PROGRESSIVE GENETICS IRELAND LIMITED TERMS AND CONDITIONS (‘Terms and Conditions’)
Progressive Genetics Ireland Limited and its subsidiary Rowler Ltd (‘PG’) carries on the business of an AI service provider and related activities such as DIY semen sales, sexed semen sales,milk recording, liquid nitrogen servicing, storage of semen and sales of related products (‘services’) to farmers and other parties requiring these goods and services (‘Customers’)
1.1 PG warrants to the Customer that it shall use reasonable care to supply goods & services that are in line with Good Industry Practice and, except in relation to any semen supplied by PG, free from material defects.
1.2 Good Industry Practice means the standard of skill, diligence, prudence and foresight that would reasonably and ordinarily be expected from a skilled and experienced person engaged in the business of cattle breeding under the same or similar circumstances and in compliance with all applicable laws and regulations.
1.3. The Customer acknowledges and agrees, having regard to the above Clause 1.1, that:
(a) semen is the product of a natural biological process over which PG has no direct control and that PG does not warrant or represent to the Customer that any PG Semen that it supplies or distributes-
(i) will result in a viable pregnancy;
(ii) will produce a calf that exhibits all or any of the characteristics described in any genetic evaluation; or
(iii) is free from defects, including genetic defects.
1.4 The Customer acknowledges that semen are fragile and easily damaged or destroyed. The Customer acknowledges that PG has no liability for any semen or packaging that is damaged or destroyed while being processed, stored or transported.
- Limitation of Liability for All Goods and Services
2.1 Nothing in these Conditions shall exclude or limit PG’s liability:
(a) under the tort of deceit;
(b) for death or injury to any person caused by its negligence;
(c) any breach of an obligation implied by Section 12 of the Sale of Goods Act, 1893 (if any); or
(d) any other liability to the extent that, under applicable law, it cannot be excluded or limited;
and all of the provisions of this Clause 2 are subject to the provisions of this Clause 2.1
2.2 PG shall not be liable to the Customer or be deemed to be in breach of the warranty in Clause 1.2 unless:
(a) the Customer gives written notice of the defect in the goods to PG within 5 Business Days of the time when the Customer discovers or ought to have discovered the defect; and
(b) PG is given a reasonable opportunity after receiving notice of examining the goods and the Customer (if requested by PG) returns the goods to PG’s place of business at PG’s cost for examination to take place there.
2.3 PG shall not be liable for a breach of the warranty in Clause 1.1 if:
(a) the Customer or any third party makes any further use of the goods in question after the Customer gives such notice;
(b) the defect arises as a result of failure by the Customer or a third party to follow PG’s oral or written instructions relating to the storage, transportation, use or maintenance of the goods or (if PG gives no such instructions) Good Industry Practice;
(c) the Customer alters or repairs the goods without the prior written consent of PG;
(d) the defect arises as a result of any fair wear and tear, or any abnormal or unsuitable transportation, storage or working conditions or use for which the Customer or the end user is responsible;
(e) the defect arises as a result of any wilful damage, negligence, or default of the Customer, end user, any third party AI technician or any other third party; or
(f) where the goods comprise semen supplied by PG, the defect comprises, or is caused by, an inherent defect or abnormality in the goods.
2.4 PG shall not be liable for:
(a) any shortages in quantity of goods delivered unless the Customer notifies PG of a claim in writing within 5 business Days of receipt of the goods by the Customer;
(b) destruction of, damage to or loss of the goods, including any semen (or any part of them) whether stored or in transit by or on behalf of PG, unless such destruction, damage or loss is caused by PG’s negligence or fault and the Customer notifies PG in writing of a claim within 5 business days of receipt of the goods or the scheduled date of delivery, whichever is the earlier;
(c) any loss, destruction or damage to goods (or any part of them) which they are in PG’s custody during storage or use which is caused by any person other than PG; or
(d) in keeping with Clause 2.4(b), loss or damage to goods caused by semen straws rupturing or escaping from the storage container and/or the failure of a vacuum device during storage or transportation.
2.5 Any liability of PG for non-delivery of the goods and/or services shall be limited to replacing the goods and/or services (in the cheapest available market) within a reasonable time or issuing a credit note at the pro rata price against any invoice raised for the goods and/or the services.
2.6 PG shall be entitled to suspend delivery of the goods or supply of the services without incurring liability to the Customer if, and for so long as, the Customer fails to provide (or fails to ensure that the end user provides) PG with facilities, co-operation and assistance.
2.7 If any goods do not conform with the warranty in Clause 1.1, PG shall at its option repair or replace the relevant goods (or the defective part) or refund the price of those goods at the pro rata price provided that, if PG so requests, the Customer shall, at PG’s reasonable expense, return the goods or the part of the goods which is defective to PG. If PG complies with this Clause 2.7, it shall have no further liability for breach of the warranty in Clause 1.1 in respect of these goods, save as expressly provided otherwise in these Terms and Conditions.
2.8 If any part of the Services is performed negligently or in breach of these Conditions then, at the request of the Customer, PG shall re-perform the relevant part of the services. If PG complies with this Clause 2.8 it shall have no further liability in respect of those services save as expressly provided otherwise in these Terms and Conditions.
2.9 Save for Clauses 3 and 4, PG’s liability in respect of any losses arising due to a breach of Clause 1.1 which results in the birth of a calf with a breed or parentage other than specified by the Customer, shall be limited to the lower of:
(a) €1,000; or
(b) the difference in value between the calf as born and the value, on the date of birth of such calf, of a calf of the same sex of the calf as born having the correct breed and parentage.
2.10 Save for Clauses 3 and 4, PG’s liability in respect of any losses arising from the death or injury to a cow resulting from PG’s negligence shall be limited to:
(a) any veterinary expenses reasonably incurred in relation to that cow up to a maximum of €1,000; and
(b) the lower of:
(i) €2,000; or
(ii) the difference in the value of the cow immediately before death or injury and its value immediately thereafter.
2.11 Additionally, specifically in relation to the provisions of services by PG, PG shall have no liability whatsoever:
(a) for death or injury of a cow for which AI services are being provided that occur as a result of that cow being in a crush or untethered in a holding pen while the AI services are being provided; and
(b) if, at the request of the Customer and/or the end user, one of PG’s employees, agents or sub-contractors assists in tethering a cow, for any accidents or injuries to animals or people while providing such assistance. Neither PG nor its employees, agents or sub-contractors shall be obliged to provide such assistance to the Customer.
2.12 Subject to Clause 2.1, PG shall not be liable in contract, tort or otherwise howsoever for any of the following losses or damage (whether or not such loss or damage was foreseen, foreseeable, known or otherwise):
(a) loss of revenue;
(b) loss of actual or anticipated profits;
(c) loss of contracts;
(d) loss of the use of money;
(e) loss of anticipated savings;
(f) loss of business
(g)loss of opportunity;
(h) loss of goodwill;
(i) loss of reputation;
(j) loss of, damage to or corruption of data; or
(k) any indirect or consequential loss howsoever caused (including, for the avoidance of doubt, whether such loss or damage is of a type specified in sub-clauses (a) to (j) above) whether arising out of, or in connection with, or in relation to any goods or services or the supply or non-supply or purported supply or delay in supply of any goods or services to the Customer or otherwise out of or in connection with or in relation to any transaction or matter contemplated by these Terms and Conditions.
2.13 Subject to Clause 2.1, PG does not accept, and excludes, all liability for breach of any obligation or duty to take reasonable care or exercise reasonable skill other than any such obligation or duty explicitly arising under these Terms and Conditions.
2.14 Subject to Clause 2.1, PG shall have no liability in contract, tort (including, without limitation, negligence) or otherwise for any loss or cost suffered or incurred by the Customer arising out of or in connection with any act or omission on the part of a person to whom any of PG’s duties or obligations under these Terms and Conditions has been delegated or sub-contracted provided that PG exercised reasonable skill and care in the act of making the delegation or sub-contract in question.
2.15 Nothing in these Terms and Conditions shall or shall be deemed to relieve the Customer of any common law duty to mitigate any loss or damage incurred by it.
- Sexed Semen
As provided for in Clause 1,in the case of sexed semen the product is modified by a third party and PG does not warrant or represent that any sorting/sex skew/processing levels referred to in its marketing literature will result in a corresponding sex ratio in calves produced from the sexed semen. PG makes no warranty as to the efficacy or use/performance of any sexed straw or skewed semen, success rate with respect to in vitro or AI fertilisation or with respect to sex at birth. PG makes no other representations and extends no other warranties of any kind (all of which are hereby expressed disclaimed), either express or implied. PG assumes no responsibility whatsoever with respect to use, sale or other disposition by the Customer or other transferees of PG straws, semen or other goods resulting from the services provided by PG.
- Young Bull/Gene Ireland
This section covers the sale of young bull semen which may be sold or delivered by PG or delivered via the ICBF Gene Ireland programme (the “Programme”). The Gene Ireland programme is a test programme administered by the Irish Cattle Breeding Federation Society Limited (“ICBF”) on behalf of the Irish AI industry partners of which PG is a member.
- The Customer acknowledges and accepts that:
- the bulls on the Programme are young males with no field fertility, calving performance and/or genetic defect data and therefore no representation, guarantee or warranty whatsoever is made or given by PG, ICBF or any Programme partners as to the performance of the bulls;
- the genetic indexes of the bulls on the Programme are provided on an “as is” basis, are subject to change and no representation, warranty or guarantee whatsoever is made or given by PG and/or ICBF as to their
Further, the Customer agrees that neither PG nor ICBF shall, under any circumstances, be liable for any losses, costs, penalties, claims or liabilities (“Claims”) that may arise or that the Customer may suffer in connection with the supply of services under Clauses 3 and 4 and, in consideration of PG providing the services, agrees to indemnify and keep indemnified PG, ICBF, and their respective officers, employees, sub-contractors and agents, from and against any Claims that may arise in connection with such matters.
- The Customer acknowledges and accepts that as part of the services PG and ICBF shall obtain data and the Customer:
(i) specifically consents to, authorises and agrees to PG and ICBF obtaining such data, publishing it, adding it to the ICBF database and using it for any purpose PG and ICBF deems appropriate in the provision of their respective services and the carrying out their respective activities, including, without limitation the collection and consolidation of all relevant data for the publication of genetic evaluations relevant to the Programme.
(ii) releases PG, ICBF and their respective officers, employees, sub-contractors and agents from any claims, losses, liabilities, damages, costs, expenses or the like that arise as a result of the use of the data (including where such data is shared with third parties) and acknowledges that PG and ICBF shall not have any liability to the Customer in this regard.
- Passing of Title
Title to any goods supplied by PG to the Customer will not pass until such time as the agreed payment has been made in full by or on behalf of the Customer to PG.
- Dispute resolution
6.1 In the event of any dispute between PG and the Customer under a Contract and/or its construction or the construction and/or application of these Conditions, the matter shall be referred in writing in the first instance to the nominated representative of each of PG and the Customer whose name is notified in writing by the nominating party to the other party with a view to the dispute being resolved in good faith.
6.2 If the dispute cannot be resolved with 25 Business Days of the referral, or such other longer period as may be agreed upon between the parties in writing, the parties shall refer the dispute to a single mediator to be appointed in accordance with the mediation procedures of the Centre for Effective Dispute Resolution (the “CEDR”). The Mediation shall be conducted in Dublin in accordance with the CEDR Model Mediation Procedure. The cost of such mediation shall be borne equally by parties.
6.3 If the dispute cannot be resolved within 25 Business Days of the dispute being referred to a Mediator, or such longer period as may be agreed between the parties in writing, either party may refer the matter to Court.
6.4 No party shall be obliged to follow the procedures set out in Clauses 6.1, 6.2 and 6.3 above where that party intends to apply for injunctive relief against any of the others for the purpose of protecting its proprietary rights or confidential information, provided that there is no delay in the prosecution of that application.
- Privacy Statement
Without prejudice to, the terms of PG Privacy Statement (set out in its website at www.progressivegenetics.ie – the Customer acknowledges and agrees that certain of his/her Personal Data which is provided when obtaining the Services from PG or ICBF (in relation to young bulls) will be used by both in conjunction with their Services. When applying for the services the Customer therefore:
- confirms that he/she understands that such personal data, as is defined in the GDPR and the Data Protection Act 2018, will be collected and retained by PG for the time specified in the Privacy Statement:
- acknowledges that, pursuant to these Terms and Conditions, his/her Personal Data may be used by PG when data is being compiled or assessed and also for the purpose of communicating with him/her.
Website Terms & Conditions
In addition, you will find other useful information within Customer Services Please:
- read through these terms and conditions carefully before using this website
- print a copy for future reference.
1.1 We reserve the right to change these terms and conditions at any time. Any such changes will take effect when posted on the website (see date at the top) and it is your responsibility to read the terms and conditions on each occasion you use this website and your continued use of the website shall signify your acceptance to be bound by the latest terms and conditions.
1.2 If you are not a consumer, you confirm that you have authority to bind any business on whose behalf you use this website
1.3 When you use certain PG services please read the additional information provided with regards to such services as this information will provide you with full details on how to use such services.
1.4 Certain website services will require registration and subsequent access to those services will be subject to an approved login name and password (“Password Details”). Information that you provide on this website must be accurate and complete. All Passwords Details are accepted and may be withdrawn at our sole discretion and are exclusive to you and non-transferable and must be treated as strictly confidential at all times. In the event that you have any concerns regarding your Password Details or become aware of any misuse then you must inform us immediately (see Contact Us for more information and full contact details).
1.5 Certain products require licences the subject of a legally prescribed age restriction. You are therefore required to confirm that you are over 18. We carry out further checks to verify your age with a registered credit reference agency and, if we are unable to verify you are over 18, we will cancel your order.
2. Order process
2.1 All orders that you place on this website will be subject to acceptance of these terms and conditions.
2.2 The ‘confirmation’ stage sets out the final details of your order. Following this, we will send to you an order acknowledgement email detailing the products you have ordered. Please note that this email is not an order confirmation or order acceptance from PG.
2.3 Acceptance of your order and the completion of the contract between you and us will take place on dispatch to you of the products ordered unless we have notified you that we do not accept your order or you have cancelled it (please refer to Returns and refunds).
2.4 We do not file details of your order for you to subsequently access direct on this website, and therefore, please print out these terms and conditions and the order acknowledgement for your own records. If you wish to obtain specific details of your previous orders please Contact us.
3.1 This website is only for delivery of products to customers the Republic of Ireland. All goods must be signed for by an adult aged 18 years or over on delivery.
3.2 We make every effort to deliver goods within the estimated timescales, however delays are occasionally inevitable due to unforeseen factors. PG shall be under no liability for any delay or failure to deliver the products within estimated timescales.
3.3 Risk of loss and damage of products passes to you on the date when the products are delivered or on the date of first attempted delivery by us.
4.1 We take payment from your card at the time we receive your order, once we have checked your card details and stock availability. Goods are subject to availability. In the event that we are unable to supply the goods, we will inform you of this as soon as possible. A full refund will be given where you have already paid for the goods.
4.2 To ensure that your credit, debit, or charge card is not being used without your consent, we will validate name, address and other personal information supplied by you during the order process against appropriate third party databases. By accepting these terms and conditions you consent to such checks being made. In performing these checks personal information provided by you may be disclosed to a registered Credit Reference Agency which may keep a record of that information. You can rest assured that this is done only to confirm your identity, that a credit check is not performed and that your credit rating will be unaffected. All information provided by you will be treated securely and strictly in accordance with the Data Protection Acts 1988 and 2003.
4.3 The price you pay is the price displayed on this website at the time we receive your order apart from the following one exception: 1) While we try and ensure that all prices on our website are accurate, errors may occur. If we discover an error in the price of goods you have ordered we will inform you as soon as possible and give you the option of reconfirming your order at the correct price or cancelling it. If we are unable to contact you we will treat the order as cancelled. If you cancel and you have already paid for the goods, you will receive a full refund.
4.4 Payment can be made by any method specified in How to use this website. For information about secure online ordering see Security.
4.5 Title to any products you order on this website shall pass to you on delivery of the products provided that we have processed and received payment in full for the products.
4.6 All prices are shown in € / euro and include VAT (where applicable) at the applicable current rates but exclude delivery charges, unless expressly stated otherwise.
5. Returns, Cancellations and Substitutions
5.1 We offer a no-returns policy for the straws as it is illegal for semen to return to the laboratory after arrival on-farm.
However for other goods we supply, we offer a 30-day money back guarantee. In the unlikely event that you receive faulty or damaged goods.
5.2 All sizes and descriptions are approximate but we do endeavour to make sure that they are as accurate as possible.
5.3 Substitutions in the event that a product is unavailable, we will contact you with an alternative or time-scale for the arrival of what you want.
7. Liability and Indemnity
7.1 Nothing in these terms and conditions excludes or limits liability for death or personal injury caused by negligence, fraudulent misrepresentation, or any other liability which may not otherwise be limited or excluded under applicable law.
7.2 Subject to Section 7.1 above, PG will use reasonable endeavours to verify the accuracy of any information on the site but makes no representation or warranty of any kind express or implied statutory or otherwise regarding the contents or availability of the site or that it will be timely or error-free, that defects will be corrected, or that the site or the server that makes it available are free of viruses or bugs or represents the full functionality, accuracy, reliability of the website PG will not be responsible or liable to you for any loss of content or material uploaded or transmitted through the website and PG accepts no liability of any kind for any loss or damage from action taken or taken in reliance on material or information contained on the site.
7.3 Subject to Section 7.1 above, other than as expressly provided in these terms and conditions with respect to specific products and except for the exclusive remedies set out at Section 5 above, any indemnities, warranties, terms and conditions (whether express or implied) are hereby excluded to the fullest extent permitted under applicable law.
7.4 Subject to Section 7.1 above, PG will not be liable, in contract, tort (including, without limitation, negligence), pre-contract or other representations (other than fraudulent on negligent misrepresentations) or otherwise out of or in connection with the terms and conditions for any:
- economic losses (including without limitation loss of revenues, data, profits, contracts, business or anticipated savings); or
- loss of goodwill or reputation; or
- special or indirect losses
- suffered or incurred by that party arising out of or in connection with the provisions of any matter under these terms and conditions.7.5 Notwithstanding the above, subject to Section 7.1 PGs’ aggregate liability (whether in contract, tort or otherwise) for loss or damage shall in any event be limited to a sum equal to the amount paid or payable by you for the product(s) in respect of one incident or series of incidents attributable to the same clause.
7.6 This clause 7 does not affect your statutory rights as a consumer, nor does it affect your contract cancellation rights.
7.7 We will take all reasonable precautions to keep the details of your order and payment secure, but, unless we are negligent, we cannot be held liable for any losses caused as a result of unauthorised access to information provided by you.8. Miscellaneous Provisions8.1 The contract between us shall be governed by the laws of Ireland and any dispute between us will be resolved exclusively in the courts of Ireland. English is the only language offered for the conclusion of the contract.
8.2 We have selected our products on the basis that they will be used in the correct way, please make sure that you or whomever may use the product is covered by the appropriate insurance. Our maximum liability to users arising out of or in connection with the products shall be limited to the replacement value of the product in question (except in the case of death or personal injury caused by our negligence or in respect of fraud). In relation to business users, we do not accept liability for loss of use of the item nor any loss over and above the cost of the item in the event of a claim for breach of warranty or condition.
8.3 PG shall be under no liability for any delay or failure to deliver products or otherwise perform any obligation as specified in these terms and conditions if the same is wholly or partly caused whether directly or indirectly by circumstances beyond its reasonable control.
8.4 To provide increased value to our customers, we may provide links to other websites or resources for you to access at your sole discretion. You acknowledge and agree that, as you have chosen to enter the linked website we are not responsible for the availability of such external sites or resources, and do not review or endorse and are not responsible or liable, directly or indirectly, for (i) the privacy practices of such websites, (ii) the content of such websites, including (without limitation) any advertising, content, products, goods or other materials or services on or available from such websites or resources or (iii) the use to which others make of these websites or resources, nor for any damage, loss or offence caused or alleged to be caused by, or in connection with, the use of or reliance on any such advertising, content, products, goods or other materials or services available on such external websites or resources.
8.5 You may not assign or sub-contract any of your rights or obligations under these terms and conditions or any related order for products to any third party unless agreed upon in writing by PG.
8.6 PG reserves the right to transfer, assign, novate or sub-contract the benefit of the whole or part of any of its rights or obligations under these terms and conditions or any related contract to any third party.
8.7 If any portion of these terms and conditions is held by any competent authority to be invalid or unenforceable in whole or in part, the validity or enforceability of the other sections of these terms and conditions shall not be affected.
8.8 These terms and conditions do not create or confer any rights or benefits enforceable by any person that is not a party except: a) PG shall have the right to enforce any rights or benefits under these terms and conditions; b) PG shall have the right to enforce and take the benefit of the rights or benefits of any limitation or exclusion or limitation of liability in these terms and conditions; c) a person who is a permitted successor or assignee under Section 8.8 above of the rights or benefits of these terms and conditions may enforce such rights or benefits. d) no consent from the persons referred to in Section 8.9 is required for the parties to vary or rescind these terms and conditions (whether or not in any way that varies or extinguishes rights or benefits in favour of such third parties).
8.9 No delay or failure by PG to exercise any powers, rights or remedies under these terms and conditions will operate as a waiver of them nor will any single or partial exercise of any such powers, rights or remedies preclude any other or further exercise of them. Any waiver to be effective must be in writing and signed by an authorised representative of PG.
8.10 These terms and conditions including the documents or other sources referred to in these terms and conditions supersede all prior representations understandings and agreements between you and PG relating to the use of this website (including the order of products) and sets forth the entire agreement and understanding between you and PG for your use of this website. The PG website is operated byRowler Limited T/A Progressive Genetics Kylemore Road Bluebell Dublin 12Registered in Ireland with Company Number 228869N VAT Number 8228869N
We recommend you print out a copy of these terms and conditions for future reference. Any questions or complaints about these Terms and Conditions or any product purchased using the PG website, may be directed to website administrator whose contact details are available in the Contact Us section of the website.