Co-Manufacturing Sales and Distribution Agreement

Brand Owner: [Company Name] · Co-Manufacturer: [Company Name] · Product: [Description] · Date: [Date]

1. Manufacturing

Co-Manufacturer will manufacture the Product for Brand Owner, per the specifications and formula/design provided by Brand Owner in Exhibit A.

2. Exclusivity

[ ] Co-Manufacturer will manufacture this Product exclusively for Brand Owner and will not produce it (or a substantially similar product) for any other party. [ ] Non-exclusive arrangement.

3. Pricing and Volume

Unit price: [Amount], subject to minimum order quantities of [Amount] per order/period.

4. Quality Standards

Co-Manufacturer will meet the quality specifications in Exhibit A and permit Brand Owner to inspect facilities and conduct quality audits with reasonable notice.

5. Intellectual Property

Brand Owner retains all rights to its formula, trademarks, and specifications. Co-Manufacturer may not use Brand Owner's IP for any purpose beyond fulfilling this Agreement, and may not sell a similar product to third parties using Brand Owner's specifications.

6. Confidentiality

Co-Manufacturer will keep Brand Owner's formula/specifications strictly confidential, including from its own other clients.

7. Regulatory Compliance

Co-Manufacturer will comply with applicable manufacturing regulations for the product category (e.g. FDA, food safety, or product safety standards as applicable).

8. Term and Termination

This Agreement runs for [Term] and either party may terminate with [Notice Period] notice, or immediately for material breach.

Brand Owner: ______________________ Date: ____________ Co-Manufacturer: ______________________ Date: ____________

*This document is provided for informational and educational purposes only and does not constitute legal advice. Protecting the confidentiality of a proprietary formula (Section 6) is often the brand owner's single biggest concern in a co-manufacturing relationship — many brands split production across multiple co-manufacturers specifically so no single facility ever has the complete formula.*