Ceva Swine Custom Vaccine Order Form 2016

Bill To
_____________________________________________________

Ship To (Cannot Be a P.O. Box)

_____________________________________________________

_____________________________________________________

_____________________________________________________

_____________________________________________________

_____________________________________________________

Attending Veterinarian________________________________________ Company Contact Name __________________________

Telephone_________________________________________

Email_______________________________________________

Address_______________________________________________________________________________________________________________
Purchase Order No. _______________________________
Sow/Gilt______________

Price Per Bottle __________________

New Order_________________

Pig______________

Reorder__________________

Sow/Gilt/Pig______________

Price Per Dose___________________

No. of Doses Ordered_______________________

(To be delivered+/-10%)

No. of Bottles ____________________ Fill volume_______________

Viral __________ Bacterin____________ Combo__________ Volume per Dose: 1ml_____ 2ml______ 3ml______
Requested Adjuvant: ____________________________________________ Cap Color________________________________

Additional Instructions______________________________________________________________________________________________

_________________________________________________________________________________________________________________________
MICROORGANISMS: List specific serotypes to be included in the product.
Microorganism(s)

Farm of origin address, telephone#, and herd capacity

____________________________________

________________________________________________________________________

____________________________________

________________________________________________________________________

____________________________________
____________________________________
____________________________________
____________________________________

________________________________________________________________________

________________________________________________________________________

_________________________________________________________________________
________________________________________________________________________

NOTICE TO CUSTOMER: The undersigned customer acknowledges that custom products are allowed by
USDA regulations for use only in the herd of origin of the isolate(s) under the supervision of a licensed
veterinarian.

Adjacent/Non-Adjacent Required: No_____ Yes______ (Must submit records of adjacency for delivery of order)
__________________________________________________ __________________________________________________ _________________
Customer Name (Printed)
Customer Signature
Date
__________________________________________________ __________________________________________________ _________________
Ceva Veternarian (Printed)
Ceva Veterinarian Signature
Date
__________________________________________________ __________________________________________________ _________________
Ceva Sales Manager (Printed)
Ceva Sales Manager Signature
Date

Ceva General Terms and Conditions of Sale 2016

1. General Application. These General Terms and Conditions of Sale (Terms) govern your (Customer) order and purchase of
Products (as defined below) from Biomune Company d/b/a Ceva Biomune (Ceva, we, us and our). Each purchase will be
deemed subject to the Swine Custom Product Order Form (Order Form) between Customer and Ceva, the Swine Vaccine Policies,
Procedures and Pricing Guidelines (Policies) and these Terms. In the event of any conflict between these Terms and any provisions
of the Order Form or the Policies, the provisions of the Order Form then the Terms, and then the Policies shall, in that order, govern.
Customer agrees to be bound by the Policies in addition to the Order Form and Terms. Ceva reserves the right to modify its Policies
in its reasonable discretion from time to time.
2. Product. Cevas custom (autogenous) biologic products, including bacterin and vaccines (the Product) are produced to fulfill
USDA requirements for federally licensed autogenous biologics according to the Code of Federal Regulations (9CFR). The Products
are made using isolates of microorganisms judged to be disease causing agents within the flock or herd from which they are isolated.
Isolates or specimens sent to Ceva are further processed for production of the Product. Since Ceva does not control circumstances
under which isolates are obtained or Products administered, Ceva assumes no responsibility other than for the quality of materials
employed in the production process, accuracy of formulation and the exercise of proper care and skill in the preparation of the
Product. Potency and efficacy of autogenous biologics are not established.
3. Orders. All Product orders are subject to acceptance by Ceva and remain conditional on USDA approval for the initial and all
subsequent shipments. Product orders are produced for the specific disease situations to meet special needs. Therefore, an order
for the Product is considered a contract for purchase. Prior to the development and production of an order, Ceva requires a signed
Custom Vaccine Product Order Form. Minimum quantities of doses/bottles are required due to the high cost of meeting USDA
prosecution and quality control requirements for each serial or production run of Product.
All Products are produced to order. Customer agrees to purchase the quantity indicated and agreed to on the Order Form. Ceva
agrees to store unused preordered Product for Customer and will invoice Customer as additional shipments of the preordered
Product are requested by Customer. Ceva will notify Customer when Product is 90 days from expiration and will ship the remaining
quantity of Product to Customer and submit final invoice at 30 days prior to expiry.
4. Pricing. Prices and quotations are submitted without offer and are subject to change without notice. Prices are subject to all
taxes, excises or other charges levied by any government (federal, state or local) upon the sale, consumption or use of the Products.
5. Overruns/Underruns. Due to the nature of biological production, yields for each serial or production run may vary. Overruns
not to exceed 10% of the quantity ordered shall constitute acceptable fulfillment of the order. Ceva will charge for the actual
quantities delivered.
6. Payment Terms. All invoices are to be paid net thirty (30) days. Ceva will invoice Customer at the time of each shipment. In
addition to any and all other remedies we may have, we may cancel or suspend deliveries of Products to Customer if Customer fails
to make any payment owed to us as and when due. Past due invoices will accrue a monthly late charge of 1.5% of the outstanding
principal amount (or, if lower, the maximum rate allowed by law). In any lawsuit filed by Ceva in connection with Customers
payment or failure to pay for Products, the prevailing party shall be entitled to recover attorneys fees and costs of the lawsuit.
7. Delivery. All orders are shipped FCA Cevas Lenexa facility (Incoterms 2010). Orders are shipped prepaid with delivery charges
added to the invoice. Ceva recommends that orders be scheduled to be delivered to the intended destination within 2 days of
shipment.
8. Other Terms.
a. Indemnity. Customer shall defend, indemnify and hold Ceva harmless from any and all liabilities, claims, demands, lawsuits,
proceedings, attorney fees, and costs arising out of, pertaining to, relating to, or connected with, directly or indirectly, Customers
use, handling, possession, marketing, or distribution of Products.
b. Authority. No employee, agent, or representative of Ceva has any authority to bind Ceva to any term, affirmation, representation,
or warranty concerning Products not set forth herein, and unless a term, affirmation, representation or warranty is specifically
included in these Terms, it is not a basis of these Terms and shall not be enforceable.
c. Severability. In the event any provision of these Terms shall be ruled invalid or unenforceable, that provision shall be severed
from all other provisions, each of which shall remain in full force.
d. Governing Law. As to transactions between Ceva and Customers domiciled within the United States, these Terms shall be
construed, interpreted and enforced in accordance within the laws of the state of Kansas, without reference to conflict of law
provisions.
e. Waiver. Acceptance or acquiescence in a course of performance hereunder shall not be deemed to waive any rights hereunder,
nor shall it be relevant to determine the meaning of the Terms, even though a party has knowledge of the nature of the performance
and an opportunity for objection.
f. Intellectual Property. Nothing herein shall be construed to grant either party any right, interest, or license in or under any
patent, trademark, copyright, trade secret, or other proprietary right or material owned or licensed by the other party. Neither party
shall directly or indirectly question, attack, contest, or in any other manner impugn the validity of other partys ownership or license
(Owner) of such trademarks, trade names, trade dress or designs nor shall such party willingly become an adverse party to any
litigation contesting the validity of Owners ownership and other rights in and to such trademarks, trade names, trade dress and/or
designs. Neither party shall directly or indirectly use or take any action to register the trademarks, trade names, trade dress and/or
designs of the other party in any jurisdiction. Each party also acknowledges that the goodwill associated with the use of any such
Owners trademarks, trade names, trade dress or designs inures to the benefit of the Owner.
i. Force Majeure. If either party hereto is prevented from complying, either totally or in part, with any of these Terms by reason of
fire, flood, storm, strike, lock-out or other labor trouble, riot, war, rebellion, epidemic, quarantine restrictions, disease, accident,
production or manufacturing problem, industry-wide raw material shortage, government support program, and/or any other cause or
casualty beyond the reasonable control of the party prevented from complying (a Force Majeure Event), then upon written notice to
the other party the requirements of these Terms, or such of its provisions as may be affected, to the extent affected, will be suspended
during the period of such disability; provided, however, a partys failure to pay an amount owed pursuant to these Terms shall not be
excused or deferred by a Force Majeure Event.
j. Headings. Headings are for descriptive purposes only and do not form a substantive part of the Terms.
k. Modification of these Terms. We reserve the right to modify these Terms from time to time, provided that these Terms, as in
effect at the time of our acceptance of Customers purchase order, will remain in effect with respect to that purchase order, and any
future purchase order submitted by Customer and accepted by us will be governed by our general terms & conditions of sale as in
effect at that time irrespective of any course of dealing between or expectation of the parties.

22-22-2015

Customer Name (Printed)__________________________________________________________________________________________________Date_________________

Signature of Customer ____________________________________________________________________________________________________________________________