This document provides two (2) different agreements between a retailer and a vendor.
The first agreement is for waste removal and the vendor is hired to remove the retailerâ€™s
waste at regular intervals. The type of waste to be removed is defined under â€œExhibit Aâ€
of this agreement. The second agreement is for product placement whereby the vendor
grants the retailer a license to display its logo or trademark in the retailerâ€™s marketing
materials. This useful document can be used by small businesses or other entities that
want to enter into a waste removal agreement or a product placement agreement.
Retail Services Agreement
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This agreement is entered into as of this___ day of ___, 20__ [Instruction: Insert date.]
between _____ [Instruction: Insert vendorâ€™s name.], a ____ [Instruction: Insert vendorâ€™s type of
business entity along with applicable state formation information.] with a principal place of
business located at _____ [Instruction: Insert vendor address.] (â€œVendorâ€), and _____,
[Instruction: Insert Retailerâ€™s name.] and ___ [Instruction: Insert retailerâ€™s type of business
entity along with applicable state formation information.] with principal place of business
located at _____ [Instruction: Insert retailerâ€™s address.] (â€œRetailerâ€).
This agreement sets forth the mutual agreement, obligations and representations of the
parties with respect to Vendorâ€™s removal of Retailerâ€™s waste as described on and in the
locations set forth on Schedule A
Retail Waste (â€œRetail Wasteâ€) [Comment: If Retail Waste does not encompass all Retailerâ€™s
â€œwasteâ€, parties will need to determine how to segregate and manage agreements regarding such
additional â€œwasteâ€.] in Article I and Vendorâ€™s product placement within Retailerâ€™s facilities,
as such product and respective placement location is set forth on
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Schedule B (â€œProduct Placementâ€) in Article II. The parties hereby acknowledge and agree that
Parts I and II together constitute the agreement (â€œAgreementâ€), however, in the event the
obligations in Part I or Part II are terminated, the remainder of the Agreement shall remain in full
force and effect, except as otherwise terminated by the provisions hereof. In such instance, such
remaining portion of the Agreement shall be deemed the â€œAgreementâ€, as if same had been
originally drafted without the terminated portion. Notwithstanding any provision of this
Agreement to the contrary, no additional agreement, writing, or execution of documents, other
than notice and applicable provisions regarding termination shall be required to effectuate such
No portion of this Agreement shall be deemed to create an employer-employee, joint-venture,
partnership or landlord-tenant relationship between Vendor and Retailer. Neither of the parties
shall hold itself out contrary to the terms of this provision by advertising or otherwise.
For good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties hereby agree as follows:
1. For Vendorâ€™s removal of the Retail Waste, Vendor shall be paid according to the following
schedule: _____ [Instruction: Insert payment terms for Retail Waste removal, including
price, whether the same is based on volume, frequency and when the same shall be
paid, and how invoicing for payment will occur.]
2. For Retailerâ€™s placement of Vendorâ€™s Product Placement within Retailerâ€™s locations, Retailer
shall be paid according to the following schedule: _____ [Instruction: Insert payment
terms for Vendorâ€™s Product Placement, including inventory tracking and control
measures and how often the same will be taken, when payment will be made and how
much payment shall be, and how invoicing shall occur.]
3. This Agreement shall be in effect from the date hereof until _____, [Instruction: Insert term
of Agreement.] unless sooner terminated by its terms.
Part I-Retail Waste
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During the term of the Agreement pertaining to the removal of Retail Waste, the Vendor is
hereby granted the sole and exclusive franchise, license and privilege to remove the Retail
Waste from those facilities set forth on
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1. Schedule B and shall furnish at its sole cost, expense and direction, all personnel, labor,
equipment, trucks, and all other items necessary to provide waste collection, removal and
disposal services in a workmanlike manner in compliance with applicable laws, regulations
and/or common practice for such similar or comparable types of waste.
2. Vendor shall be prepared to begin removal of Retail Waste as of _____, [Instruction: Insert
date.] and Retailerâ€™s obligation to pay for such removal shall not commence until that date,
or the date upon which Vendor begins actual removal of the Retail Waste, whichever is later.
3. The Vendor shall procure and maintain, at its sole cost, expense and direction, during the
term of this Agreement, for each vehicle used to remove the Retail Waste, the following
insurance: ______ [Instruction: Insert each type of insurance to be required, including
amounts, and if applicable, deductible requirements.] Vendor shall also procure and
maintain, at is sole cost, expense and direction, general business liability insurance, and
Retailer shall be named as an additional insured party under such insurance policies. Vendor
shall provide Retailer notice within five (5) business days of any notice of cancellation or
non-renewal of any such policy. The Vendor shall procure and maintain, at its sole cost,
expense and direction, during the term of this Agreement, employee liability and workers
compensation insurance in compliance with any and all applicable laws. Any failure to
obtain or maintain the insurance set forth above may be deemed a default of this Agreement,
and Retailer shall have the right in its sole discretion to terminate this Agreement for such
4. The Vendor shall procure and maintain, at its sole cost, expense and direction, during the
term of this Agreement any and all necessary waste storage and/or waste removal permits,
licenses or other necessary removal documents.
5. Retailer shall not be responsible for separation of the Retail Waste from any other waste.
Retailerâ€™s responsibility shall be to remove such waste (including the Retail Waste) to that
agreed upon location as set forth in Schedule A.
6. Retailer shall treat the Retail Waste as trash, and hereby disclaims liability for any and all
products produced, manufactured, distributed, sold or otherwise placed into the stream of
commerce by Vendor which were produced in whole or in part from the Retail Wast