The Vermont Statutes Online

Title 11C: Mututal Benefit Enterprises

Chapter 007: Marketing Contracts

• § 701. Authority

  In this article, “marketing contract” means a contract between a mutual benefit enterprise and another person who need not be a patron member:

  (1) requiring the other person to sell or to deliver for sale or marketing on the person’s behalf a specified part of the person’s products, commodities, or goods exclusively to or through the enterprise or any facilities furnished by the enterprise; or

  (2) authorizing the enterprise to act for the person in any manner with respect to the products, commodities, or goods. (Added 2011, No. 84 (Adj. Sess.), § 1, eff. April 20, 2012.)

• § 702. Marketing contracts

  (a) If a marketing contract provides for the sale of products, commodities, or goods to a mutual benefit enterprise, the sale transfers title to the enterprise upon delivery or at any other specific time expressly provided by the contract.

  (b) A marketing contract may:

  (1) authorize a mutual benefit enterprise to create an enforceable security interest in the products, commodities, or goods delivered; and

  (2) allow the enterprise to sell the products, commodities, or goods delivered and pay the sales price on a pooled or other basis after deducting selling costs, processing costs, overhead, expenses, and other charges.

  (c) Some or all of the provisions of a marketing contract between a patron member and a mutual benefit enterprise may be contained in the organic rules. (Added 2011, No. 84 (Adj. Sess.), § 1, eff. April 20, 2012.)

• § 703. Duration of marketing contract

  The initial duration of a marketing contract may not exceed 10 years, but the contract may be self-renewing for additional periods not exceeding five years each. Unless the contract provides for another manner or time for termination, either party may terminate the contract by giving notice in a record at least 90 days before the end of the current term. (Added 2011, No. 84 (Adj. Sess.), § 1, eff. April 20, 2012.)

• § 704. Remedies for breach of contract

  (a) Damages to be paid to a mutual benefit enterprise for breach or anticipatory repudiation of a marketing contract may be liquidated, but only at an amount or under a formula that is reasonable in light of the actual or anticipated harm caused by the breach or repudiation. A provision that so provides is not a penalty.

  (b) Upon a breach of a marketing contract, whether by anticipatory repudiation or otherwise, a mutual benefit enterprise may seek:

  (1) an injunction to prevent further breach; and

  (2) specific performance.

  (c) The remedies in this section are in addition to any other remedies available to an enterprise under law other than this title. (Added 2011, No. 84 (Adj. Sess.), § 1, eff. April 20, 2012.)