Telusem® is a registered trademark of Tellus mater gmbh, switzerland (hereinafter “Tellus mater”).
Please read these terms and conditions carefully before buying or using Telusem® seeds. You, personally and on behalf of the legal entity of which you are representative or an agent , agree to be bound by the terms and conditions below and you represent and warrant that you are duly authorized to be so bound. By using Telusem® seeds you are acknowledging that the limitation of warranty and liability is part of the terms of sales and constitutes the entire agreement between the parties.
Limitation of Liability:
Buyer or user may not recover ,demand or request any amount for incidental or consequential damages, including but not limited to loss of profit, loss of yield and amounts expended in using or growing such seeds, or for harvesting the produce of such seeds. This limitation of liability shall be applicable to any claim presented to Tellus mater. Whether the legal theory forming the basis of such claim involves contract, tort, negligence, strict liability or otherwise. Buyer and user agree that if Tellus mater refunds an amount equal to the price buyer or user paid for Tellus mater, this limitation of liability will not have failed in its essential purpose.
Exclusive Express Warranty:
Tellus mater hereby states, that Telusem® seeds conform to label descriptions that are required by swiss law as well as country of importation. Tellus mater makes no representation that the seeds it sells are free of seed-borne diseases whether previously known to exist or not identified until this seed is grown or results confirmed by an authorized lab.
Disclaimer of Warranty:
Tellus mater makes no other express warranty. Tellus mater disclaims all implied warranties including any implied warranty of merchantability and any implied warranty of fitness for a particular purpose. To the extent permitted by swiss seed law, all Telusem® seeds are sold as is.
Property:
Unless otherwise agreed in writing, (1) Tellus mater grants to buyer, a limited, non-exclusive, non-transferable right to use or sell the material licensed hereunder for the purpose of production of plant parts intended for resale solely as fresh or processed product; (2) buyer hereby agrees that it is not acquiring rights for purposes other than those above named; buyer and his customers shall not reproduce, increase or transfers said material, nor subject it to any conventional breeding or biotechnology process, or any other genetic manipulation techniques, including but not limited to tissue culture, genetic fingerprinting or transformation techniques. This material and one or more of the parental lines used to develop it may be proprietary to Tellus mater and either or both may be protected by a plant variety protection certificate, a utility patent or by trade secret. Any use of products which results in infringement, misappropriation or any other illegal activity regarding of any swiss or foreign right is prohibited. In case of resale, buyer agrees to inform customers of all property terms and rights herein defined.
Nonperformance Risk:
Failure of seed to germinate, and/or yield reduction, may occur as a result of environmental factors including but not limited to cold temperatures, heat, excess moisture, drought, storms, wind and hail, disease, pests, inadequate fertility or misapplication of pesticides. Seeds, at times, carry seed-borne diseases which may not be apparent to the seller, buyer or user. All risks of nonperformance, reduced performance and/or crop damage due to these factors shall be assumed by the buyer and user.
Risk of loss:
Risk of loss shall pass to buyer upon shipment. Buyer is advised to carry appropriate transit insurance.
Disclaimer of liability for seed treatments:
Tellus mater disclaims all implied warranties including any implied warranty of merchantability and any implied warranty of fitness for a particular purpose regarding any seed treatments provided to buyer or user by anyone other than seller.
Disclaimer of liability for seed repackaging:
Repackaging of this seed shall void all warranties except where permitted by contract and signed by authorized personnel from Tellus mater
Notice of claim:
Tellus mater must have prompt notice of any claim arising from the use of Tellus mater so that an immediate inspection of the allegedly affected seed and/or crop can be made. Buyer or user shall notify Tellus mater immediately, but in no case later than 15 days after any defect or other basis or such claim is discovered or should have been discovered. Any claims made for which Tellus mater did not receive notice within 15 days shall be barred.
Entire agreement:
The limitation of warranty and liability is the entire agreement between Tellus mater and buyer or user. Buyer and user agree that they are not relying on any statement, agreement, writing, warranty or representation, whether written or oral, other than those contained in the limitation of warranty and liability.
No amendment:
This limitation of warranty and liability may not be altered or amended in any way except in writing by an officer of Tellus mater
Severability:
If any term of this limitation of warranty and liability is held to be unenforceable, all remaining terms of this limitation of warranty and liability shall remain in effect and shall be fully enforceable.
Governing law and jurisdiction:
This limitation of warranty and liability shall be governed by, are subject to, and construed in accordance with, the laws of switzerland without regard to conflict of law principles. The ordinary courts of basel, canton of basel-stadt, switzerland, shall have exclusive jurisdiction for any claims relating to these terms and conditions.
Notice of binding arbitration:
In addition to the mandatory arbitration required by several states, buyer agrees that any private civil action brought by buyer or user against Tellus mater shall be submitted to binding arbitration under the commercial rules of the american arbitration association, said arbitration to be venued in stanislaus county, california.
Venue:
Any claim shall be venued in stanislaus county california, usa.
Indemnification:
By accepting this seed, buyer agrees that buyer shall provide written notice of the terms of this limitation of warranty and liability to all subsequent buyers, users or transferees of Telusem® seeds or the produce of such seed. Buyer further agrees that if buyer fails to provide such notice, buyer must defend Tellus mater, to hold it harmless and to indemnify it from and against any claim of loss asserted by buyers, users or transferees that did not receive notice of the limitation of warranty and liability.