Agribusiness & Food

Working with our Business Transactions team, the attorneys of HBS’s Agribusiness & Food Service Area have significant experience in assisting family-owned and investor-backed entities in the buying and selling of farmland, agribusinesses, and food companies. Our attorneys negotiated equity and asset purchase and sale agreements and managed deals involving a variety of food and agribusiness assets.

Our team has extensive experience handling the specialized issues involved in agricultural transactions and related due diligence and integrations, including:

• Agricultural overtime exemptions and other agricultural labor laws (e.g., H-2A)
• Farm Labor Contractor Agreements
• Conservation Use Assessment Property Tax Covenants
• Water Withdrawal Permitting
• Food and Other Regulatory Licensures and Certifications
• Agricultural exemptions to the Federal Motor Carrier Safety Regulations
• Regulatory compliance (i.e., Packers and Stockyards Act, Perishable Agricultural Commodities Act, state agricultural bond acts, food labeling, food processing)
• Federal Farm Programs
• Federal Crop Insurance
• Farmland and Hunting Leases
• Solar Leases
• Supplier Agreements

Our attorneys have helped guide numerous clients through determining whether their land qualifies under Georgia’s Conservation Use Valuation Assessment (CUVA). Our holistic approach includes developing strategies to minimize breach penalties should they occur and — when necessary — negotiate with and challenge local taxing authorities regarding decisions under CUVA. Our team provides similar services for clients seeking to take advantage of the Forest Land Protection Act (FLPA).

The HBS Agribusiness & Food team works closely with the Business Litigation team to prosecute and defend claims on behalf of small, family-owned farms and agribusinesses as well as large companies and their insurers involving a variety of disputes, including:

• Statutory Trust and Fair Practice Claims under the Packers and Stockyards Act (PSA) and Perishable Agricultural Commodities Act (PACA)
• Federal Crop Insurance Arbitration
• Pesticide Drift and Contamination Claims
• Food Adulteration Claims
• Farm Partitions
• Seed Warranty Claims
• Poultry and Livestock Grower Contract Disputes
• Loan and Collateral Agreement Disputes
• Mineral Quiet Title Actions
• Payment and Breach of Contract Disputes
• Wrongful Farmland Foreclosure
• Timber Conversion Claims
• Agricultural Nuisance

In 1930, Congress enacted the Perishable Agricultural Commodities Act, 7 U.S.C. § 499e (also known as “PACA”) to promote fair trading practices in the produce industry.

Our attorneys are experienced in defending and prosecuting statutory Perishable Agricultural Commodities Act, 7 U.S.C. § 499e (PACA) trust claims and working with the USDA through the administrative PACA process. Additionally, our team has provided extensive guidance to produce sellers regarding credit terms and credit evaluation processes that assist in the PACA collections process.

Our Agribusiness & Food Service Area provides regulatory and legal guidance and opinions on a wide variety of agricultural related topics, including:

• Packers and Stockyards Act (PSA)
• Perishable Agricultural Commodities Act (PACA)
• Food Licensing and Certification
• Food Labeling
• Water Withdrawal Permitting
• Federal Crop Insurance
• Conservation Use Valuation Assessment (CUVA)
• Georgia Forest Land Protection Act (FLPA)
• Federal Farm Programs
• Dealer in Agricultural Products Licenses
• Georgia Agritourism, Hunting, and Recreation Property laws

Our attorneys frequently advise clients who are endeavoring to deliver locally grown or organically grown food in urban areas, which involves unique and often complex challenges. We provide guidance to clients on the full spectrum of laws that may impact such businesses, including PACA, state and federal food safety law, product labeling laws, and transportation laws.

We have also provided counsel on custom farming agreements, buy/sale agreements, logistics arrangements, and end-user agreements. Our attorneys also assist these urban agricultural interests in establishing a variety of corporate entities that will best suit the needs and business objectives of our clients.

Our lawyers have years of civil litigation and alternative dispute resolution (ADR) experience. This experience, while valuable at the negotiation table, is even more critical when our farm and agribusiness clients find themselves in a courtroom or formal dispute proceedings.

As an example, when any seed purchaser alleges to have been damaged by the failure any agricultural, flower, tree, shrub, or vegetable seed (with limited exclusions) to conform to or perform as represented by a label or by warranty, as a prerequisite to the purchaser’s right to maintain a legal action against the seller, the purchaser must submit a complaint to the Commissioner of the Georgia Department of Agriculture against the seed seller alleging the damages sustained. Once the Commissioner refers the complaint to the Georgia’s statutorily-created Seed Arbitration Council, HBS attorneys bring the ability to aid farmers or the sellers of the seed in navigating through the Council’s procedural rules.

HBS litigation attorneys are experienced in the litigation of crop insurance claims and casualty claims related to the loss of tractors and farm equipment. Additionally, partnering with out Intellectual Property practice group, our agriculture practice group can assist farmers or seed producers in defending or prosecuting patent infringement and breach of licensing agreement cases related to re-use of advanced seed technology.

Farmers, forest owners, and agribusinesses are inherently tied to the land. Attorneys are often needed when the rights associated with property ownership are implicated by nuisance claims, eminent domain, zoning and comprehensive planning, and environmental regulations. As an example of our expertise in such areas of the law, HBS attorneys recently won a client a defense verdict where a nuisance claim was made arising out of the operation of poultry houses near a new subdivision. HBS attorneys are well-versed on Georgia’s “Right to Farm” law, the federal Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA), the federal Clean Water Act, and the federal Clean Air Act.

People often own property together either by choice or as a result of an inheritance or gift. When several people own property as tenants in common or as joint tenants, unique issues regarding property rights arise. Specifically, our firm is experienced in handling partition actions and claims involving an accounting between co-tenants.

In 2008, hunting leases and agritourism accounted for $138 million in farm gate value in Georgia. Increasingly, landowners who lease their property for such recreational use must be concerned with how to limit their liability when people use their property. HBS attorneys will negotiate appropriate leases and ensure compliance with the warning requirements of Georgia’s agri-tourism immunity statute. Our agricultural attorneys defend landowner interests in cases of an invitee’s or licensees’ personal injury during agri-tourism, hunting, and fishing activities.

The Agriculture & Food Service Grup also helps large land owners create conservation easements to gain select tax benefits and assist taxpayers in defense of Conservation Use Valuation Assessment (CUVA) and Georgia Forest Land Protection of Act (FLPA) disputes with local tax assessors.

Increasingly, water is a scarce resource in the Southeastern United States. Already, areas of Georgia have experienced moratoriums on new water withdrawal permits, and residential uses have been limited during period of droughts. Attorneys at HBS work with farmers and agribusinesses to determine if water withdrawal permits are needed and then, if needed, coordinate with the Georgia’s Environmental Protection Division (EPD) to expedite the issuance of ground and surface water withdrawal permits for agricultural uses.

Our attorneys have been involved in the development and applications by EPD of all major water legislation passed since 2000 and have drafted regulations for the Georgia Soil and Water Conservation Commission. Our agricultural attorneys have also represented the Flint River Water Policy Center and Flint River Water Council, Inc.

Working with our International Trade group, HBS attorneys are able to help our agricultural clients export commodities throughout the world. Our team is knowledgeable about the United States Department of Agriculture unique export and import requirements and financing opportunities available for the exporting of agricultural commodities.