Farm Share Program Agreement
“Spring 2022 Farm Share” with Whitehurst Farm
8 Week Farm Share Program
Welcome to the “Spring 2022 Farm Share”
Agricultural Holdings LLC (the “Company”) is the provider of this program “Spring 2022 Farm Share” (the “Product”), with a physical mailing address of 6580 FM 332, Brenham, TX 77833.
Company provides access to the Program and the contents contained within it as consideration for your payment. You are considered a Member of the program. (the “Member”).
By accessing, browsing or using this Site www.whitehurstfarm.com, you acknowledge that you have read, understood and agreed to be bound by these Terms of Use (the “Terms”). If you do not agree to these Terms, you should not use or access this Site.
The Company reserves the right to revise these Terms at any time by updating this posting. You are encouraged to review these Terms each time you use the Site because your use of the Site after the posting of changes will constitute your acceptance of the changes.
By accessing, browsing, using the Site and or signing up in a manner set by the Company, as listed below, selecting “I Accept” during the membership registration, and or the submission of payment; you represent that you have read, understand, and agree to be bound by the terms and conditions of this Agreement.
By agreeing to these Terms it also constitutes your agreement to the Company Privacy Policy (the “Privacy Policy”), which are incorporated in these Terms.
Company grants you a personal, limited, non-transferable, non-exclusive license to access and or use the Site.
Company reserves the right, in its sole discretion and without notice to you, to revise the products and services available on the Site and to change, suspend or discontinue any aspect of the Site and we will not be liable to you or to any third party for doing so.
Company may also impose rules for and limits on use of the Site or restrict your access to part, or all, of the Site without notice or penalty. Your continued use of the Site will constitute your acceptance of any such changes.
USE OF SITE
You may use the Site only for your own noncommercial personal use and in compliance with these Terms.
You are responsible for your own communications, including the transmission, uploading or posting of information to the Site and are responsible for the consequences of such communications.
Any other use of the Site requires the prior written consent of Company.
You may not otherwise copy, modify, or distribute the contents of this Site without the express written permission of the Company. You may not modify, publish, transmit, participate in the transfer of, sell, create derivative works from, or in any way exploit any of the content found on the Site, in whole or in part.
Company requires all Members to agree not to use the Site, and specifically prohibit any use of the Site, for any of the following purposes:
Posting, communicating or transmitting any material that infringes on any intellectual property, publicity or privacy right of another person or entity;
Posting any information which is untrue, inaccurate or not your own;
Engaging in conduct that would constitute a criminal offense or give rise to civil liability or otherwise violate any law or regulation;
Attempting to interfere in any way with the Site or Company’s network security, or attempting to use the Site to gain unauthorized access to any other computer system; and
You may not use spiders, robots, data mining techniques or other automated devices or programs to catalog, download or otherwise reproduce, store or distribute content available on the Site.
Further, you may not use any such automated means to manipulate the Site, such as automating what are otherwise manual or one-off procedures. You may not take any action to interfere with, or disrupt, the Site or any other user's use of the Site, including, without limitation, via means of overloading, “flooding”, “mailbombing” or “crashing” the Site, circumventing security or user authentication measures or attempting to exceed the limited authorization and access granted to you under these Terms. You may not frame portions of the Site within another web site. You may not resell use of, or access to, the Site to any third party without Company’s prior written consent.
REGISTRATION AND PASSWORDS
In order to access certain services on the Site, you will be required to provide specific information. All information about you must be truthful, and you may not use any aliases or other means to mask your true identity. Any access codes or passwords provided should be safeguarded at all times. You are responsible for the security of your access codes and passwords and will be solely liable for any use or unauthorized use of the Site under such access codes or passwords.
Company may suspend or terminate your access at any time with or without notice. To understand how we use information collected from you, please read our Privacy Policy.
SITE NOT FOR MINORS
The Site is available to registered and unregistered users who are 13 years old and older and who have not been suspended or removed by Company for any reason (each a “Member”). Company reserves the right to revoke your ability to access the products and services offered on the Site for any reason at any time including as a result of a violation of these Terms or the Privacy Policy, without notice. If you are a minor, you must obtain the consent of your parent or legal guardian to use the Site and agree to these Terms. Use of the Site is void where prohibited by law.
PROGRAM CONTRACT
Company offers a seasonal Farm Share Program (“Program”)
The Company is providing you, as a Member, and as a part of the Program the following:
A weekly basket/box of greens and produce that equals the value of the program and that is in compliance with the terms of your membership (8 weeks between April 20th and June 11th, 2022). Members who join the full program will receive 8 weeks of greens and produce. Members who join the bi-weekly program will receive 4 weeks of greens and produce.
Members will pick up their weekly produce basket/box at their chosen pick up site in Houston, Texas, Cypress, Texas, Tomball, Texas or Brenham, Texas at the designated time. If a member is unable to pick up at the designated time and location, the member agrees to contact Michael Marchand at Whitehurst Farm via text at 713-724-3778 or via email at michael@whitehurstfarm.com to arrange for a mutually agreeable pick up time at the farm PRIOR TO the designated pick up time. The member understands that s/he will forfeit their weekly basket/box (due to the perishable nature of the products) if s/he does not pick up the weekly basket/box at the designated time & place, and does not arrange for a mutually agreeable pick up time.
Company also reserves the right to make appropriate and reasonable substitutions and or additions based on the nature of what the Company is providing.
SEASONAL COMMITMENT & RISK
By purchasing membership in the Program, you acknowledge that your membership may have multiple monthly payments (based on the payment plan chosen) and that you accept responsibility for all recurring charges prior to cancellation.
You will receive an invoice for each successive payment at the rate of your chosen payment plan.
We are trade-skilled, experienced farmers used to dealing with variable and extreme weather and pests. Prior farm share investment has allowed us to substantially reduce weather and freeze risk by growing inside protective cover structures - greenhouses and high tunnels. These structures contain side walls, fronts and backs and can be completely closed in the event of a freeze. We cannot guarantee that we can mitigate all risk so there exists a chance that some crops or portion of a farm share may not be available at times. By being a part of this Farm Share program, you are taking on the risk of supporting a business directly connected to these challenging conditions and the related reward or scarcities that come with each season. Farm share members commit for the full season as established by the seasonal registration.
We offer two (2) Payment Plans for the Farm Share program:
The Pay in Full Plan is an upfront payment for the entire season providing us with much needed capital at the start of the season and as such, there is a discount on the price of a seasonal payment.
The Split Payment Plan is meant to give more flexibility in the payment schedule and allow our Farm Share program to be more inclusive. It is important to note that the Split Payment Plan still requires a commitment to participate for the entire 8 week season.
Participation in the program is non-refundable unless there is a customer service concern that cannot be resolved by mutual agreement. To express a customer service concern, please contact Michael Marchand via text at 713-724-3778 or via email at michael@whitehurstfarm.com.
If you cancel your participation in the program based on an unresolved customer service concern, you may use your program benefits until the end of your then-current program term. Company may submit periodic charges (e.g., monthly) without further authorization from you, until you provide prior notice that you have terminated this authorization or wish to change your payment method. Such notice will not affect charges submitted before Company reasonably could act.
PROPRIETARY RIGHTS
You acknowledge and agree that the content (other than content that may be submitted by Members), materials, text, images, videos, graphics, trademarks, logos, button icons, music, software and other elements available on the Site are the property of the Company and are protected by copyright, trademark and/or other proprietary rights and laws.
You agree not to sell, license, rent, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, modify or create derivative works from any content or materials on the Site.
All of Company’s Site content is copyrighted by Agricultural Holdings LLC. All rights reserved. Except as expressly set forth in these Terms, no license is granted to you and no rights are conveyed by virtue of accessing or using the Site. Company reserves all rights not granted under these Terms.
GENERAL DISCLAIMER
You assume all responsibility and risk with respect to your use of the Site.
THE SITE, ALL CONTENT, AND OTHER INFORMATION ON OR ACCESSIBLE FROM OR THROUGH THIS SITE OR A “LINKED” SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, SECURITY OR ACCURACY.
SPECIFICALLY, BUT WITHOUT LIMITATION, COMPANY DOES NOT WARRANT THAT:
(1) THE INFORMATION ON THIS SITE IS CORRECT, ACCURATE OR RELIABLE;
(2) THE FUNCTIONS CONTAINED ON THIS SITE WILL BE UNINTERRUPTED OR ERROR-FREE; OR
(3) DEFECTS WILL BE CORRECTED, OR THAT THIS SITE OR THE SERVER THAT MAKE THEM AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
Company makes no warranties of any kind regarding any non-Company sites to which you may be directed or hyperlinked from this Site. Hyperlinks are included solely for your convenience, and Company makes no representations or warranties with regard to the accuracy, availability, suitability or safety of information provided in such non-Company sites. Company does not endorse, warrant or guarantee any products or services offered or provided by or on behalf of third parties on the Site.
DISCLAIMER – NO PROFESSIONAL ADVICE
Any information provided by Company regarding the Membership Subscription and or information or otherwise is for informational purposes only.
You should not take any action, or refrain from acting, based upon any information contained on the Site.
Use of the Site and or the products provided by the Farm Share Program is not meant to serve as a substitute for professional advice. You should seek independent professional advice when appropriate. Company does its best to provide objective, accurate information but also recommends that you seek out professional advice regarding any information that you receive via the Site.
INDEMNIFICATION
You agree to indemnify, hold harmless, and defend Company, its parent, subsidiaries, divisions, and affiliates, and their respective officers, directors, employees, agents and affiliates from any and all claims, liabilities, damages, costs and expenses of defense, including attorneys’ fees, in any way arising from or related to your use of the Site, your violation of these Terms or the Privacy Policy, or content posted to the Site by you, or your violation of any law or the rights of a third party.
LIMITATION OF LIABILITY
IN NO EVENT SHALL COMPANY, ITS PARENT COMPANY, SUBSIDIARIES, AFFILIATES OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, SUBSIDIARIES, SUPPLIERS, AFFILIATES, OR THIRD PARTIES PROVIDING INFORMATION ON THIS SITE BE LIABLE TO ANY USER OF THE SITE OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, OR LOSS OF USE) ARISING OUT OF THE USE OR INABILITY TO USE THE SITE, WHETHER BASED UPON WARRANTY, CONTRACT, TORT, OR OTHERWISE, EVEN IF COMPANY HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.
IN NO EVENT SHALL THE TOTAL LIABILITY OF COMPANY, ITS AFFILIATES OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, SUBSIDIARIES, SUPPLIERS, AFFILIATES OR THIRD PARTIES PROVIDING INFORMATION ON THIS SITE TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION RESULTING FROM YOUR USE OF THIS SITE, WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE) OR OTHERWISE, EXCEED THE AMOUNT YOU PAID TO COMPANY IN CONNECTION WITH THE EVENT GIVING RISE TO SUCH LIABILITY.
You acknowledge that the preceding paragraph shall apply to all content, merchandise and services available through the Site. Because some states do not allow limitations on implied warranties or the exclusion or limitation of certain damages, all of the above disclaimers or exclusions may not apply to all users.
INTERNATIONAL USE
Company controls and operates the Site from the United States. Company makes no representation that materials on the Site are appropriate or available for use outside the United States. If you choose to access this Site from outside the United States, you do so at your own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.
SEVERABILITY
If any part of these Terms shall be held or declared to be invalid or unenforceable for any reason by any court of competent jurisdiction, such provision shall be ineffective but shall not affect any other part of these Terms, and in such event, such provision shall be changed and interpreted so as to best accomplish the objectives of such unenforceable or invalid provision within the limits of applicable law or applicable court decisions.
REMEDIES
The failure of Company to partially or fully exercise any rights or the waiver of Company of any breach of these Terms and Conditions by you shall not prevent a subsequent exercise of such right by Company or be deemed a waiver by Company of any subsequent breach by you of the same or any other term of these Terms.
The rights and remedies of Company under these Terms and any other applicable agreement between you and Company shall be cumulative, and the exercise of any such right or remedy shall not limit Company’s right to exercise any other right or remedy.
GOVERNING LAW
The laws of the State of Texas shall govern these Terms without regard to conflict of laws provisions.
ARBITRATION
Any dispute relating in any way to your visit to, or use of, the Site, to the products you purchase through the Site (including a subscription), or to your relationship to Company shall be submitted to confidential arbitration in Houston, Texas provided, however, that to the extent that you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any state or federal court in the State of Texas.
You consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to, venue and jurisdiction in the state and federal courts of Texas.
Arbitration under these Terms will be conducted pursuant to the Commercial Arbitration Rules then prevailing at the American Arbitration Association. The arbitrator’s award will be final and binding and may be entered into as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under these Terms will be joined to an arbitration involving any other party subject to this Terms, whether through class action proceedings or otherwise. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of, related to or connected with the use of this Site or these Terms must be filed within one (1) year after such claim of action arose or be forever banned.
Arbitration is more informal than a lawsuit in court.
Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts.
Arbitrators can award the same damages and relief that a court can award.
YOU AND COMPANY AGREE THAT EACH MAY ONLY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
Further, unless both you and Company agree otherwise, the arbitrator may not consolidate more than one person's claims with your claims, and may not otherwise preside over any form of a representative or class proceeding.
The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim.
Last Updated: April 3, 2022