SGT EQUESTRIAN LLC

NEW HORIZONS FARM LLC

BOARDING AGREEMENT

WARNING

UNDER KENTUCKY LAW, A FARM ANIMAL ACTIVITY SPONSOR, FARM ANIMAL PROFESSIONAL, OR OTHER PERSON DOES NOT HAVE THE DUTY TO ELIMINATE ALL RISKS OF INJURY OF PARTICIPATION IN FARM ANIMAL ACTIVITIES. THERE ARE INHERENT RISKS OF INJURY THAT YOU VOLUNTARILY ACCEPT IF YOU PARTICIPATE IN FARM ANIMAL ACTIVITIES

THIS AGREEMENT (“Agreement”), made and entered into as of

by (i) New Horizons Farm LLC, an Indiana limited liability company registered to business in Kentucky (“Farm”), on the one hand, and (ii)

(a “Boarder”).

WITNESSETH:

WHEREAS, Farm is the operator of a farm which has facilities for boarding horses, which facilities are located in Henderson County, Kentucky; and

WHEREAS, Boarder and Farm desire to board certain horse(s) identified on Exhibit A hereto (as amended from time to time), which are owned by the owners identified on such Exhibit A (each a “Horse” and collectively, the “Horses”), at Farm’s boarding facilities on the terms set forth herein;

NOW THEREFORE, for and in consideration of the recitals set forth above and the mutual covenants and agreements of the parties set forth in this Agreement, the receipt, adequacy, and sufficiency of all of which are hereby expressly acknowledged, the parties agree as follows:

1. Term. The term of this Agreement shall begin on

(“Commencement Date”) and continue until terminated in

accordance with the provisions of this Agreement.

2. Boarding Fee. Beginning on the Commencement Date and until terminated, Boarder covenants and agrees to pay Farm boarding fees as set forth on Exhibit B, which is made a part hereof, and which may be amended from time to time (the “Fees”). To the extent this Agreement sets forth Fees not listed in Exhibit B and to the extent Exhibit B lists fees not set forth in this Agreement, all fees are due and owing. If this Agreement and Exhibit B conflict, this Agreement controls. If the Commencement Date is any day other than the first (1^st) day of the calendar month, the Fees for the initial month shall be prorated on a per-day basis as determined by Farm based on the number of days remaining in such month. All Fees shall be billed in advance on a monthly basis through Farm’s designated billing service and shall be due upon receipt. If payment is not received by the fifth (5th) day of the billing period, a late fee of Ten Dollars ($10.00) per day shall accrue until payment is made in full. The Farm utilizes a third-party vendor for billing services, which accepts payments by business Venmo, cash, check, or credit/debit card. Boarder agrees that any processing fees, convenience fees, or surcharges incurred by Farm in connection with such payments may be passed through to Boarder. Such surcharge shall not exceed the actual surcharge incurred by Farm and shall be added to the total amount due at the time of payment. 

   
   

   As part of the Fees, Boarder is required to purchase four (4) thirty (30) minute lessons (“Lesson Package”). The cost of said Lesson Package is shown on Exhibit B and shall be billed and payable in accordance with this Agreement. The Lesson Package is mandatory and shall be charged regardless of whether Boarder uses all or any portion of the lessons provided during the applicable month. Unused lessons do not roll over, accrue, or entitle Boarder to any refund, credit, or reduction in Fees, unless otherwise agreed to in writing by Farm. Lessons must be scheduled in advance in accordance with Farm policies. Failure to provide at least twenty-four (24) hours’ notice of cancellation shall result in forfeiture of the scheduled lesson, unless such notice is waived at the sole discretion of Farm. All lessons are subject to trainer availability and Farm scheduling priorities. Unless otherwise determined by Farm in its sole discretion, the required Lesson Package shall not be prorated.

   
   

   All Fees and other amounts due hereunder shall be paid without offset, deduction, or recoupment for any reason.

   
   

3. Description of Horse(s). The Horses that are subject to this Agreement are set forth on Exhibit A, as amended from time to time. 

   
   

4. Services Provided. In consideration of the Fees, Farm shall provide industry standard care in boarding the Horse(s) that are being boarded by the Farm under this Agreement, including without limitation the provision of feed and reasonable facilities and provision of or obtaining of other reasonable routine, day-to-day services customarily afforded in the boarding of horses in the central Kentucky area. Industry standard care includes shared turnout. For any and all routine, day-to-day costs, items, or services not directly provided by the Farm but obtained from a third party, including but not limited to, veterinary, farrier, dentist, and any other specialized care or services, Farm shall bill Boarder for (or have third-parties bill Boarder for), and Boarder shall bear sole responsibility for and pay Farm or, as applicable, the third-party provider, for the actual cost of such day-to-day costs, items, or services, all of which shall be billed on a per-Horse basis. Notwithstanding anything in this Agreement to the contrary, Farm shall not have any duty to provide or pay for any items or services for any of the Horses of a type not routinely provided and paid for by a boarding farm in the central Kentucky area in connection with boarding horses. Farm reserves the right, in its sole discretion, to implement biosecurity measures, including but not limited to quarantine of any Horse(s), restriction of movement, or temporary closure of all or part of the facility, in the event of suspected or confirmed illness, exposure to contagious disease, or other health or safety concerns. Boarder agrees to comply with all measures and acknowledges that no reduction or refund of Fees shall be provided as a result of such actions. Boarder further agrees that any additional costs incurred by Farm in implementing such measures, including those attributable to other horses or facility-wide measures reasonably allocated to the Horse(s). 

   
   

   No instruction, training, or lessons by any third-party trainer or instructor shall be permitted on the premises without the prior express written consent of Farm, which may be granted or withheld in Farm’s sole discretion. 

   
   

   Boarder agrees to abide by all Farm rules, policies, and procedures, as may be established and modified by Farm from time to time. 

   
   

5. Boarder’s Representation and Warranties. Boarder represents and warrants that each Horse shall have current and up-to-date vaccinations in accordance with generally accepted equine health standards, and a valid negative Coggins test prior to arrival at Farm. Boarder further agrees to maintain such vaccinations and Coggins status current at all times during the term of this Agreement and to provide proof of same to Farm upon request. 

   
   

   To the extent Boarder does not own the Horse(s) to be boarded, Boarder hereby represent and warrant (a) that Boarder has provided advance notice to the Horse(s)’ owner that the Horse(s) is/are to be boarded at or by Farm subject to this Agreement and that such owner has consented to same; (b) Boarder(s) have the right and authority, on behalf of the Horses’ owners, to grant the liens and security interests set forth in paragraphs 11 and 12 of this Agreement and that the grant of such liens and security interests will not violate, conflict with, require consent under or result in any breach or default under the provisions of any agreement to which the Boarder or the Horse(s)’(s) owner is a party; and (c) that to Boarder’s reasonable knowledge, all the Horse(s) that have been or may be turned over to Farm for boarding under this Agreement, at the time so turned over to Farm, were or will be free from any infection and disease except as otherwise consented to in advance by Farm in writing.

   
   

   Boarder is strongly encouraged to maintain mortality, major medical, and/or equine liability insurance on each Horse and acknowledges that Farm does not provide any insurance coverage for the Horse(s). 

6. Release and Indemnification of Farm. Boarder, and each of its respective officers, directors, shareholders, partners, employees, agents, contractors, representatives, heirs, successors, and assigns, hereby release, waive, discharge and covenant not to sue, Farm, its officers, directors, shareholders, partners, employees, agents, contractors, representatives, heirs, successors and assigns for any and all loss or damage, including but not limited to attorneys’ fees and court costs, on account of injury and/or death or damage to the property of Boarder, the Horse(s), or the Horse(s)’ owners, if applicable, unless caused by the gross negligence (but not ordinary negligence) or illegal conduct of the Farm, including, without limitation, injuries or damages caused by other horses, boarders, invitees, or third parties on the premises. Unless caused by the gross negligence (but not ordinary negligence) or illegal conduct of the Farm, the Farm shall not be liable for and Boarder releases and indemnifies the Farm from any loss, including attorneys’ fees and court costs, from sickness, disease, estray, theft, injury, or death which may be suffered by any or all of the Horse(s) during the time that the Horse(s) are in custody of the Farm or in shipment to or from the custody of the Farm and Boarder hereby agrees to indemnify and hold harmless the Farm for any claims or causes of action, including attorneys’ fees, asserted by the Horse(s)’ owner in connection with the services provided by Farm under this Agreement. Boarder further agrees to indemnify, hold harmless, and defend Farm, its officers, directors, shareholders, partners, employees, agents, contractors, representatives, heirs, successors and assigns, against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, costs, or expenses of whatever kind, including attorneys' fees and court costs, arising out of any third-party claim alleging a breach or non-fulfillment of any of Boarder’s representations and warranties set forth in paragraph 5 of this Agreement. Boarder further acknowledges and voluntarily assumes all risks associated with equine activities, including but not limited to handling, riding, feeding, or otherwise being in the vicinity of horses, whether such risks are known or unknown. 

   
   

7. Emergency Treatment. In the event any or all of the Horse(s) are or become injured, ill, or have a health condition of such a nature that is not covered by paragraph 4 above, including if emergency action is required, (i) the Farm shall use reasonable efforts to attempt to notify Boarder (either by telephone, text, email or otherwise) as soon as reasonably practical, but shall have no obligation to notify the Horse(s) owner (if such owner is not Boarder); and (ii) unless otherwise instructed by Boarder, Farm is authorized to call a veterinarian and to take such other actions with respect to any injuries, illnesses, or health conditions, as, in its good faith discretion, it deems necessary or appropriate. Provided, however, that failure of Farm to comply with the notice requirement of the immediately preceding sentence shall not result in any requirement for Farm to pay or incur any damages, except Boarder shall be entitled to recover damages against Farm to the extent such damages are caused by the failure of Farm to comply with such notice requirement. Provided, further, subject only to Boarder’s right to make a claim against Farm that is expressly permitted by the immediately preceding sentence for a breach of the notice requirement in this paragraph 7, any and all actual expenses incurred in connection with any such injuries, illnesses, or health conditions of any or all of the Horse(s) shall be promptly paid by Boarder, either to the Farm or, at the Farm’s option, directly to any third-party provider.

   
   

8. Default. The following shall be events of default: (a) Boarder's failure to timely pay any sum required to be paid to the Farm or any third-party provider hereunder, or any part thereof, if said default shall continue for a period of five (5) days after such payment becomes subject to late fees under Paragraph 2; or (b) any default or breach on the part of Boarder in the performance or observance of any of the other covenants, agreements, or conditions of this Agreement on the part of Boarder to be kept and performed if such default or breach has not been fully cured within 10 days after written notice thereof to Boarder.

   
   

9. Remedies. Upon an event of default as set forth in subparagraph (a) or (b) of paragraph 8, Farm, at Farm’s sole option and discretion, may immediately: (a) terminate this Agreement; and/or (b) bring suit for the collection of such monies due with or without voiding this Agreement; and/or (c) subject to the provisions of paragraph 11, enforce and collect upon any lien or security interest held by Farm by virtue of providing the board and upkeep contemplated under this Agreement, without prejudice to any other rights Farm may have; and/or (d) recover (and Boarder shall promptly reimburse the Farm for) all of the Farm’s attorneys’ fees and costs of collection in connection with enforcing the remedies under this paragraph 9; (e) seek any combination or all of these and other remedies concurrently; and/or (f) suspend some or all non-essential services, including but not limited to lesson services, turnout preferences, or other discretionary services, until all outstanding amounts are paid in full. No remedy herein or otherwise conferred upon or reserved to the Farm shall be considered exclusive of any other remedy but the same shall be cumulative and shall be in addition to every other remedy given hereunder or now existing at law or in equity or by statute 

   
   

10. Termination. Either of the parties may terminate this Agreement at any time for any reason whatsoever upon the provision of thirty (30) days prior written notice to the other, in which case Boarder shall make payment of all undisputed amounts due to the Farm and, as applicable, all third-party providers, including but not limited to the Fees and other applicable amounts, and shall remove all of the Horse(s), at the election of Boarder, either (i) upon the expiration of said thirty (30) day period or (ii) before the expiration of said thirty (30) day period, upon the payment of such undisputed amounts, including any Fees owed up to the date of removal. Notwithstanding the foregoing, Farm retains the absolute right to terminate this Agreement and immediately remove any of the Horse(s) at any time if such Horse(s) behavior or disposition poses a threat to Farm’s personnel or other persons or horses present on the premises. 

    
    

    If Boarder fails to remove any Horse(s) upon termination, such Horse(s) shall be deemed abandoned, and Farm may exercise all rights available under law, including but not limited to sale or rehoming, without further notice, subject to applicable law. Boarder shall remain liable for all costs incurred by Farm in connection with the care, maintenance, sale, or rehoming of such Horse(s), including attorneys’ fees and costs. 

11. Lien. Boarder hereby expressly acknowledges the provisions of Kentucky law, including, without limitation, KRS 376.400 and 376.410, which authorizes Farm to assert any agricultural or other lien and retain possession of the Horse(s) in order to secure the payment of all outstanding sums due to the Farm for the board and keep of any Horse(s) and that in the event of default in the payment of such expenses, Farm shall be authorized under Kentucky law to withhold possession of the Horse(s) and to expose such Horse(s) to public sale for purposes of satisfying its statutory agricultural and/or other liens and recovering such sums as may be due to the Farm or any third-party for such services. Boarder further agrees that Farm may withhold possession of all the Horse(s) (regardless of whether or not Boarder is in default of its payment obligations with respect to such Horse(s)) until all payment obligations of Boarder hereunder, of whatsoever nature or kind, have been fully satisfied. 

12. Security Interest. 

    1. To secure any and all amounts owed by Boarder to Farm under the terms of this Agreement and any other amounts owed by Boarder to Farm, Boarder grants Farm a security interest in (a) the Horse(s) (including the foals of any Horse(s), whether in utero or after birth); (b) the registration certificates or papers for the Horse(s), including any foal and associated papers; and (c) the products and proceeds of the foregoing (collectively, the “Collateral”). Boarder appoints Farm as its agent and attorney-in-fact to execute and file financing statements, and any other agreements or documents as may be necessary to perfect Farm’s security interests in the Collateral. The security interest granted hereunder shall apply to, and may be enforced against, any Horse(s) to satisfy any amounts owed by Boarder to Farm, regardless of whether or not Boarder is in default of its payment obligations with respect to such Horse(s).

    2. If Boarder breaches any term of this Agreement, or if Farm reasonably believes in good faith that its ability to collect amounts owed is impaired, including but not limited to the location and condition of the Horse(s), Boarder agrees that Farm or its authorized agent may enter and take possession of any Horse, without notice to Boarder, from any location. Presentation of this Agreement to a third party shall evidence Boarder’s permission and authorization for Farm or its agent to take possession of the subject Horse(s). At Farm’s sole option and on written notice to Boarder, Boarder will make the Horse(s) available to Farm at a reasonably convenient location designated by Farm. Farm may sell the Horse(s) at public auction or in another commercially reasonable manner in order to satisfy the secured amounts, including the recovery of any costs related to any of the Horses, which costs are Boarder’s responsibility under the terms of this Agreement.

       
       

13. Waiver. No delay or omission of either party to exercise any right or power arising from any default shall impair any such right or power or shall be constructed to be a waiver of any such default or any acquiescence therein. The acceptance of the fee hereunder by Farm shall not be construed, taken, or held to be a waiver of any other breach or waiver, acquiescence in, or consent to any further or succeeding breach of the same covenant

    
    

14. Entire Agreement. This Agreement is between the parties and supersedes any and all other agreements between them relating to the boarding of the Horse(s) and the care of the Horse(s). No provision of this Agreement shall be altered, waived, amended, or extended, except in writing and signed by both parties.

    
    

15. Notices. Any notice, authorization, acknowledgment, or other communication required to be given under the terms hereof shall be given as follows:

    SGT Equestrian LLC

    c/o Sierra Thomas

    2132 Busby Station Road

    Robards, KY 42452

    sierra@sgtequestrian.com

Except for the notice required by paragraph 7, any such notice, authorization, acknowledgement, or other communication may be given personally, by overnight delivery service, or by email and shall be considered as given when so personally delivered, delivered by such delivery service, or emailed. 

16. Partial Invalidity. If any clause or provision of this Agreement is determined to be illegal, invalid, or unenforceable under any present or future law, the remainder of this Agreement shall not be affected thereby, and the remainder of this Agreement shall be construed as if such invalid part is of no effect whatsoever.

17. Headings; Number. The headings in this Agreement are for convenience of reference only and shall not be constructed to affect the meaning of any provision of this Agreement. As used herein, the singular shall include the plural, and the plural the singular, unless the context clearly otherwise requires.

18. Governing Law. This Agreement shall be interpreted and construed under the laws of the Commonwealth of Kentucky without regard to principles of conflicts of law. The parties hereby consent to service of process, personal jurisdiction, and venue in the courts of general jurisdiction of Robards, Henderson County, Kentucky and any federal Courts with concurrent jurisdiction, with respect to any action or proceeding brought to enforce any liability under this Agreement.

19. Counterparts. This Agreement may be executed in any number of counterparts, all of which shall together constitute one original contract, which shall be binding with the same effect as if each such counterpart, were executed by all parts hereto. The exchange of copies of this Agreement and of signature pages by facsimile transmission or by pdf file (or similar copy) sent by e-mail shall constitute effective execution and delivery of this Agreement as to the parties and may be used in lieu of the original agreement for all purposes. Signatures of the parties transmitted by facsimile or by pdf file (or similar copy) sent by e-mail shall be deemed to be their original signatures for any purpose whatsoever.

EXHIBIT A

Horse #1

Horse #2

EXHIBIT B

Fee Schedule

Board: Board is $850.00 per month, per Horse, due in advance on the 1st of the month. Board includes turnout (shared or semi-private), weather permitting and at Farm's sole discretion; hay as provided by Farm's sole discretion; grain; daily stall cleaning and provision of shavings; watering, including dumping and refilling of water buckets; standard blanketing and unblanketing. Hay, grain, and shavings brands and maximum amounts provided are at the absolute discretion of Farm. Supplements wil be fed by Farm but the provision of Supplements is the sole responsibility of Boarder. All dry supplements must be in individual daily bags (smartpaks, baggies, etc.) All care shall be provided in accordance with Farm's standard operating practices.

Required Lesson Package: Each boarder is required to purchase a monthly lesson package of (4) lessons at $60.00 per lesson, for a total of $240.00. Lesson package requirement is waived if horse is in half or full training. Half training - $550 per month, includes 3 sessions a week; Full training - $750 per month, includes 5 sessions a week

Veterinary, Farrier and Other Services: Sole responsibility of Boarder; Boarder will be billed directly from the service provider.

Emergency Care: All costs shall be paid by boarder upon demand.

Returned payments: $35.00 returned check fee; must be cured with certified funds.

Additional Fees:

Multifly: Required for all boarded horses March - October. $30 per horse per month.

Stall rest: $10 per day

Owner requested private turnout (if available): $10 per day

Administration of owner provided Medications: $2.50 per occurance

Wrapping, packing, and other medical care: $10 per occurance, plus cost of materials and/or medications

Hand walking: $15

Holding for vet, farrier or other service: $15 per occurance

Trailering: $1.50 per mile

Trailer parking: $25 per month

Laundry: $10 per load

IN WITNESS WHEREOF, Farm and Boarder have hereunder set their hands on the day and year first above written.

FARM:

SGT Equestrian, LLC

New Horizons Farm, LLC

By: Sarah Thomas

Its: Owner

BOARDER: