R4.1 -TERMS OF AGREEMENT BETWEEN THE REGISTERED PRODUCER AND KENYA FLOWER COUNCIL

1. RIGHTS OF THE PRODUCER

1. Application for Membership to The Kenya Flower Council and product certification is open to all producers of flowers and ornamentals. The membership agreement is not limited to any period of time.

2. A producer may not register for same product more than once with different CBs, or under different certification options. A producer may however register different products with different CBs and /or different certification options e.g. Roses under Individual certification and Lilies under group certification. The Kenya Flower Council is only offering certification for the scope flowers and ornamentals.

3. A producer is free to join another Certification Body even when they have a membership contract with The Kenya Flower Council.

4. The producer is free to withdraw from The Kenya Flower Council; however, the producer cannot avoid paying any outstanding fees to the Council.

5. A producer is not free to apply for certification to other Certification Bodies for a standard certified by The Kenya Flower Council e.g. Silver.

6. A producer is free to suspend all the products covered during an audit or certified by The Kenya Flower Council if the producer experiences difficulty to comply with the standard or needs time to clear the outstanding corrective actions. This suspension does not allow the producer to escape payment of all outstanding applicable fees to the council.

7. The Kenya Flower Council secretariat treats the information received from the producer during audits, such as documents, evaluation reports and any other record with confidentiality unless required by law. No information is released to third parties unless approved by the producer or otherwise required by the Certification Scheme Quality System Regulations.

8. The Kenya Flower Council has agreed to provide support in terms of information required by third parties pertaining to a claim, action, demand or proceedings on a registered producer on all matters within the scope of the auditing certification process and the standard under review e.g. on environment, social or human resource, crop production, health and safety, post-harvest treatment of products, among others, within the confidentiality agreement.

9. Complaints and appeals from producers are done as per the F10-Warnings, suspensions, and resolution of complaints, appeals and dispute procedure currently in place. In case The Kenya Flower Council does not respond adequately on matters regarding GLOBALG.A.P certification the producer is free to seek help from the GLOBALG.A.P secretariat at the website: http://www.globalgap.org

10. The Kenya Flower Council has agreed to confirm formal application for product certification within 14 calendars days; and for new members also assign the registration number within the same timeframe. The Council shall also confirm certification within 14 days after closure of the outstanding corrective actions. Those producers who apply for GLOBALG.A.P flowers and ornamentals are issued with a GLOBALG.A.P Client Number (GGN) as well by the GLOBALG.A.P secretariat (data base). The Kenya Flower Council registration and the GLOBALG.A.P. GGN numbers are used for identifying the producer.

11. The Kenya Flower Council and other organisations with certification agreements with the council e.g. GLOBALG.A.P; are approved by the producer to keep data for a minimum 5 years or as legally permitted. No data can be released by The Kenya Flower Council to any other party without written consent of the registered producer.

12. Significant changes at The Kenya Flower Council are reported to the organisations to which it has signed contractual agreements and certified producers. The changes that are considered significant include but not limited to the following:-

1. Staff changes e.g. change of BOD Chair, Chief Executive Officer, Principal Auditor, and Lead auditors.

2. Change of location or physical address.

3. Change of accreditation status.

13. The producer has approved The Kenya Flower Council to update the following information in the GLOBALG.A.P data base where applicable; as listed below. This information is updated during the re-acceptance of products for the next certification cycle.

1. Master data:-

1. Company and location information.

2. Production management unit (PMU) and produce handling unit (PHU), where applicable.

3. Product information

4. Version of the Audit checklist used. This is updated during the re-acceptance of products for the next certification cycle.

2. Company information

1. Company name

2. Contact details including; postal address, street address, and postal code.

3. Country, city, telephone numbers, and email address.

4. Legal registration numbers e.g. tax, VAT, The Kenya Flower Council registration numbers etc.

5. Previous GLOBALG.A.P numbers –GGN, where applicable.

3. Contact person responsible for the company (legal entity) details

1. Title, first name, and last name.

2. Contact details including; postal address, street address, and postal code.

3. Country, city, telephone numbers, fax numbers, and email address.

4. Auditors name.

4. Production management unit; (PMU); or product handling unit, (PHU), where applicable.

1. PMU or PHU name.

2. Contact details including; postal address, street address, and postal code.

3. Country, city, telephone numbers, fax numbers, and email address.

4. The Kenya Flower Council registration numbers and GLOBALG.A.P registration number; (by GLOBALG.A.P data base).

5. Previous GLOBALG.A.P numbers –GGN, where applicable

5. Contact person responsible for the PMU or PHU (legal entity) details

1. Title, first name, and last name.

2. Contact details including; postal address, street address, and postal code.

3. Country, city, telephone numbers, fax numbers, and email address.

6. Product information

1. Product names.

2. Sub-contracted activities.

3. Product quantity information.

4. Area under each crop produced.

5. Scheme option.

6. Certification body.

7. Country of destination.

8. Covered or produced in the open.

9. First or further harvest.

7. Audit checklist information

1. Inspected products.

2. Auditors that carried out the inspection.

3. Type of audit.

4. Version of the checklist used.

5. Audit report dates and other details.

14. The Kenya Flower Council commits to communicate to all certified producers relevant updates on any amendments to the Kenya Flower Council and GLOBALG.A.P Standards, as well as the date of first application and grace period of any new versions of normative documents.

2. OBLIGATIONS OF THE PRODUCER

1. The Producer automatically commits his/her company to compliance with the requirements of the applied standard and any subsequent versions as required in the application form and other normative documents of the council on signing this agreement. The Producer will be responsible for the compliance with the standard within the extent of the declared product certification scope.

2. The producer agrees to abide by all the regulations of the applicable standard applied for e.g. Flowers and ornamentals Sustainability Standard, GLOBALG.A.P, among others.

3. The producer agrees to pay joining fees which is a one off payment by members on joining the Council while subscription fees are paid on monthly basis at the rate prescribed by the Board of Directors per each exported tonnage of flower products. The producer also agree to pay fees to The Kenya Flower Council subscription fee for the applied standards e.g. GLOBALG.A.P, TN10 etc. Payment of applicable fees is not a guarantee for a certificate to a producer.

4. The producers apply and re-register the products for certification annually in the V1.0- Certification and product registration form before the expiry of certificate. The producers fill the V1.0 form before the re-certification audit. The producer gives The Kenya Flower Council access and the other approved certification bodies to use the registration data for internal processes and sanctioning procedures.

5. The producer registration is finalised with The Kenya Flower Council before the first certification audit can take place.

6. The Producer can withdraw its membership contract with The Kenya Flower Council at any time unless there are outstanding fees that require to be paid.

7. When a producer makes use of more than one Certification Body the producers agree as follows:-

1. Where applicable, apply to The Kenya Flower Council and GLOBALG.A.P secretariat for approval which is granted on valid justification.

2. Agree in writing to allow the Certification Body to inform in writing the other Certification Body when one of them raise a sanction i.e. non-conformance, time limit for corrective action, e.t.c and also allow free communication between Certification Body regarding the scope and details on action to be taken across the Certification Body.

3. Where applicable, agree to allow The Kenya Flower Council and GLOBALG.A.P to share information on non-conformances and sanctions between the relevant Certification Body.

4. Assign one Certification Body to be responsible for collection of registration fees.

5. Each CB shall conduct their respective inspections or audits independently.

8. The producer agrees to assist The Kenya Flower Council to update its data base with information such as change in area covered by the products, markets, etc by filling in “V1.0-Certification application and product registration Form” and any other information required by the council. The information uploaded in the GLOBALG.A.P data base, where applicable, will be available to The Kenya Flower Council and GLOBALG.A.P for internal processes and sanctioning procedures. For registration on the GLOBALG.A.P Database, the producer agrees to follow the “GLOBALG.A.P. Data Access Rules” in its latest version. A producer who does not agree with minimum data release as per GLOBALG.A.P Sub-license will not be certified to GLOBALG.A.P Flowers and ornamentals, where applicable.

9. The producer agrees to make necessary arrangements to enable successful conduction of certification, re-certification, and surveillance assessments, including provision of document and record review, inspection of the facilities and equipments and interview of all company employees by the Certification Body.

10. The producer agrees that the Certification Body; shall evaluate contractors, sub-contractors; and all locations where the product is produced.

11. The producer agrees that audit observers brought by the Certification Body can participate in a re/certification audit and allows investigation of arising complaints by the Certification Body with regard to certification; where applicable.

12. A producer is not free to apply for certification to GLOBALG.A.P, scope flowers and ornamentals from another Certification Body after application and registration with The Kenya Flower Council for the same.

13. The producer is not allowed to register production management units (PMU) or sites located in different countries with The Kenya Flower Council as one legal entity. However, the producer can apply for registration for these PMUs separately.

14. The producer cannot receive certification on products that are not grown in their own farms.

15. Certification under parallel production / ownership of flowers is only possible after additional requirements are met as per Appendix 14.

16. The producer has agreed to abide by the following certificate and logo use rules:

1. The producer can use the GLOBALG.A.P Logo or GGN number as per Sub-license and Certification Agreement (V2.3); where applicable.

2. The producer can only use the Kenya Flower Council Logo when certification has been achieved and approval has been given by the Kenya Flower Council and GLOBALG.A.P; where applicable.

3. The Logo is only used in its specified formats and colours. Modification in whichever way is not allowed.

4. A certified producer who is in suspension or who has been cancelled is not allowed to make references or make misleading claims to the status of certification. The producer uses the certificate to indicate that products are certified in conformity with the applicable standards.

5. The producer ensures that no certification report or certificate is used in a misleading manner. The producer is excluded from certification program for 12 months after misuse of logo or certificate is confirmed.

6. The producer does not use product certification in an unauthorized or manner that can bring disrepute to Kenya Flower Council.

7. The producer has ensured that all references in the media and advertising comply with the requirements of applicable e.g. R6.0-Use of logo and trade mark rules or in Appendix 1.1. Rules for Use of GLOBALG.A.P Trademark and Logo; where applicable.

8. The producer does not use the Kenya Flower Council trade mark or the trade mark of the Kenya Flower Council Accreditation Bodies on the consumer primary packaging material of the product or at the point of sale. Kenya Flower Council shall inspect at the farms and other marketing chains to ensure compliance. Infringements of the rule shall lead to sanctions.

9. The producer is using the Kenya Flower Council logo in any size on the packaging materials used for ferrying produce from the farm to the market.

10. Only the certified producers are permitted to use the Kenya Flower Council logo or GLOBALG.A.P logo where applicable in their business to business communication and on company letter heads. The GLOBALG.A.P trademark shall never be used on promotional items, apparel items or accessories of any kind, bags of any kind or personal care items. However, certified producers are free to use the Kenya Flower Council registration numbers and GLOBALG.A.P GGN numbers at the product final packaging point of sale.

11. The Logo is used only by the certified company on the products within the approved scope i.e. the Logo is not used by the certified company on the products harvested from the wild or farms which are not audited and certified.

12. The producer is using the certification Logos as per their specifications and rules. For example the GLOBALG.A.P logo is used as per their rules and specification in Appendix 1.1. Rules for Use of GLOBALG.A.P Trademark and Logo. The logo is given by GLOBALG.A.P secretariat to ensure it conforms to its colour and other specifications.

13. If the producer provides copies of the certification documents to other stakeholders; the documents are reproduced in their entirety or specified by the R6.0-Use of logo and trade mark rules or in Appendix 1.1. Rules for Use of GLOBALG.A.P Trademark and Logo; where applicable.

17. The producer agrees at registration to specify all the areas or sites the products he/she is seeking certification for are being produced or transported under his/her ownership.

18. The producer agrees that, as long as a product is growing or is processed at the producer’s farm or pack house respectively it is declared in the product registration form and is included in the inspection and the certificate issued.

19. The producer agrees as follows with regard to transfer of certification between Certification Body in order to ensure integrity of the certification scheme and maintenance of history:-

1. The producer agrees that the certification status is not transferable from one owner to another in case the production unit changes ownership.

2. A certified producer is not allowed to transfer from Kenya Flower Council to another Certification Body until Kenya Flower Council closes out the corresponding non – compliance or until the sanction penalty is lifted. Kenya Flower Council shall inform the other Certification Body the outstanding non compliances before the transfer is finalised.

3. If a registered producer moves to another Certification Body from Kenya Flower Council or applies for registration for another product must inform the new Certification Body the GGN client number issued by GLOBALG.A.P. Failure to inform will result in surcharge of registration fee of Euro 100 to individual producer who is certified GLOBALG.A.P flowers and ornamentals.

4. The producer undergoing transfer will inform the new Certification Body the previous GLOBALG.A.P GGN number.

5. Double registration for same products within same Certification scheme is not allowed e.g. registering twice within GLOBALG.A.P through two Certification Bodies.

6. Product registration process is completed before the transfer of a producer is accepted to join Kenya Flower Council.

7. A producer can initiate certificate transfer during the validity period of its certificate. A producer can only initiate a certificate transfer from Kenya Flower Council or vice versa on request and approval by GLOBALG.A.P for the producers certified GLOBALG.A.P flowers and ornamentals. Certificate transfer may also be sought by the producer if Kenya Flower Council is unable to meet its contractual obligations e.g. failure to provide the certification services applied for.

8. A producer can transfer from Kenya Flower Council to another Certification Body after expiry of a certificate. The producer applies for certification from the new Certification Body that has accepted its transfer. The out-going CB shall remain responsible until the certificate issued to the outgoing producer is expired.

9. Where the producer had been sanctioned and would like to change CB when the certification cycle has already expired, as an exception, the outgoing CB can lift the non-conformance of an expired certificate without having received evidences of corrective actions. But, in this case, the outgoing CB shall ensure that the accepting CB is fully aware of the cause of the non-conformance.

10. If Kenya Flower Council accepts transfer of a producer from another Certification Body the audit shall be performed following the rules of an initial audit.

11. If a producer makes a transfer from Kenya Flower Council to another Certification Body Kenya Flower Council reserves the right to shorten the validity of the certificate.

12. If Kenya Flower Council accepts a producer from another Certification Body after expiry of the certificate, the producer may experience a period without a valid certificate if;

• There is no crop in the field to allow inspection during harvesting stage,

• Date of audit is after the outgoing CB’s certificate expiry date,

• The Kenya Flower Council certification decision is made after the outgoing CB certificate has expired, even if the Dates of Acceptance and Audit were before the expiration date.

13. If The Kenya Flower Council accepts a producer whose certificate is valid, the certification committee decision is effective only after the expiry date of the certificate. In this case the certification cycle of the producer is not affected after the transfer.

14. After The Kenya Flower Council accepts a producer, the registration of products in the GLOBALG.A.P data base may not be finalized before the re-certification audit and the certification decision may not be taken within 28 days.

15. After The Kenya Flower Council accepts a producer, and during the validity of the certificate issued by the outgoing CB, the Council detects non-conformities that are not closed after 28 days, it shall inform the outgoing CB about the non-conformities detected so that it can take appropriate follow-up actions.

20. The producer agrees to forward to The Kenya Flower Council Technical Committee or Kenya Flower Council Certification Committee any matter arising out of Kenya Flower Council audits for clarification by a letter signed by the farm management through the Chief Executive Officer.

21. The certified producer agrees to inform The Kenya Flower Council or other Certification Bodies without any delay; any significant intended modifications to the product, production process or quality management system at the company whichever is applicable, that can negatively impact on its certification status.