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Dave's Response to Chef Pii and Pink Sauce

Pink Sauce X Dave’s Gourmet Partnership Timeline

In August 2022, Dave's Gourmet LLC ("DG") signed an agreement ("Agreement") with Veronica Shaw (“Shaw”) and her entities, Pink Sauce LLC (“PS LLC”) and Flavor Crazy Inc, (“FC”) in which FC/PS LLC/Shaw were responsible for promoting Pink Sauce (“PS”) through the digital content and DG was in charge of achieving the required shelf stability for the product, making the formula acceptable for commercial production and following FDA’s food production guidelines, production, and sales of the PS product online and to retailers. At the time, Shaw was not producing PS because FDA instructed her to cease all the production due to quality concerns (she was making PS in her kitchen and was shipping it without refrigeration in the heat of the summer and the sauce frequently went bad during shipping as evidenced by many social media posts from buyers). The sauce was not shelf stable and was not safe for shipping without refrigeration. There was huge negative publicity online and on social media due to the quality issues that Shaw had experienced. According to the agreement, Shaw received an upfront payment of $45,000 as a part of the Agreement for DG to pursue the sales of PS.  According to the Agreement, Ms. Shaw was responsible for all the refunds for the products that predated the Agreement. After the Agreement was signed, it turned out that neither Shaw nor her entities had enough funds to cover all the refunds to the people who never received the product that she was responsible for according to the Agreement. It is our belief that Shaw was fully aware that there were not enough funds to cover the refunds. There was a hold put by Shopify and PayPal on most of the cash in her accounts due to multiple customer complaints and even the cash that was there was mostly not available to pay refunds. DG couldn't see the customers disappointed with no product and no refund, so it provided approximately $30,000 to cover the refunds (even though this was Shaw's responsibility). Some of these funds came back to DG after the hold on the Shaw's account was lifted by PayPal and Shopify. Prior to entering the partnership with DG, Shaw reviewed and negotiated the contract with the help from her attorney. According to the contract, Shaw receives royalties that depend on the sales of PS and also there is a milestone payment if certain goals are met. All payments have been communicated and paid on time in accordance with the agreement. DG also advised Veronica that PS royalties should not be her only source of income as they can fluctuate and she should have a regular job to make sure that she has financial stability. At the time DG did not know if any sales will be generated from PS. In the fall of 2022 Shaw was struggling financially. DG wanted to be helpful and over the course of several months provided Shaw with multiple cash advances that total more than $40,000 without charging Shaw interest or fees. These advances were supposed to be offset by the future royalties that Shaw was going to earn. In March 2023, Shaw communicated that she had spent the entirety of her previous advances and that she needed another advance to feed her children and to avoid being evicted. DG sent her two advances that total $5,000, but again encouraged her to continue working her other job and pursue her private chef career as she had been doing prior to partnering to commercially produce Pink Sauce. Shaw wanted to know more about activities related to PS at DG. In the beginning of 2022, the DG team set up a weekly standing meeting to discuss brand strategy to support and collaborate with Shaw. Shaw attended only a couple of these meetings and has not been in attendance since. February 2023, Veronica requested over $10,000 in marketing expenses to throw herself a birthday party, and also provided a request for DG to pay for her dress that cost more than $800 and shoes which cost over $600 that would potentially be used in a TikTok video. DG suggested a smaller budget and because Dave’s Gourmet would not approve these expenses Shaw refused to collaborate or contribute to marketing efforts alongside Dave’s Gourmet moving forward. February 2023, Shaw attempted to submit business expense reports for personal expenses, like buying 4 pairs of sneakers or expensing her grocery bills. DG informed her that such activities are fraudulent and asked a lot of questions related to receipts submitted. Shaw did not respond to any of those questions. May 2023, due to the large advances on Shaw’s royalty payment, the balance of Q1 royalties owed to Shaw came to $666.86. DG decided to hold off on deducting $10,000 in advances from the royalties due until a later period so that Shaw has more funds to cover her needs at that time and instead paid Shaw $10,666.68. This balance and all payments processed have been outlined and communicated to Veronica consistently. DG deducted the above-mentioned advances of $10,000 at the second quarter royalty payment. June 2023, Shaw submitted an expense report to DG that included request for payment for her time dedicated to making social media content. Such request was outside of the terms of the agreement. DG asked for clarifications related to the various expenses listed by Shaw, but backups, receipts and explanations were not provided. DG reminded Shaw that business expenses need to be pre-approved by DG. Dave’s Gourmet has kept this timeline of information private leading up until Veronica took to social media with defamatory statements regarding the integrity of our business which has put us in an unfortunate position to share details that would have otherwise remained private. In total Veronica Shaw has received over $120,000 in payments from her partnership with Dave’s Gourmet and Pink Sauce since August of 2022 to date. She had certain obligations in the contract related to social media activities that she has violated multiple times, but DG chose not to enforce them not to create a strained relationship. After Shaw went to social media to create the illusion that she is not being compensated properly, DG communicated to both Shaw and her attorney that DG will cover the costs of Shaw’s legal counsel to go through the provisions of the agreement and the payments to explain that the payments were correct, and DG is following the agreement. This proposal was rejected by Shaw.