DRAFT RELABELLER AGREEMENT
Agreement outlining roles, responsibilities, and FSSAI compliance between a food product manufacturer and marketer for relabelling and marketing under a private label.
RELABELLER AGREEMENT
This Agreement is made on this ___ day of __________, 20__ at [City], India.
By and Between
[Manufacturer Name], a company/firm registered under the laws of India, having its principal place of business at [Full Address], bearing FSSAI License No. [License Number], hereinafter referred to as the "Manufacturer" (which expression shall unless repugnant to the context or meaning thereof mean and include its successors, administrators and assigns) of the First Part;
AND
[Marketer Name], a company/firm registered under the laws of India, having its principal place of business at [Full Address], bearing FSSAI License No. [License Number], hereinafter referred to as the "Marketer" or "Relabeller" (which expression shall unless repugnant to the context or meaning thereof mean and include its successors, administrators and assigns) of the Second Part;
WHEREAS:
A. The Manufacturer is engaged in the manufacture of food products, complying with the provisions of the Food Safety and Standards Act, 2006 and the rules and regulations framed thereunder.
B. The Marketer intends to market and sell the said food products under its own brand name/trade name and label, in accordance with the provisions of the FSSAI guidelines for relabelling.
C. The parties wish to record the terms and conditions under which the Manufacturer shall manufacture and supply food products to the Marketer for sale under the Marketer’s brand.
NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties agree as follows:
1. DEFINITIONS
- “Products” shall mean the food items manufactured by the Manufacturer and supplied to the Marketer for marketing under the Marketer’s brand label.
- “Relabelling” shall mean the act of applying the Marketer’s label on the products manufactured by the Manufacturer, in compliance with applicable FSSAI norms.
2. FSSAI COMPLIANCE
- Both parties shall comply with the provisions of the Food Safety and Standards Act, 2006, and all applicable rules and regulations.
- The Manufacturer shall possess a valid FSSAI license for manufacturing, and the Marketer shall possess a valid FSSAI license for marketing/relabelling.
- The Manufacturer shall ensure that the Products are manufactured in a hygienic and safe manner, adhering to Good Manufacturing Practices (GMP) and Good Hygienic Practices (GHP).
- The Marketer shall be responsible for proper labelling and branding of the Products, including mandatory declarations such as:
- Name and address of the marketer
- FSSAI license number of the marketer
- Ingredients, nutritional facts, batch number, manufacturing date, expiry date, MRP, etc.
- Compliance with the FSS (Packaging and Labelling) Regulations
3. SUPPLY AND BRANDING
- The Manufacturer shall manufacture and supply Products as per the specifications mutually agreed in writing from time to time.
- The Marketer shall provide the final artwork of labels to the Manufacturer for printing or affixing.
- The Parties may mutually decide whether labels are to be affixed by the Manufacturer or the Marketer.
4. QUALITY ASSURANCE
- The Manufacturer shall maintain quality control procedures and allow the Marketer or its representatives to inspect the manufacturing facility and quality standards at reasonable notice.
- In case of any food safety complaint or product recall, both parties shall cooperate in addressing and resolving the issue as per FSSAI norms.
5. INTELLECTUAL PROPERTY
- The Marketer shall retain all rights, title, and interest in and to its trademarks, trade names, and brand labels.
- The Manufacturer shall not use the Marketer's brand name or intellectual property for any purpose other than for fulfilling its obligations under this Agreement.
6. TERM AND TERMINATION
- This Agreement shall commence on the date first written above and shall continue for a period of [1/2/3] year(s), unless terminated earlier by either party with [30/60] days' written notice.
- This Agreement may be terminated forthwith in case of:
- Breach of applicable laws or FSSAI regulations
- Material breach of terms and conditions herein
- Insolvency or cessation of business by either party
7. INDEMNITY
- Each party shall indemnify and hold harmless the other party from and against any losses, claims, damages, liabilities, and expenses arising out of or in connection with any breach of its obligations, including statutory and regulatory compliances under the FSSAI.
8. CONFIDENTIALITY
- Both parties agree to maintain confidentiality of trade secrets, formulations, and business information exchanged under this Agreement.
9. DISPUTE RESOLUTION AND JURISDICTION
- Any disputes shall be first attempted to be resolved amicably through mutual discussion.
- Failing which, the dispute shall be referred to arbitration under the Arbitration and Conciliation Act, 1996. The venue of arbitration shall be [City], and language shall be English.
- Courts at [City] shall have exclusive jurisdiction.
10. MISCELLANEOUS
- Any modification to this Agreement shall be in writing and signed by both parties.
- Notices shall be sent in writing to the respective addresses mentioned above.
IN WITNESS WHEREOF, the parties hereto have executed this Relabeller Agreement as of the date first written above.
For Manufacturer
Signature: ___________________
Name:
Designation:
Date:
For Marketer
Signature: ___________________
Name:
Designation:
Date: