BOVINE AGISTMENT AGREEMENT
THIS AGREEMENT between Sowing Sovereignty Farm & Ranch (“Agister”) and (“Owner”) is a boarding contract.
RECITALS
Agister possesses dairy facilities at 165 Wyatt Ranch Road East, Bandera, TX 78003 (the “Dairy Facilities”), for the holding, care, handling, and milking of dairy cows. Owner wishes to board the cow(s) constituting his/her undivided interest in the herd of dairy cows (the “Herd”) at the Dairy Facilities. Agister has agreed to provide care, boarding, feed, veterinarian care for the Herd at the Dairy Facilities. At the point in time in which a owner/member receives farm product from the (Agister) livestock, including but not limited to milk, or milk products (i.e. cheese, butter, yogurt, etc.) or beef, then such member shall remit to the (Agister) an allocated share of the Agister’s cost incurred by the Agister.
The owner understands and confirms that said fee is to reimburse and/or recompense agister for fees incurred for the aforementioned care of the herd. The parties agree as follows:
1. Definitions. In addition to other terms defined in this Agreement, for purposes of this Agreement, the words:
A. “Agister” shall mean Sowing Sovereignty Farm & Ranch.
B. “Agistment” shall mean pasturing, feeding, maintaining, caring for, and milking the Herd at the Dairy Facilities, and making available the Herd’s milk production for the Herd Owners.
C. “Herd” shall mean the dairy cows referred to above, augmented annually by any increases (male or female) and replacements, and diminished annually by any decreases.
D. “Herd Agreements” shall mean, collectively, this Agreement and all other similar agreements signed by all other Owners of the Herd.
E. “Owner” shall mean a person who possesses an undivided interest in the Herd.
F. “Herd Owners” shall mean, collectively, all of the Owners of undivided interests in the Herd.
G. “Percentage Interest” shall mean the undivided percentage interest of Owner (or another person) in the Herd determined by dividing the total number of the Owner’s (or other person’s) shares in the Herd by the total number of shares authorized to be sold in the Herd.
2. Share(s) of the Herd.
A. As evidenced by the document attached hereto and titled Bovine Bill of Sale, Owner has purchased one share in the Herd at twenty dollars ($20.00) per full share.
B. Owner expressly disclaims any ownership rights to any calves that may be born into the Herd from time to time or meat that may be harvested. Owner acknowledges that calves may or may not become a part of the Herd at the Agister’s discretion and, if the Agister sells the calves, Owner expressly disclaims any interest in the proceeds from that sale.
C. The Cost Share Allocation shall be reset periodically at the discretion of the Agister to account for changes in the Agister’s direct and indirect cost incurred. The Agister shall develop a calculation formula on a rolling adjusted average basis to provide a consistent method for determining the daily Cost Share without volatile adjustments. The Cost Share Allocation shall endeavor to account for all direct and indirect costs incurred by the Agister
D. The Cost Share Allocation shall be available for members review and posted on the Agister’s website and in print at the PMA office or distribution locations.
3. Duties of Agister. Agister’s duties under this Agreement shall include:
A. Boarding the Herd at the Dairy Facilities, and maintaining and caring for the Herd in accordance with the herd health protocols attached to this Agreement (Exhibit A);
B. Managing the Herd for the Herd Owners and acquiring and disposing of cows as needed to maintain the health and production of the Herd;
C. Paying all expenses to maintain and care for the Herd as required above, except that Owner shall pay pro rata on a per share basis extraordinary veterinary expenses, which include, but are not limited to, all tests conducted in accordance with Exhibit A; and
D. Providing appropriate reports to apprise Owner of the condition, health, and performance of the Herd.
4. Prohibited Sales of Milk/Indemnification. Agister and Owner acknowledge that certain sales of raw milk are prohibited by the State of Texas. Under no circumstances shall either Agister or Owner transfer the ownership or possession of any raw milk produced by the Herd in any transaction that would constitute a sale of milk in violation of the statutes of the State of Texas and/or the rules of any state agency. Agister and Owner each agrees to indemnify and hold the other harmless for any liability, loss, damage, expense or penalties incurred by the other because of a breach of the provisions of this Paragraph by the indemnifying party. Agister and Owner also understand that herd share agreements such as this one are recognized by the State of Texas under Chapter 217 of Title 25, Texas Administrative Code.
5. Ownership.
A. Owner agrees that ownership in the Herd does not entitle Owner to any rights in real or personal property owned by the Agister or Farm.
B. Owner and Owner’s immediate family may visit the Dairy Facilities where the Herd is boarded by prior appointment only and agrees that s/he may only visit the Dairy Facilities under the supervision, and with the express permission of the Agister.
6. Owner’s Assumption of Risk and Waiver of Claims.
A. Owner understands and acknowledges that raw milk may contain harmful pathogens and that its consumption is not recommended by the Centers for Disease Control (CDC), the Food and Drug Administration (FDA), and the Texas Department of State Health Services. Owner agrees to educate Owner’s family members and guests about the risks of consuming or improperly storing raw milk and releases Agister from any responsibility for the education of Owner’s family members or guests.
B. Owner acknowledges that there may be risks of harm when entering Agister’s premises, including but not limited to visiting and/or interacting with the Herd and other farm animals.
C. By signing this Agreement, Owner hereby knowingly and voluntarily assumes the risk of any and all such harm and also hereby waives any and all right to make, file, or pursue any claims, demands, suits, actions, causes of action, damages, etc. against the other Herd Owners, Agister or any of Agister’s agents, employees, representatives, principals, lessors, lessees, vendors, contractors, subcontractors, etc. that may arise out of, or in any way relate, to any injury, illness, death, loss or damage: (1) caused to the Owner, in whole or in part, by (a) the handling or consumption of raw milk produced by the Herd; or (b) visiting or entering upon Agister’s premises or any premises where the Herd is located; or (2) to the Herd caused, in whole or in part, by the care and/or boarding of the Herd by Agister.
7. Indemnification. Owner shall indemnify, defend, and hold harmless Agister and Agister’s agents, employees, representatives, principals, lessors, lessees, vendors, contractors, subcontractors and all other Herd Owners against any and all demands, claims, liabilities, suits, actions, causes of action, etc. for any injury, illness, death, loss, costs, or damage that arises out of or relates in any way to (1) any handling, consumption, or use of any milk produced by the Herd after it has been retrieved or otherwise obtained by Owner, (2) the visit of any person that Owner brings to or causes to visit Agister’s premises or any premises where the Herd is located, and/or (3) any failure on the part of Owner to comply with the terms of this Agreement or with any rules, procedures, directions, orders, etc. of Agister that are authorized or permitted by this Agreement.
8. Claims. Should either Agister or Owner seek to assert any claim against the other for any reason in connection with their duties and responsibilities in this Agreement, other than a claim of nonpayment under Section 7, the nature of the claim shall be made in writing and served on the other party within one hundred eighty (180) calendar days of learning of the circumstances giving rise to the claim. Otherwise, such claim shall be waived.
9. Arbitration of Disputes. All disputes, claims, and questions regarding the parties’ rights and obligations under this Agreement (other than a claim of nonpayment under Section 7) are subject to arbitration. A written demand for arbitration may be served by either party on the other within one hundred eighty (180) calendar days after the dispute first arises, including any demand for arbitration served in compliance with a written claim made pursuant to Section 11. The parties shall agree on an arbitrator in accordance with the rules of the American Arbitration Association, and each party shall pay its own arbitration costs, except the costs of the arbitrators shall be shared equally.
10. Termination. A. This Agreement may be terminated by either party upon written notice. Such notice shall be given not less than thirty (30) calendar days prior to the date of termination unless caused by catastrophic loss of Herd animals or due to acts of God, and in such case, notice shall be as soon as practicable. Notice shall be given in writing to the address of each party provided in this Agreement and shall expressly state the date that termination is effective. B. Upon termination of this Agreement by Agister, Agister will purchase Owner’s shares at the price originally paid, less five dollars ($5.00) for any jars Agister initially provided without charge that are not returned by Owner.
11. First Right of Refusal. Upon written notice of termination of this Agreement by Owner, Agister has the first right of refusal to purchase Owner’s shares at the price that Owner initially paid Agister for such shares, such option to expire if not exercised by Agister within ten (10) days of the date that notice of termination of this Agreement is provided by Owner. Agister’s failure or decision not to exercise this option shall not constitute a waiver of Agister’s rights to exercise the same option in other Herd Agreements or Herd Transfer Agreements.
12. Force Majeure. Neither Agister nor Owner shall be responsible for any delay or failure of his/her performance under this Agreement if caused by any matter beyond the control of that party, including, but not limited to: government regulations, public emergency, public health emergency or necessity, herd diseases that result in quarantines or depopulation, legal restrictions, labor disputes and actions related thereto, riot, war, or insurrection, and windstorms, rainstorms, ice storms, snowstorms, floods or any other acts of God.
13. Miscellaneous.
A. Construction. When necessary for proper construction, the masculine of any word used in this Agreement shall include the feminine and gender neutral; the singular, the plural; and vice versa.
B. Governing Law. This Agreement is being executed, delivered, and shall be construed in accordance with and governed by the laws of the State of Texas.
C. Severability. If any provision(s) of this Agreement is invalid, such invalidity shall not impair the operation of or affect those portions of this Agreement which are valid.
D. Waiver. No express or implied assent or waiver to a breach of any one or more of the provisions above shall constitute a waiver of any succeeding breach.
E. Assignment. This Agreement and each of its provisions shall insure to the benefit of and be binding upon the parties, their successors and permitted assigns.
Farm Operating Standards and Herd Health Protocols Agister hereby agrees to operate Sowing Sovereignty Farm & Ranch, located at 165 Wyatt Ranch Road East, Bandera, TX 78003 (the “Farm”), under the standards below, which are subject to change:
1. Dairy animals shall be kept clean and milked in clean stables/parlors where rodents, flies, and manure shall be controlled; and the Farm shall not be littered with dead livestock or have persistent standing water or mud near milking areas. Milk shall never be produced for consumption from any dairy animals with any apparent illness or from any animal treated with antibiotics or other drugs that require a withdrawal period. Said milk shall be discarded during the withdrawal period specified by the drug’s manufacturer and, if antibiotics were used, milk shall be tested and found to be antibiotic-free before returning to milk line.
2. Milk shall be packaged in glass containers supplied by and paid for by Agister, subject to a replacement fee to be paid by Owner, as provided for in section 4 of this Agreement.
3. Dairy animals shall be fed a predominantly pasture- and/or hay- or forage-based diet depending on climate conditions.
4. The Farm shall, upon request, advise Herd Owner concerning the appropriate care of the animals and the handling of milk produced by animals boarded at the Farm.
5. If provisions herein are not met, it shall not constitute a breach of contract. These are aspirations. For Agister
IN WITNESS WHEREOF, the parties have executed this Agreement on the dates shown below to be effective.
Agister: Sovereignty Ranch 165 Wyatt Ranch Road East, Bandera, TX 78003 - howdy@sovereigntryranch
(818) 939-7248
