Organics Supply and Service Agreement

This Organics Supply and Service Agreement ("Agreement") is made and entered into as of September [____], 2013 (the “Effective Date”) by and between [COMPANY], a Florida limited liability company (“Harvest”) and [COMPANY] a [______] corporation (the “Customer”) as outlined below:

Capitalized terms not otherwise defined in the body of this Agreement shall have the meanings given to them in Schedule A attached hereto.

The Customer retains Harvest to provide the Services set forth in Schedule A for the Organic By-Products listed in Schedule A generated from the Customer’s Facility, all subject to the terms and conditions hereof. The Service Provider agrees to provide the Services in accordance with the receiving location and hours of operation outlined in Schedule A.

In consideration for the Services, the Customer shall pay Harvest the Service Fees set forth in Schedule A. In addition to the Service Fees, the Customer shall pay all applicable sales, use, excise, value added, services, consumption and other taxes applicable to any and/or specified in each invoice from Harvest to the Customer. Harvest shall have the right to adjust the Service Fees annually from the Effective Date of this Agreement for inflation in an amount not to exceed [3]% of the Service Fees from the prior year.

Harvest shall invoice the Customer on a monthly basis for the Services provided to the Customer for the previous month. The Customer shall pay all invoices within thirty (30) days of the invoice date. The Customer shall pay a late fee of 1% per month on all invoices which the Customer has not paid within thirty (30) days.

Any products manufactured or produced from the Organic By-Products together with any commercial value shall be solely owned by Harvest.

This Agreement shall commence on the date hereof, and delivery of the Services shall commence on a date mutually agreed upon by Harvest and the Customer which shall be no later than January 1, 2014 (the “Final Commencement Date”); provided that Harvest shall provide fourteen (14) days written notice to the Customer that Harvest’s facility is functional to receive the Organic By-Products and perform the Services provided further that Harvest shall have the right to extend the Final Commencement Date until February 1, 2014 upon thirty (30) days written notice to the Customer. After the Initial Term set out in Schedule A, this Agreement shall be automatically renewed for additional terms of one year (the “Extended Term” and together with the Initial Term, the “Term”) on the same conditions, including this right of renewal, unless written notice is given by either party to the other not less than 90 days prior to the expiration date of the Initial Term or Extended Term as the case may be.