Jamba Juice 2007 Annual Report Download - page 169

(b) Representations and Covenants with Respect to Exclusive Dealings . Based on the acknowledgements set forth above, and in order to induce
JJC to enter into this Agreement, Distributor: (i) represents and warrants to JJC that, except as disclosed on Exhibit A hereto, as of the date of this Agreement
Distributor does not provide, directly or indirectly (e.g., through an affiliate or otherwise) any distribution services in any geographic area to companies (each,
a “Direct JJC Competitor”) operating multiple-unit restaurants (whether company owned, licensed and/or franchised) consisting of more than ten units and
whose sales from its fresh juice and/or blended smoothies are in excess of 10% of its overall annual sales (each such company disclosed on Exhibit A being
referred to as a “Permitted Exception”), and (ii) agrees that this Agreement shall be an exclusive dealings agreement in the quick service restaurant industry
segment occupied by JJC, insofar that, during the term of this Agreement, Distributor will not, directly or indirectly, provide any distribution services to
Direct JJC Competitors in the United States, other than to the Permitted Exceptions and only to the extent allowed under this Section. If Distributor has
disclosed any Permitted Exceptions, Distributor shall not be in violation of this Section if it provides distribution services to the Permitted Exceptions,
provided, however, that (i) Distributor shall not renew or exercise any option to renew any agreement (written or oral) with the Permitted Exception beyond its
current stated term, (ii) in the case of any agreement (written or oral) with a Permitted Exception that does not have a stated term, Distributor will discontinue
providing services under the agreement within 16 months from the date hereof, and (iii) Distributor shall not amend, modify or waive any provision thereof
that would have the effect of extending the term, expand the scope (geographic, or otherwise) of the agreement, or which would otherwise have the effect of
circumventing the provisions of this Section.
9.2 No Restrictions. Distributor shall not, during the Term, enter into an agreement with, or negotiate with, any other company, firm, or entity with
regard to a business relationship that would prohibit or adversely affect Distributor’s ability to fully perform its obligations hereunder during the Term or upon
a renewal of this Agreement.
10. INVENTORY
10.1 Inventory Levels. Distributor will allow Inventory levels up to thirty (30) days of average usage on-hand and issue purchase orders as needed.
Distributor agrees to allow seven (7) weeks inventory in FOB Dallas and (6) weeks inventory in FOB Denver in order to facilitate FTL pricing. In the event
that JJC’s growth plans fall behind after the first year in the Denver market, JJC and Distributor will review and identify selected items that may need to be
ordered in LTL.
JJC agrees to inform Distributor at least four (4) weeks prior to the implementation of any new Products, Products, which will be discontinued, and
Products, which are to be featured in a promotion that would affect Distributor purchasing activity. JJC agrees to assist Distributor in determining purchasing
levels by providing projections of JJC’s needs for new Inventory, including promotion projections.
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