1. Definitions
"Buyer" – the individual or organisation purchasing or agreeing to purchase goods from the seller.
"Consumer" – as defined in the Unfair Contract Terms Act 1977, Section 12, or any subsequent legislation as defied in English Law and enforceable through the Courts of England and Wales.
"Goods" – meaning all straws of semen and any such other products or services relating to the breeding of cattle which Geno-UK may from time to time sell.
"List Price" – the price published by Geno-UK in any or all forms of written communication and which is the price per unit for the product or service at the standard volume, delivery and payment terms set by Geno-UK.
"Order" – the placing of a request for products and / or services from Geno-UK either by email, facsimile, post, telephone, verbal conversation.
"Seller" – Geno Genetics UK Ltd; Dee View, Eccleston, Chester, CH4 9HT.
"Selling Price" – the price per unit for products and / or services ordered through Geno-UK and amended from the List Price by trading conditions of volume, payment terms, delivery surcharge and prior to VAT or any other such tax as may apply from time to time.
"Terms and Condition" – the terms and conditions of sale as set out in this document plus any special terms agreed by the seller in writing except where any legislation in English Law and enforceable through the Courts of England and Wales shall supersede such terms and conditions.
2. Conditions
a. The Buyer’s statutory rights as a consumer shall not be affected by these terms and conditions.
b. These terms and Conditions shall apply to all contracts for the sale of Goods and /or services from Geno-UK to the Buyer and shall override all other communication from the Buyer to the seller.
c. The Buyer is deemed to have accepted these Terms and Conditions by the placing of an order with Geno-UK for Goods and / or Services.
d. Geno-UK retains the right to cancel any order where the Buyer is subject to fulfil his financial obligations of any previous contract with Geno-UK or is declared bankrupt or is in receivership or under a winding up ordere. Geno-UK shall provide to the Buyer in writing any amendments to these terms and conditions.
3. Ordering
a. All orders will be deemed to be an offer to buy Goods and / or Services from Geno-UK under these Terms and Conditions.
b. The Buyer must provide full details of business title, postal address including Post Code, and telephone number at the time of ordering.
c. Where Goods ordered are not available for any reason, the Buyer shall be notified and given the option of waiting for available stock, ordering an alternative product or receiving a full rebate at the end of that calendar month.
d. Geno-UK may choose not to accept an order for any reason.
4. Pricing and Payments
a. The Buyer will pay top Geno-UK the prices set out in Geno-UK’s price list prevailing at the date the order was taken.
b. In respect of any goods or services supplied payment is to be made within thirty days of the end of the month of invoice where payment is required to be or has been paid by Standing Order or Direct Debit.
c. The Buyer shall be responsible for paying any handling charges levied by third parties where the Buyer requests a method of delivery outside of the normal service provided by Geno-UK.
d. All Orders are subject to VAT at the prevailing UK rate at the date of Order.
e. Interest shall be charged on overdue accounts at the rate of Bank of England base rate plus 2% chargeable monthly where payment is not received in full before the end of the month following purchase.
5. Delivery
a. Delivery dates are estimated only and the time of delivery of any goods by Geno-UK shall not be of the essence of any contract and failure to effect such delivery by any specified date shall not constitute a breach of contract by Geno-UK. Geno-UK will not be liable for any losses, costs, damages or excesses incurred directly or indirectly by the Buyer or any third party resulting from any such failure to deliver.
b. Delivery of goods shall be effected when goods are unloaded at the address notified by the Buyer to Geno-UK.
c. The Buyer assumes title and risk for all Goods upon delivery.
6. Seller's Rights
a. Geno-UK reserves the right to withdraw any Goods or Services from sale at any time and without notice.
b. Geno-UK reserves the right to adjust the price of any Goods or Services at any time and without notice.
c. Geno-UK shall not be liable to any Buyer or third party for withdrawing any Goods or Services or for refusing to process an Order.
7. Fitness for Purpose
a. The information published by Geno-UK in any medium relating to individual bulls, their traits and characteristics and progeny, is based upon information published either by DairyCo, or any delegated or successor organisation within the UK, or the semen exporting organisation, breed society or industry body in the country of origin for the individual bull. Geno-UK shall quote the date on which the information was first published and its source.
b. Whilst Geno-UK will use all reasonable endeavours to ensure that bulls whose semen is supplied by Geno-UK shall conform with their dated published proof (as promulgated by the relevant body) Geno-UK shall not be liable to the client for any loss or damage suffered by reason only that any calf produced from such semen shall fail to exhibit all or any of the characteristics disclosed by such proof.
c. Geno-UK takes all reasonable care to maintain the fertility of the Goods but cannot guarantee that Goods are fertile at the time of delivery.
d. The Buyer accepts that fertility rates, traits and characteristics of progeny born from Goods sold by Geno-UK will vary greatly including but not limited to: the fertility and condition of the recipient dam, the environment in which the recipient dam is kept, the skill and expertise of the inseminator.
e. Where any sire has tested positive for any genetic defect or recessive gene, Geno-UK shall make available such information at the date of its next available publication. At the date of any publication all information is correct and accurate in the knowledge and belief of Geno-UK.
8. Limitations of Liability
a. Geno-UK uses all reasonable efforts to meet its obligations to the Buyer and, in the absence of fraud; Geno-UK’s liability will be limited to the replacement cost of Goods of equivalent or higher quality in the event of any other breach of contract.
b. Geno-UK shall not have liability for loss of profit or consequential loss or damage of whatever kind suffered by the Buyer or any third party arising from any reason or cause.
9. General Conditions
a. Geno-UK shall not be liable for any penalty, loss, damage injury or expense arising from any failure or delay in delivery or performance from any cause. Nor shall the Buyer refuse to accept delivery or repudiate the Terms and Conditions of these Terms and Conditions for any reason or cause.
b. If any provision or clause in these Terms and Conditions is held to be invalid or unenforceable in whole or in part by any competent authority the other provisions and clauses and the remainder of the provision or clause in question shall be unaffected thereby.
10. Governing Law and Jurisdiction
a. These Terms and Conditions shall be governed by and construed in accordance with English Law and the Courts of England and Wales shall have exclusive jurisdiction to hear all or any dispute arising.