Terms & Conditions

      Specific Terms for Sales by Alta


      v01.02 2026.02.11 

      Alta ("Supplier") is a member of the URUS GROUP, and a complete list of members is posted at https://www.urus.org/URUSGROUP. 

      Except to the extent otherwise agreed to in a duly signed writing: (1) each member of the URUS GROUP only accepts orders and only provides its offerings (whether goods, items, rights, services, and/or other deliverables) pursuant to such member's written and/or electronic terms and conditions for sales, which can be obtained from its representative and which include, but are not limited to, those terms and conditions posted at https://www.urus.org/TsCsforSales (the "Ts&Cs Agreement") and this document; (2) such member's acceptance of orders and its provision, and your
      acceptance, of such offerings are expressly made conditional on your assent to all of such terms and conditions; and (3) if you (directly or indirectly) order or receive (after indicating a desire for) any such offering, you accept, assent to, and agree to be bound by such terms and conditions. 

      The Ts&Cs Agreement is hereby incorporated into this document as if fully restated herein, and in the case of any conflict between this document before such incorporation (this "Specific Agreement") and the Ts&Cs Agreement, this Specific Agreement controls. This Specific Agreement is a set of Specific Terms as defined in the Ts&Cs Agreement, and other capitalized terms used in this Specific Agreement that are not defined herein have the meanings  ascribed to them in the Ts&Cs Agreement. In consideration of the mutual representations, warranties, and agreements contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by Customer and Supplier, the Parties agree as set forth above and below.

      Except to the extent otherwise agreed to in a Signed Agreement, which Signed Agreement takes precedence over this
      Agreement:

      A. Orders.
      1. An Order is accepted by Supplier to the extent Supplier submits a proforma invoice to Customer that contains the
      information set forth below:

      • name(s) of the bull(s);

      • price per dose and total price;

      • number, price and type of liquid nitrogen container utilized for transportation;

      • freight charges;

      • insurance; and

      • any other expenses that are the responsibility of Customer.

      2. Supplier reserves the right to unilaterally cancel the Order (in whole or in part) if Customer has failed to make timely payments, Customer is otherwise in breach of this Agreement, or if Supplier cannot supply the Order within a reasonable time.

      B. Price.
      1. The purchase price of the Offerings are as published by Supplier, or as agreed to by the Parties in writing or via electronic means from time to time in advance of the shipment. Prices, terms, and discounts may be changed (including by addition, modification, and/or deletion) at any time, and from time to time, by informing Customer of the change (or posting the change to Supplier's website) at least thirty (30) days in advance, and no changes apply to Orders already accepted by Supplier.
      2. All transportation, delivery, exchange, interest, banking, collection, storage, quarantine, and/or other similar charges shall be for the account of, and paid for by, Customer.

      C. Title and Risk of Damage and/or Loss.       Any and all risk of damage and/or loss associated with the Offering passes from Supplier to Customer upon delivery F.O.B. Supplier's place of shipment. Property in and title to the Offering remain with Supplier until such time as Customer has paid for it in full.

      D. LIMITATIONS OF LIABILITY. IN ADDITION TO ALL LIMITATIONS OF LIABILITY CONTAINED IN THE TS&CS  AGREEMENT:

      1. ALL OFFERINGS ARE SUBJECT TO APPLICABLE IMPORT, EXPORT, HEALTH, VETERINARY, AND OTHER CONTROLS, LAWS, RULES, AND REGULATIONS OF THE COUNTRY AND TERRITORY FROM, TO AND/OR THROUGH WHICH THEY ARE SHIPPED, AND NEITHER SUPPLIER NOR ANY OF ITS AFFILIATES AND/OR ANY OF ITS AND/OR THEIR PERSONAL SHALL BE LIABLE, AND NO LIABILITY ON THEIR PART SHALL ARISE, FROM AND/OR IN CONNECTION WITH THE SAME AND/OR FROM AND/OR IN CONNECTION WITH SUPPLIER’S COMPLIANCE WITH THE SAME.

      2. IN ADDITION TO THE FORCE MAJEURE PROVISIONS IN THE TS&CS AGREEMENT, CUSTOMER SHALL HAVE NO RIGHT OF ACTION, AND NO CLAIM MAY BE MADE, AGAINST SUPPLIER IN CONNECTION WITH ANY LOSSES RESULTING FROM ANY FAILURE OF, OR DELAY IN, DELIVERY OCCASIONED BY AN OFFERING SHORTAGE OR DELAYS OR FAILURES IN TRANSIT OR AS A RESULT OF ANY REASON WHICH IS BEYOND SUPPLIER'S REASONABLE CONTROL.

      3. SUPPLIER’S TOTAL LIABILITY TO CUSTOMER AND/OR ANY THIRD PARTY, IN THE AGGREGATE, FOR CLAIMS (AS DEFINED IN THE TS&CS AGREEMENT) AND LOSSES (AS DEFINED IN THE TS&CS AGREEMENT) IS, IN THE AGGREGATE, LIMITED TO THE FEES ACTUALLY PAID BY CUSTOMER FOR THE OFFERINGS OF THE SAME TYPE IN THE TWELVE (12) MONTHS PRECEDING THE DATE THE LOSSES (DEFINED ABOVE) AROSE OR WERE COMMENCED (WHICHEVER IS LATER).

      4. THE LIMITATION OF LIABILITY PROVISIONS OF THIS AGREEMENT REFLECT AN INFORMED VOLUNTARY ALLOCATION OF THE RISKS (KNOWN AND UNKNOWN) THAT MAY EXIST IN CONNECTION WITH THE OFFERINGS AND THAT SUCH VOLUNTARY RISK ALLOCATION REPRESENTS A FUNDAMENTAL PART OF THE AGREEMENT BETWEEN CUSTOMER AND SUPPLIER.

      E. Limited Warranty. Supplier will provide Customer with products of a quality it considers to be capable of resulting in satisfactory fertility and of the same quality as the product being used in its own service operations. If the product is defective at the time of delivery, Supplier's sole and only responsibility and liability is to replace the defective product.