FOR Al BOARS, NATURAL SERVICE BOARS, GILTS AND SEMEN

(June 2009)

A. WARRANTIES OF PIC REGARDING THE SALE OF ANIMALS

  1. Animals delivered by PIC either,
    1. Will have been owned by PIC for at least thirty (30) days, or
    2. Will have been acquired by PIC from a farm that is operated in accordance with standards established by PIC.
  2. Al Boars will be capable of being trained to approach, mount, and leave an Al dummy and will be capable of performing as Al Boars after training. This warranty of trainability will be valid only so long as the Al Boars are kept at a facility exclusively housing animals owned by Customer which have been purchased from. PIC erthalr progeny.
  3. All Gilts sold by PIC at over five months of age will subject to these Conditions of Sale be fit for breeding provided that the Customer complies with PIC’s recommendation for Isolation and Acclimatisation of Animals set out in section C of these Conditions of Sale.
  4. Boars and Gilts sold by PIC at less than five months of age do not carry any guarantee of breeding capability,
  5. AU Natural Service and Al Boars sold by PIC at over six months of age wilt subject to these Conditions of Sale be fit for breeding provided that the Customer complies with PIC’s recommendation for isolation and acclimatisation of Animals set out in section C of these Conditions of Sale.
  6. PIC has title to the Semen. It will be of good live concentration and fit for administration to female pigs at the time of delivery to Customer.

B. WARRANTIES OF THE BUYER

  1. The Buyer shall be authorised to use the animals (or semen obtained from them) exclusively in the Buyer’s own herds and for their specified use. The Buyer shall not have the right to resell or transfer the animals (or semen obtained from them) to any other person or entity as breeding animals or for further resale as breeding animals. All the offspring obtained from the animals purchased from PIC shall be designated by the Buyer for slaughter unless specifically permitted for in another written contract with PIC.
  2. The Buyer shall not have the right to use for the purpose of artificial insemination the boars purchased for natural mating without prior written approval from PIC.
  3. In the case of the violation of the provisions of the above, PIC shall charge the Buyer with a contractual penalty equivalent to the value of the deliveries made to the Buyer.  Notwithstanding the above, PIC shall have the right to terminate without notice all agreements with the Buyer.
  4. If the contractual penalty does not cover the damage sustained by PIC, PIC shall have the right to pursue supplementary claims for damages upon general rules.

C. ISOLATION AND ACCLIMATISATION OF ANIMALS

  1. In order to maximise the growth and breeding potential of the Customer’s pigs PIC requires Customer and Customer agrees, subject to the other provisions of this Section C, to isolate all animals in a clean facility, physically separate from all other animals for at least 60 days, and to follow the recommendations of a veterinarian for isolation and for release of animals after the isolation period, and will not begin acclimatisation procedures within the isolation facility for at least 14 days after delivery.  Customer agrees to test animals, at Customer’s expense, for pathogens or disease which are of concern to Customer while animals are in isolation. PIC requires Customer and Customer agrees to acclimatise animals alongside existing stock for at least 30 days either during or after isolation and to follow the recommendations of a veterinarian for the release of animals from acclimatisation.

D. CREDITS AND PROCEDURES.

  1. In case of complaint, Customer must telephone or write to PIC stating delivery date, involve number, pig tag and/or ear tattoo number, and/or batch number, and the exact nature of the complaint. PIC may then either send a Field Officer or Agent. If an Al Boar identified is determined by PIC to be not functionally sound or capable of performing as an Al Boar after proper isolation, and acclimatisation under section B of these Conditions of Sale, or if other animals or Semen do not meet the warranties set out in these Conditions of Sale, PIC may authorise slaughter following notification and will issue a credit for the invoiced cost of the Semen or animal, less slaughter value or will supply a replacement animal at a slaughter value estimated by PIC. PIC will not issue credit for dead animals or any slaughtered animals unless the complaint process described in these Conditions of Sale has been followed, except if a post-mortem certified by Customer’s veterinarian reveals a defect that rendered the animal incapable of breeding after the required Isolation and acclimatisation period.
  2. In case of complaint based on incapacity to perform as an Al Boar, PIC reserves the right to require additional training and testing before issuing credits and will not authorise slaughter of or issue credit for, such an Al Boar unless it has determined that the Al Boar is untrainable.
  3. PIC will issue credits or replacement breeding stock only if the complaint is received within
    1. 3 days after delivery for complaints relating to losses, damage or injury of animals incurred prior to or on delivery,
    2. 24 hours from time of dispatch in the event of non-delivery of Semen (subject to Guaranteed Delivery Service having been requested),
    3. 30 days after delivery for complaints based on structural soundness or causes other than incapacity to perform as an Al Boar, 80 days after delivery for complaints based on incapacity to perform as an Al Boar,
    4. 30 days after delivery for complaints regarding Semen purchased from PIC, and
    5. 150 days after delivery for complaints regarding Gilts and Natural Service Boars which do not relate to structural soundness.
  4. PIC will issue credits or replacement breeding stock only if the complaint process described in these Conditions of Sale has been followed. Credits will be Offset against any debt owed by Customer to PIC, and any balance will be credited to Customer’s account.
  5. PIC will credit in full the cost of any hysterectomy derived or isoweaned piglet which fails to survive the first 7 days from birth provided PIC is reasonably satisfied that death cannot be attributed to Customer’s negligence, poor husbandry or disease on Customer’s farm.

E. LIMITATION OF LIABILITY.

  1. PIC will have no liability for loss of animals or semen after delivery. PIC’s liability for losses resulting from breach of any of the warranties set out in Section A, or due to advice and information given by PIC, whether oral or written, will be limited to the remedies provided in Section D (Credits and Procedures) above. PIC will have no liability for losses resulting from failure of female animals to conceive, settle, farrow, or produce progeny after mating or administration of Semen, whether purchased from PIC or collected from Al Boars purchased from PIC.  PIC will not be liable for incidental or consequential losses, including, without limitation, veterinarians’ fees, lost profits, or other incidental or consequential damages of any nature.
  2. While PIC makes every effort to deliver animals and Semen on time, specified or suggested delivery dates will not be of the essence of these Conditions of Sale. PIC will have no liability for any loss caused by late delivery.
  3. In the event that having supplied one or more shipments PIC is unable for any reason whatsoever to supply the remaining shipments then and in any such case PIC shall be at liberty to give notice thereof to Customer and as from that time the uncompleted part of Customer’s order shall be treated as null and void, by mutual consent but without prejudice to the right of PIC to be paid in full for any pigs and Semen already supplied.

F. DISEASE STATEMENT AND DISCLAIMER OF LIABILITY.

  1. Customer is experienced in pig breeding and knows that organisms which cause pig diseases (called pathogens) are present in virtually every pig herd, including PIC’s pig herds, and in Semen.  New or different pathogens or diseases may arise at any time and PIC will whenever possible provide to the Customer Technical Notes or other information relating to pathogens or diseases which they believe to be significant.  An outbreak of disease is caused by many factors in addition to the presence of pathogens within a pig, pig herd, or Semen.  Although PIC attempts to minimise the presence of pathogens and diseases in its herds and in the pig breeding stock and Semen it sells, PIC CANNOT AND DOES NOT WARRANT THE ABSENCE OR PRESENCE OF ANY PATHOGENS OR DISEASE IN THE ANIMALS OR SEMEN SOLD BY PIC. PATHOGENS OR DISEASES MAY BE PRESENT AT TIME OF SALE OR MAY APPEAR LATER.  FURTHER PIC CANNOT AND DOES NOT WARRANT THAT THERE EXISTS OR WILL EXIST A SUITABLE VACCINE OR TREATMENT FOR ANY SUCH PRESENT OR FUTURE PATHOGEN OR DISEASE AND WILL NOT BE RESPONSIBLE TO THE CUSTOMER FOR ANY LOSS SUFFERED BY THE CUSTOMER AS A RESULT OF ANY OUTBREAK OF PATHOGEN OR DISEASE IN ANY PIG, PIG HERD OR SEMEN SUPPLIED BY PIC.  ANY ADVICE GIVEN BY PIC TO THE CUSTOMER IN ANY TECHNICAL NOTE, PUBLICATION OR ADVICE FROM ANY OF ITS EMPLOYEES OR AGENTS IS GIVEN IN GOOD FAITH AS AN ASSISTANCE TO THE CUSTOMER BASED ON THE BEST INFORMATION WHICH PIC HAS ON ITS SUBJECT MATTER BUT PIC WILL NOT BE LIABLE FOR ANY LOSS SUSTAINED BY THE CUSTOMER IN THE EVENT THAT SUCH INFORMATION IS INACCURATE OR INCOMPLETE OR HAS BEEN DISCOUNTED BY FURTHER RESEARCH OR INVESTIGATION.

G. DISCLAIMER OF OTHER WARRANTIES.

  1. These Conditions of Sale contain all of the warranties made by PIC to Customer.  No other warranties, express or implied are given.  Except as otherwise set out in these Conditions of Sale, all animals and Semen sold under these Conditions of Sale are sold “AS SEEN“.  PIC SPECIFICALLY GIVES NO WARRANTY OF MERCHANTABILITY, HEALTH OR FITNESS FOR A PARTICULAR PURPOSE EXCEPT AS SPECIFICALLY STATED IN THESE CONDITIONS OF SALE.  PIC SPECIFICALLY DISCLAIMS ANY WARRANTY OF THE GENETIC-MAKE UP OF ANIMALS OR SEMEN, THE PERFORMANCE OF ANIMALS OR SEMEN, OR THE CHARACTERISTICS OR PERFORMANCE OF THE PROGENY OF ANIMALS OR SEMEN, EXCEPT AS OTHERWISE SET OUT IN THESE CONDITIONS OF SALE.  THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THESE CONDITIONS OF SALE.

H. NON-WAIVER.

  1. Failure to enforce any provision in these Conditions of Sale will not be deemed a waiver of PIC’s future right to enforcement of that provision or any other provision in these Conditions of Sale.

I. EXCLUSIVE REMEDY.

  1. CUSTOMER’S REMEDY OF REPLACEMENT BREEDING STOCK, CREDIT  FOR THE INVOICED COST OF AN ANIMAL, LESS SLAUGHTER VALUE, OR CREDIT FOR THE INVOICED COST OF SEMEN, AS PROVIDED IN SECTION D., (CREDITS AND PROCEDURES), OF THESE CONDITIONS OF SALE, IS THE EXCLUSIVE REMEDY AGAINST PIC FOR ANY CLAIM ARISING OUT OF THE PURCHASE OF ANIMALS OR SEMEN FROM PIC BY CUSTOMER. ALL OTHER REMEDIES, WHETHER UNDER STATUTE, REGULATION, CONTRACT, TORT, WARRANTY, NEGLIGENCE. OR OF ANY OTHER NATURE ARE EXPRESSLY WAIVED BY CUSTOMER.  CUSTOMER IS AWARE OF THE RISKS OF PIG PRODUCTION AND THEREFORE THIS WAIVER IS NEITHER UNREASONABLE NOR UNCONSCIONABLE.

J. PAYMENT.

  1. Payment will be made in full within 14 days of invoice for both animals and Semen.  PIC shall be entitled to disallow discounts where previous invoices have not been settled and shall also be entitled to charge interest at 2% per month on overdue accounts.  PIC may withhold future deliveries of any products and services if Customer fails to make payments as set out in these Conditions of Sale.

K. VARIATION AND CANCELLATION.

  1. PIC will accept a cancellation by Customer in writing received by it prior to the dispatch of Semen or prior to three days before the date agreed for delivery of pigs except for orders of in-pig Gilts and sows for which PIC will only accept a cancellation by Customer In writing until the first service date.  In the event of Customer desiring cancellation within three days of delivery or after the first service date as aforesaid Customer shall be liable for full payment therefor Jess such allowance, if any, as PIC is able to make in respect of monies received from a resale or from a sale of carcasses after deducting their additional administration and any other expenses whatsoever occasioned by virtue of or in conjunction with such cancellation.

L. RESERVATION OF TITLE.

  1. Customer and PIC hereby expressly agree that until PIC has been paid in full for all the pigs or Semen comprised in any order made by the Customer and accepted by PIC,
    1. The ownership of any pigs I Semen supplied by PIC and any produce of any in-pig gilts or in-pig sows served by PIC shall, up to a value of the original purchase price, notwithstanding anything herein contained remain or be with PIC.
    2. PIC may recover any such pigs or produce as aforesaid and for the purposes of recovering such p19s and produce PIC or its servants or agents may enter upon any land or buildings where such pigs or produce may be and remove the same or inspect thereat or at any other premises of Customer any relevant stock records of Customer.
    3. Customer has no right to dispose of any such pigs or produce as aforesaid, while the price payable for supplying the same remains outstanding, without PIC’s prior consent.
    4. Customer shall replace any tags which may become lost and shall leave any tattoo marks intact and/ or ensure that proper tags are maintained on pigs and produce and also keep at Customer’s premises such records as will enable PIC readily to identify such pigs and produce.
    5. Customer agrees that any cost of feeding and maintaining pigs subsequently recovered by PIC will be forfeited.
    6. The Semen supplied to Customer must only be used by that person or his employee to inseminate the Customer’s own stock. Customer shall not give, sell or order Semen for other parties.

M. FOOD SAFETY ACT 1990 AND MEDICATION

  1. Further, and In addition to section E. above, PIC shall not be liable to Customer for any loss or damage including consequential loss or damage (whether loss of profit or otherwise) costs, fines, expenses or other claims for consequential compensation whatsoever (whether caused by the negligence of the Seller, its employees or otherwise) which arise out of or in connection with the supply of use of resale of or slaughter of pigs which are subject to a medication withdrawal period at the time of delivery. It is Customer’s responsibility to inform the PIC representative if any of the pigs supplied to Customer are to be sent for slaughter within 65 days of delivery. The PIC representative will then advise Customer within reasonable time if any of these pigs have received any relevant medication and are subject to a withdrawal period in order to assist Customer in complying with the regulations of the Food Safety Act 1990.

N. ENTIRE AGREEMENT.

  1. THESE CONDITIONS OF SALE CONSTITUTE THE ENTIRE AGREEMENT (WITH THE EXCEPTION OF ANY “WITHIN HERD MULTIPLICATION AGREEMENTS” “MULTIPLICATION AGREEMENTS” AND “GENETIC LEVY AGREEMENTS”) OF THE PARTIES REGARDING THE MATTERS COVERED HEREIN, AND SUPERSEDE ALL OTHER AGREEMENTS, REPRESENTATIONS, OR NEGOTIATIONS BETWEEN OR BY THE PARTIES HERETO, WHETHER ORAL OR WRITTEN, REGARDING SUCH MATTERS.  THESE CONDITIONS OF SALE MAY NOT BE AMENDED EXCEPT BY A WRITTEN DOCUMENT SIGNED BY BOTH PARTIES. CUSTOMER ACKNOWLEDGES THAT CUSTOMER HAS READ AND UNDERSTANDS THESE CONDITIONS OF SALE AND THAT CUSTOMER’S ENTERING INTO THESE CONDITIONS OF SALE IS VOLUNTARY AND NOT DONE IN RELIANCE OF ANY REPRESENTATION OF PIC EXCEPT AS HEREIN PROVIDED.