Member FYI
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Legally Speaking
By Silvia P. Glick, Attorney at Law
Name of Supplier Is Not a Trade Secret
A recent case involving two salad dressing manufacturers may be of interest to MSFA members. The case was brought by Custom Blends, Inc. against Pearlco of Boston, Inc., Pearlco's president, and a former employee of Custom Blends.
Custom Blends manufactures Raspberry Nectar Vinaigrette and sells it to J. King Food Services, Inc., which asked Pearlco to produce a " knock-off" of the vinaigrette to sell under J. King's private label. Pearlco's president obtained the vinaigrette and asked a food technologist to reproduce it. The " knock-off" was not great. Pearlco's president called a Custom Blends employee, and found out who supplied the raspberry juice concentrate used in the vinaigrette. Pearlco then produced a raspberry vinaigrette which was acceptable to J. King.
Custom Blends learned what happened, and brought several unsuccessful claims against Pearlco. Of particular interest is Custom Blends' claim that the identity of the raspberry juice concentrate supplier was a trade secret and Pearlco misappropriated it. The court found that the supplier's identity was not a trade secret because it was not confidential information. These are some of the factors that the court considered: 1) Pearlco made no effort to keep secret the supplier's identity; 2) the Custom Blends' employee was not required to sign a confidentiality agreement; 3) names of raspberry juice concentrate suppliers were known to people in the salad dressing business; and 4) within the industry, it is common for manufacturers to reverse-engineer or " knock-off" other salad dressings.
This is not legal advice. For guidance concerning your specific situation, please contact an attorney.
Silvia P. Glick, Attorney at Law
617-876-6826
"Covering Your Butt"
By Bob Burke, Natural Products Consulting
This little section of tradecraft is not intended to conjure up the "CYA" mentality that pervades bureaucracies the world over, but rather refers to good, basic business practices that can save you innumerable headaches down the road. The backbone of this is "clear, concise, written communication."
Think of Robert Frost: "Good fences make good neighbors."
Chances are, if you are in sales, started a company, or have climbed over your
co-workers' backs to rise in a large company, you are no shrinking violet. You
likely have good presentation skills, are good in "close quarters"
and have good verbal skills. This confidence may lead you to believe that when
you ask someone to do something and they smile and nod in agreement, they clearly
understand you and will execute according to plan...maybe...sometimes
Paper trail on key issues
While understood by many, putting offers, agreements, decisions, directives, probations, and key issues in writing, and copying the appropriate parties - and saving a copy to the file - will go a long way towards solving disputes, clearing up amnesia, and nipping misunderstandings in the bud. After all, many of these issues may involve large sums of money, reputations, and careers.
Example, for illustration only, not intended to malign hard-working sales folk everywhere:
1. You are the national sales manager. You agree to do a hip pocket deal with your over- worked regional manager to help launch a new item. You agree to give 5% on 10 cases or more. Your regional manager has way too much going on that day and mis-communicates the deal to the broker reps, whereby they think it is 10% on 5 cases. Your bill-backs are going through the roof! Good grief! Thankfully, you can pull the memo out of the file, explain the misunderstanding and, if you are feeling righteous, deduct the excessive bill-backs from the poor fellow’s bonus.
2. Anything to do with pricing, deals, intro allowances, policies around demos, slotting, new store openings, etc., should always be communicated in writing to your sales people, brokers, distributors and customers - so that everyone has it in black and white.
The key thing that you learn is that there are appropriate times for face-to-face communication, e-mail communication, and memos or letters. When an issue requires documentation, always follow up with a memo or e-mail so that the issues and your intent are clear, concise and in writing.
Basic filing and organization skills
Keep file folders by customer and by broker. Save all written correspondence and faxes. At the end of the year, "archive" in storage boxes for a year or two. Also, trade publications such as Natural Food Merchandiser, Natural Food Network, Specialty Food News, assorted grocery publicationsand others are a wealth of information and you may find yourself referring to articles and incorporating facts and data into your presentations. It is worth setting up a small library and keeping back issues for a year or two.
Backing up files and email
Another basic, but worth noting – make it a regular practice to back up key
electronic files on an external hard drive, your company network, or burn onto
a CD or DVD. With viruses, network problems, hard drive crashes, lost, and stolen
or dropped laptops, this is too simple a precaution to not take.
Communicating bad news
From the immortal advice given by Henry Kissinger to Richard Nixon during the darkest days of Watergate: "Any bad news that will come out eventually should come out right now."
This is good advice whether in dealing with customers, employees, your boss, investors, etc. Putting off bad news always compounds the problem.
In the even more immortal words of Homer Simpson giving advice to his son, Bart:
"I want to share something with you - the three sentences that will get you through life. Number one, 'cover for me.' Number two, 'oh, good idea, boss.' Number three, 'it was like that when I got here.'"
The above piece "Covering Your Butt" was excerpted from the Natural Products Field Manual, Third Edition. Please feel free to call or email with any questions.
Prepared by Bob Burke, Natural Products Consulting, 978-975-9902,
BBurke@NPCInstitue.com, http://www.npcinstitute.com/, http://www.naturalconsulting.com/
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New Service at Western Mass. Food Center
We have recently added new capabilities to support dry mix-and-fill at the Western Mass Food Center. We welcome inquires on this service for those of you with dry products that need a copacker. Please feel free to contact me if you would like to learn more.
Regards,
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Western Mass Food Processing Center
Franklin County CDC
324 Wells St.
Greenfield, MA 01301
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Zoe Foods
based in Needham, MA, is a young, growing company that creates and sells all-natural cereals and nutrition bars nationally in 3,500+ stores including Whole Foods Market and supermarkets. Zoe Foods is committed to developing products that make a difference in people's lives. Voted one of Fast Company magazine's "Fast 50", Zoe Foods has hit the national media scene with the following press coverage: CNN, NBC's Today Show, Prevention Magazine, The Wall Street Journal, and many others.
As the company grows its business, it is also growing its team and has the following positions available:
(1) Sales & Marketing Field Representative
(2) Natural Channel Sales Manager
(3) Bookkeeper (part-time/contractor)
If you are interested in any of the above positions, please go to the following link for a full job description and to apply.
http://www.zoefoods.com/company/employment.htm
Food Packaging Position
Part time position in Arlington Center for person with good manual dexterity who is a team player. We are a small, friendly, growing food business and need to add to our packaging team.
Duties include:
Labeling and sealing bags
Operating our weighing machine
Lifting 50 lb. bags of product
Mixing flavors on our Hobart machine
Packing product into cartons for shipment
Helping us prepare for shows
Maintaining inventory
Daily clean up of work areas
Hours are 10:00 am to 2:00 pm Monday through Friday.
Compensation is $7-$8 per hour, depending on experience.
Position will begin in August.
Qualified candidates will be enthusiastic, flexible, and enjoy working as part of a team.
Send resume or letter of interest to linda@bestfriendscocoa.com
or call 781-648-0197
From Gourmet News:
"Monthly magazine seeks M or F under 40:
Gourmet News' biennial feature recognizing 20 up and comers in the gourmet industry-under
40 years of age-will be in the October issue of Gourmet News. If you'd like
to sing the praises of someone, including yourself, see the form at the bottom
of http://www.gourmetnews.com/ . Nominations
are due July 15."
"Amazon.com adds groceries to its product mix
SEATTLE-Internet retailer Amazon.com Inc. began selling shelf-stable groceries,
including natural and organic products, on its Web site May 25, according to
a Reuters article.
Read more:
http://www.gourmetnews.com/index.php?p=article&
id=gn200606vIbKVy "
"UNFI pumps new fuel surcharge to customers this summer
DAYVILLE, Conn.-To offset high fuel prices, United Natural Foods Inc. plans
to roll out a new fuel surcharge program this summer. The natural foods distributor
also has long term plans to open new facilities to help drive down overall fuel
usage, according to Michael Funk, president and chief executive officer of UNFI,
in a May 25 call with analysts.
Read more:
http://www.gourmetnews.com/index.php?p=article&
id=gn200605TmkzaT"
"New flavors, increased availability fuel $34.7 billion specialty food
industry
CHICAGO-Consumer interest in new flavors and products as well as easier accessibility
is fueling the specialty food market-a $34.7 billion industry-according to a
study by Mintel and the National Association for the Specialty Food Trade Inc.
Read more:
http://www.gourmetnews.com/index.php?p=article&
id=gn200605jutJ7g
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