THE PARTIES: This Agreement (“Agreement”) made on ______________________, 20____,
is between Ma Penderie Vintage LLC with a mailing address of AVINGUDA CATALANET
53, PLANTA 3, City of SANTA POLA, (“COMPANY”) and IJMC 4 YOU with a mailing
address of JET SAKANE, IMM 17, APRT 8, City of CASABLANCA (“MANUFACTURER”)
both of whom agree as follows:
IN CONSIDERATION OF the matters described above and of the mutual benefits and
obligations set forth in this Agreement, the receipt and sufficiency of which consideration is
hereby acknowledged, the Company and the Manufacturer (individually the “Party” and
collectively “The Parties” to this agreement) agree as follow:
The term of this agreement (the “Term”) will begin on the date on this agreement and
will remain on full force and effect until the completion of the services, subject to earlier
termination as provided in this Agreement. The Term may be extended with the written
consent of the parties.
2. AUTHORITY TO ENTER AGREEMENT
Each Party warrants that the individuals who signed this Agreement have the actual legal
power, right and authority to make this agreement and bind each respective Party.
3. DUTIES AND RESPONSIBILITY
The company will be purchasing inventory from the manufacturers. The manufacturers
ought to supply and deliver within the given time and deliver quality products.
Payment is to be discussed with the agent broker or mediation with manufacturer within
The Company retain full ownership of the restaurant, the manufacturer does not own any
percentage of the company despite the fact that they help with the supply.
6. INTELLECTUAL PROPERTY
The company shall own all right, title and interest, including without limitation all
intellectual property rights, in and to the Administration System, the trademarks, trade
names, trade dress, service marks and the associated names and logos used from time to
time. All designs, all logos and any written or verbal conversations disclosing company
business practices or creative designs shall be owned by the company.
7. DISPUTE RESOLUTION
If the Parties are unable to resolve a Dispute through informal negotiations, the Dispute
will be finally and exclusively resolved by mediation. The parties will conduct the
mediation process according to the law of the State of North Carolina.
Except as otherwise expressly permitted in this Agreement, the parties shall not disclose
or use in any manner, directly or indirectly, any Confidential Information either during
the term of this Agreement or at any time thereafter, except as required to perform their
respective duties and responsibilities or with the other party’s prior written consent. Both
parties agree that all Confidential Information disclosed and received shall remain secret
and confidential during the term of this Agreement and continue thereafter for 10 years
after this Agreement is terminated or expires.
The parties hereto agree, recognize and acknowledge that during the Term the Executive
shall obtain knowledge of confidential information regarding the business and affairs of
the Company. It is therefore agreed that the Executive will respect and protect the
confidentiality of all confidential information pertaining to the Company, and will not (I)
without the prior written consent of the Company, (ii) unless required in the course of the
Executive’s employment hereunder, or (iii) unless required by applicable law, rules,
regulations or court, government or regulatory authority order or decree, disclose in any
fashion such confidential information to any person (other than a person who is a director
of, or who is employed by, the Company or any subsidiary or who is engaged to render
services to the Company or any subsidiary) at any time during the Term.
All notices under this Agreement shall be in writing and sent to the address of the
recipient specified herein. Any such notice may be delivered by hand, by overnight
courier, certified mail with return receipt, or first class pre-paid letter, and will be deemed
to have been received (1) if delivered by hand – at the time of delivery; (2) if delivered by
overnight courier – 24 hours after the date of delivery to courier with evidence from the
courier; (3) if delivered by certified mail with return receipt – the date as verified on the
return receipt; (4) if delivered by first class mail – three (3) business days after the date of
During the course of this agreement, the parties may terminate this Agreements if there is
illegal activity, if the manufacturer is not able to deliver quality goods or deliver orders
within the timeline needed, mutual agreement or any other breach.
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 effect and shall in no way be affected, impaired,
13. FORCE MAJEURE
Neither party shall be liable for any failure to perform under this Agreement when such
failure is due to causes beyond that party’s reasonable control, including, but not limited
to, acts of State or governmental authorities, acts of terrorism, natural catastrophe, fire,
storm, flood, earthquakes, accident, and prolonged shortage of energy.
14. GOVERNING LAW
This Agreement shall be governed under the laws in the North Carolina
15. AMENDMENT AND MODIFICATION
No supplement, modification or amendment of this Agreement shall be binding unless
executed in writing and signed by both parties
No waiver of any default shall constitute a waiver of any default or breach, whether of the
same or other covenant or condition. No of any service voluntarily given or performed by a
Party shall give the other Party any contractual right by contractual right or otherwise.
THUS, DONE AND SIGNED at
on this day of 20