Guest Supply Canada's Terms and Conditions

The Customer Account Application ("Application") is made to Sysco Guest Supply Canada Inc. (Sysco Guest Supply) to extend credit accommodations to the applicant named below, and in accordance with the terms below:

1) Upon approval of this Application, Sysco Guest Supply in its sole discretion, and notwithstanding any request of Applicant, shall have the right to terminate Applicant's credit privileges under this Application at any time without prior notice to applicant, except as otherwise provided by law.

2) All purchases by Applicant of goods and/or services from Sysco Guest Supply will be made in accordance with the terms and conditions of this Application and any distribution agreement, invoices and/or other Sysco Guest Supply document electronic or printed evidencing Applicant's obligations to Sysco Guest Supply. If Applicant owns a franchise issued by a franchisor or is a member of a group purchasing organization and is purchasing under an agreement (the "Master Agreement") between Sysco Guest Supply and such franchisor or group purchasing organization (as applicable, the "Master Organization"), Applicant agrees to abide by all obligations and limitations imposed upon participating purchasers under the Master Agreement. Applicant further agrees that Sysco Guest Supply shall not be responsible for, and Applicant hereby releases Sysco Guest Supply from all loss, damage or liability arising out of Sysco Guest Supply compliance with the Master Agreement or any directive or suggestion of the Master Organization including, without limitation, a directive or suggestion by the Master Organization requiring or suggesting that Sysco Guest Supply cease further sales to Application pursuant to the Master Agreement or further sales of the Master Organization's proprietary product.

3) The entire outstanding balance due to Sysco Guest Supply for all invoices shall become due in full immediately upon the failure to pay any invoices when due or if the Applicant ceases to do business with Sysco Guest Supply. Payments are to be rendered by the Applicant for receipt by Sysco Guest Supply no later than 30 days (subject to credit approval) subsequent to the date of the invoice and as such payment terms are N30 days. Applicant agrees to pay interest in the amount of 1.5% per month, or the highest rate permitted by law, whichever is less, on any past due amounts until collected, and Applicant agrees to pay all costs of collection incurred by Sysco Guest Supply including legal fees and expenses should a default in payment or any other obligation of Applicant to Sysco Guest Supply occur. Applicant also agrees to pay a fee of $50.00 per occurrence for any returned cheque that is dishonored for any reason.

4) Applicant and Sysco Guest Supply irrevocably agree, and hereby consent and submit to the non-exclusive jurisdiction of any province/state or federal court located in the Applicable Jurisdiction, with regard to any actions or proceedings arising from, relating to or in connection with Applicant’s obligations to Sysco Guest Supply or this Application. Applicant hereby waives any right Applicant may have to transfer or change the venue of any litigation filed in such courts

5) If Applicant ceases doing business with Sysco Guest Supply for any reason, Applicant will immediately purchase from Sysco Guest Supply all remaining proprietary/special order items purchased for Applicant in Sysco Guest Supply's inventory. In addition all open and those potentially unbilled accounts receivable items are due and payable immediately.

6) Applicant expressly agrees that Sysco Guest Supply shall not be responsible for any product nonconformity as to quantity, quality or price, unless noted on the original delivery receipt at the time of delivery or unless Sysco Guest Supply is notified in writing of such nonconformity within 48 hours of delivery.

7) Applicant agrees to Sysco Guest Supply Return Policy

8) If an Applicant is a Conversion or a New Hotel Opening, Applicant agrees to NHOP policy that will provided before the order is placed.

9) Applicant might be required to sign off on proprietary or special order items before Guest Supply accepts the order.

10) Any large order placed with Guest Supply may be subject to deposit requirements.

11) Applicants orders will be subject to a minimum order requirements and/or Freight/Fuel charges as specified on the orders form.

12) Except as to the quantity of goods ordered, no terms and conditions set forth in any purchase order, confirmation or other form of Applicant will apply to sales by Sysco Guest Supply to Applicant.

13) Applicant may not assign any relationship with Sysco Guest Supply that arises out of this Application by Applicant without the prior written consent of Sysco Guest Supply which consent may be withheld for any reason. If Applicant is a corporation or other entity, a transfer or assignment of a majority of the equity interest in Applicant shall be considered an assignment within the meaning of this provision

14) Applicant shall notify Sysco Guest Supply in writing prior to any change of ownership of Applicant or sale of Applicant’s business or part thereof. Applicant shall at the request of Sysco Guest Supply assign to Sysco Guest Supply all proceeds of a proposed sale of its business or part thereof up to the amount owing by Applicant to Sysco Guest Supply as at the date of closing of such sale.

15) The approximate initial amount of credit that Applicant requires shall not be binding upon Sysco Guest Supply, nor shall Sysco Guest Supply incur liability by granting, reducing, increasing or refusing such amount. Applicant hereby certifies that the information furnished under this Application and any other financial statements furnished in connection herewith, is true, complete, and correct and that this information is being furnished to Sysco Guest Supply for the purpose of inducing Sysco Guest Supply to extend credit to Applicant, and understands that Sysco Guest Supply intends to rely upon such information. Applicant understands and agrees to be bound by the terms incorporated herein by reference and contained on the reverse side hereof and all invoices and other documents furnished by Sysco Guest Supply from time to time, all of which are incorporated herein by reference, and to advise Sysco Guest Supply of any material change in the information provided herein, including but not limited to, change of ownership, address or telephone number or a sale of business or a part thereof. Applicant understands that Sysco Guest Supply will retain this Application whether or not it is approved. Applicant hereby authorizes Sysco Guest Supply to check Applicant’s and Applicant’s principals’ credit history and trade, bank and personal references (whether or not referenced in this Application) for customary credit information to confirm the information contained on and in respect of this Application, including but not limited to, sending a copy hereof to the trade and bank reference and to release information to other creditors regarding Applicant’s credit experience with Sysco Guest Supply.

*Authorized Agent
The authorized agent is the individual directed by ownership, who authorized the applicant to fill out and agree to the terms and conditions.

By clicking the "Applicant Agrees" checkbox, the Applicant affirms that the Applicant has read this Customer Account Application (including the Terms and Conditions set forth in the box above), represents that all information submitted is true and correct, and agrees to all of the provisions contained in the Customer Account Applications, including the Terms and Conditions (and all incorporated agreements, invoices, and documents).

Applicant Agrees