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                                                                    EXHIBIT 10.3

 

                             U.S. PREMIUM BEEF, LTD.

 

                                UNIFORM DELIVERY

                             AND MARKETING AGREEMENT

 

                                     ODD SLOTS

 

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                                                                    Exhibit 10.3

 

 

U.S. PREMIUM BEEF, LTD. ODD SLOTS DELIVERY AGREEMENT

                                                 FOR PROCESSING AT NATIONAL BEEF

 

 

MEMBER NO.______

 

                             U.S. PREMIUM BEEF, LTD.

                                 P.O. BOX 20103

                              KANSAS CITY, MO 64195

                    PHONE: (866) 877-2525 FAX: (816) 713-8810

 

                     UNIFORM DELIVERY AND MARKETING AGREEMENT

                           FOR CATTLE DELIVERY TO USPB

              FOR PROCESSING AT NATIONAL BEEF PACKING COMPANY, LLC.

 

                                   "ODD SLOTS"

 

         THIS AGREEMENT, effective as of December 1, 1997, is between U.S.

Premium Beef, Ltd. (a Kansas cooperative association, referred to as the

"Cooperative"), and the undersigned contracting producer (referred to as

"Producer") who is a member of the Cooperative. The Cooperative desires to

protect its interests by ensuring that it will have access to an adequate supply

of cattle for its cattle processing project; and the Producer desires to supply

cattle to the Cooperative. Delivery of cattle to U.S. Premium Beef, Ltd. is not

due until delivery schedules are provided to the Producer by the Cooperative.

The Cooperative and the Producer agree that the Producer must own, control, or

associate with others so that beneficial changes can be made in cattle breeding

and production to meet processing and beef consumer preference demands. Subject

to the terms, conditions, and obligations of the Cooperative and Producer in

this Agreement, similar obligations of other cattle producers contracting with

the Cooperative, and in accordance with the Articles of Incorporation and Bylaws

of the Cooperative, the Producer and the Cooperative agree as follows:

 

         1. COMMITMENT TO SUPPLY CATTLE TO THE COOPERATIVE. The Producer agrees

to deliver and supply to the Cooperative and the Cooperative agrees to buy and

receive one head of cattle from the Producer for each share of common stock

owned by the Producer (subject to assignment as provided below and as provided

in Paragraph 15) each year during the term of this Agreement, except that the

Board of Directors may reduce this amount by giving advance written notice if

the Board determines in its sole discretion that the actual processing capacity

will be a lesser amount. The Board of Directors may, by resolution, allow a

small deviation from the above delivery requirement to allow for production

variances. The Board of Directors may approve the assignment of delivery rights

under this Agreement to another member or associate member of the Cooperative,

however, the Producer remains liable for any underdeliveries. The Cooperative

shall attempt to limit odd slot delivery agreements to allow all cattle

committed to delivery to be delivered. However, if there are more cattle

committed than available slots the Cooperative will accept slot commitments on a

first-come, first-served basis or utilize a selection method described in

Paragraph 2. The Cooperative and Producer

 

 

 

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U.S. PREMIUM BEEF, LTD. ODD SLOTS DELIVERY AGREEMENT

                                                 FOR PROCESSING AT NATIONAL BEEF

 

 

agree that this Uniform Delivery and Marketing Agreement is a cooperative

marketing agreement subject to Kansas Statutes, Section 17-1616.

 

         2. DELIVERY OF CATTLE. The Cooperative will attempt to accommodate the

Producer's preference for delivery as indicated in Paragraph 1. However, for

delivery slots that are overfilled, the Cooperative intends to use a selection

procedure that may include closing certain delivery slots or incentives to fill

underfilled delivery. If the Producer selects an overfilled slot, the Producer

may select an underfilled slot or participate in a selection procedure with

other Producers to determine how the odd slots will be filled. A uniform

delivery schedule shall be prepared by the Cooperative and given to the Producer

with the actual delivery period(s). The Producer agrees to supply the cattle in

accordance with the delivery schedule and agrees the risk of loss for the cattle

shall remain with the Producer until the cattle are delivered to the Cooperative

at a location designated by the Cooperative.

 

         3. APPOINTMENT OF COOPERATIVE AS PURCHASING AGENT. The Producer

appoints and designates the Cooperative to act as his or her sole agent in the

sale


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