Terms

1. Terms of payment: 30/Net 10/1%
2. Prices are F.O.B. 360 James Street, New Haven, CT to all shipment destinations in the contiguous United States, excluding Alaska, Hawaii, and Puerto Rico. Prices do not reflect freight beyond ports of embarkation to Alaska, Hawaii, Puerto Rico, or other export shipment destinations outside of the continental U.S.
3. Prices are subject to change.
4. Atticus Bakery, LLC. d.b.a Chabaso Bakery (Herein after referred to as “Chabaso”) disclaims any liability for additional lumper, layover or other detention fees due to cancellation of receiving appointment, warehousing or other customer issues beyond Chabaso’s control.
5. Purchase Orders should be issued to Atticus Bakery, LLC.
6. It is suggested when ordering, that a minimum of 140 cases be shipped to areas within the Northeast, Mid-Atlantic and most Mid-West locations for LTL. Outside of the areas less than 420 cases is not recommended for optimal shipping cost.
7. All orders require fourteen days (ten business days) of lead-time order to deliver.
8. Lead times will be impacted by the LTL shipping schedule.
   1. LTL orders ship Thursdays and are delivered between Monday and Wednesday the following week depending on location.
   2. Chabaso may assign dedicated carrier versus LTL, which-ever is more cost efficient.
9. Orders submitted or changed without required lead- time are subject to additional fees.
   1. Please contact CustomerSevice@chabaso.com for corre-sponding fee information.
10. Orders can only be received via EDI or email at CustomerService@chabaso.com.
    1. Orders submitted via email will receive confirmation in the form of an email reply.
11. Each item ordered should be in pallet quantities of 35.
    1. Products ordered in quantities less than 35 cases must be ordered in tier (layer) quantities and may be subject to a $50 surcharge for each product ordered, with a maximum surcharge of $150/3 items per mixed pallet.
12. Less than truckload orders must adhere to the Chabaso shipping schedule (see 8a).
    1. Shipping schedules are subject to change with 30 days’ notice.
13. All orders are subject to acceptance by an authorized officer of Chabaso.
14. Customer Pick-Up order minimum is 1 pallet.
    1. Pick-up allowances provided upon request. Contact CustomerService@chabaso.com for your specific rates.
    2. Orders must be placed in tier (layer) quantities of 5.
    3. Orders must be picked up on the original date requested.
       1.  Any circumstances requiring a change in pick up must be submitted for review at least forty-eight (48) hours prior to scheduled pick up date.
       2. Reschedule requests can only be received through AppRequest@chabaso.com.
    4. Title of goods will pass at Chabaso’s dock or any third party acting as an agent for Chabaso’s dock.

15. Our remittance address is:

Atticus Bakery LLC. 360 James Street New Haven, CT 06513

All deductions, short payments, or claims NOT reported at the time of delivery must be accompanied by supporting documents and corresponding claim form and sent to CustomerService@chabaso.com. Parties agree to confer in good faith to resolve disputed invoice or any part thereof within ten (10) business days after due date. All other claims reported by the carrier at the time of delivery, such as hidden over/short/damage must be reported to Chabaso Customer Service, along with Product Quality Claim Form and supporting evidence and documents, no later than five (5) business days from the receipt of product, and must be accompanied by the specific Bill of Lading or receipt along with details of product codes to be considered valid. This includes Customer Pick-Up, Pool transportation or other deliveries. Paperwork should be sent via email to CustomerService@chabaso.com.Claims submitted after five (5) days will not be honored.

16. All claims for product quality issues at the operator or distributor level must be reported by the distributor to Chabaso Customer Service by submitting a Product Quality Claim Form to CustomerService@chabaso.com.
    1. The Product Quality Claim Form must be completed in-full and must include specific product information including: Chabaso item code, case quantity, master case Julian Date, location of product and nature of issue.
    2. Product must not be disposed of, pending Chabaso investigation and direction.
    3. Upon approval of the claim, credit will be issued to the distributor.
    4. Chabaso does not accept claims for product spoilage. Product spoilage is the responsibility of the buyer.

17. Billback Claims and other fees must be submitted using the Chabaso Promotional Claim Form.
    1. Promotional agreements must be approved by Chabaso and are only considered approved once a Promotional Agreement has been signed by a Chabaso representative and corresponding Deal Codes have been assigned.
    2. To submit a Chabaso Promotional Claim Form for price support with contracted business:
       1. Submit a claim by sending completed Chabaso Promotional Claim Form via email to Claims@chabaso.com.
       2. Claims must be received within 60 days of the billing period or they will be forfeited by the customer.
       3. Upon receipt of properly submitted Chabaso Promotional Claim Form, Chabaso will promptly issue a check or credit to cover the amount claimed.
       4. Deducting a billback amount from invoice is not approved under Chabaso terms of sale.

18. Requests for copies of invoices or other supporting document that is more than six 6 months old may be subject to storage retrieval fee passed on from our storage company.
    1. Post-audits must be covered by separate written agreement and must be requested no later than eighteen (18) month from invoice date.

19. Drop Ship orders incur an up-charge over list price or big pricing.
    1. Contact AppRequest@chabaso.com for specific rates.
    2. Distributor Purchase Order: The distributor purchase order must indicate the applicable drop shipment charge. Drop shipments will not be executed without proper charges.
20. Indemnity: Buyer will indemnify, hold harmless and defend Seller, at Buyer’s expense, from and against any claim or liability that may arise from any use of the Products sold hereunder.
21. Entire Agreement: This Agreement constitutes the agreement between Seller and Buyer to the extent not covered by another written contract or agreement.