Jamba Juice 2007 Annual Report Download - page 176

of a Product quality assurance or Product safety issue. The Distributor shall have an annual audit completed by a third party approved by JJC, and have a
copy of the audit report sent to JJC’s Manager of Supply Chain and Logistics annually. A copy of a current report must be sent to JJC’s Manager of Supply
Chain and Logistics within sixty (60) days of the date this Agreement commences. Failure to score a minimum of 850 through A IB, or the equivalent score as
outlined in JJC’s Approved Vendor SOP’s, may result in the termination of this Agreement by JJC.
22. INSPECTION
Prior to the commencement of and at any time during the term of this Agreement, JJC shall have the right during normal business hours through one or more of
its authorized representatives to inspect the Inventory and the premises, facilities, procedures and inventories used or to be used by Distributor for the storage,
handling and sale of Products. Distributor will have a representative present during any such inspection.
23. AGENCY REPORTS
Distributor shall maintain for inspection by JJC the results of all federal, state and/or local regulatory agency inspection reports and sanitation audits affecting
Distributor’s facilities or equipment, or products located at Distributor’s facilities. Distributor shall notify JJC Manager of Supply Chain and Logistics and
QA Managers immediately by telephone and facsimile of any such inspections or audits which indicate the presence of any bacteriological agent or substance,
which is considered by health authorities as being indicative of either unsanitary practices or of public concern.
24. DEFAULT AND REMEDIES
In the event JJC or Distributor defaults in its obligations set forth in this Agreement to the other party, JJC or Distributor will notify the other party of the
Default and request the Default to be remedied within thirty (30) calendar days from receipt of notice. In the event the Default is not remedied in the thirty
(30) calendar days, the party entitled to receive the remedy has the right to terminate this Agreement effective with a ninety (90) day written notice.
The rights and responsibilities of the parties hereunder under any provisions that, by their nature, extend beyond any expiration or early termination shall
survive expiration or early termination of this Agreement.
25. INCURABLE DEFAULTS
In the event Distributor: (i) knowingly and intentionally sells any Inventory marked with Jamba Juice’s, name and/or trademarks to third parties
without JJC’s prior written consent and/or (ii) fails to meet either the Delivery Performance Standards or Service Levels for two (2) consecutive quarters, it is
agreed this is an incurable Default and at JJC’s election the thirty (30) day period to remedy is not required. If JJC elects not to provide Distributor an
opportunity to remedy such Default, JJC may issue an immediate ninety (90) day written notice to cancel to Distributor, in addition to the other remedies
available to JJC under the Sections hereof entitled “Default and Remedies”, “Delivery Service” and “Service Level.”
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