There are Gaggia coffee makers, Delonghi coffee makers and Keurig coffee makers that are all marketed as leading office coffee machines. Which, however, could be regarded as the best amongst these coffee makers? That would be a very hard question to answer as many of these office coffee makers have features that could tilt the decision one way or another. It is certainly far easier to define a favourite amongst the office coffee machine.
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Exhibit Pursuant to 17 CFR License and Distribution Agreement. Keurig, Incorporated and Diedrich Coffee, Inc. Whereas, Keurig has designed, developed and patented a single-cup portion-pack hot beverage brewing process and is intending to focus on the engineering and the sales and marketing of Keurig Brewing Systems; and. Whereas, Keurig has a specific intention to manufacture and distribute Keurig single-cup portion-pack hot beverage brewing equipment through the Away From Home and At Home channels of distribution in the Territory; and.
Whereas, Keurig seeks to license the manufacture and sale of K-Cups, its single-cup portion-pack hot beverage cartridges, to coffee roasters and other hot beverage base producers in order to provide the freshest possible high quality specialty coffees and other hot beverage products together with excellent order fulfillment and customer value; and.
Whereas, Diedrich is recognized as a leading specialty coffee roaster with an excellent reputation for specialty coffee and customer service and desires to manufacture K-Cups for distribution in the Away From Home and At Home channels of distribution in the Territory; and. Whereas, Keurig desires to appoint Diedrich, and Diedrich desires to accept appointment, as a non-exclusive distributor of Keurig Products for the Away From Home and At Home channels of distribution in the Territory; and.
Page 1. Page 2. Page 3. Page 4. Page 5. Page 6. Page 7. Diedrich shall commence use of each of the Packaging Lines in accordance with its obligations pursuant to this Agreement upon successful completion of the acceptance test procedures below. Page 8. Keurig is responsible for the delivery and installation of Packaging Lines owned or produced by Keurig at Diedrich.
Page 9. Diedrich shall confirm such acceptance in writing to Keurig without unreasonable delay. Usable materials will be returned to Diedrich, and Diedrich will credit Keurig for returned materials at the amount of returned materials times unit cost charged.
Keurig will advise Diedrich as to space and utility requirements including power, air, nitrogen and foundations for the Packaging Lines. Diedrich shall have. Page During such time as Keurig shall be the owner of any Packaging Line, and for the warranty period as otherwise provided in this Agreement following purchase by Diedrich of any Packaging Line, Keurig shall maintain the Packaging Line consistent with its obligations as the Packaging Line owner as follows:. The Operating Manual shall include trouble-shooting and repair procedures as well as instructions specifying when Keurig maintenance personnel must be used.
The Operating Manual will also delineate basic skills necessary for maintenance technician certification. Regardless of whether Keurig or Diedrich owns the Packaging Lines, Diedrich will use commercially reasonable efforts to operate such Packaging Lines in conformity with such Operating Manual, and shall notify Keurig as soon as possible of any non-conformity to performance rates or yields of Acceptable K-Cup to Standards resulting from defects in the Packaging Line and system failures, and Keurig shall promptly correct the same, time being of the essence.
Keurig agrees to update the Operations Manual from time to time as required to keep the information current and relevant to the installed Packaging Lines. Diedrich will develop and implement routine and scheduled maintenance programs for the Packaging Lines.
Keurig shall also repair or replace any component of the Packaging Lines that cannot be repaired by certified Diedrich maintenance personnel after commercially reasonable efforts. Diedrich agrees to provide storage and protection from pilferage for Keurig-owned spare parts required for support of the Packaging Lines. Business day shall be defined as a day in which Diedrich would normally be operating its manufacturing facility to package Diedrich K-Cups.
Notwithstanding the foregoing, in the event that the failure occurs outside of the warranty period or is the result of improper, negligent, or malicious interference or operation, including but not limited to improper maintenance, failure to comply with procedures as provided for in the Operating Manual or other Diedrich negligence, Diedrich will reimburse Keurig for its actual costs to resolve the failure in accordance with Schedule 3.
As long as Keurig owns the Packaging Lines, Keurig shall deliver, install and support, in accordance with the terms of this Agreement additional Packaging Lines as follows:. The Parties agree to co-operate in forecasting Diedrich K-Cup demand and production requirements each quarter on a rolling twelve-month forward-looking basis.
Upon request Keurig shall provide Diedrich with an estimate of planned Keurig Brewer shipments in the Territory, as well as its estimates of cumulative Keurig Brewer shipments during that period on a monthly basis.
Upon request Keurig shall also provide an estimate of total K-Cup shipments during each period as well as a forecast of Diedrich K-Cups during each period. Using this data, Diedrich shall make its estimate of Diedrich K-Cup shipments for the forecasted period s and provide its forecast of Diedrich K-Cup shipments to Keurig. The Parties shall then. In the event of any disagreement as to the results of the forecast process that cannot be resolved by the Parties negotiating in good faith, the Parties agree to submit the question to arbitration as otherwise provided in this Agreement.
The Parties understand that procurement and installation of subsequent Packaging Lines may take 8 to 10 months, provided that Diedrich shall have rights to upgrades and replacements on an expedited schedule where otherwise specifically provided in this Agreement.
Keurig agrees to inform Diedrich of Packaging Line upgrades and design improvements made by Keurig that have a material impact on machine speed, uptime and yield. The Parties agree to evaluate in good faith the desirability and feasibility of upgrading installed Packaging Lines or installing improved Packaging Lines from time to time, provided that Keurig agrees that Diedrich shall have access to such upgrades and improvements on a basis no less favorable than those offered to other Licensed Roasters selling like K-Cup volumes in the AFH or AH market.
Keurig shall comply with all OSHA and, depending on the state in which the PL is operated, the state equivalent safety regulations pertaining to the product and system designed and constructed by it, or its consultants, sub-contractors and agents, and the installation thereof, and warrants that the operating instructions provided in the Operating Manual shall be in compliance with such regulations.
Terms of sale for new Packaging Lines shall be in accordance with Schedule 4. Upon purchase of all Packaging Lines by Diedrich, any additional Packaging Lines provided by Keurig shall also be sold to Diedrich under the provisions of this section. The option to purchase Keurig-owned Packaging Line related assets expires one day after the initial purchase of the Packaging Lines. Keurig shall remove any Keurig-owned Packaging Line related assets not so purchased within 45 days after the purchase of the Packaging Lines.
Both Parties agree that any such collaborative activity will be defined in a separate written agreement that sets forth the scope of development activity and ownership of intellectual property including inventions, patentable or not that directly results from activity. Any time and materials used by Keurig to support Packaging Line design, development and installation shall be paid for by Diedrich on a time and materials basis in accordance with a separate written agreement that sets forth the scope of support activity required.
Diedrich shall only sell K-Cups produced in conformity with the criteria set forth in this Section. Diedrich will operate and maintain the Packaging Lines so as to produce Diedrich K-Cups that do not experience filter paper to filter paper seam or filter paper to cup rim weld tears or breaks when used as part of the Keurig Brewing System. A failure of the Diedrich K-Cup filter weld integrity shall be defined as when the K-Cup brewing process results in more than three coffee or tealeaf grounds being present in the brewed coffee or tea.
Diedrich will operate and maintain the Packaging Lines so as to produce Diedrich K-Cups that do not experience lid stock to cup seal weld tears or breaks when used as part of the Keurig Brewing System.
Diedrich K-Cups shall be able to withstand a vacuum pressure of 18 to 21 inches of mercury for 30 seconds without having a failure of the lid stock to cup seal integrity. Diedrich shall require that all raw material suppliers conform to specifications as provided by Keurig for cups, lid stock, filter paper and filter paper conversion, and other raw material that Keurig deems critical to producing Acceptable K-Cups to Standard.
Keurig may reasonably establish different raw material standards and specifications for packaging coffee, tea and other soluble hot beverages in K-Cups. Keurig shall supply Diedrich with any updated specifications and standards for optimal operating efficiency of the Packaging Lines.
Schedule 5. Diedrich shall be responsible for ensuring that final assembled Diedrich K-Cups properly brew and function when operated with all Keurig Brewers for which the Diedrich K-Cup is intended to be used. Proper functionality of final assembled Diedrich. Keurig may develop separate K-Pod functionality standards prior to the introduction of K-Pods to the marketplace.
No minimum royalty payments shall be payable to Keurig, provided however, that Keurig shall not be required to install subsequent Packaging Lines not justified by. Such review shall take place on reasonable written notice during regular business hours within one year of the periods then being reviewed. Keurig agrees to provide a certification attested to by an Officer of Keurig as to such royalty rate schedule upon the request of Diedrich, but not more than once every three months. Rental Royalty Rate.
Such review shall take place upon reasonable written notice at a mutually agreed time during regular business hours.
Diedrich shall not knowingly sell K-Cups or distribute, sell, lease, loan and service Keurig AFH Products to customers located outside of the Territory or for use outside the Territory. Diedrich shall not solicit or accept orders for any K-Cups and Keurig AFH Products from any prospective customers that are not specified in Sections 7. Diedrich and Diedrich Affiliates shall also be prohibited from selling, leasing or loaning or offering to sell, lease or loan Keurig AFH Products on the Internet, including but not.
Notwithstanding the foregoing restriction relative to Internet sales, Diedrich and its Affiliates may show Keurig AFH Products on their websites for the sole purpose of generating leads for AFH market development within the Territory. AH Launch. Keurig reserves its. Keurig will use its best efforts to fill Diedrich orders promptly upon acceptance.
Keurig may adjust. Subject to availability and the terms of this Agreement, Diedrich shall be able to purchase any Keurig Product that Keurig offers for sale to any third party unless such Keurig Product is specially manufactured for that third party. Notwithstanding the foregoing, Keurig reserves the right to allocate Keurig Products to its customers.
Prices are subject to applicable state, local and federal taxes. All orders are subject to approval by Keurig at prices, terms and specifications prevailing at time of order. Merchandise, following receipt, must be unpacked and inspected to reveal concealed damage or shortage.
Any shortage or damage should be reported to Keurig and to the transportation company within 10 days of receipt. Title to goods passes to purchaser upon delivery from Keurig. All backorders will be shipped in 60 days or cancelled. All past due accounts are subject to a late charge of 1. All payments due under this Agreement shall be drawn on a Canadian or U. Bank and payable in United States dollars. This Guaranty is an absolute, unconditional and continuing guaranty of the full and punctual payment of all of the amounts invoiced and not of their collectibility only and, except as expressly provided below, is in no way conditioned upon any requirement that Keurig first attempt to collect any of the amounts invoiced from the Diedrich Affiliate or resort to any collateral security or other means of obtaining payment.
Notice to discontinue this Guaranty in full shall take effect immediately upon its reception by Keurig or such later date as Diedrich may specify in its notice. Upon receipt of such a notice, Keurig shall have the full and unrestricted right to cancel any outstanding purchase orders for Keurig Products from any Diedrich Affiliates and to refrain from accepting any further purchase orders from such Affiliates without liability to Diedrich or such Affiliates.
Notice to exclude from this Guaranty specific Diedrich Affiliates shall take effect immediately upon its reception by Keurig. Upon receipt of such a notice, Keurig shall have the full and unrestricted right to cancel any outstanding purchase orders for Keurig Products from such specific Diedrich Affiliate and to refrain from accepting any further purchase orders from such specific Diedrich Affiliate without liability to Diedrich or such Affiliates.
In addition, no such notices shall affect the validity and effectiveness of this Guaranty with respect to amounts invoiced by Keurig before their respective effective dates. In the event that Keurig receives any payments from Diedrich on account of its liability under this Guaranty, Diedrich shall have all rights to claim repayment from and against the defaulting Diedrich Affiliate and shall be subrogated to any and all rights of Keurig with respect to that specific instance of default.
Keurig maintains its own sales force to promote Keurig Products and K-Cups to customers. Nothing in this Agreement shall be construed to restrict Keurig in the resale, pricing or other terms of sale of any Keurig Product or K-Cups to any customer inside or outside of the Territory. Keurig warrants that Keurig AFH Brewers will be free of design, material and workmanship defects and fit for their intended use.
If a Keurig AFH Brewer is found to be defective within 30 days of shipment, Keurig shall first attempt to effect the repair such brewer.
Office coffee makers - Keurig B2003
Our Bunn single serve pod brewing system features:. Open-Pod System accepts a variety of pod brands and sizes. Smartstop Automatic Water Shutoff-Water shuts off when pod drawer is open. Programmable cup size - Control the volume of beverage dispensed into the cup.
I want to update you on this investment and share some of my thinking about the future of Keurig. Overall, I am very pleased with our investment in Keurig shares and I personally feel, for the reasons detailed below, that Keurig is more valuable today than it was a year ago. Keurig and Green Mountain have both performed solidly in the last year with progress accelerating in the last six months. Specific accomplishments in the last year include:.