Terms and Conditions
These terms and conditions (the “Terms“) govern the purchase and use of all bovine related products and services offered by ABS Global, Inc. or its affiliates (“ABS”), including (without limitation) bovines, semen, embryos, gametes, cell lines, or other genetic materials (“Germplasm”), udder care products, breeding certificates, breeding services, genetic management services, reproductive management services, and insemination or implantation services (collectively with Germplasm, the “Products”). Please read these Terms carefully, as your use or purchase, or your employees’ or representatives’ use or purchase on your behalf (collectively or individually, “you”), of ABS Products constitutes your confirmation and agreement to follow and be bound by these Terms. ABS reserves the right to make changes to these Terms from time to time. PURCHASE & SHIPPING.By placing an order for Products you confirm that you are authorized to make the purchase. All sales are final, cannot be canceled, and are non-refundable, unless otherwise noted in these Terms. All orders are subject to availability at time of delivery and acceptance by ABS. You certify that the parents of any animal you purchase breeding certificates for are the genuine parents of such animal. Payment terms are advance/COD/30 days from date of invoice;
Payment of sales tax is your responsibility and shall be applied to orders in accordance with all applicable tax laws. Due to varying regional tax laws, any tax which appears on your order form is an estimate and the actual tax assessed will appear on your invoice. All Products shall ship Incoterms 2010 CPT (first carrier) to the location indicated in the order. Title to the Products will pass to the customer at first carrier.
USE: ABS Products are approved for animal agriculture use only.Germplasm may only be used in animals owned or leased by you solely for for the production of offspring in commercial beef or dairy operation. Sexed semen may be used solely for single artificial insemination of a single bovine, with the intent to produce a single offspring. You may not sell or transfer the Products to any third-party or use or analyze the Products for the benefit of any third-party, without the prior written consent of ABS. Export of Products is prohibited without prior written consent of ABS.Except as set forth in these Terms, you shall not sell, lease or otherwise transfer to any third-party any male offspring created using the Germplasm (“Breeding Bulls”) or any germplasm from Breeding Bulls to any third-party for without the prior written consent of ABS. Notwithstanding the foregoing, you may sell offspring from any Germplasm to beef producers for natural mating purposes, provided you have first purchased a breeding certificate from ABS.
All other uses of ABS Products are strictly prohibited without the prior written consent of ABS, including (without limitation) genotyping, sequencing, cloning, genome editing, genetic manipulation, reverse sorting or sexing, use in public or private research programs, production of animals for the purpose of collecting and selling their germplasm, or for any other research and development use.ABS may make available to certain customers from time to time Germplasm from bulls prior to their commercial release (“Pre-Release Semen”). Your purchase, receipt, or possession of Pre-Release Semen does not convey any right to use Pre-Release Semen in any way or for any purpose. Any use of Pre-Release Semen is conditioned upon ABS’s offer, and your legally binding acceptance and execution of, a separate Pre-Release Semen agreement.
WARRANTIES and Liability: ABS warrants that the Germplasm conforms to description on the individual straw or ampule it is packaged in. Except as otherwise set out in these Terms, all Products sold by ABS are sold “AS IS”.ABSSPECIFICALLY GIVES NO WARRANTY OF MERCHANTABILITY, HEALTH, OR FITNESS FOR A PARTICULAR PURPOSE EXCEPT AS SPECIFICALLY STATED IN THESE TERMS AND TO THE EXTENT ALLOWABLE BY LAW, ALL OTHER WARRANTIES ARE DISCLAIMED. ABS specifically disclaims any warranty of (a) the genetic make-up of the Product; (b) the performance of the Product, or the characteristics or performance of the offspring of the product; and (c) the absence of pathogens from the product. This warranty is contingent upon the proper use by you of the Products in line with industry standards and in compliance with these Terms, and does not cover any Products which have been modified in any manner or subject to abuse, neglect, misuse or alternation. If a Product offered by ABS itself is not as described under this warranty, your sole remedy is to return it in unused condition and a credit up to the purchase price of the Product will be issued to your account. ABS attempts to be as accurate as possible in its Product descriptions. However ABS does not warrant that Product descriptions, marketing materials, website content, or other documentation or information related to the Products is accurate, complete, reliable, current, or error-free.
LIABILITY DISCLAIMER: ABS, ITS AFFILIATES, AND EACH OF THEIR EMPLOYEES, OFFICERS, DIRECTORS, DISTRIBUTORS (“ABS PARTIES”)ENTIRE LIABILITY ON ANY CLAIM ARISING FROM OR RELATED TO THE PRODUCTS (WHETHER FROM BREACH OF WARRANTY, CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, OR FIDUCIARY DUTY) SHALL NOT EXCEED THE PURCHASE PRICE PAID TO ABS FOR THE PRODUCTS THAT ALLEGEDLY CAUSED THE LOSS, OR IF ABS SO ELECTS, REPLACEMENT OF THE PRODUCT. IN NO EVENT SHALL ANY ABS PARTY BE LIABLE FOR INCIDENTAL, PUNITIVE, EXEMPLARY, CONSEQUENTIAL, OR MULTIPLIED DAMAGES OR LOST PROFITS SUSTAINED BY YOU OR ANY OTHER PERSON, OR FOR ANY FAILURE OF COWS TO CALVE. YOU AGREE NOT TO ASSERT ANY NON-CONTRACTUAL CLAIM ARISING UNDER STATE LAW ARISING FROM OR RELATED TO YOUR PURCHASE OR USE OF ANY PRODUCT. HAVING THE EXPERTISE AND KNOWLEDGE IN THE INTENDED USE AND CARE OF THE PRODUCTS, YOU ASSUME ALL RISK AND LIABILITY ARISING FROM OR RELATED TO YOUR USE, HANDLING, OR STORAGE OF THE PRODUCTS OR RELATED TO DEFECTS IN ANY STORAGE CONTAINERS OR TANKS CONTAINING PRODUCTS.
Liquid Nitrogen Notice – You are responsible for monitoring your liquid nitrogen storage tank levels and tank operation at all times. ABS may provide liquid nitrogen services to customers as a courtesy service. Such services are provided on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, the ABS Parties shall not be responsible for any loss and or damages, direct or indirect, arising out contract, tort, or fiduciary duty by providing liquid nitrogen to you. To the extent allowable by law, all liability for the supply, maintenance, or servicing of liquid nitrogen storage tanks is expressly disclaimed by ABS Parties.
Distributors – From time to time, ABS contracts with independent contractors, sales agents, authorized representatives, or other distributors (“Distributors”) from whom you may purchase Products directly. Distributors are not the agents, employees, or servants of ABS and are not authorized to contract for, or on behalf of, ABS. Because ABS does not control the Products after transfer to a Distributor, ABS disclaims all liability for the Products, services, actions, or work provided to you by Distributors.
INDEMNITY: You agree to defend, indemnify and hold all ABS Parties harmless from any and all claims, liabilities, damages, costs and expenses, including reasonable attorneys’ fees, in any way arising from, related to or in connection with (a) your use of ABS Products; (b) your breach or alleged breach of these Terms; (c) your violation of any third-party right, including any intellectual property right, publicity, confidentiality, property or privacy right; (d) your violation of any laws, rules, regulations, codes, statutes, ordinances or orders of any governmental and quasi-governmental authorities, including all regulatory, administrative and legislative authorities; and (e) any misrepresentation made by you.
TRADEMARKS: Trademarks, logos and service marks displayed on ABS materials, Products, websites, or elsewhere as authorized by ABS are registered and unregistered trademarks of ABS (“ABS Marks”). No license or right to use any ABS Mark is granted by these Terms. Use of the ABS Marks by you is prohibited.
DATA & SOFTWARE: Some Products allow you to download ABS owned or licensed software (“Software“) onto your computer or device, which may update automatically. ABS grants you a limited, non-exclusive, non-transferable, revocable license to use the Software, solely in connection with the Products. To the extent any component of the Software is offered under a third-party sub-license, you must use that Software in compliance with the terms and policies of the third-party supplier, in addition to these Terms. Unless the following restrictions are prohibited by law, you agree not to reverse engineer or decompile the Software or Products, attempt to do so, or assist anyone in doing so.
As part of ABS’s effort to continually improve its Product offerings, ABS employees or Distributors may collect data or information, including herd performance data, from your technology systems (“Data”). By permitting ABS employees or Distributors to access your Data, you grant ABS a non-exclusive, perpetual, irrevocable, royalty-free, transferable, worldwide license to use the Data for ABS business purposes. ABS understands that maintaining anonymity of your Data is important to your business operations, and will not use your Data in a way that discloses your individual identifying information to the public. Any data, reports, information or intellectual property created, generated or discovered by ABS from the Data (individually or in aggregate) is the sole property of ABS, and no ownership rights in such data, reports, information or intellectual property shall transfer to you or any third-party.
COMPLIANCE WITH LAWS: You agree to comply with all applicable laws, including without limitation any anti-corruption and bribery law, policy or regulation, in connection with your purchase or use of the Products and in your dealings with ABS.
Governing law: These Terms are governed by and construed in accordance with the laws of India, without giving effect to any principles of conflicts of law.
entire agreement & INTERPRETATION: These Terms constitute the entire agreement between you and ABS, and supersede and replace any agreement and terms and conditions related to the Products, except to the extent that such agreement is in writing, signed by both you and ABS (“Written Contract”). To the extent that the terms of a Written Contract conflict with these Terms, the terms of the Written Contract shall prevail. In the event these Terms differ from terms and conditions on ABS printed forms, these Terms shall prevail. In these Terms, the word “including” shall be deemed to be followed by the words “without limitation.”
waiver, severability & assignment: ABS’s failure to enforce any provision of the Terms is not a waiver of its right to do so later. If a provision is found unenforceable or invalid for any reason, the remaining provisions of the Terms will remain in full force and effect. You may not assign any of your rights under these Terms, and any such attempt shall be void. ABS may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with ABS.
MODIFICATION: ABS may revise these Terms from time to time, and will post the most current version on our website. You are bound by any revision and should review these Terms periodically. If any provision of these Terms is deemed invalid, void, or unenforceable for any reason, that provision shall be severed and shall not affect the validity or enforceability of any remaining provision.
SEXCEL GENETICS -STRAW HANDLING GUIDELINES:
At Genus ABS, the experience when using our genetics is a priority. Every semen collection from Genus ABS Sires undergoes a series of rigorous quality control evaluations to ensure that every straw sold meets our high standards.
To get the best possible results from using Sexcel genetics, please also follow our heifer rearing protocols available at www.abssexcel.com and please use the following straw handling protocols;
- Straw identification and transfer- Use the tank inventory card to identify the goblet location containing the straw. Never lift the goblet above the frost line in the neck of the tank. If the straw is not identifiable within 10 seconds, lower the goblet back into the liquid nitrogen for at least 10 seconds before recommencing identification. Use the appropriate tweezers for 0.25cc straws, never fingers, to pick up straws.
- Thawing procedure – Genus ABS recommends thawing only one straw of Sexcel at a time as the objective is to thaw the number of straws that can be inseminated within 5 minutes of thawing. Replace the thaw bath water daily and ensure the temperature is between 35C to 37C (95F to 98F) using a thermometer. Thaw the straw in the water bath for 30 seconds. Remove the straw from the water using tweezers and protect from the environment using a clean, dry paper towel. Use the paper towel to dry the straw.
- Move the air bubble – Gently shake the straw taking it with the tip of your fingers by the crimped end to move the semen to the plugged end and air upwards to the crimped end of the straw. Shaking the straw will not damage the sperm cells, if the bubble is not moved, 1-5% of the sperm will be lost. Ensure that there is minimal time between removing the straw from the thawing bath and loading it into the Al gun, and that you protect the straw from cold wind and sun light.
- Load the Al gun – Place the thawed straw into the Al gun with the plugged end first. Cut the straw at 90 degrees lcm below the crimped end, with clean scissors or a straw cutter. Place the plastic sheath over the loaded Al rod. Ensure that the straw enters and adapts well inside the green or blue plastic piece of the sheath. Carefully depress the plunger so that semen enters the end of the straw but not does escape from the sheath, removing the air bubble from the straw. The use of a plastic ‘chemise sanitaire’ is recommended on top of the Al gun sheath.
- Number of straws per heifer- lnseminate one complete straw per heifer, do not split straws.
SEXCEL GENETICS -STRAW TESTING PROTOCOL
This protocol should be used in conjunction with advice from ABS Sexcel experts. Sexcel uses a highly specialised new technology that means things will look different when you are testing. The product will look different underneath a microscope due to the way the product has been designed. Male sperm cells are incapacitated and female sperm cells flow through our technology with minimal impact, therefore our 21st century technology is very gentle on the important female sperm cells.
A totally new sexed genetic technology – As described above, male sperm cells will be incapacitated and will remain within the straw for use. This means that the product will look strikingly different to any other product that you may have previously viewed underneath a microscope. For post thaw motility testing, calculate the number of motile cells post-thaw using the following protocol.
Storage, removal from tank and thawing- Sexcel should be stored in the same way as all other frozen semen products. Taking care to ensure that Sexcel remains immersed within liquid nitrogen and should not be exposed to any change of environment. For removal from tank and thawing you should follow the protocols set out in the Sexcel Handling Protocols.
Sexcel Product- Sexcel Sexed semen- straw is produced to have a minimum of 2.1 million sperm cells pre freeze and a minimum of 1.05 million post thaw motile cells.
How to measure – The number of motile cells in the straw is what’s important and not only the % motility. You will be required to use a Hamilton- Thorne IVOS2 for this purpose because it can count motile cells and deliver a quantity per volume. They have a “static cell filter” on the software so it just counts and reports motile cells.
For any information on ABS Sexcel Sexed Genetics, contact ABS representative or write at firstname.lastname@example.org
Note: Sexcel may be used solely for single artificial insemination of one female bovine during natural ovulation with the intent to produce single offspring.