Foodstead Vendor Agreement

Private Membership Association – Vendor Contract

1. Purpose of This Agreement

This Vendor Agreement outlines the private-contract relationship between Foodstead and the Vendor who wishes to offer products or services to Foodstead’s private members.

Because Foodstead is a Private Membership Association, all activities occur within the private domain and are not made available to the public.

This agreement ensures clarity, fairness, transparency, and mutual benefit between Foodstead and its producers, growers, and makers.

2. Private, Non-Public Nature

Foodstead operates as a closed, private association.

• All vendor activities, sales, communications, and interactions occur within the private domain.
• Vendors understand that their goods are not being sold to the public, but only to members with an active Foodstead membership.
• Vendors agree that their participation is private, voluntary, and based on private contract law and the rights of free association.

3. Vendor Eligibility

To participate as a Vendor, you must:

1. Be an active member of Foodstead or be approved as a private vendor under separate private contract.
2. Provide accurate, honest descriptions of all products offered.
3. Abide by all Foodstead order, delivery, packaging, and payment procedures.
4. Agree to the private nature of all transactions.

Foodstead may approve or deny vendor applications at its discretion.

4. Products & Representations

Vendors agree that:

1. All products are produced, grown, or prepared legally within the private domain.
2. All product descriptions, ingredients, weights, and claims will be accurate and truthful.
3. Vendors will disclose any important details related to allergens, ingredients, or special handling requirements.
4. Products will be delivered in the condition represented at time of order.

Foodstead reserves the right to restrict or decline specific products if needed to maintain quality and consistency for members.

5. Pricing & Compensation

1. Vendors set their own base product prices.
2. Foodstead may apply a service fee or markup to support the operations of the Association.
3. Sales will be submitted through the Foodstead ordering system or other approved methods.
4. Foodstead will remit vendor payments on the agreed-upon schedule (weekly, bi-weekly, or monthly depending on vendor type).
5. Vendors are responsible for their own taxes, licensing, and reporting requirements for income earned through private-domain transactions.

Foodstead does not withhold or remit taxes on behalf of vendors.

6. Order Fulfillment & Delivery

Vendors agree to:

1. Provide products on the designated delivery days and times.
2. Communicate promptly if availability changes.
3. Deliver products in clean, safe, and presentable condition.
4. Package goods appropriately for the type of product (fresh, frozen, shelf-stable, etc).
5. Follow any pickup-day guidelines or distribution procedures set by Foodstead.

If a vendor frequently misses delivery deadlines or provides inconsistent quality, Foodstead may pause or discontinue the vendor relationship.

7. Standards & Quality Assurance

Foodstead is built on trust, quality, and transparency. Vendors agree to:

• Maintain a clean, safe working environment.
• Produce food or goods in a responsible, honest manner.
• Notify Foodstead of any quality or safety concerns related to products.
• Only provide products they stand behind and would feel comfortable serving to their own families.

Foodstead may request additional information about production methods if needed.

8. Communication Expectations

Vendors agree to maintain clear communication with Foodstead, including:

• Responding to messages in a reasonable timeframe.
• Informing Foodstead of product shortages or changes.
• Confirming availability each order cycle when required.

Foodstead will likewise maintain clear communication regarding schedules, payments, and member needs.

9. Liability & Hold Harmless

Vendors agree that:

• They are solely responsible for the safety, quality, and integrity of the products they supply.
• Foodstead is not liable for individual vendor operations, production methods, or product outcomes.
• Vendors hold Foodstead, its Director, and its volunteers harmless from any claims, losses, or issues arising from vendor-provided goods.

This includes, but is not limited to, food quality, handling, labeling, or member satisfaction.

10. Independent Vendor Status

Vendors are independent of Foodstead, not employees or representatives.

Foodstead does not supervise vendor production, and vendors are responsible for:

• Their own business practices
• Equipment
• Supplies
• Legal compliance
• Record-keeping
• Income reporting

Participation in Foodstead does not grant any ownership or voting rights.

11. Termination or Suspension

Foodstead may suspend or discontinue a vendor relationship if:

• Products do not meet quality or accuracy standards
• Deliveries are inconsistent
• Vendor conduct is inappropriate
• Vendor violates this agreement
• There are repeated member complaints
• Foodstead determines that participation is no longer in alignment with the mission or needs of the Association

Vendors may also choose to pause or discontinue participation with written notice.

12. Amendments

Foodstead may revise this agreement as needed to support the mission and operations of the PMA.

Vendors will be notified of changes via private communication.

13. Acknowledgment of Private Membership Agreement

By signing below, the Vendor acknowledges:

• They understand Foodstead is a Private Membership Association.
• All activities are private and member-only.
• They agree to comply with the terms of this agreement.
• They enter into this private contract voluntarily and intentionally.