Slaughter Services Contract

SLAUGHTER SERVICES CONTRACT

This Slaughter Services Contract ("Contract") is entered into by and between:

WHEREAS

WHEREAS, Service Provider operates a licensed slaughterhouse facility and offers humane slaughter, dressing, and basic processing services in compliance with applicable laws and industry standards; and

WHEREAS, Client desires to engage Service Provider to receive, slaughter, process, and deliver carcasses and/or meat products for animals owned by Client, under the terms and conditions set forth in this Contract; and

WHEREAS, the parties desire to set forth their respective rights and obligations with respect to the slaughter, inspection, processing, and disposition of animals and resulting products.

SCOPE OF WORK

Service Provider shall perform slaughter services on behalf of Client at the following facility:

Processing options (select all that apply):

PAYMENT TERMS

Client shall pay Service Provider for services performed as follows:

Payment schedule: Client shall pay the deposit prior to slaughter. Remaining balance shall be paid upon collection or delivery of meat products, unless otherwise agreed in writing by the parties.

Late payment: Any unpaid balance not paid when due shall accrue interest at the rate of or the maximum permitted by law, plus any costs of collection, including reasonable attorneys' fees.

TERM AND TERMINATION

This Contract commences on and continues until unless earlier terminated as provided herein.

Either party may terminate this Contract for convenience upon providing days' prior written notice. Either party may terminate immediately for material breach that remains uncured for a period of ten (10) days after written notice of breach.

INSURANCE, INDEMNITY AND RISK

Service Provider shall maintain commercial general liability insurance and workers' compensation coverage as required by law. Client shall maintain insurance covering livestock until ownership transfers as described below. Certificates of insurance shall be made available upon request.

Indemnity: Client shall indemnify, defend and hold harmless Service Provider, its officers, employees and agents from and against any claims, liabilities, losses, damages, costs and expenses (including reasonable attorneys' fees) arising out of Client's breach of this Contract, animal disease, misrepresentation of animal condition or title, or Client-supplied materials, except to the extent caused by Service Provider's gross negligence or willful misconduct.

Risk of loss and title: Title to animals remains with Client until final acceptance of processed product at the time of pickup or delivery and payment in full. Any loss or damage to animals or carcasses while in the custody of Service Provider shall be handled in accordance with applicable law and industry practice; Service Provider's liability for loss or damage shall be limited to the carcass or salvage value of the animal unless otherwise agreed in writing.

HEALTH, INSPECTION, AND CONDEMNATION

Client represents and warrants that animals delivered are free from contagious disease to the best of Client's knowledge. Service Provider reserves the right to refuse, hold, or condemn animals that appear diseased, intoxicated, or unfit for slaughter. Condemnation or disposal of carcasses shall be performed in accordance with applicable law and Service Provider's policies. Client shall be responsible for costs associated with condemnation, rendering, disposal, or additional inspection fees.

WASTE, HIDES AND BYPRODUCTS

Disposal: Service Provider will handle waste, offal, and hides in accordance with standard industry practices. Fees for rendering, hide handling, or special disposal shall be charged to Client unless otherwise specified. Unless otherwise agreed, hides and certain byproducts remain the property of Service Provider once separated from the carcass.

CONFIDENTIALITY

Each party agrees to hold in confidence all proprietary and non-public information received from the other party in connection with the performance of this Contract, including pricing, customer lists, recipes, processes, and business operations. Confidential information excludes information that is (a) publicly available through no fault of the receiving party, (b) rightfully received from a third party without breach of an obligation of confidentiality, or (c) independently developed without use of the disclosing party's confidential information. Confidentiality obligations survive termination of this Contract for a period of three (3) years.

COMPLIANCE WITH LAW; HUMANE HANDLING

Service Provider will perform services in compliance with all applicable federal, state, and local laws and regulations governing slaughter, food safety, sanitation, and humane handling. Client shall comply with all laws and shall not deliver animals that have been treated with prohibited substances or that otherwise fail to meet lawful standards for processing.

GOVERNING LAW

This Contract shall be governed by and construed in accordance with the laws of the State of without regard to its conflicts of law principles.

ENTIRE AGREEMENT

This Contract, including any attachments or written amendments signed by both parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether written or oral. Any modification or waiver must be in writing and signed by both parties.

MISCELLANEOUS PROVISIONS

Assignment: Neither party may assign this Contract without the prior written consent of the other, except that Service Provider may assign receivables. If any provision of this Contract is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

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