Exhibit 12 - Presidential Memo -2015 Obama Antibiotic Compiled Final Modifiation SOW and Attachments from Central Office (5) (1).pdf

EXHIBIT 12

Presidential Memorandum

Creating a Preference for Meat and Poultry

Produced According to Responsible Antibiotic-Use Policies

Background

On June 2, 2015, the White House released a Presidential Memorandum entitled, “Creating a Preference for Meat and Poultry Produced According to Responsible Antibiotic-Use Policies” (Attachment A) encouraging responsible uses of medically important antibiotics in the meat and poultry supply chain by supporting the emerging market for meat and poultry that has been produced according to responsible antibiotic-use policies. This policy builds on the important work of the Food and Drug Administration (FDA) and antibiotic manufacturers which are already taking substantial steps to phase out the use of medically important antibiotics in food animals. Reducing antibiotic resistance requires stewardship practices in the use of antibiotics in medical and agricultural settings.

Scope of Work (SOW)

The contractor shall offer to the maximum extent possible, to the extent such an option is available and cost effective, meat and poultry sourced from animals that have been raised using responsible antibiotic-use policies as described in the above referenced Presidential Memo. The United States Department of Agriculture’s (USDA) Agricultural Marketing Service (AMS) is the Government entity responsible for overseeing the audit verification program for meat and poultry. More information about the certified responsible antibiotic-use standard, including a list of certified responsible antibiotic-use poultry producers, is available on USDA's website (http://www.ams.usda.gov/services/auditing/crau).

The Presidential Memorandum specifically targets meat and poultry that are raised using responsible antibiotic-use policies, which may include the use of antibiotics, if approved and administered by a licensed veterinarian. Meat and poultry that are specifically raised without ever using antibiotics or hormones are in a different category of meat and poultry offerings. The contractor shall not use organic, antibiotic-free or hormone-free meat and poultry to meet the requirements described in this SOW. In addition to the requirements of this SOW, the contractor may also provide:

● Organic, antibiotic-free or hormone-free meat and poultry; and

● Conventional meat and poultry.

http://www.ams.usda.gov/services/auditing/crau

The contractor shall be:

● Allowed 90 calendar days after the effective date of this modification to implement the requirements of this SOW.

● Strongly encouraged to increase its offerings of certified responsible antibiotic-use meat and poultry as the price point becomes more equivalent to conventional meat and poultry;

● Required to promote certified responsible antibiotic-use meat and poultry items on the menu to customers patronizing the facility. The consumer certified responsible antibiotic-use meat and poultry promotion and education campaign shall publicize the availability and importance of certified responsible antibiotic-use meat and poultry.

● Required to submit Quarterly Certified Responsible Antibiotic-Use Reports, utilizing the Quarterly Certified Responsible Antibiotic-Use Report Template (Attachment D), to the CO and GSA Regional Concessions Manager (RCM).

The Quarterly Certified Responsible Antibiotic-Use Report shall include the following data points:

○ Certified responsible antibiotic-use meat and poultry was purchased from a supplier audited through either the USDA’s:

■ Process Verified Program (PVP); or

■ Quality System Assessment (QSA) Program.

The PVP and QSA Program is defined in the GVD 1001 (Attachment E) and the GVD 1002 (Attachment F) procedures, respectively. Both programs ensure the certified responsible antibiotic-use standard is supported by a documented quality management system;

○ Total pounds (i.e. pre-cooked) of certified responsible antibiotic-use meat and poultry purchased, prepared and sold, by meal, per month;

○ Contractor’s quarterly average purchasing cost of the certified responsible antibiotic-use meat and poultry, per pound;

○ Customer’s quarterly average purchase price, per portion, for each item that utilized certified responsible antibiotic-use meat and poultry;

○ Total pounds (i.e. pre-cooked) of the equivalent conventional meat and poultry purchased, prepared and sold, by meal, per month;

https://insite.gsa.gov/portal/mediaId/699902/fileName/GSA_Concession_Managers.action http://origin-staging.ams.usda.gov/services/auditing-and-accreditation/process-verified-programs http://www.ams.usda.gov/services/auditing/qsa

○ Contractor’s quarterly average purchasing cost of equivalent conventional meat and poultry, per pound;

○ Customer’s quarterly average purchase price, per portion, for each item that utilized equivalent conventional meat and poultry; and

○ Description and copies of the consumer marketing and education campaigns utilized to advertise the availability and benefits of certified responsible antibiotic-use meat and poultry.

Certified Responsible Antibiotic-Use Extensions and Waivers

If the contractor requires additional time for implementation or cannot comply with the requirements of the SOW, then the contractor shall:

● Seek an extension from the CO utilizing the Certified Responsible Antibiotic-Use Extension Template (Attachment B); or

● Seek a waiver from the CO utilizing the Certified Responsible Antibiotic-Use

Waiver Template (Attachment C).

All requests must be accompanied by supporting documentation, such as:

● Evidence of the cause of the delay in implementation; or

● Evidence that demonstrates certified responsible antibiotic-use meat and/or poultry is unavailable or cost-prohibitive.

Extension and waiver requests and corresponding supporting documentation will be reviewed and verified by the CO before any requests are granted.

Attachment A - Presidential Memorandum dated, June 2, 2015;

Presidential Memorandum -- Creating a Preference for Meat and Poultry Produced According to

Responsible Antibiotic-Use Policies

SUBJECT: Creating a Preference for Meat and Poultry Produced According to Responsible

Antibiotic-Use Policies

Antibiotics support nearly all of modern medicine -- including care for premature babies, cancer patients, and people who need surgery. Yet, overuse and misuse can reduce the effectiveness of these miracle drugs. Antibiotic resistance -- when bacteria change so that they are able to grow in the presence of an antibiotic that would normally kill them or limit their growth -- threatens to return us to a time when many people died from common infections, posing a serious threat to public health and the economy. Reducing antibiotic resistance will require stewardship practices in the use of antibiotics in medical and agricultural settings, including eliminating the practice of feeding medically important antibiotics to food-producing animals for growth promotion.

It is the policy of the Federal Government to encourage responsible uses of medically important antibiotics in the meat and poultry supply chain by supporting the emerging market for meat that has been produced according to responsible antibiotic-use policies. This policy will build on the important work of the Food and Drug Administration (FDA) and antibiotic manufacturers, which are already taking substantial steps to phase out the use of medically important antibiotics in food animals.

By the authority vested in me as President by the Constitution and the laws of the United States of America, and to protect the health of the American people, I hereby direct as follows:

Section 1. Making Available in Certain Federal Cafeterias Meat and Poultry Produced

According to Responsible Antibiotic-Use Policies. The Administrator of General Services, in consultation with the Secretary of Agriculture, the Secretary of Health and Human Services, and the Director of the Office of Management and Budget (OMB), shall take the following steps to make meat and poultry produced according to responsible antibiotic-use policies available in

Federal cafeterias that the General Services Administration (GSA) manages (GSA cafeterias):

(a) within 120 days of the date of this memorandum, GSA shall initiate a process in which vendors, under new contract awards (including renewals), offer in GSA cafeterias, as an option, meat and poultry from animals that have been raised according to responsible antibiotic-use policies, to the extent such an option is available and cost effective. (b) In conducting this effort, GSA shall:

i. take steps to minimize price impact through:

A. using competitive procedures, consistent with law, in the selection of vendors;

and

B. continuing to make available alternative food options, in addition to meat and poultry from animals that have been raised according to responsible antibiotic-use policies;

ii. work to develop, for inclusion in food-service contracts in GSA cafeterias, appropriate contractual requirements to verify that vendors are providing meat and poultry produced according to responsible antibiotic-use policies;

iii. analyze, in consultation with the Department of Agriculture and the Department of

Health and Human Services, customer demand, product supply, and market prices; and

iv. ensure that GSA cafeteria vendors appropriately identify meat and poultry items from animals that have been raised according to responsible antibiotic-use policies.

c. For 3 years after the initiation of the process described in this section, GSA shall report annually on the customer demand, product supply, and market prices of meat and poultry produced according to responsible antibiotic-use policies to the Director of OMB and the

Task Force for Combating Antibiotic-Resistant Bacteria (Task Force) established by

Executive Order 13676 of September 18, 2014.

d. During this 3-year period, executive departments and agencies (agencies) that contract for food in their own cafeterias and make meat and poultry produced according to responsible antibiotic-use policies available in their own cafeterias, may choose to similarly submit customer demand, product supply, and market price information to the

Director of OMB and the Task Force, subject to the requirements of this section and under their own authorities.

Sec. 2. Broadening the Availability of Meat and Poultry Produced According to Responsible

Antibiotic-Use Policies in Federal Cafeterias. By 2020, each agency shall develop and implement a strategy that creates a preference for awarding contracts to vendors that offer, as an option, meat and poultry produced according to responsible antibiotic-use policies for sale in domestic Federal cafeterias to civilian Federal employees and visitors, to the extent such an option is available and cost effective. In furtherance of this requirement, I hereby direct that:

a. The Task Force shall:

i. on an ongoing basis, review the data received pursuant to section 1 of this memorandum as it becomes available and, considering such data and other relevant data sources, conduct an ongoing analysis of the customer demand, product supply, and market prices of meat and poultry produced according to responsible antibiotic-use policies; and

ii. develop a recommended strategy for creating the preference described in the opening paragraph of this section.

b. Agencies operating cafeterias in the United States for the primary purpose of serving civilian employees and visitors shall:

i. consider the recommended strategy developed by the Task Force and, subject to their own authorities, develop a strategy that creates a preference as described in the opening paragraph of this section; and

ii. implement the strategy developed under section 2(b) (i) of this memorandum for poultry by 2018 and for meats by 2020.

Sec. 3. Developing a Strategy for Federal Acquisition of Meat and Poultry Produced

According to Responsible Antibiotic-Use Policies. (a) The Task Force shall recommend a strategy for consideration by the Federal Acquisition Regulatory Council (FAR Council) for applying a preference in Federal acquisitions for meat and poultry produced according to responsible antibiotic-use policies served or sold in all Federal facilities. The strategy shall include criteria for appropriate exceptions, including exceptions to ensure acquisitions of such products can be made at fair and reasonable prices and within a reasonable timeframe.

(b) By 2020, to the extent permitted by law, the FAR Council shall issue a proposed rule to amend the Federal Acquisition Regulation to implement a preference, with appropriate exceptions, for acquisitions of meat and poultry produced according to responsible antibiotic-use policies served or sold in all Federal facilities.

Sec. 4. Definitions. (a) "Medically important antibiotics" shall have the meaning it is given in

FDA's Guidance for Industry (GFI) 213, Appendix A.

(b) "Responsible antibiotic-use policies," such as FDA GFI 209 and 213, are those policies under which meat and poultry producers use medically important antibiotics only under veterinary oversight and only when needed to prevent, control, and treat disease -- but not for growth promotion.

Sec. 5. General Provisions. (a) This memorandum shall be implemented consistent with applicable law, including international trade obligations, and subject to the availability of appropriations.

b. Nothing in this memorandum shall be construed to impair or otherwise affect:

i. the authority granted by law to a department, agency, or the head thereof; or

ii. the functions of the Director of OMB relating to budgetary, administrative, or legislative proposals.

c. This memorandum is not intended to, and does not, create any right or benefit, substantive or procedural, enforceable at law or in equity by any party against the United

States, its departments, agencies, or entities, its officers, employees, or agents, or any other person.

BARACK OBAMA

Attachment B - Certified Responsible Antibiotic-Use Extension Template; dated September 10, 2015

Name of Vendor Requesting Waiver

Date of Request Address of Food Service Facility

GSA Contract Number Name of Contracting Officer

Name of GSA Regional Concessions Manager

Reason/Justification For Requested Extension (attach supporting documentation)

Required Signatures Signature Date Approved yes/no

Vendor n/a

GSA Regional Concessions Manager

Contracting Officer

Reason for Declining Extension Request :

Additional Comments:

Attachment C - Certified Responsible Antibiotic-Use Waiver Template; dated

September 09, 2015

Name of Vendor Requesting Waiver

Date of Request Address of Food Service Facility

GSA Contract Number Name of Contracting Officer

Name of GSA Regional Concessions Manager

Reason/Justification For Requested Waiver (attach supporting documentation)

Required Signatures Signature Date Approved yes/no

Vendor n/a

GSA Regional Concessions Manager

Contracting Officer

Reason for Declining Waiver:

Additional Comments:

Attachment D - Quarterly Certified Responsible Antibiotic-Use Report Template, Dated

9/10/2015

Name of Vendor Date of Request Address of Food Service Facility

GSA Contract Number Name of Contracting Officer

Name of GSA Regional Concessions Manager

Description of the consumer marketing and education campaigns utilized to advertise the availability and benefits of certified responsible antibiotic-use meat and poultry.

(attach supporting documentation).

Data Metric Certified Responsible

Antibiotic-Use Meat and Poultry

Conventional Meat and Poultry

Name of Certified Responsible Antibiotic-Use Certified Farm

N/A

Name of Food Distributor / Supplier

Total pounds (i.e. pre-cooked) of meat and poultry purchased per quarter

Meat lbs. Meat lbs.

Poultry lbs. Poultry lbs.

Total pounds (i.e. pre-cooked) of meat and poultry prepared by meal per quarter

Meat lbs.

B* L*

Meat lbs.

B L

Poultry lbs.

Total pounds (i.e. pre-cooked) of meat and poultry sold by meal per quarter

Meat lbs.

B L

Meat lbs.

Average purchasing cost of meat and poultry, per pound

Poultry $/lb Poultry $/lb

Meat $/lb Meat $/lb

Customer’s average purchase price, per portion, for each item that utilized Certified Responsible Antibiotic Use meat and poultry

Item Type/Description Price

Customer’s average purchase price, per portion, for each item that utilized equivalent conventional meat and poultry

Item Type/Description Price

* B = Breakfast L= Lunch

Attachment G - Definitions, dated September 10, 2015

Agricultural Marketing Service (AMS) – A U.S. Department of Agriculture agency, AMS facilitates the strategic marketing of agricultural products in domestic and international markets while ensuring fair trading practices and promoting a competitive and efficient marketplace. AMS constantly works to develop new marketing services to increase customer satisfaction.

Antibiotics - A type of drug that kills or stops the growth of bacteria. Examples include penicillin and ciproflaxin.

No Antibiotics Added (Meat and Poultry) -The terms "no antibiotics added" may be used on labels for meat or poultry products if sufficient documentation is provided by the producer to the Food Safety Inspection Service (FSIS) demonstrating that the animals were raised without antibiotics.

Antibiotic Resistance - Occurs when bacteria change so that they are able to grow in the presence of an antibiotic that would normally kill them or limit their growth.

Antibiotic-Use Policies - A course or principle of action adopted or proposed by the Government or subsidiary (e.g. “Presidential Memorandum” dated, June 2, 2015, “Draft Guidance for Industry (GFI) on New Animal Drugs and New Animal Drug Combination Products Administered in or on Medicated Feed or Drinking Water of Food-Producing Animals: Recommendations for Drug Sponsors for Voluntarily Aligning Product Use Conditions with GFI 209; Guidance 213.” and “Veterinary Feed Directive”, etc.) that encourage judicious use of antibiotics.

Certified - Implies that the United States Department of Agriculture’s (USDA) Food Safety and Inspection Service (FSIS) and the Agricultural Marketing Service (AMS) have officially evaluated a meat product for class, grade or other quality characteristics (e.g. “Certified Angus Beef”).

Certified Responsible Antibiotic-Use (Meat and Poultry) - Meat and poultry raised using certified responsible antibiotic use standards audited and verified by the United States Department of Agriculture (USDA).

Certified Responsible Antibiotic-Use Waiver - A written document recording the vendor’s request for the Government to waive the certified responsible antibiotic use standard entirely and/or for a specified period of time.

Conventional Meat and Poultry Meat and Poultry that is not “antibiotic-free”, “organic”, nor raised under a certified responsible antibiotic-use or similar standard.

Commercial Concession Contract - A negotiated contract between a vendor and the Government that gives the vendor the right to operate a specific business within the Government's jurisdiction and subject to certain conditions. The contract can be written, verbal, or implied in a formal or an informal manner and include all aspects of a business, such as hiring, wages, leases, loans and employee safety. A breach of the contract takes place when a contracting party fails to live up to the agreements.

Effective Date - The date when the rights and obligations under a contract become operational. The effective date need not be the same as the execution date. In the absence of an effective date, the terms of the agreement become operational upon execution.

The Food Safety and Inspection Service (FSIS) -The Food Safety and Inspection Service is the public health agency in the U.S. Department of Agriculture responsible for ensuring that the nation's commercial supply of meat, poultry, and egg products is safe, wholesome, and correctly labeled and packaged.

Food and Drug Administration (FDA) – The Food and Drug Administration is an agency within the US Department of Health and Human Services, responsible for protecting the public health by assuring that foods (except for meat from livestock, poultry and some egg products which are regulated by the U.S. Department of Agriculture) are safe, wholesome, sanitary and properly labeled; ensuring that human and veterinary drugs, and vaccines and other biological products and medical devices intended for human use are safe and effective; protecting the public from electronic product radiation; assuring cosmetics and dietary supplements are safe and properly labeled; regulating tobacco products; advancing the public health by helping to speed product innovations. FDA's responsibilities extend to the 50 United States, the District of Columbia, Puerto Rico, Guam, the Virgin Islands, American Samoa, and other U.S.

territories and possessions.

Hormones - A synthetic substance with an effect similar to that of an animal or plant hormone.

Hormone-Free – Animals that are not given hormones to promote growth.

Licensed Veterinarian - A professional operating in compliance with the licensing requirements in the state(s) in which he/she practices veterinary medicine by treating disease, disorder, and injury in non-human animals.

Meat - The flesh of an animal (especially a mammal) as food.

Meat and Poultry Supply Chain - The movement of meat and poultry through a number of processing steps, including packers, suppliers, distributors, retail grocers and foodservice operators, before delivery to retailers, wholesalers and/or distributors, foodservice or direct to consumers.

Modification - A generic term meaning any written change in the terms and scope of the contract.

https://en.wikipedia.org/wiki/Veterinary_medicine https://en.wikipedia.org/wiki/Human

Organic Meat and Poultry - Meat and poultry that contains a minimum of 95 percent organic ingredients (excluding salt and water). Up to 5 percent of the ingredients may be non-organic agricultural products that are not commercially available as organic and/or non-agricultural products.

Poultry - The flesh of chickens and other domesticated turkey, ducks, guineas, ratites, and squab (young pigeons) used as food.

Responsible Antibiotic-Use - All uses of medically important antibiotics must be (1) directed at treatment, control or prevention of specific diseases; and (2) only under veterinary oversight.

Statement of Work (SOW) - A formal document that captures and defines the work activities, deliverables and timeline a vendor must execute in performance of specified work for a client. The SOW usually includes detailed requirements and pricing, with standard regulatory and governance terms and conditions.

United States Department of Agriculture (USDA) - The U.S. federal executive department that is responsible for developing and executing federal government policy on farming, agriculture, forestry and food. It aims to meet the needs of farmers and ranchers, promote agricultural trade and production, work to assure food safety, protect natural resources, foster rural communities and end hunger in the United States and internationally. The USDA is also known as the Agriculture Department.

United States Department of Agriculture (USDA) Process Verified Program (PVP) - Utilizes the International Organization for Standardization's (ISO) 9000 series standards for (1) documented quality management systems as a format for evaluating program documentation to ensure consistent auditing practices; and (2) promote international recognition of audit results. It provides vendors that supply agricultural products or services the opportunity to assure customers of their ability to provide consistent quality products or services. It is limited to programs or portions of programs where specified process verified points are supported by a documented quality management system.

United States Department of Agriculture (USDA) Quality System Assessment (QSA) Program - Provides vendors that supply agricultural products and services the opportunity to assure customers of their ability to provide consistent quality products or services. It is limited to programs or portions of programs where specified product requirements are supported by a documented quality management system.