Sample Business Contracts

Manufacturing Contract - Pri-Pak Inc. and Hansen Beverage Co.

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                                 PRI- PAK, INC
                             MANUFACTURING CONTRACT

This  Manufacturing  Contract is made as of the 16th day of October  2003 by and
between  Pri-Pak,  Inc.,  an  Indiana  corporation  ("Pri-Pak")  with  plant and
equipment  ("Facilities")  at Lawrenceburg,  Indiana and Hansen Beverage Company
with offices at Corona, Califorina.  ("Buyer") evidences the following agreement
between Pri-Pak and buyer.

Section . Pri-Pak's Obligation, During the term of ths contract, Pri-Pak will:

     1)   Provide all labor, equipment and services at its facilitices necessary
          to  produce  bottles  or canned  drinks in the  flavors  and  packages
          ("Finish-  ed  Product")  listed on the  attached  Exhibit A, and such
          Exhibit  A is an  integral  part of this  Contract  and  shall  not be
          amended except in writing signed by both parties.

     2)   Receive  at its dock and  store all  packaging  and  Finished  Product
          materials supplied by Buyer and load all Finished Product at Pri-Pak's
          docks on trucks furnished by Buyer.

     3)   Complete the production of Finished  Product within fourteen (14) days
          after receipts of an order from Buyer.

     4)   Store  finished  product  for a  maximum  of twenty  (20)  days  after
          production,  after which  buyer shall pay Pri-Pak a storage  charge of
          $____ per pallet of Finished Product per month.

     5)   Furnish  carbonic  gas  (CO2),  Fruotose  and other  Finished  Product
          materials not supplied by Buyer, pallets, adhesives for packaging, and
          See Schedule A. Cost to be reimbursted by Buyer pursuant to Section 2.

     6)   Order and install,  at Buyer's cost, any parts or equipment  necessary
          to run Buyer's packages.

Section 2. Buyer's Obligations: In consideration of Pri-Pak's performance under
Section 1, Buyer shall:

     1)   Pay  Pri-Pak  a  packaging  fee of See  Schedule  B for  each  case of
          Finished Product produced by Pri-Pak.

     2)   Furnish at buyer's cost any unique equipment  necessary to run buyer's


     3)   Reimberse Pri-Pak for all costs of items furnished by Pri-Pak pursuant
          to Section 1.(5).

     4)   Pay Pri-Pak's  invoices for payment and / or  reimbursement  within 10
          days after the date of  production.  Buyer shall pay a penalty of 1.5%
          per month on any unpaid balance over 30 days.

     5)   Supply at the faclities all ingredients,  packaging material and other
          items to be supplied  by Buyer as listed on  Schedule A in  sufficient
          quanitities  and in a  timely  manner  to  allow  Pri-Pak  to  produce
          finished product in a normal and orderly fashion.

     6)   Order finished  product for at least the minimum amount of _____ cases
          per flavor per package size.

     7)   Purchase a minimum of ______  cases of Hnsen's  Citrus  Energy cans of
          Finshed Product before October 15, 2004.

Section  3. Title and Lien for  Payment.  Title to any and all  ingredients  and
material supplied by Pri-Pak incorporated in the Finished Product shall not pass
to Buyer  until such  finished  Product is loaded on Buyers  trucks and  Pri-Pak
shall have a lien for labor and material  furnished and warehousing  provided on
all  Finished  Product and on all  ingredients,  packaging  materials  and other
materials and supplies furnished by Buyer abd delivered to Pri-Paks faclities

Section 4. Pri-Pak's  Warranty.  Pri-Pak  warrents to Buyer that it will produce
the Finished Product in accordance with the  specifications set forth on Exhibit
A. and under conditions that conform to the standards of sound handling, mixing,
bottling,  manufacturing,  sanitation  and  safety  practices  in the soft drink
manufacturing  industry,  which include, but are not limited to a _% loss factor
on both  ingredients  and packaging.  EXCEPT FOR THE EXPRESS  WARRANTY  PROVIDED

Section 5. Buyer's  Warranty and  Indemnity.  Buyer warrents to Pri-Pak that all
materials and items  supplied to Pri-Pak for  theproduction  of Finshed  Product
shall be free from defects and conform to the  standards of  ingredients  in the
soft drink  industry,  and except  for losses  resulting  from any breach of the
warranties of Pri-Pak  above,  shall identify and hold Pri-Pak free and harmless
from and against any and all claims and losses,  including legal fees, costs and
expenses of  investigations  and  defense,  arising from any claims by any third


Section 6.  Successors and Assigns.  The rights,  duties and  obligations of the
parties  under this  cotract  shall  insure to the  benefit of their  respective
sucessors or assigns.

Section 7. Termanition This contract shall be of an indefinite  duration but may
be  terminated  at any time by either  party  giving the other  ninety (90) days
prior written notice thereof,  sent by certified mail,  return receipt requested
or upon exhausting raw materials manufactored specifically for Buyer.

Section 8. Entire Contract. This contract,  including Exhibit A, constitutes the
entire  agreement  between the parties  hereto with respect to the  transactions
herein  described and no amendment  hereto shall be valid unless it is contained
in a  writing  duly  executed  by both  Buyer and  Pri-Pak.  In the event of any
conflict  between the terms,  conditions  and  provisions  of this  contract any
purchase  order of Buyer,  or any invoice  confirmation  or similar  document of
Pri-Pak, this contract control shall be governed by the laws of Indiana.

Pri-Pak, Inc. is not responsible for typographical errors.

IN WITNESS  WHEREOF,  the parties have  executed  this  contract as of this day,
month, and year first written above at Lawrenceburg, Indian.

PO Box 4010
2000 Schenley Place
Lawrenceburg, IN 47025

BY:  /s/ Jan Hollowell
TITLE: V. P. Sales
DATE: 10/16/03

BY: Rodney Sacks
TITLE: Chairman, Hansen Beverage Co.
DATE: 10/16/03