Foodstead, LLC Producer Agreement

Private Membership Association – Producer Contract

1. Purpose of This Agreement

This Producer Agreement outlines the private-contract relationship between Foodstead, LLC and the Producer 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 sets out the responsibilities of Foodstead, LLC and the producers, growers, and makers who offer products to Foodstead members. 

2. Private, Member-Only Nature

Foodstead, LLC operates as a private membership association. Products offered through Foodstead are made available for purchase to members with an active Foodstead membership.

Vendors understand that their participation is voluntary and governed by this agreement. Vendors agree to follow Foodstead’s member-only ordering and distribution procedures.

3. Producer Eligibility

To participate as a Producer, you must:

1. Be an active member of Foodstead, LLC or be approved as a private Producer under a separate private contract.
2. Provide accurate and honest descriptions of all products offered.
3. Follow Foodstead, LLC’s ordering, delivery, packaging, and payment procedures.
4. Agree to offer products through Foodstead’s member-only ordering system. 

Foodstead,LLC may approve or deny Producer applications at its discretion.

4. Products & Representations

Producers agree that:

1. Products will be produced, grown, prepared, packaged, and labeled in accordance with applicable requirements as set forth in state and federal law.
2. Product descriptions, ingredients, weights, prices, and claims will be accurate and truthful.
3. Producers 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, LLC may decline or remove products that do not meet its quality standards or are not suitable for its members or members of the public. 

5. Pricing & Compensation

1. Producers set their own base product prices and provide Foodstead, LLC with any price changes before the applicable ordering period opens 
2. Foodstead, LLC adds a markup to the producer’s base price to support its operations. The standard markup is 15% unless Foodstead and the Producer agree otherwise.
3. Orders will be placed through Foodstead, LLC’s ordering system or another method approved by Foodstead. 
4. Foodstead, LLC will provide the Producer with an order summary and pay the amount owed to be paid upon delivery of products. 
5. Producers are responsible for reporting their own income and meeting any tax requirements that apply to them. 

Foodstead,LLC does not withhold or remit taxes on behalf of Producers.

6. Order Fulfillment & Delivery

Producers agree to:

1. Deliver ordered products on the designated days and times communicated by Foodstead, LLC.
2. Notify Foodstead, LLC promptly if they cannot fulfill an order or if product availability changes. 
3. Deliver products in clean, safe, and presentable condition.
4. Package and transport products appropriately for their type, including fresh, refrigerated, frozen, and shelf-stable goods. 
5. Follow Foodstead LLC’s delivery and pickup procedures. .

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

7. Standards & Quality Assurance

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

• Maintain a clean, safe working environment for producing, preparing, and storing their products.
• Produce and describe their products honestly.
• Notify Foodstead, LLC promptly if they discover a quality or safety concern involving a product offered through Foodstead, LLC, including a possible contamination, labeling error, or recall. 
• Cooperate with Foodstead, LLC in addressing affected orders and notifying members when needed. 

Foodstead, LLC may request information about a Vendor’s products or production methods when needed to address a member question or a quality or safety concern. 

8. Communication Expectations

Producers agree to maintain clear and consistent communication with Foodstead, LLC, including:

• Responding to messages within a reasonable timeframe.
• Notifying Foodstead, LLC promptly of product shortages, changes to an order, or delivery problems. 
• Confirming availability of each order cycle when requested.

Foodstead, LLC will communicate schedules, order details, payment information, and relevant member concerns to Producers.

9. Liability & Hold Harmless

• Producers are responsible for the safety, quality, labeling, and integrity of the products they produce and supply to Foodstead, LLC.
• Foodstead, LLC is responsible for its own handling and storage of products after it receives them.
• To the extent permitted by law, the Producer agrees to hold Foodstead, LLC, its Director, authorized agents, and its volunteers harmless from claims arising from the Producer’s production, handling, labeling, or delivery of its products. This does not apply to the extent a claim results from Foodstead, LLC’s own actions or omissions.

10. Independent Producer Status

Producers operate independently of Foodstead, LLC. They are not employees, partners, or representatives of Foodstead, LLC and may not make commitments on Foodstead’s behalf.

Producers control their own production practices and are responsible for their own:

• Business operations and personnel
• Equipment and supplies
• Compliance with applicable requirements
• Records and income reporting

Participation as a Producer does not grant ownership or voting rights in Foodstead, LLC.

11. Termination or Suspension

Foodstead, LLC may pause or discontinue a Producer’s participation if:

• Products do not meet quality or accuracy standards.
• Deliveries are repeatedly late or incomplete.
• The Producer violates any term or condition of this agreement.
• There are repeated, substantiated member complaints.
• A product or Producer conduct raises a good faith safety concern.
• The Producer’s participation no longer aligns with Foodstead, LLC’s mission or operational needs.

Producers may pause or discontinue participation by giving Foodstead, LLC written notice. Both parties will communicate promptly about any outstanding orders and work together to reasonably resolve them.

12. Amendments

Foodstead, LLC may update its routine ordering, delivery, and pickup procedures by notifying Producers of the changes.

Changes to the terms of this agreement, including pricing and payment terms, must be provided to the Producer in writing and accepted by both parties.

13. Acknowledgment

By signing below, the Producer acknowledges that they have read this agreement, understand that Foodstead, LLC offers products through its member-only ordering system, and agree to the terms of this agreement voluntarily.

Foodstead, LLC

Signature: ______________________________
Name and title: _________________________
Date: __________________________________

Producer

Legal name or business name: ______________________________
Signature: ______________________________________________
Name and title, if applicable: ____________________________
Date: __________________________________________________