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HomeMy WebLinkAbout99 011 Agreement - Coca-Cola . · · · ,/ THE CORPORATION OF THE TOWNSHIP OF KINCARDINE-BRUCE- TIVERTON BY-LAW BY-LAW NUMBER 1999 -11 A BYLAW TO AUTHORIZE THE SIGNING OF AN AGREEMENT WITH COCA-COLA BEVERAGES WHEREAS the Council for The Corporation of the Township of Kincardine-Bruce- Tiverton deems it advisable to enter into a ten year Agreement with Coca-cola Beverages for exclusive rights to sell coca-cola beverages at the Davidson Centre; NOW THEREFORE the Council for The Corporation of the Township of Kincardine- Bruce- Tiverton ENACTS as follows: 1. The Corporation of the Township of Kincardine-Bruce- Tiverton enter into a ten year exclusive Agreement with Coca-cola Beverages to have exclusive rights to sell their products at the Davidson Centre; 2. That Coca-cola supply and service at no cost to the municipality all equipment required in this Agreement plus buy and install a new scoreboard for the Davidson Centre arena; 3. That the Mayor and Clerk be authorized to sign, on behalf of The Corporation of the Township of Kincardine-Bruce- Tiverton the Agreement with Coca-cola Beverages attached to this by-law and to affix the corporate seal as and when required. 4. This By-law shall come into full force and effect upon its final passage. 5. This By-law may be cited as the "Coca-cola Davidson Centre Agreement, By-law". READ a FffiST and SECOND time this 3rd day of February, 1999. READ a THmD time and FINALLY PASSED this 3rd day of February, 1999. sL:;j2~ M r ,.,. ~-=-.'.'~~'" ~ ''"''--;:~~r~ B~TWEEN : THIS AGREEMENT made as of the 1" day of November, 1998. ." COCAoCOLA BOTTLING LTD. 42 Overlea Boulenrd, Legal DePBrtment TORONTO, Ontario, M4H 1 B8 ("CCBn) , -and- OF THE FIRST PART; (the "Customer") OF THE SECOND PART. . ('.....compIeI.n.me..ddree.ofHeadOllice) TOWNSHIPS OF KINCARDINE, BRUCE, TlVERTON 601 Durham street . KINCARDINE, Ontario, N2Z 2Y9 The parties have agreed to a beverage supply anangement A T THE PREMISES LOGA TED A T THE ADDRESS INDICA TED ABOVE AND at those premises listed on Schedule "A" attached or any other future premises operating ,under the same or similar businessltrade names ofthe Customer as determined by CCB (collectively ·Premises"), and CCB has agreed to provide, and the Customer has agreed to accept, such beverage supply and equipment as more particularly described in Schedule "A" attached ("Equipment"). in accordance with the following terms and conditions: 1 . The term of this Agreement shall commence on the date written above and continue for e period of ten (1 0) years ("Term"), subject to the rights of renewal of CCB set out herein. 2. During the Term of this Agreement, CCB shall have the exclusive right to sell and advertise all carbonated and non- carbonated soft drink beverages. which shall include fruit juices, fruit drinks, iced teas, water and sports drinks ("Soft Drink Beverages") distributed by CCB as CCB may supply from time to time. CCB shall be the sole suppler and advertiser, subject to Schedule "A", of Soft Drink Beverages at the Premises. The Customer shall only sell such Soft Drink Beverages of CCB at the Premises as mutually agreed upon by the parties from time to time in accordance with prices mutually agreed upon. Any exceptions to the exclusive supply of Soft Drink Beverages shall be set out in Schedule "A". 3. CCB shall provide and install the Equipment at such locations within the Premises as are mutually agreed upon by the parties. The Customer shall provide adequate electricity connections and all other installation requirements at such Premises _0 cost to CCB and shall operate the Equipment at its cost. 4. The Customer acknowledges and agrees that the Equipment shall remain the sole and exclusive property of CCB, and the Customer shall not sell, lease, loan, pledge, mortgage, encumber or otherwise part with possession of the Equipment. 5. The Customer acknowledges and agrees that only CCB may move the Equipment and service the Equipment during the Term. The terms for service of the Equipment are set out in Schedule "A", CCB shall service and repair such Equipment as may be necessary to keep the Equipment in good operating condition, reasonable wear and tear excepted, and may enter the Premises for the purposes of removing the Equipment without notice, demand or legal process. 6. The Customer is responsible brthe care and control of the Equipment. CCB disclaims any and all express and implied wananties, Including without limitation, those of merchantability and fitness fOr intended use, and CCB shall not be liable for any consequential, incidental or indirect damages. The terms of this Agreement shall not apply for any reason beyond the reasonable control of CCB. 7. The Customer agrees to pay for the Soft Drink Beverages and other products and services supplied by CCB within twenty (20) days of the date o1\receipt of invoice in accordance with CCB's standard trade terms. CCB and the Customer agree that all other financial terms as between the parties shall be as set out in Schedule "A". The Customer agrees to comply with all applicable deposits for Soft Drink Beverages sold through the Equipment or otherwise as well as any Federal, Provincial or Municipal taxes imposed upon the sales of Soft Drink Beverages at the Premises. . The Customer shall obtain and maintain throughout the Term, at its expense, property damage and public liability ., ,urance and insurance against damage to the Equipment in accordance with the requirements of a prudent business owner determined by CCB. The Customer will name CCB as a loss payee and shall under1aketo give CCB at least ten (10) days' prior notice of any alteration to such insurance coverage. The Customer shall fumish to CCB a certificate of insurance or such other evidence satisfactory to CCB as CCB may require from time to time. The Customer shall notify CCB of any loss or damage to the Equipment. 9. The parties agree to keep the terms of this Agreement confidential and will not disclose such terms except to its employees or agents who need to know. This Agreement contains the entire agreement between the parties and may not be amended except by agreement of equal formality. 10. Where any notice, request or other communication ("Notice") is required to be delivered pursuant to this Agreement, such Notice shall be in writing and deemed to have been effectively given if signed by the party giving Notice and mailed by prepaid registered mail addressed at the addresses indicated above. The Customer agrees that CCB shall have the first right of refusal to negotiate an agreement prior to the end of the Term. 11. This Agreement may not be aasigned !>y the cusWner without the prior written consent of CCB. For the purpose of this Agreement, a change in the corporate control of the Customer shall be deemed to be an assignment requiring the consent of CCB pursuant to the terms hereof. CCB may assign this Agreement to an affiliated or associated body corporate as those terms are defined in the Canada Business Corporations Act. IN WITNESS WHEREOF the parties hereto, by their respective representatives duly authorized in that behalf, have ,ed this agreement to be executed as of the day and year first above written. _ TOWNSHIPS OF KINCARDINE, BRUCE, TIVERTON COCA.coLA BOTTLING LTD. ~,~~ p~ Titie: yor Title: Vice President Immediate Consumption AuIhorizedto Sign AuIhorizod to Sign vtIIDCPOl1CC8jJ1\HQJ.GI.\CRABBe\IoGATIWCINCAAClINE.AGR.400 .....'oI~,AuQ."\B8} .':;;';¡ --'--'._.C:-._~"""",, . 'r:":],lt~. (Customer: TownsiïipsofKiïiCärtiiïie, Bruce, TlVerton) MlI.tMfl~ Buslness\Trade Name(s) under which Cuatomer carries on business: (hpplicable) N\A .. _!!~~~~ p~mu;2s to which CCB will provide Equipment: (If applicable and also Include any distinguishing BuslnesslTrade Names) NIA ~*ffi~~~Dl[. " ~t~~_; [CUSTOMER TOSlGN CC8 EQLFIII!NT IØIEMENT ORDER FORM FOR EACH PEeE OF EQUPMENT.] Description Location (If other than Head Office) Two (2) Royal 660 Coke Vender Lobby Two (2) Royal 660 PowerAde Lobby One (1) Can Vender Lobby One (1) Counter Top Cooler Concession One (1) Pre-Mix Unit Hall All Equipment will be salf-operated by the Customer and no commission is payable. Equipment Service Terms as Follows: CCB agrees to service the Equipment used to dispense the Soft Drink Beverages of CCB at no cost to the Customer for parts or labour provided the Customer is in good standing under the terms of this Agreement, and provided the service is not required as a resull of the Customer's wilful or negligent damage or abuse. tf'~:<'~h, " ,,", :.:~' ...::'..'If: CCB shall from time to time provide advertising material for use at the Premises as mutually agreed upon by CCB and the Customer. 4¡¡mii¡¡iLI,'., g~.""·,Jm:t_~.~x,:;:·.~·,,..IL: [Always: Hot Coffee, Hot Tea, Hot Chocolate, Milk] 11¡¡¡¡I~1t~ i) Soft Drink Beverage Brand Carbonated - All Brands Carbonated - All Brands Carbonated - All Brands Minute Maid and Nestea Minute Maid and Nestea PowerAde Water - Crystal Springs Package Form, Size & C_ Quantity Case of 24 355ml Cans Case of 24 600ml BoItIas 1 X 18-LiIre Pre-Mix Canister Case of 24 341 ml Cans Case of 12 473ml Bottles Case of 12 591 ml Bottles Case of 24 500ml Bottles Price per Unit $ 7.20 $18.50 $19.75 $10.50 $ 9.50 $12.00 $11.15 II) other Items (Ie. cups, lids, CO.) Size & Case Quantity Price per Unit Co2 1 X 100lb Canister $22.50 Trademark Cups 120z-2500 Per Case $82.50 Trademark Cups 160z-1OO0 Per Case $45.00 Trademark Cups 2Ooz-1000 Per Case $56.00 Lids 120z-2500 Per Case $29.75 Lids 160z-1OO0 Per Case $45.00 ':s 200z-1000 Per Case $45.00 ~ TAXES, LEVES OR DEPOSITS ARE NOT WCLUDED IN THE PRICE FOR SOFT DRINK BEVERAGES OF CC8 AND SUCH ITEMS ARE ....ECT TO INCREASE BY CCB, Iii) Price Adjustments The Prioes shall be subject to increase during the T arm once per Year of the T arm by a percentage which shall be the greater of three (3%) percent and the percentage increase in the Consumer Price Index (Allllerns) for Ontario published by Statistics Canada ("CPI") or any successor government agency for the calendar year immediately preceding the applicable January 1" of each calendar year. If such percentage is not available, then CCB will estimate and adjust when such percentage is available. Prices are subject to adjustment any time during the Term in the event of a significant ingredient change or a new formulation or a significant increase in the applicable prevailing sweetener costs or other direct production costs to CCB, including without limitation a significant increase in the cost of aluminum, plastic and other costs relating to primary and secondary packaging. Prices will be increased by the amount of any demonstrable net increases in costs to CCB (provided increases are the same as charged to similar customers purchasing similer volumes under similar circumstances as the Cl!§tQmar.as determined by CCB) and shaH be effective on thirty (30) day~tiGe. -- IIt$1I"._ þe. ALLOWANCE PROGRAMS, RENEWAL PROVISIONS, TERlilNA110N PROVISIONS, ETC.] NIA 6 ALLOWANCES PAID ONLY FOR CUSTOMeR PERPORMANCE - PAYlENTWLL BE MADE BY eeB IN ACCORDANCE WITH eeB'S PREVAILING POLJCY. II'CIIOCPOla:s..LGLtfQJ.OI.\CRAB8E'1'1GRTRlNCARDN"'-GR.6>o Pa002of2fWt,,o.,.g.)1'o!18) .'j>i;oJI. ,,, ~ ,"'¡<;"""";~~.7"'. TOWNSHIP OF KINCARDINE-BRUCE·TIVERTON REPORT SUBJECT: Coca-Cola Agreement ANALYSIS OF SUBJECT: The ten (10) year agreement with Coca-Cola has expired and I would like permission to enter into another ten (10) year agreement which enables Coca- Cola to have exclusive rights to sell their products at the Davidson Centre. In return, Coca-Cola will supply and service at no cost, all equipment required in this agreement plus buy and install a new scoreboard for the arena to replace the present one which has been breaking down recently. The approximate cost of the new scoreboard is $12,000.00. AVAILABLE OPTIONS: 1. Enter into a new ten (10) year agreement immediately so the new scoreboard can be installed immediately. 2. Do not enter into any agreement. 3. Wait until the new recreation committee is in place to look at this proposal. 4. Seek out an agreement with Pepsi. PREFERRED OPTION: I prefer Option #1 as our 22-year relationship with Coca-Cola has been excellent and it is to the benefit of the municipality to enter into such an agreement. FINANCIAL IMPACT: We only buy the product from Coca-Cola to fill the vending machines and to operate the bar in Kincardine Hall. Coca-Cola supplies all equipment and service, along with the new scoreboard for the arena. C.A.O.'s COMMENTS: I concur. SUBMITTED BY: Ron Boulton, Director of Recreation shared/c.a.o.lreportslcoca caB agreement