Sysco Master Distribution Agreement
[the courts] have implied a duty of good faith in situations where employment contracts, insurance contracts and sometimes franchise or negotiation agreements are terminated. However, in the absence of a particular element of trust or unequal bargaining power, courts generally conclude that “if the right to terminate the contract, according to the clear wording of the agreement, is absolute, the ground for the termination of such an agreement is not relevant to the question of whether the termination is effective”. [Quote omitted] In the appeal, CI argues that the implied duty of good faith and fair trade inherent in any contract requires that the early termination of a distribution contract be limited to grounds that constitute a “good reason”. Sysco acknowledges that ARAMARK and its related companies are responsible for the purchase of food, beverages and other supplies under their respective corporate agreements with contractual customers. * b) Minimum movement requirements In the event that, if, at the request of the customer, SYSCO stores proprietary products or special order products (including, but not limited to, products presented by the customer for a limited period), either in an operating company or in a redistribution warehouse and there is no movement of product within 30 days of delivery to that location, the customer undertakes to: repurchase such products and, if you wish, take possession of all such products within 14 days of written notification from SYSCO. . . .