Fill and Sign the Agreement Cattle Form

Agreement to Sell and Purchase Cattle Agreement made on the ____ day of __________________________________, 20____, between _____________________________________________________ (Name of Buyer) of ____________________________________________________________________________________________________________________________________________________________ __________________________________ (street address, city, county, state, zip code), referred to herein as Buyer, and __________________________________________________ (Name of Seller), a corporation organized and existing under the laws of the state of ____________________________________, with its principal office located at ____________________________________________________________________________________________________________________________________________________________ ________________________________ (street address, city, county, state, zip code), referred to herein as Seller. 1. Cattle to be Purchased For and in consideration of ___________________________________ (dollar amount), the receipt of which is acknowledged by Seller, and payment of the sum described in Section 10 of this Agreement, Seller agrees to sell and will deliver to Buyer, and Buyer will purchase and accept the following-described cattle, under the following terms and conditions: Number of head to be purchased: (number) ____________________.Brand: (describe brand) ____________________________________________________ _______________________________________________________________________.Breeding: (describe breeding) _______________________________________________ ________________________________________________________________________ _______________________________________________________________________.Condition: Subject to the provisions of Section 5 below, (describe condition) ________ ________________________________________________________________________ _______________________________________________________________________.Stock: (describe stock) _____________________________________________________ _______________________________________________________________________.Shrinkage: (describe shrinkage) _____________________________________________ _______________________________________________________________________.Total Price: (dollar amount) _____________________________.2. DeliveryA.Delivery of the cattle subject to this Agreement is to be F.O.B. cattle cars or other carrier at _________________________________________________________ ______________________________________________________________ (address of stockyards), subject to Buyer's ability to bill and ship through to Buyer's destination at ______________________________________________________________________________________________________________________________________ (address of destination), on or before _______________________________________ (date), subject to the provisions of Section 3 of this Agreement. B. All charges before loading the cattle on cattle cars or other carrier are to be paid by Seller. 3.Alternative DeliveryA. If shipment in the manner specified in Section 2 of this Agreement becomes impossible or commercially impractical, Seller shall ship the cattle to Buyer at the location specified in Section 2, above by (describe manner of substituted delivery) ________________________________________________________________________ _______________________________________________________________________. B. Any and all additional expenses incurred by reason of such substituted delivery shall be paid by ______________________________________________ (name). 4. Cattle to Conform to Those Exhibited Seller covenants that the cattle when delivered shall conform to the cattle that were exhibited to Buyer on _____________________________________________ (date), at ____________________________________________________________________________________________________________________________________________________________ (address of location) , by Seller or (Name of Seller’s representative), the sales representative of Seller. 5. Inspection for Disease Seller shall cause the cattle to pass federal, state, and all other necessary inspections for all diseases, brands, and marks at the expense of Seller _________________________________ ___________________________________________________________________________________________________________ (e.g., before loading at the above time and place). No sick, crippled, off-colored cattle, or any other cattle failing to pass the above inspections, are to be counted or loaded at such time and place. 6.Inspection by BuyerA.Buyer shall have the right to examine the cattle on their arrival as specified above. Within ___________ (number) business days after such arrival, Buyer must give notice to Seller by ______________________________________ (e.g., telefax, e-mail, express mail) of any claim for damages on account of the condition, quality, or grade of the cattle, and must specify the basis of Buyer’s claim in detail. B. Buyer's failure to comply with these provisions shall constitute irrevocable acceptance of the cattle and bind Buyer to pay the contract price for the cattle. 7.Bases for Rejection For the purposes of determining whether Buyer has a reasonable basis for rejecting any of the cattle shipped pursuant to this Agreement, there shall be sufficient reason for rejection if the cattle have failed to pass any of the inspections specified in Section 5 of this Agreement. 8.Seller’s Warranties A.Seller warrants that the cattle shall be free from any and all liens and encumbrances, and further warrants that he will defend title to the cattle and indemnify Buyer from and against any and all loss or damage on account of such liens, encumbrances, or other defects in title.B. Seller further warrants that the cattle shall be in good merchantable condition prior to loading at the above-specified time and place. 9. Payment of Balance of Purchase The balance of the purchase price ($____________), after deduction of ($____________) paid pursuant to the provisions of Section 1 of this Agreement, shall be paid by Buyer to Seller when the cattle are loaded on the cars as specified above. 10. Weighing A. The cattle shall be weighed on the day of loading on Buyer's cattle cars or other carrier on certified scales prior to loading.B. The cattle shall be taken off feed and water at daylight on the date of weighing, and kept off feed and water until after they have been weighed. C.The costs of such weighing shall be borne by _______________________________________________ (name).11.Transfer of Title; Indemnification of Buyer Title to the cattle that are the subject of this Agreement shall remain in Seller until after the weighing and loading on Buyer's cattle cars or other carrier of the cattle as set forth above. Until the cattle are so loaded, Seller will indemnify Buyer from and against any and all actions or claims arising out of the terms of this Agreement or the shipping of cattle pursuant to this Agreement and from and against any and all damages or injuries arising from such matters. 12.Risk of Loss The risk of loss from any casualty to the cattle regardless of the cause of such casualty shall be on Seller until the cattle have been accepted by Buyer as specified in this Agreement. 13.Breach of Contract If any of the terms, conditions, warranties, or representations with regard to the cattle on the part of Seller are violated, then, upon discovery of such violation, Buyer may summarily annul or avoid the transaction set forth in this Agreement and shall recover all sums of money previously deposited by him with Seller either as deposit or full payment of the livestock. 14.Notice of Revocation of Acceptance The revocation of acceptance by Buyer of cattle delivered under and pursuant to this Agreement shall not be effective unless made and notice of such revocation of acceptance is given to Seller within ____________ (number) days after Buyer has discovered the defects or ___________ (number) days after acceptance by Buyer, whichever shall occur first. 15.No Waiver The failure of either party to this Agreement to insist upon the performance of any of the terms and conditions of this Agreement, or the waiver of any breach of any of the terms and conditions of this Agreement, shall not be construed as subsequently waiving any such terms and conditions, but the same shall continue and remain in full force and effect as if no such forbearance or waiver had occurred. 16. Governing Law This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of ______________________________________. 17. Notices Any notice provided for or concerning this Agreement shall be in writing and shall be deemed sufficiently given when sent by certified or registered mail if sent to the respective address of each party as set forth at the beginning of this Agreement. 18.Attorney’s Fees In the event that any lawsuit is filed in relation to this Agreement, the unsuccessful party in the action shall pay to the successful party, in addition to all the sums that either party may be called on to pay, a reasonable sum for the successful party's attorney fees. 19. Mandatory Arbitration Any dispute under this Agreement shall be required to be resolved by binding arbitration of the parties hereto. If the parties cannot agree on an arbitrator, each party shall select one arbitrator and both arbitrators shall then select a third. The third arbitrator so selected shall arbitrate said dispute. The arbitration shall be governed by the rules of the American Arbitration Association then in force and effect. 20.Entire Agreement This Agreement shall constitute the entire agreement between the parties and any prior understanding or representation of any kind preceding the date of this Agreement shall not be binding upon either party except to the extent incorporated in this Agreement. 21.Modification of Agreement Any modification of this Agreement or additional obligation assumed by either party in connection with this Agreement shall be binding only if placed in writing and signed by each party or an authorized representative of each party. 22.Assignment of Rights The rights of each party under this Agreement are personal to that party and may not be assigned or transferred to any other person, firm, corporation, or other entity without the prior, express, and written consent of the other party. 23. Counterparts This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute but one and the same instrument. WITNESS our signatures as of the day and date first above stated. __________________________________________(Name of Seller) ___________________________________ __________________________________________(Name of Buyer) __________________________________________(Name of Officer and Office in Corporation)STATE OF _____________________________________ COUNTY OF __________________________ Personally appeared before me, the undersigned authority in and for the said county and state, on this ____ day of ________________________________________, 20____, within my jurisdiction, the within named, _____________________________________________________ (Name of Buyer), who acknowledged that he executed the above and fore going instrument. ____________________________________ NOTARY PUBLIC My Commission expires:______________________ STATE OF _____________________________________________COUNTY OF ___________________________________ Personally appeared before me, the undersigned authority in and for the said county and state, on this ____ day of ____________________________________________, 20____, within my jurisdiction, the within named ____________________________________________ (Name of Officer), who acknowledged that he is ______________________________________ (Name of Office) of _____________________________________________________________ (Name of Corporation), a __________________________________________________ (name of state) corporation, and that for and on behalf of the said corporation, and as its act and deed he executed the above and foregoing instrument, after first having been duly authorized by said corporation so to do. ____________________________________ NOTARY PUBLIC My Commission expires:______________________ Note: Form of Acknowledgment may vary by state.