Business Corn Agreement

BUSINESS CORN AGREEMENT

Parties and Effect

This Business Corn Agreement (the Agreement) is entered into effective as of by and between the Seller and the Buyer identified above.

Recitals

WHEREAS, Seller cultivates, harvests and supplies field corn and desires to sell corn in accordance with the terms of this Agreement; and

WHEREAS, Buyer purchases corn for commercial resale, processing or feed and desires to purchase corn from Seller under the terms set forth herein; and

WHEREAS, the parties desire to set forth their mutual rights and obligations regarding quantity, quality, delivery and payment for corn to be supplied during the Term below.

Scope of Work

Seller shall supply and Buyer shall purchase corn in accordance with the specifications, quantities and delivery schedule set forth below. Seller shall perform harvesting, post-harvest handling and initial storage as necessary to meet the quality standards described in this Agreement.

Quantity and Quality

Contract quantity: . Quality shall conform to the specifications in the Scope of Work. Seller warrants that corn delivered will be free from prohibited contaminants and will meet industry standard moisture content unless otherwise agreed in writing.

Payment Terms

Price per bushel: $. Buyer shall pay in accordance with the schedule below.

Deposit or advance payment (if any): $ due within days of invoice.

Late payment: any undisputed amount not paid when due shall accrue interest at per month (or the maximum rate permitted by law, whichever is lower), and Buyer shall reimburse Seller for reasonable collection costs.

Delivery and Risk of Loss

Delivery terms: . Risk of loss passes as specified by the delivery term. Title transfers upon full payment unless otherwise agreed in writing.

Term and Termination

This Agreement commences on and continues until (the Term), unless earlier terminated pursuant to this section.

Either party may terminate this Agreement for convenience upon days' prior written notice. Either party may terminate immediately for material breach if the breaching party fails to cure within thirty (30) days after written notice of breach, or immediately upon insolvency or attachment of substantially all assets.

Confidentiality

Each party shall hold in confidence all proprietary business information disclosed by the other party in connection with this Agreement, including commercial terms, pricing, formulas, customer lists and harvest data (Confidential Information). Confidential Information shall not include information that (i) is or becomes generally known through no fault of the receiving party, (ii) was lawfully known to the receiving party prior to disclosure, or (iii) is rightfully obtained from a third party without restriction.

The obligations of confidentiality shall survive termination of this Agreement for a period of years, except as otherwise required by law or judicial process.

Representations and Warranties

Each party represents that it has full power and authority to enter into this Agreement and to perform its obligations. Seller warrants that corn delivered shall conform to the agreed specifications and that, to Seller's knowledge, the corn is not subject to any lien or encumbrance that would impair Buyer's use or transfer.

Indemnity and Limitation of Liability

Each party shall indemnify and hold harmless the other party from third-party claims arising from the indemnifying party's negligence or willful misconduct in performing its obligations hereunder. Except for claims arising from gross negligence, willful misconduct or indemnity obligations, neither party shall be liable for consequential, incidental, special or punitive damages.

Force Majeure

Neither party shall be liable for delay or failure to perform due to causes beyond its reasonable control, including acts of God, severe weather, pest infestation, epidemics, government actions, labor disputes or transportation disruptions (Force Majeure). The affected party shall notify the other promptly and use commercially reasonable efforts to mitigate the effect.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflict of laws principles.

Entire Agreement; Amendments

This Agreement, including all exhibits and attachments incorporated herein, constitutes the entire agreement between the parties concerning its subject matter and supersedes all prior negotiations and agreements. Any amendment or waiver must be in writing and signed by authorized representatives of both parties.

Notices

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses set forth above or to such other address as either party designates in writing. Notices are effective upon personal delivery, receipt by certified mail, or confirmed electronic transmission.

Execution

The parties may execute this Agreement in counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. Signatures delivered electronically or by facsimile shall be valid and binding.

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