's most recent per pound cost
information on acquiring and delivering replacement food, relative
to the time of the inability to account for, loss of, damage to,
or improper use of the DF; or the current per pound value
established by this Agreement.
19. INVENTORY PROTECTION
Processor shall furnish to DA a surety bond obtained only from a surety
company listed in the Department of Treasury Circular 570, "Surety
Companies Acceptable on Federal Bonds," an irrevocable letter of credit, or
an escrow account. Such bond, letter of credit, or escrow account shall be
made payable to the DA. The bond shall guarantee that the processor shall
faithfully account for, return, or pay for all of the DF received or
carried forward, in accordance with this Agreement.
Inventory protection is required by the DA prior to the delivery of DF to
the processor. The minimum amount of the bond, letter of credit or escrow
account, shall be determined by: value of the DF on hand and on order minus
anticipated usage rate during the Agreement period. The bond shall remain
in effect until all donated food is properly accounted for, paid for or
returned in accorance with this Agreement. Liability for loss is provided
in Article 18 of this Agreement.
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20. AGREEMENT TERMINATION
This Agreement may be terminated immediately at the option of DA for
noncompliance of its terms and conditions by Processor or if any right in
favor of DA is threatened or jeopardized by Processor and/or his agent.
This Agreement may be terminated by either party upon 30 DAYS WRITTEN
NOTICE to the other. Disposition of DF inventory with Processor payment of
value thereof shall be based on the following:
A. When this Agreement is terminated or not renewed, the Processor, at the
option of DA and Food and Nutrition Service Regional Office (FNSRO)
regarding nonsubstitutable DF shall:
1) Return the DF to DA; or
2) Pay the DA an amount equal to USDA's most recent cost information
on acquiring and delivering replacement food relative to the time
of termination; or
3) Pay the DA current per pound value established by this Agreement;
or
4) Pay the Commodity Credit Corporation (CCC) unrestricted sales
price.
B. When this Agreement is terminated or not renewed, the Processor, at the
option of DA and FNSRO regarding substitutable DF shall:
1) Return the DF to DA to a destination designated by DA at
Processor's expense; or
2) Replace the DF with commercial foods of identical or superior to
quality as certified in accordance with Article 2 of this
Agreement and deliver such foods to the DA to a destination
designated by DA at Processor's expense; or
3) Pay the DA for the DF based on USDA's most recent cost information
on acquiring and delivering replacement foods relative to the time
of termination; or
4) Pay the DA for the DF based on the current per pound value
established by this Agreement; or
5) When feasable and with the concurrence of any affected
distributing agency with which the Processor has an agreement,
transfer all DF inventory of DA to the account of the affected
distributing agency; or
6) Pay the CCC unrestricted sales price.
21. ASSIGNMENT/DELEGATION OF RESPONSIBILITIES
Processor shall not assign and/or delegate any of the duties and/or
responsibilities to process DF under this Agreement to any party,
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either by way of subcontract or any other arrangement, without the prior
written consent of DA. If a subcontract is approved, Processor remains
responsible as prime contractor to ensure that DF is accounted for and
processed according to the terms and conditions contained in this Agreement
and is obligated to inform the subcontractor of these requirements. A
subcontractor Agreement (Addendum No. 1) must be filled out for each
subcontractor and included with this Agreement when submitted for approval.
22. SOURCES OF DONATED FOOD FOR PROCESSING
Processor may acquire DF for processing under this Agreement frm one or
more of the following sources:
A. Director shipment of DF to Processor's plant as ordered by DA. Such
orders should be mutually agreed upon between the processor and DA in
consideration of inventory status and estimated deliveries of end
product.
B. Transfer from other States with which Processor has an Agreement and as
authorized by both states.
C. Backhaul from RA's and/or DA's inventory.
All quanitities of DF and sources must be entered as DF received on the
monthly Performance Report required in Article 15.A. of this Agreement.
APPROVAL IF THIS AGREEMENT BY THE DA SHALL NOT OBLIGATE THE DA OR USDA TO
DELIVER DF FOR PROCESSING.
23. DEMURRAGE AND DETENTION
Processor shall be responsible for all demurrage and detention charges on
shipments of DF placed for unloading at Processor's plant that have been
ordered for delivery as mutually agreed unless other payment arrangements
have been mutually agreed upon between Processor and DA. DA should make
every effort to ensure that Processor is notified of shipment of DF
destined for Processor's plant as soon as possible to assist Processor in
coordination of receiving, purchasing, production, and unloading.
24. INDEMNITY/HOLD HARMLESS
Processor will indemnify and hold DA and RA free and harmless from any
claims, damages, judgements, expenses, attorney's fees, and compensations
arising out of phyisical injury, death, and/or property damage sustained or
alleged to have been sustained in whole or in part by any and all persons
whatsoever as a result of or arising out of any act or omission of
Processor, his/her agents or employees, or caused or resulting from any
deleterious substance in any of the products produced from DF for which the
Processor is responsible.
17
25. INSURANCE
Processor shall provide adequate insurance or bond coverage for all
insurance losses.
26. ASSURANCE OF CIVIL RIGHTS COMPLIANCE AND EMPLOYMENT
The Processor agrees to comply with Title VI of the Civil Rights Act of
1964 (42 U.S.C. 2000 d, et seq.), all provisions required by the
implementing regulations of U.S. Department of Agriculature, Department of
Justice Enforcement Guideslines, FNS directives and guidelines to the
effect that no person on the grounds of race, color, national origin, sex,
age, or handicap shall be excluded from participation in, be denied the
benefits of or oitherwise be subject to discrimination under any activity
carried out under this Agreement. In addition, the Processor agrees not to
discriminate on the basis of race, color, national origin, sex, age, or
handicap among eligible RA in the merchandising and sale of end products
containing DF. This assurance is given in consideration of and for the
purposes of obtaining permission to use Federal property or interest in
such property without consideration or at a nominal consideration. This
assurance is binding on the Processor, its successors, transferees, and
assignees as long as its receives assistance or retains possession of any
assistance from FNS.
Processor shall comply with all applicable federal, State and local laws
and regulations pertaining to wages, hours, and conditions of employment.
27. UNLAWFUL BENEFITS
No employees and/or agent(s) of any party to this Agreement, DA's office or
any RA for which processing under this Agreement has been approved, shall
be admitted to or may accept any share or part of this Agreement or to any
benefit that may arise therefrom.
28. AGREEMENT ENTIRETY
This document including the attachments contains the entire Agreement
between the parties hereto relating to the matters covered hereunder. All
prior negotiations, representations, understandings and/or stipulations are
conclusively superseded and no other agreement or promise made by any party
hereto, or by any of their agent(s) which is not contained in this
Agreement shall be binding or valid.
29. MODIFICATION/AMENDMENT OF AGREEMENT
This Agreement and Addendum A shall not be modified, amended, altered, or
changed except by a written agreement signed by the parties hereto. If
written agreement is obtained for changes in end product formulation,
return of DF, or net case cost, Processor shall not implement changes until
written approval is received from DA.
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30. SERVING OF NOTICES
Any notice, demand or communication under or in connection with this
Agreement may be served upon the other party by personal service, or by
mailing the same by registered or certified mail, postage prepaid and
addressed to the designated representative of such party at the address set
out in this Agreement. Any such notice or demand shall be deemed served at
the time of personal service or within 48 hours after the posting of the
notice in the United States mail. Either party may change such designated
representatives or mailing address by written notification to the other
party.
31. LEGAL RESOLUTION
Processor agrees that in performance of this Agreement to obey, abide, and
comply with all applicable local, state, and federal laws and regulations.
This Agreement shall be governed and construed and the rights and
obligations of parties hereto shall be determined in accordance with the
laws of the State which DA represents. If any term, covenant, condition or
provision of this Agreement is held by a court of competent jurisdiction to
be invalid, void, or unenforceable, the remainder of the provisions shall
remain in full force and effec tand shall in no way be affected, impaired
or invalidated.
32. DISTRIBUTION OF COPIES
All parties to this Agreement shall retain a copy of the signed Agreement
and Addendum for their records. DA is required by federal regulations to
provide a signed copy of this Agreement and Addendum to the USDA Regional
Office. Copies may be provided to any person upon request as public records
under the applicable federal and state "freedom of information" laws.
33. ELIGIBLE RECIPIENT AGENCIES
Upon approval of this Agreement, DA agrees to provide the Processor with a
listing of all elilgible RA with appropriate identification numbers, if
applicable, and addresses. Processor can reduce inventory only on sale of
approved end products to these eligible RA.
34. DEBARMENT
Certification is required by the regulations implementing Executive Order
12549, Debarment and Suspension, 7 CFR Part 3017, Section 3017.510,
Participants responsibilities. The regulations were published as Part IV of
the January 30, 1989, FEDERAL REGISTER (pages 4722-4733).
The prospective lower tier participant (Processor) agrees by signing the
attached form, it shall not knowingly enter into any lower tier covered
transaction with a person who is debarred, suspended, declared
19
ineligible, or voluntarily excluded from participation in this covered
transaction, unless authorized by the department or agency with which this
transaction originated. This signed attached form shall become part of the
Agreement.
35. SPECIAL PROVISIONS (STATE OF CALIFORNIA)
In addition to the foregoing provisions, Processor agrees to the following
Special Provisions required by the State of California.
A. ARTICLE 2.B. NONSUBSTITUTABLE
Article 2.B., second paragraph is amended to read:
Processor shall store such DF apart from all commercial foods and
process them apart from regular commercial production. All
nonsubstitutable DF received from or for California RA shall be kept
separated and not commingled with any other state's DF unless a
written request has been submitted to and approved by DA. The request
must provided written assurance that meat more than one year old will
not be processed. Processor shall return all product produced above
the guaranteed minimum return specified on the EPDS. If the actu al
yield falls below the guaranteed return, the Processor shall make up
the difference between actual and guaranteed return, with the prior
approval of DA, by either:
1) Utilizing commercial food that is of U.S. origin; and identical
to or superior in every particular to the DF as evidenced by
certification performed by or acceptable to the applicable
federal acceptance service. A USDA certificate must be obtained
to certify the quality of replacement meat and poultry;
2) Reimbursing the RA or DA the value of DF that would have been
used to produce the end product.
B. ARTICLE 3 PROCESSING ARRANGEMENTS
Article 3.A.1) a. is amnded to read:
a. Discount System
The Processor shall invoice the RA at net case price which shall
reflect a discount for the value of the DF established in this
Agreement. Only when end product has been delivered to the RA or
the RA's designee may DF inventory be reduced. Processor shall
retain invoices from RA when end products are sold by Processor to
RA through a discount system.
Article 3.A.2.) a. is amended to read:
20
a. Discount System (Hybrid System)
The Processor shall sell to the distributor at the
commercial/gross price. The distributor will invoice the RA at the
net case price plus the distributor's markup. The net case price
shall reflect a discount equal to the full value of the DF
established in this Agreement. The distributor shall apply for a
refund or credit from the Processor for the full value of the DF.
Sales verification is required for this pass-through system. (see
Article 4.)
Processor shall ensure that distributors maintain invoices from RA
when end products are sold through a discount system and that such
invoices shall be provided to Processor upon request.
Article 3.A.3) OTHER VALUE PASS-THROUGH SYSTEMS
Article 3.A.3) is amended by the addition of the following paragraph:
California Value-Pass-Through (VPT) System
Processor sells to the distributor at the net case price which
shall reflect a discount for the value of the DF established in
the Agreement. The distributor also sells the end product to RA at
the net case price plus delivery. The invoices generated by these
sales, both by Processor and the distributor, must indicate the
discount included in the sale and identify the discount as
resulting from the valiue of the DF.
Processor shall ensure that distributors maintain invoices from RA
when end products are sold through a discount system and that such
invoices shall be provided to Processor upon request.
C. Article 4 PROCESSOR SALES VERIFICATION
Article 4 is amended by the addition of the following paragraphs:
A. Processor Sales Verification Procedures for Use in the California
Value Pass-Through System
Processor must do a semi-annual review of a statistically valid
sample of sales, as described in Attachment 1 of this Agreement,
for the previous six-month period and submit the sales
verification data to DA as an attachment to the December and June
performance reports in whatever format DA deems necessary. The
sample size must ensure a 95 percent confidence level and
21
1) Support the projection of a claim against Processor
when, in the review of the sample, it is determined
that the value of donated foods has not been passed on
to recipient agencies or when end products have been
improperly distributed.
2) Provide for the assessment of claims against Processor
in accordance with FNS Instruction 410-1, Non-Audit
Claims, Food Distribution Program, in instances when
deficiencies have been identified.
3) Provide for the adjustment of performance reports and
processing inventory reports to reflect any invalid
sales.
4) Provide for the development and submission by Processor
to DA of a corrective action plan designed to correct
problems identified during the sales verification.
B. California Pass-Through Sales Reverification
DA will review Processor's rep;orts of sales verification
data, and in instances of poor processor performance, DA
will require Processor to discontinue the California VPT,
initiate an audit or review to determine the extent to which
sales are to be disallowed, established a claim, and/or
terminate the contract.
D. Article 5 END PRODUCT DATA SCHEDULE
Article 5 is amended by the addition of the following paragraph to
the end of the Article:
Processor will utilize automated spreadsheet provided by DA in
preparing EPDS. Processor may not produce any product containing
donated commodities without an approved EPDS on file.
E. Article 9 INSPECTION AND GRADING REQUIREMENTS FOR PROCESSING
Article 9.B.2) is amended by the addition of the following:
d. All requests for exemptions must be made, on the
approved forms, to the DA at least five (5) working
days prior to the Processor's production run.
The following paragraph is added to Article 9:
22
C. Poultry Grading - All donated bone-in poultry processing
shall be performed under Option 2 grading requirements
unless a written request has been submitted to and approved
by DA to allow for Option 1 grading.
F. Article 13 TRANSFERS OF USDA DONATED FOODS
Article 13 is amended as follows:
DF may be transferred only between DAs or RA with the concurrence
of the DA and FNS is applicable. All transfers of DF shall be
documented. Such documentation shall be maintained in accordance
with Article 16.C.
All transfers must have the prior written approval of DA. A copy
of each approved transfer must be included with the monthly
report. This includes transfers between RA as well as between
Processors.
If Processor becomes overstocked with DF, Processor will be
responsible for any freight costs involved in the transfer of DF
to locations as determined by DA. The overstock shall be
determined to be an amount in excess of a six-month supply on hand
based on usage reported in Processor's monthly reports. Final
determination will be the responsibility of DA.
G. Article 15 PERFORMANCE REPORTING
The first paragraph of Article 15 is amended to read:
The Processor shall submit monthly reports pertaining to
performance under this Agreement to DA postmarked or transmitted
electronically no later than the last day of the month following
the close of the reporting period. If no activity took place
during the reporting month, a performance report shall be
submitted to reflect no activity. Negative inventory of
substitutable DF shall be reported on monthly reports, i.e.,
negative inventory resulting from sales of end products containing
substituted commercially purchased foods meeting the standards
specified in Article 2. NO NEGATIVE INVENTORIES SHALL BE REPORTED
FOR NONSUBSTITUTABLE DF. RA inventories for nonsubstitutable DF
which have been completely used shall be reported as a zero
balance. If sales are made using a refund system, the sales cannot
be reported and inventory cannot be reduced, until a refund is
actually issued.
The following paragraphs are added to Article 15:
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G) A copy of this report must be submitted monthly to each RA
from whom Processor has received DF. The name of the RA to
whom the report is being sent must be highlighted. It is
essential to provide this information to the RA so they can
accomplish their responsibility of reporting all DF
inventories to DA.
H) Inventories received from cooperatives shall be recorded
under the lead district.
I) An annual reconciliation report based on a year-end
physical inventory must accompany the June 30th monthly
report. This report is due to DA 60 days after the end of
the contract year.
J) California VPT System Reporting
Processor must prepare and submit to DA a Monthly
Performance Report which summarizes the information
contained in the Monthly Distributor Summary received from
distributors. No inventory drawdowns may be made by
Processor until the distributor's monthly summary has been
obtained from the distributor. Processor must retain these
documents for three (3) years following the close of the
federal fiscal year to which they pertain unless longer
retention is required for resolution of an audit,
litigation or investigation.
In addition to the Monthly Donated Food Processing Activity
report identified in Article 15.A., Processor must provide
a monthly a monthly Processing Activity Report to each RA
to check against their records. The report must contain a
statement which says: "The information pertaining to
commodity food value for the products delivered will be
considered correct unless notice is provided to the
processor by the receiving agency not later than thirty
(30) calendar days from the post xxxx of the report."
H. Article 16 ACCOUNTABILITY AND RECORDS
Article 16 is amended by the addition of the following paragraph:
Upon receipt of all shipments from USDA vendors, Processor will
forward to DA (Food Inventory Management Unit) a copy of the
delivery document (i.e., xxxx of lading or invoice) reflecting the
amount received along with information regarding damaged DF and
any overage or shortage. A SIGNED LEGIBLE copy of the delivery
document must be faxed to the Food Inventory Management Unit at
(000) 000-0000 WITHIN 24 HOURS of delivery.
24
Processor will notify DA (Food Inventory Management Unit) if any
shipment HAS NOT BEEN RECEIVED WITHIN 5 DAYS of the delivery
period indicated on the shipment schedule provided by DA.
Notification must be made to Xxxxxxx Xxxxxxx at (000) 000-0000.
I. Article 19 INVENTORY PROTECTION
Article 19 is amended by the addition of the following paragraphs
to the end of the Article:
Processor is required to submit the above mentioned supply and
surety bond, irrevocable letter of credit or escrow account with
the Processing Agreement. If one of these instruments is not
received with the Agreement, the Agreement will not be approved.
Letters of credit must contain an expiration date of December 31,
2000.
The coverage cannot be withdrawn without a 30-day written
notification to DA by registered certified mail, return receipt
requested. Any claims against Processor which are assessed by DA
as a result of DA review of Processor's year end reconciliation
will be filed against the performance supply and surety bond,
irrevocable letter of credit or escrow account.
J. Article 20 AGREEMENT TERMINATION
Article 20 is amended by the addition of the following paragraph:
C. Cancellation of this agreement does not relieve Processor
or his agents of any liability for DF until all inventories
being held have been accounted for and a final audit
performed to the satisfaction of DA and/or USDA.
K. Article 26 ASSURANCE OF CIVIL RIGHTS COMPLIANCE AND EMPLOYMENT
Article 26 is amended by the addition of the following paragraphs:
The Processor shall comply with the provisions of the California
Fair Employment and Housing Act (Gov. Code Section 12900 et seq.),
the regulations promulgated thereunder (Cal. Admin. Code, Title 2,
Section 7285.0 et seq.), the provisions of Article 9.5, Chapter 1,
Part 1, Division 3, Title 2 of the Government Code (Gov. Code
Sections 11135-11139.5), and the regulations or standards adopted
by the awarding state agency to implement such article.
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Processor and/or RA shall permit access by representatives of
Department of Fair Employment and Housing and DA upon reasonable
notice at any time during the normal business hours, but in no
case less than 24 hours notice, to its books, records, accounts,
other sources of information and its facilities as said Department
or Agency shall require to ascertain compliance with this clause.
RA, Processor and their subcontractors shall give written notice
of their obligations under this clause to labor organizations with
which they have a collective bargaining agreement or other
agreement.
Processor shall include the nondiscrimination and compliance
provision of this clause in all subcontracts to perform work under
the Agreement.
L. Article 27 UNLAWFUL BENEFITS
Article 27 is replaced by the following:
No employee and/or agent of DA or any RA which processing under
this agreement has been approved shall accept any share of or
personal benefit from this agreement.
M. Article 29 MODIFICATION/AMENDMENT OF AGREEMNT
Article 29 is amended as follows:
This Agreement and subcontractor Agreement (if applicable) shall
not be modified, amended, altered, or changed except by a written
agreement signed by the parties hereto. If written agreement is
obtained for changes in end product formulation, return of DF, or
net case cost, Processor shall not implement changes until written
approval is received from DA. Any changes, modifications, or
exceptions must be included in Article 35, SPECIAL PROVISIONS, of
this Agreement. Following approval by DA of any amendment to this
Agreement, Processor shall provide written notification as to the
changes being made within 10 days to all RA being served by
Processor.
N. Article 32 DISTRIBUTION OF COPIES
The first sentence of Article 32 is amended to read:
All parties to this Agreement shall retain a copy of the signed
Agreement and subcontractor Agreement (if applicable) for their
records.
26
O. ADDITIONAL CALIFORNIA REQUIREMENTS:
1. LIST OF END PRODUCTS AVAILABLE
Processor must return a completed, typewritten, camera
ready copy of standard form "List of End Products
Available". The form must include all of the end products
included in the EPDS which are submitted with this
Agreement. In addition, additional EPDS which are submitted
for approval subsequent to the approval of the Agreement
must also be accompanied by the "List of End Products
Available". The forms will be distributed in catalog form
by the DA to RA in California.
2. CERTIFICATE OF HEALTH AND SAFETY
Processor must submit a complete copy of the most recent
Health Inspection Report for each storage site where DF
will be stored and each plant where DF is processed. The
report(s) must show the sanitation conditions or rating for
each site. A State Health Department license is not
acceptable. If Processor operates a USDA inspected plant, a
copy of the most recent Processor Deficiency Report (PDR)
must be provided.
3. CONTRACTORS NATIONAL LABOR RELATIONS BOARD CERTIFICATION
By signing this contract, Processor swears under penalty of
perjury that no more than one final unappealable finding of
contempt of court has been issued by a federal court
against Processor within the last two years because of
failure to comply with a federal court order for compliance
with an order of the National Labor Relations Board
(California Government Code Section 14780.5).
4. CALIFORNIA DRUG-FREE WORKPLACE OF 1990
Processor shall certify and comply with the provisions of
the California Drug-Free Workplace of 1990 (Government Code
Sections 8350-1857).
5. DONATED FOOD DISTRIBUTOR AGREEMENT
Processors utilizing commercial distributors to deliver
products containing donated foods must have a Donated Food
Distributor Agreement completed and signed by both
Processor and distributors. The Donated Food Distributor
Agreement describes the responsibilities and accountability
of the distributor in his relationship to Processor.
27
6. METHODS OF DISTRIBUTION
Processor will not discriminate against, or withhold
services from, recipient agencies who choose to have food
products delivered directly to them from the processor or
through the State distribution system.
7. RECYCLED PAPER CERTIFICATION
The processor agrees to certify in writing to the CDE,
under penalty of perjury, the minimum, if not exact,
percentage of recycled content, both postconsumer material
and secondary material as defined in Public Contract Code
Sections 12161 and 12200, in materials, goods or supplies
offered or products used in the performance of the
contract, regardless of whether the product meets the
required recycled product percentage as defined in Sections
12161 and 12200. The contractor may certify that the
product contains zero recycled content.
8. AIR OR WATER POLLUTION VIOLATIONS
By signing this agreement, the processor swears under
penalty or perjury that the contractor is not: (1) in
violation of any order or resolution not subject to review
promulgated by the State Air Resources Board or an air
pollution control District; (2) subject to a cease and
desist order not subject to review issued pursuant to
Section 13301 of the Water Code for violation of waste
discharge requirements or discharge prohibition; or (3)
finally determined to be a violation of provisions of
federal law relating to air or water pollution.
36. PERIOD OF AGREEMENT
This Agreement shall become effective on July 1, 1999 and will terminate
on June 30, 2000. This agreement may be extended for two 1 year periods.
Any changes to date must be updated before any contract extension is
granted, including pricing, yield and bonding information and the
signature page.
37. DONATED FOOD VALUE PASS THROUGH SYSTEM
Processor shall designate arrangements to be used during the term of the
Agreement (Refer to Article 3 and amendments in Article 35). Check the
following selected system(s).
28
__X__ 1. Direct Sale Discount
_____ 2. Direct Sale Refund
_____ 3. Indirect Sale Discount
_____ 4. Indirect Sale Refund
_____ 5. Fee for Service
__X__ 6. California Value Pass-Through System (VPT)
_____ 7. Other (with prior approval)
38. AUTHORIZED PROCESSOR SIGNATURE
Agreement must be signed by Owner, Partner, or Corporate Officer duly
authorized to sign contractual agreements. Disclosure of ownership of
Processor shall be submitted if requested by DA.
Privately Owned -- The Owner must sign this Agreement.
Partnership -- A Partner must sign this Agreement.
Corporation -- A Corporate Officer must sign this Agreement.
If an employee other than these specified individuals signs this
Agreement, a Power of Attorney indicating employee's authority must
accompany this Agreement. All addenda to this Agreement shall be signed
by the authorized individual who signed this Agreement except that the
EPDS may be signed by his/her authorized designee.
In witness whereof, the Parties hereto have caused this Agreement to be
signed by their respective agents.
29
PLEASE PRINT OR TYPE
APPROVED
Feedback Foundation, Inc./ Dippy Foods, Inc. California Department of Education
---------------------------------------------------- -----------------------------------------
Processor (State Distributing Agency)
Xxxxxxx Xxxx Xxxx Xxxxxx
----------------------------------------------------- ------------------------------------------
Print or Type Name (Print or Type Name)
Director, Fiscal & Adminstrtive Services
General Manager Division
----------------------------------------------------- ------------------------------------------
Title Title
/s/ [Illegible] /s/ [Illegible]
---------------------------------------------------- ------------------------------------------
Signature (Signature)
0000 X. Xxxxxxxxx Xxxxxx P.O. Box 944272
----------------------------------------------------- ------------------------------------------
Xxxxxxx (Xxxxxxx)
Xxxxxxx, XX 00000 Xxxxxxxxxx, XX 00000-0000
----------------------------------------------------- ------------------------------------------
City/ State/ Zip (City/State/Zip)
(000) 000-0000 (000) 000-0000
----------------------------------------------------- ------------------------------------------
Telephone Number Telephone Number
June 30, 1999
----------------------------------------------------- ------------------------------------------
Date (Date approved)
Federal EIN:
-----------------------------------------------------
