Drill Service Terms & Conditions
1.Definitions
"Catalogue" means the catalogue (in whatever form, whether paper or electronic) in which these Conditions are set out.
"Company" means Drill Service (Horley) Ltd
"Conditions" means these terms and conditions.
"Contract" means any contract between the Company and the Customer for the sale and purchase of Supplies.
"Customer" means the person(s) or company whose order for the Supplies is accepted by the Company.
"Goods" means any goods supplied or to be supplied by the Company to the Customer.
"Services" means any services supplied or to be supplied by the Company to the Customer.
"Supplies" means any Goods or Services.
"In writing" includes electronic communications.
2.Conditions
all orders are accepted by the Company subject to and in accordance with these Conditions. These Conditions override and exclude any terms or conditions in or referred to in any negotiations or course of dealing between the Company and the Customer or set out in the Customer’s standard terms and conditions except where such terms or conditions are expressly incorporated into the Contract with the written agreement of the Company. If there is any conflict between
- the other provisions of this Catalogue and these Conditions; or
- the provisions of the order and these Conditions
These Conditions will prevail unless the Company expressly agrees otherwise in writing. Together with any terms accepted by the Company in connection with an order, these Conditions constitute the entire agreement between the Company and the Customer in relation to the Supplies ordered. No variation to these Conditions is permitted unless expressly authorized in writing by a director of the Company.
3.Pricing
Prices for Supplies are in £ sterling.
Drill Service (Horley) Ltd reserves the right to change prices from time to time without notice. Contract prices are the prices ruling at the date of despatch. Prices in this catalogue are the prices ruling at the date of printing only (E. & O.E.) and do not constitute a contractual offer for sale. Prices for special tools which are not listed, nor quoted prior to manufacture, will be systematically computed from current costs.
Quoted prices are rendered on a quotation form in writing and these prices are an offer for sale, and are valid for 30 days from the date thereon (E. & O.E.). Quoted deliveries are our best estimate of the delivery at the time of making the quotation and do not necessarily take into account all the influences that might affect delivery at the time of receiving the order. Delivery time quoted in day’s means working days. Time shall not be the essence of any contract or quotation.
V.A.T. is chargeable at the current rate. Prices listed and prices quoted are subject to the addition of V.A.T. We reserve the right to over or under deliver some special tools by 10 per cent manufacturing tolerance.
4.Credit & Payment Terms
Subject to credit being approved accounts are supplied on NET MONTHLY ACCOUNT TERMS. Without an account agreement payment must be received prior to delivery. Payment must be made without any deductions, withholding or set off and time for payment is of the essence. If the Customer fails to make payment by the due date then, without prejudice the Company shall be entitled to
- cancel the order or suspend any further deliveries
- appropriate any payment made by the Customer to such of the Supplies as the Company may see fit
- Charge interest (both before and after any judgement) on the amount unpaid at the rate of 2% per month until payment is made in full.
A Customer wishing to open a credit account must provide such information as may be requested by the Company and the Company may make a search with a credit reference agency and seek trade references. Drill Service (Horley) Ltd reserve the right to grant, decline or discontinue any credit facilities or to reduce or suspend any credit limit at any time.
Payment for all accounts may be made by Traders Credit direct to:
Royal Bank of Scotland PLC, Crawley, Sussex. Account Number 11426680 Code 16-17-25
Payments from abroad must be in sterling by Credit Card, Euro cheque, Bankers Draft, Money order or by a cheque drawn on a bank with a London clearing branch.
Other methods of payment attract unacceptable bank charges resulting in short payment. The account must be paid in full.
Statements are only sent to customers with current accounts.
5.Orders
The Company reserves the right to decline to trade with any company or person.
To avoid duplication, written confirmation of telephone orders must be clearly marked 'Confirmation only'. If a confirmation order is not marked ‘confirmation’, and is not recognised as such, it may be treated as a new and separate order. The Company will not accept liability for orders not so marked and duplicate orders will be charged accordingly.
Orders for Goods are accepted by the Company by despatching the Goods provided however that despatch will not be acceptance where the price for the Supplies has been incorrectly quoted or referenced by the Customer in its order.
Drill Service (Horley) Ltd do not accept any terms listed on a customer’s order which do not conform to the normal customs of our trade.
6.Inspection, defects and non delivery
The Customer must inspect the Supplies as soon as is reasonably practicable after delivery, the Company shall not be liable for any defect in the Supplies unless written notice is given to the Company within 10 days of the date of delivery or performance, as appropriate. The quantity of any consignment of Goods, as recorded by the Company upon despatch from the Company's place of business, shall be conclusive evidence of the quantity received by the Customer on delivery, unless the Customer can provide conclusive evidence to the contrary. The Company will not be liable for any non-delivery of Goods or non-performance of Services unless written notice is given to the Company within 10 days of the date when Goods should have been delivered or the Services performed in the ordinary course of events. Any liability of the Company for non-delivery or non performance or for Goods notified as defective on delivery or Services notified as defective following performance in accordance with this will be limited to replacing the Goods or re-performing the Services within a reasonable time or to refunding the price then paid in respect of such Supplies.
7.Delivery
The Company will use all reasonable endeavours to despatch Goods ordered before 4:30 pm Monday to Friday on the same day where possible. Carriage may be charged on deliveries at the discretion of the Company depending on the size, value and hazardousness of the Goods ordered. Delivery will be made to the address specified by the Customer.
Company reserves the right to deliver or perform by instalments. Failure to meet a delivery or performance date where deliveries or performance are by instalment shall not prevent or restrict the Company from making further deliveries or rendering subsequent performance under the relevant Contract by instalment.
The Company may use any method of delivery available to it. The Company will use reasonable endeavours to meet delivery and/or performance estimates but in no circumstances shall it be liable to compensate the Customer for non-delivery, non-performance or late delivery or performance. Time for delivery and/or performance will not be of the essence.
8.Risk and Ownership
The risk of damage to or loss of Goods will pass to the Customer when the Goods are unloaded from the Company's delivery vehicles at the Customer's premises. Ownership of the Goods shall not pass to the Customer until the Company has received in full (in cash or cleared funds) all sums due from the Customer to the Company on any account whatsoever. Until ownership passes to the Customer, the Customer must hold the Goods on a fiduciary basis as the Company's bailee. If payment is not received in full by the due date, or the Customer passes a resolution for winding up or a court shall make an order to that effect, or a receiver is appointed over any assets or the undertaking of the Customer or an execution or distress is levied against the Customer, the Company shall be entitled, without previous notice, to retake possession of the Goods and for that purpose to enter upon any premises occupied or owned by the Customer.
This Catalogue remains at all times the sole and exclusive property of the Company.
9.Returns
Except as set out in Distance selling regulations below, Goods are only accepted for return at the discretion of the Company. The Customer must telephone the Company to enquire whether the Goods may be returned for credit. If their return is agreed to, the Goods should be returned undamaged and in original packaging. Unless otherwise expressly agreed by the Company, the Customer is responsible for returning Goods to the Company and for providing proof of delivery of such return.
Non-stocked catalogue items are subject to a re-stocking charge dependent on the Company’s ability or inability to return them to the manufacturer and the Company reserves the right to charge a re-stocking fee in certain other circumstances.
Goods that consist of software or are specially constructed or contain any of the hazardous substances referred to in Directive 2002/95/EC on the Restriction of the Use of Certain Hazardous Substances in Electrical or Electronic Equipment may not be returned under this Condition.
10. Distance selling regulations
If, notwithstanding the terms of Condition 23, the Customer is buying as a 'consumer', as defined in The Consumer Protection (Distance Selling) Regulations 2000, the Customer may, provided he or she has taken reasonable care of the Goods, return the Goods and be repaid the price paid in respect of them within 7 working days (excluding Saturday and Sunday and any UK Bank Holiday) of their delivery. To return Goods on this basis, the Customer must notify the Company in writing and return the Goods, in their original packaging, within the 7 day period, quoting the Customer's account number, order number and invoice number. In respect of certain Goods the Company may prefer to arrange collection itself and, if requested, the Customer will allow the Company to collect the Goods and will assist in the arrangements for the Goods’ collection. All reasonable costs of collection will be borne by the Customer. The Customer is responsible for the care and custody of the Goods pending their return or collection. Goods should be returned first class with proof of posting and the Customer is responsible for payment of all postage costs. Following receipt of Goods which comply with this Condition 11, the Company will refund to the Customer the price paid in respect of the Goods.
This Condition shall not apply to software that has been unsealed by the Customer.
11. Description
All specifications, drawings, illustrations, descriptions and particulars of weights, dimensions, capacity or other details including, without limitation, any statements regarding compliance with legislation or regulation (together “Descriptions”) wherever they appear (including without limitation in this Catalogue, on despatch notes, invoices or packaging) are intended to give a general idea of the Supplies, but will not form part of the Contract. If the Descriptions of any Goods differ from the manufacturer's description, the latter shall be deemed to be correct. The Company shall take all reasonable steps to ensure the accuracy of Descriptions but relies on such information, if any, as may have been provided to it by its suppliers and accepts no liability in contract or tort or under statute or otherwise for any error in or omission from such Descriptions whether caused by the Company's negligence or otherwise. The Company may make changes to the Supplies as part of a continuous programme of improvement or to comply with legislation
All cutting tools are assumed to be right-hand cutting unless clearly specified as left-hand cutting. All drawing dimensions which are not clearly defined will be interpreted to the best of our ability but at the customer’s risk.
Customer’s components and tools are worked on at the customer’s risk. In the case of micro-drilling it should be accepted that there may be some scrap, particularly there may be some components spoiled in establishing a production method.
The purchaser is held responsible for the selection of tooling or machines bought from Drill Service (Horley) Ltd. It shall be the purchaser’s responsibility to ensure that the design of tooling or machines purchased from Drill Service (Horley) Ltd is suitable and safe for his or the ultimate user’s requirements, The purchaser shall indemnify Drill Service (Horley) Ltd for any claim, cost or expense that might arise from any danger or injury caused by the use of inappropriate tooling or machines or any misuse of tooling or machines.
The use of consumable tooling supplied by Drill Service (Horley) Ltd shall construe proof of inspection and acceptance by the user.
Drill Service (Horley) Ltd reserve title to machines and parts thereof supplied until the purchase price has been paid in full.
Conventional drilling machines are provided with guards which are suitable for most purposes. Unit drilling heads are supplied as parts for incorporation into special purpose machines and it is the responsibility of the purchaser in all cases to see that machines are guarded to their satisfaction.
Sizes listed as nominal and fractional are multiples of 25.4mm.
12. Health and Safety at Work Act 1974
All tooling in this catalogue is sold in a finished state and is constructed of reasonably inert and safe materials. Any modification or servicing involving grinding or other processes must be the responsibility of the purchaser.
When grinding tungsten carbide tools, threshold values for cobalt, cadmium oxide and zinc oxide in dust or fumes must not be exceeded. See ‘Technical Data Note 2/73 Threshold Limit Values for 1973’.
Most items of tooling in this catalogue are brittle and sharp. Care must be taken not to inflict injury with the sharp end, nor damage or injury due to shattering the tool by misuse, hammering, or fitting with undue force.
When using any tooling, protection for the eyes is strongly recommended. See Statutory Instrument No.1681 1975. Machines in which tools are used should be guarded.
The purchaser shall indemnify Drill Service (Horley) Ltd for any claim, cost or expense which may arise under this act.
13. Warranty/Guarantee
In relation to any Goods sold the Company will, free of charge, repair or, at the Company’s option, replace such Goods which are proved to the reasonable satisfaction of the Company to be damaged or defective due to faulty materials, workmanship or design. This obligation will not apply:
- if the defect arises because the Customer has altered or repaired such Goods without the written consent of the Company;
- because the Customer did not follow the manufacturers’ instructions for storage, usage, installation, use or maintenance of the Goods;
- if the Customer has failed to notify the Company of any defect in accordance with Conditions set put above where the defect should have been reasonably apparent on reasonable inspection; or
- If the Customer fails to notify the Company of the defect within 12 months (or such other period as the Company shall specify at the time of acceptance of the order for the Supplies) of the date of dispatch of the Goods.
Any Goods repaired or replaced under this Condition will be guaranteed on these terms for any unexpired portion of the period of guarantee given on the original Supplies. Any Goods which have been replaced will belong to the Company.
The Customer grants to the Company and its employees, agents and representatives a right to enter onto its premises to affect any repair or replacement under this Condition. The Customer shall ensure that the Company’s employees agents and representatives are provided with a safe and secure working environment while at its premises and the Customer shall be responsible for isolating any computers or processors requiring repair or replacement from its network and for making back-up copies of any information on such computers or processors before the Company’s arrival on site.
Software programs are supplied on the strict understanding that the Company does not warrant their function to be free from defects or error.
Except as set out in Conditions above, this Condition is the Company's sole obligation and the Customer's sole remedy for defective Supplies and is accepted by the Customer in substitution for all express or implied representations, conditions or warranties, statutory or otherwise, as to the satisfactory quality, fitness for purpose or performance of the Goods (or any materials used in connection therewith) or the standard of workmanship of the Services and all such representations, conditions and warranties are excluded.
14. Exclusion of Liability
The Company does not exclude its liability to the Customer:
- For breach of the Company’s obligations under section 12 Sale of Goods Act 1979 or section 2 Sale and Supply of Goods and Services Act 1982;
- For personal injury or death arising as a result of the Company’s negligence;
- Under section 2(3) Consumer Protection Act 1987;
- For any matter which it would be illegal for the Company to exclude or to attempt to exclude its liability; or
- For fraud.
15. BS 5750 and other Process Standards
Drill Service Ltd is not a member of any Organisation with interests in conflict with those of our customers; nor are we impeded by costly beaurocratic processes imposed upon us by any outside Organisation.
We do not sell any components for incorporation into a customer’s products, only tooling and machines with which to manufacture.
Tools and gauges are not part of any sub-contract and are not going to be built in to any assembly or sub-assembly. They will become the property of the purchaser for the pursuit of his trade. BS 5750 DOES NOT APPLY TO THE PURCHASE OF TOOLING OR MACHINE TOOLS.
Customers for subcontract drilling who are BS 5750 approved may make an assessment of our performance from previous experience, and if they so wish they may visit our premises. They may then pass our small hole drilling shop products as approved and add our name to their Approved Supplier List. We only undertake second operation drilling of customer’s components. We do not supply material.
16. Intellectual property rights
The Supplies in this Catalogue may be subject to the intellectual and industrial property rights including patents, know-how, trademarks, copyright, design rights utility rights, database rights and or other rights of third parties. No right or license is granted to the Customer, except the right to use the Supplies or re-sell the Goods in the Customer’s ordinary course of business. The Company shall have no liability whatsoever in the event of any claim of infringement of any such rights howsoever arising.
In particular, without limiting the above, title in any software program forming part of the Goods is reserved to the Company and/or its suppliers. The Customer is responsible for informing itself of the terms of its license or use and paying any royalty payable. Such programs may be used only with the Goods.
The Company owns full copyright in respect of this Catalogue and its reproduction in whole or part is prohibited without the Company's prior written consent.
17. Use of Personal Data
"Personal Data" means, in relation to any Customer, or any representative of a Customer who is (in either case) a living individual, any data from which (whether alone or in combination with other information held by the Company) the Company can identify that Customer or that representative, regardless of how and when that data is provided. The Company may process Personal Data for all purposes contemplated in these Conditions or arising in the context of the relationship between the Company and the Customer including:
i. Deciding whether to enter into any contract or arrangement with that Customer. This may include conducting credit reference searches, against a Customer or its representatives and the disclosure of information to the relevant agency as to how that Customer conducts its account;
ii. Order fulfillment, administration, customer services, profiling the Customer’s purchasing preferences and to help the Company understand and develop its business;
iii. Direct marketing of the Company's products and services which the Company believes may be of interest to the Customer or its representatives, whether by post, fax, telephone, email, SMS, MMS or otherwise;
iV. Crime prevention or detection.
The processing of the Personal Data may involve:
i. The disclosure of that Personal Data to the Company's service providers, agents, advisers and representatives;
The disclosure of that Personal Data to third parties whose products and services the Company believes may be of interest to that Customer or representative;
ii. The transfer of Personal Data outside of the EEA, including to countries whose laws may not provide adequate protection to Personal Data. The Company will only transfer Personal Data outside the EEA to companies who have guaranteed to the Company the same level of protection as that Personal Data would have received in the UK.
If, at any time, the Customer or its representatives does not wish his or her Personal Data to be used for any or all of the above purposes, he or she should contact the Managing Director, Drill Service (Horley) Ltd, Albert Road, Horley, Surrey, RH6 7HR or notify any of our sales representatives when placing an order.
18. Promotions
In the event that the Company sends promotional material to the Customer in relation to goods or services available from the Company, these Conditions shall apply to all Supplies purchased from such material.
19. Country of origin
Unless otherwise confirmed by the Company in writing, nothing in this Catalogue is to be taken as representation of the source of origin, manufacturer or production of the Goods or any part of them.
20. Export
In relation to Goods sold outside of the UK, the Channel Islands and the Isle of Mann, risk in the Goods shall pass to the Customer when they leave the Company’s warehouse. Shipping and insurance shall be payable by the Customer but will be managed by the Company unless otherwise agreed. The Customer is responsible at its own expense for obtaining any license and complying with any export regulations in force within the UK and any country for which the Goods are destined.
Certain Goods imported from the United States of America by the Company are subject to specific restrictions. With respect to Goods manufactured in the USA, the Customer agrees to comply with all applicable export laws, restrictions and regulations of United States or foreign agencies or authorities and shall not import, export or transfer for the purposes of re-export, any product to any prohibited or embargoed country or to any denied, blocked or designated person or entity as mentioned in any such U.S. or foreign law or regulation. The Customer represents and warrants that it is not on the Denied Persons, Specially Designated Nationals or Debarred Persons List and is not otherwise prohibited by law from purchasing the Supplies.
The Company reserves the right not to supply certain customers or countries and to require from the Customer full details of the end use and final destination of the Goods.
21. Force majeure
The Company shall not be liable to the Customer in any manner or be deemed to be in breach of these Conditions because of any delay in performing or any failure to perform any of the Company's obligations under these Contract if the delay or failure was due to any cause beyond the Company's reasonable control (which shall include, but not be limited to government actions, war, fire, explosion, flood, import or export regulations or embargoes, labour disputes or inability to obtain or a delay in obtaining supplies of Goods or labour). The Company may, at its option, delay the performance of, or cancel the whole or any part of a Contract.
22. Recording of telephone calls
The Company reserves the right to monitor, intercept or record telephone calls and many monitor or intercept all email or other electronic communications made to its premises for training, security and quality purposes.
23. Legal construction
All Contracts shall be governed by and interpreted in accordance with English law and the Customer submits to the jurisdiction of the English Courts, but the Company may enforce such Contract in any court of competent jurisdiction
