67-975: West Liberty Foods, L.L.C. is a farmer-owned food company headquartered in West Liberty, Iowa. Recognized as one of the top 50 protein processors in North America, the company has the capacity to produce over 650 million pounds of food products per year across four facilities. According to The National Provisioner, West Liberty Foods is the 34th largest meat and poultry processor in the United States. West Liberty Foods meat and poultry products can be found in grocery stores and restaurant chains nationwide. West Liberty Foods has four locations: West Liberty, Iowa; Mount Pleasant, Iowa ; Tremonton, Utah ; and Bolingbrook, Illinois . The company primarily provides meat for other marketing brands, producing 90% of its product for customers while selling only 10% under
134-409: A corporation , LLCs are required to register in the states they are "conducting (or transacting) business". Each state has different standards and rules defining what "transacting business" means, and as a consequence, navigating what is required can be quite confusing for small business owners. Simply forming an LLC in any state may not be enough to meet legal requirements, and specifically, if an LLC
201-437: A " shareholder ". Additionally, ownership in an LLC is represented by a "membership interest" or an "LLC interest" (sometimes measured in "membership units" or just "units" and at other times simply stated only as percentages ), rather than represented by " shares of stock " or just "shares" (with ownership measured by the number of shares held by each shareholder). Similarly, when issued in physical rather than electronic form,
268-542: A 270,000-square-foot (25,000 m) facility which slaughters and further processes turkey products. The slaughter operation converts around 20,000 turkeys per workday. Louis H. Rich purchased the West Liberty plant, a former tomato canning facility, in 1943, when he decided to expand the operations of the Rock Island Produce Company, located on 9th Street in Rock Island, Illinois . The plant
335-553: A US$ 2 million tax-rebate over 10 years. The incentives were conditioned on the new jobs paying a certain level above the county median wage, offering health insurance, and the company staying in Utah for 10 years. Pleasant View offered another US$ 1.4-US$ 1.8 million in incentives. However, construction in Pleasant View became impossible when it was discovered that much of the site consisted of wetland areas. After this development,
402-454: A business formed as an LLC rather than a corporation. An LLC with either single or multiple members may elect to be taxed as a corporation through the filing of IRS Form 8832. After electing corporate tax status, an LLC may further elect to be treated as a regular C corporation (taxation of the entity's income prior to any dividends or distributions to the members and then taxation of the dividends or distributions once received as income by
469-438: A casing sanitation step that involves being treated with a sanitizing liquid before the casings are removed from the logs. The logs then undergo a postlethality treatment by passing through an infrared pasteurization tunnel to kill pathogens on the logs. The logs are then mechanically transferred to slicers, sliced, and placed in sealed packages that are transferred out of the processing cell. The mechanical transfers decrease
536-549: A city and in the 1910 census had a population of 1,760. Fort Union , historically Union, was an early settlement area on the eastern edge of present-day Midvale. When Midvale annexed the Fort Union Area, it brought an established housing population. However, it did not just provide the city with a much larger population base, it also brought the city the shops of Fort Union. The shops provide both shopping and office space for Midvale. Bingham Junction, originally known as
603-478: A document evidencing ownership rights in an LLC is called a "membership certificate" rather than a "stock certificate." In the absence of express statutory guidance, most American courts have held that LLC members are subject to the same common law alter ego piercing theories as corporate shareholders. However, it is more difficult to pierce the LLC veil because LLCs do not have many formalities to maintain. As long as
670-558: A personal liability in cases where distributions to members render the LLC insolvent. The first state to enact a law authorizing the creation of limited liability companies was Wyoming in 1977. The law was a project of the Hamilton Brothers Oil Company , which sought to organize its business in the United States with liability and tax advantages similar to those it had obtained in Panama . From 1960 to 1997,
737-519: A sealed clean room suit before entering slicing cells. The suits are cleaned and sealed in a clean room laundry facility in North Carolina by the uniform company Cintas . Employees replace the clean suit each time they leave the cell so each employee averages five suits per day. As of 2006, West Liberty Foods plans to build a plant in Tremonton, Utah . The plant will not slaughter, but
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#1732798729525804-399: A second vote at the West Liberty plant on July 15, 2005. The vote was 231 to 322 against unionization. In 2009, the company paid US$ 58,613.75 to Labor Information Services, an antiunion management services company connected to The Burke Group , to provide consultants who met directly with workers "either individually or in group meetings...regarding union issues." The West Liberty plant is
871-694: A shut down until April 14 due to sanitization being done. In 2004, workers at the West Liberty plant considered joining the United Food and Commercial Workers International Union (UFCW). On July 1, 2004, the workers voted on whether they would be represented by UFCW Local 431. An initial tally of votes came out 301 in favor and 299 against union representation. However, the count did not include 13 ballots which were disputed by UFCW. The ballots were challenged on claims that they were cast by management personnel who would not be union members. A National Labor Relations Board hearing to confirm or invalidate
938-416: A similar entity called a professional limited liability company ( PLLC ). An LLC is a hybrid legal entity having certain characteristics of both a corporation and a partnership or sole proprietorship (depending on how many owners there are). An LLC is a type of unincorporated association , distinct from a corporation. The primary characteristic an LLC shares with a corporation is limited liability , and
1005-432: A variety of governance and protective provisions for the corporation and its shareholders, most states do not dictate detailed governance and protective provisions for the members of a limited liability company. In the absence of such statutory provisions, members of an LLC must establish governance and protective provisions pursuant to an operating agreement or similar governing document. Midvale, Utah Midvale City
1072-519: Is a monthly newspaper delivered to homes in Midvale City. The Journal covers local stories in Sports, Education, City Council, and Local Life. Some scenes from the mini-series The Stand as well as scenes from the movies Halloween 4: The Return of Michael Myers , Gentlemen Broncos , and The Sandlot , were filmed in downtown Midvale, including the interior of an old-fashioned drugstore by
1139-480: Is complete. The design and operation of the Mount Pleasant plant was developed to decrease potential hazards to food safety. WLF representatives have stated that the goal of the Mount Pleasant plant is to create a pathogen -free environment. Because company officials believe that the food safety aspects of the plant are unique in the meat industry, they submitted the plant design for patent approval through
1206-604: Is estimated that 64.5% of Midvale's population is between the ages of 18 and 65. With 27% of the population below 18 and 8.5% above 65. It is also estimated that 49.7% of Midvale is female. Midvale City has a nonpartisan mayor-council form of government. The Mayor and five Council members are elected to four-year terms. The current mayor of Midvale is Marcus Stevenson. Current City Council members include Bonnie Billings, Paul Glover, Heidi Robinson, Bryant Brown, and Dustin Gettel. Midvale Fire and Police are furnished by arrangement with
1273-466: Is estimated that the population identifies as: 76.9% non-Hispanic White, 23.6% Hispanic or Latino, 4.3% Hawaiian or other Pacific Islander, 3.4% Black or African American, and 0.4% American Indian. It is estimated that Midvale is home to 12,412 households with an owner occupancy rate of 43.3%. The median price of a home in 2018 was estimated at $ 241,200 whereas the 2020 projection for the median house price has climbed to $ 338,000 in less than two years. It
1340-400: Is formed in one state, but the owner (or owners) are located in another state (or states), or an employee is located in another state, or the LLC's base of operations is located in another state, the LLC may need to register as a foreign LLC in the other states it is "transacting business". For U.S. federal income tax purposes, an LLC is treated by default as a pass-through entity. If there
1407-410: Is in the beginning phases of redevelopment, but current proposals could see an additional 3,500 housing units and over 1,000,000 square feet of office space within the next ten years. Midvale operates under a grid system as the rest of Salt Lake County. However, as most cities originally operated under their own grid system, Midvale City was one of the last to transition to the county. I-15 runs down
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#17327987295251474-641: Is located in the heart of Salt Lake County, Utah , United States. It is part of the Salt Lake City metropolitan area . Midvale's population was 34,124 according to 2019 estimates from the U.S. Census Bureau . Midvale is home to the Shops at Fort Union, located on the East side of the city and the Bingham Junction economic center, located on the west side of the city. Midvale is centrally located in
1541-502: Is only one member in the company, the LLC is treated as a "disregarded entity" for tax purposes (unless another tax status is elected), and an individual owner would report the LLC's income or loss on Schedule C of his or her individual tax return. Thus, income from the LLC is taxed at the individual tax rates. The default tax status for LLCs with multiple members is as a partnership, which is required to report income and loss on IRS Form 1065. Under partnership tax treatment, each member of
1608-628: Is the Jordan River that flows down the center of the valley. This climatic region is typified by large seasonal temperature differences, with warm to hot summers and cold winters. According to the Köppen Climate Classification system, Midvale has a humid continental climate , abbreviated Dfb on climate maps. According to the US Census Bureau, it is estimated that Midvale is home to 33,636 people. It
1675-486: Is the United States -specific form of a private limited company . It is a business structure that can combine the pass-through taxation of a partnership or sole proprietorship with the limited liability of a corporation . An LLC is not a corporation under the laws of every state; it is a legal form of a company that provides limited liability to its owners in many jurisdictions. LLCs are well known for
1742-405: Is used for slicing cooked cheese, turkey, chicken, beef, pork, and other products. The plant employs roughly 500 people working in three shifts. A 68,000-square-foot (6,300 m) Millard Refrigerated Services facility is located adjacent to the Mount Pleasant plant. The two facilities are connected, and product is immediately transferred by conveyor from the plant to cold storage when packaging
1809-537: The U.S. Patent Office . The Mount Pleasant plant is located about 50 miles (80 km) from either the West Liberty or Sigourney plants. This reduces the likelihood that pathogens will be carried either by air or foot traffic from a raw production area to Mount Pleasant's ready-to-eat production. The Mount Pleasant facility consists of approximately 20 individual processing cells that are separated from one another and are set up so that they could operate as individual meat slicing facilities. Before antimicrobial flooring
1876-507: The 1870s thanks to its central location, the use of railroad, and its connection to the mining in Bingham Canyon, the western area of present-day Midvale became an important industrial area for Utah. To support this growth, the eastern area of present-day Midvale provided agriculture and housing. People in the area, presumably, started calling the area Midvale, due to its central location in the valley. In 1909 Midvale officially became
1943-658: The 200,000-square-foot (19,000 m) facility will allot 93,000 square feet (8,600 m) for processing and 74,000 square feet (6,900 m) for slicing a variety of meat products. The company broke ground for the facility in October 2006. It is expected to begin production in July 2007. When completed, the plant will be the first in North America to slice 10 ft (3.0 m) slicing logs. The plant will initially have ten slicing cells allowing production of 150 million pounds per year and will eventually add ten more cells to double
2010-628: The 500 jobs at the plant, 300 are expected to pay between US$ 21,500 and US$ 26,875. The rest of the jobs will pay more with about 100 paying around US$ 37,000. West Liberty Foods opened its plant in Bolingbrook, Illinois, plant in 2014. By 2016, the Bolingbrook facility achieved ISO certification, as well as landfill-free status. West Liberty Foods has received a number of awards from various organizations. Hormel Spirit of Excellence Award in 1998, 1999, 2000, 2001, and 2002. Limited liability company A limited liability company ( LLC )
2077-711: The Delaware Limited Liability Company Act provides that the managers and controlling members of a Delaware-domiciled limited liability company owe fiduciary duties of care and loyalty to the limited liability company and its members. Under the amendment (prompted by the Delaware Supreme Court's decision in Gatz Properties, LLC v. Auriga Capital Corp ), parties to an LLC remain free to expand, restrict, or eliminate fiduciary duties in their LLC agreements (subject to
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2144-554: The LLC and the members do not commingle funds, it is difficult to pierce the LLC veil. Membership interests in LLCs and partnership interests are also afforded a significant level of protection through the charging order mechanism. The charging order limits the creditor of a debtor-partner or a debtor-member to the debtor's share of distributions, without conferring on the creditor any voting or management rights. Limited liability company members may, in certain circumstances, also incur
2211-576: The LLC seriously and enacted their own LLC statutes. By 1996, all 50 states and the District of Columbia had LLC statutes. In 1995, the IRS came to the conclusion that the widespread enactment of LLC statutes had undermined the Kintner regulations, and in 1996 it promulgated new regulations establishing a so-called "check the box" (CTB) entity classification election system that went into effect throughout
2278-405: The LLC, as is the case for all partners of a partnership, annually receives a Form K-1 reporting the member's distributive share of the LLC's income or loss that is then reported on the member's individual income tax return. On the other hand, income from corporations is taxed twice: once at the corporate entity level and again when distributed to shareholders. Thus, more tax savings often result if
2345-509: The Sharon Steel site, is on the western border of Midvale and is roughly 446 acres in size. The area originally started seeing economic development as early as 1871 as a slag site for mining, which operated as such until 1958. Upon testing, it appeared to have large amounts of lead, arsenic and heavy metals, rendering the property unusable. Through mediation, help from the EPA and other parties,
2412-792: The Unified Police and Fire of Salt Lake County. Consequently, Midvale no longer fields its own police or fire departments. The current head of the Unified Police Department Midvale Precinct is Police Chief Randy Thomas and the Unified Fire Department is headed by Chief Dominic Burchett. Jordan School District was the primary school district in Midvale until 2009. In 2007, citizens voted to split Jordan School District to create 2 separate school districts - Jordan School District and
2479-522: The United States on January 1, 1997. LLCs are subject to fewer regulations than traditional corporations, and thus may allow members to create a more flexible management structure than is possible with other corporate forms. As long as the LLC remains within the confines of state law, the operating agreement is responsible for the flexibility the members of the LLC have in deciding how their LLC will be governed. State statutes typically provide automatic or "default" rules for how an LLC will be governed unless
2546-420: The United States, is sometimes different. When an LLC is formed, it is said to be "organized", not "incorporated" or "chartered", and its founding document is likewise known as its " articles of organization ", instead of its " articles of incorporation " or its "corporate charter". Internal operations of an LLC are further governed by its " operating agreement ". An owner of an LLC is called a "member", rather than
2613-463: The United States. Much of the company's sales come from large nationwide foodservice customers, and as of 2006, was Subway 's largest supplier of sliced sandwich meat, providing the franchise with more than 1 million pounds per week. As a result of servicing national customers, the company is inspected more than other food manufacturers. West Liberty Foods' three plants have been ISO 14001 certified for meeting environmental management standards, and
2680-483: The West Liberty Foods brand name. In addition to slaughtering turkeys, the company produces prepared beef, chicken, pork, and turkey products. Company revenue has grown rapidly with US$ 65 million in sales during 1997, $ 120 million in 2000, and $ 200 million in 2003. Most recently, West Liberty Foods posted $ 442 million in revenue for 2006, making the company the 56th-largest meat-packing company by sales in
2747-557: The West Liberty plant was the first turkey-processing plant in the United States to receive this certification . West Liberty Foods maintains separate facilities for research and development and laboratory testing services. They are housed in adjacent buildings several blocks from the plant in West Liberty. The R&D facility includes testing space for both raw and cooked product, and can create test products from start to finish, including initial formulation, final slicing, and packaging . The lab conducts product quality testing for
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2814-500: The area underwent a major cleanup and restoration project that saw its name removed from the NPL in 2006. Since Bingham Junction's removal from the NPL, the area underwent major changes. It brought about thousands of new households to the city. In connection with the added residential, major corporations moved to the area, where Overstock, CHG, and Savage now use as their headquarters. Also other major companies have brought their operation to
2881-422: The area, including Marriott, Zagg and IHC. Entertainment followed with the first ever Top Golf in Utah resides in the Bingham Junction area. As other important shopping centers such as Winco and other dining options. The EPA now considers this a success story and estimates as of 2018 there are 56 on site businesses with at least 2,646 employees. Bingham Junction is also home to a stop on the red line, that goes from
2948-512: The center of Midvale, with I-215's interchange with I-15 meeting in the 7200 and state region in Midvale. The Utah Transit Authority (UTA) operates a bus system that reaches into the city including a sky service bus route. Bus routes serve nearby light rail stations, multiple commercial districts (including the Shops at Fort Union and the State Street commercial district), office parks, and government offices. The ski bus route operates along
3015-597: The classification of unincorporated business associations for the purpose of U.S. federal income tax law was governed by the " Kintner regulations", which were named after the prevailing taxpayer in the 1954 legal precedent of that name. As promulgated by the Internal Revenue Service (IRS) in 1960, the Kintner regulations set forth a complex six-factor test for determining whether such business associations would be taxed as corporations or partnerships. Some of these factors had equal significance, so that
3082-547: The company. Oscar Mayer helped West Liberty Foods by promising to purchase half of the plant's output in 1997 and a quarter of the output in 1998 to help the startup company . Production under ITGC ownership began in January 1997. The company faced financial difficulty because the turkey market was oversupplied and prices hit historic lows. While financial projections assumed a price of US$ 1.92 per pound for turkey, prices averaged $ 1.46 per pound in 1997. During this time, four of
3149-477: The flexibility that they provide to business owners; depending on the situation, an LLC may elect to use corporate tax rules instead of being treated as a partnership, and, under certain circumstances, LLCs may be organized as not-for-profit. In certain U.S. states (for example, Texas), businesses that provide professional services requiring a state professional license, such as legal or medical services , may not be allowed to form an LLC but may be required to form
3216-554: The growers left ITGC. Turkey prices eventually rebounded, and the company was bolstered by sales to Sara Lee near the end of 1998. Since the rebound, West Liberty Foods’ sales have grown steadily. In 2000, the company acquired a second plant in Sigourney, IA, from Pinnacle Foods to meet rising orders . The facility was sold in 2012. The company grew again in April 2003 when it opened a processing plant in Mount Pleasant, IA, which
3283-507: The implied covenant of good faith and fair dealing). Under 6 Del. C. Section 18-101(7), a Delaware LLC operating agreement can be written, oral or implied. It sets forth member capital contributions, ownership percentages, and management structure. Like a prenuptial agreement, an operating agreement can avoid future disputes between members by addressing buy-out rights, valuation formulas, and transfer restrictions. The written LLC operating agreement should be signed by all of its members. Like
3350-421: The members) or as an S corporation (entity level income and loss passes through to the members). Some commentators have recommended an LLC taxed as an S-corporation as the best possible small business structure. It combines the simplicity and flexibility of an LLC with the tax benefits of an S-corporation (self-employment tax savings). Some legal scholars argue that corporate income taxes are intended to limit
3417-482: The most populous county in Utah and is bisected by Interstate 15. Interstate 215 serves as the northern boundary of the city's east side. Midvale is one of the few cities in Utah to be home to two direct TRAX lines and three TRAX stations. According to the United States Census Bureau , the city has a total area of 5.8 square miles (15.1 km ), all land. The western border of Midvale
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#17327987295253484-567: The name of Vincent Drug. The store stayed in business and retained products in packaging over 50 years old for this type of display purpose. Vincent Drug shut down in 2003. Located in the central part of the Salt Lake Valley, and next to the Jordan River, Midvale was an early target for settlers in Utah. Permanent homes began as early as the 1850s, with one of the earliest homes still preserved today. The population grew quickly in
3551-465: The newly created Canyons School District . The Canyons School District is now the primary school district located in Midvale. It began operation at the beginning of the 2009–10 school year. Midvale has 4 elementary schools (Copperview Elementary, East Midvale Elementary, Midvale Elementary, and Midvalley Elementary), two middle schools (Midvale Middle School and Union Middle School), and one High School ( Hillcrest High School ). The Midvale City Journal
3618-400: The operating agreement provides otherwise, as permitted by statute in the state where the LLC was organized. The limited liability company has grown to become one of the most prevalent business forms in the United States. Even the use of a single member LLC affords greater protection for the assets of the member, as compared to operating as an unincorporated entity. Effective August 1, 2013,
3685-562: The plant that December if no buyer purchased it. The Iowa turkey growers who sold to Kraft discussed purchasing the plant to ensure that demand for their birds remained. In May 1996, 47 of the turkey growers formed the Iowa Turkey Growers Cooperative (ITGC). ITGC purchased the plant from Kraft and took control of it in December. The growers hired meat industry veteran Ken Rutledge to be president and COO of
3752-744: The plant's capacity. At full capacity, the plant will employ more than 500 people. Similar to the Mount Pleasant plant, a 50,000-square-foot (4,600 m) Millard Refrigerated Services facility will be built adjacent to the Tremonton plant for warehouse storage of refrigerated and frozen products. Initially, the company investigated sites for the new plant in Utah , Nevada , and Arizona . It requested US$ 5.2 million in tax incentives from Utah to build in Pleasant View, Utah . On April 26, 2006, Utah's Department of Community and Economic Development approved
3819-560: The power of corporations and to offset the legal benefits corporations enjoy, such as limited liability for their investors. There is concern that LLCs, by combining limited liability with no entity-level taxation, could contribute to excessive risk-taking and harm to third parties. Although there is no statutory requirement for an operating agreement in most jurisdictions, members of a multiple member LLC who operate without one may encounter problems. Unlike state laws regarding stock corporations, which are very well developed and provide for
3886-650: The presence of only half of them would result in classification as a partnership. Accordingly, the Wyoming Legislature tailored its statute to grant LLCs particular corporate features without exceeding this threshold. For several years, other states were slow to adopt the LLC form because it was unclear how the IRS and courts would apply the Kintner regulations to it. After the IRS finally decided in 1988 in Revenue Ruling 88-76 that Wyoming LLCs were taxable as partnerships, other states began to take
3953-403: The primary characteristic it shares with a partnership is the availability of pass-through income taxation . As a business entity, an LLC is often more flexible than a corporation and may be well-suited for companies with a single owner. Although LLCs and corporations both possess some analogous features, the basic terminology commonly associated with each type of legal entity, at least within
4020-407: The risk of product contamination by reducing handling of product by personnel. Food safety is a factor in hiring employees at the Mount Pleasant facility. Before applying, potential employees must complete a 16-hour food-safety training course through Iowa State University . The class includes written tests which each applicant must pass before completing the course. On the job, employees must don
4087-416: The state held the incentive offer open provided that West Liberty Foods could find another suitable site that met Utah's requirements. On July 29, 2006, the company announced that they would build the new plant in Tremonton, Utah. The tax incentives will total an 80% property tax break, but Tremonton is projected to experience a US$ 508 thousand financial benefit over 12 years after the plant is completed. Of
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#17327987295254154-405: The three production facilities and uses polymerase chain reaction (PCR) technology for rapid bacteriological testing. This system can return results within 30 hours of production. Prior to 1996, Louis Rich , the brand name for Oscar Mayer 's turkey division , owned the processing plant in West Liberty. In early 1996, Oscar Mayer's parent company, Kraft Foods , announced that they would close
4221-404: The vote was scheduled for January 5, 2005, but then postponed until February 16, 2005. On February 1, 2005, the company and UFCW settled their dispute. UFCW withdrew its objections, and West Liberty Foods posted a notice that they would not close the plant or fire workers if employees unionized. This resulted in a final vote count of 303 to 308 against union representation. UFCW Local 431 held
4288-554: The western edges of Salt Lake County to the University of Utah, Utah's flagship university. Following in the success of the Bingham Junction Area, the area known as Jordan Bluffs is beginning the early phase of similar redevelopment. Jordan Bluffs is situated south of Bingham Junction and was originally part of the Sharon Steel slag site. It compromises 351 acres in the south west region of Midvale. Jordan Bluffs
4355-423: Was converted to a poultry, including chickens and turkeys, slaughter facility in 1946 and refocused by Rich's sons, Norman and Martin, on turkey in 1949. The plant was first expanded in 1960. Oscar Mayer acquired the plant, through its purchase of Louis Rich, Inc., in 1979 and used it for turkey production until selling the plant in 1996. The Mount Pleasant plant is a 85,000-square-foot (7,900 m) facility that
4422-415: Was later expanded in 2004. Company leadership changed in 2004 as Ed Garrett was named president and COO when Rutledge resigned to take a position with another growers' organization. In 2006, the company entered into a marketing alliance agreement with Midvale, Utah , based Norbest Foods . On April 9, 2020, three workers were infected with COVID-19 at the company's plant in West Liberty, Iowa resulting in
4489-492: Was poured, the cells were erected with stainless steel antimicrobial walls that are built into the floor. Each processing cell has independent refrigeration and drainage systems. The refrigeration systems filter the cell's air and maintain positive air pressure at 38 °F (3 °C), and the drainage systems are sealed off and flooded with sanitizers nightly. During operation, fully cooked meat or cheese logs arrive sealed in impermeable casings . The logs go through
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