Terms of Service

 

1. Scope and Parties


These Terms of Service (“Terms”) govern the sale of products and the provision of repair and replacement services (collectively, the “Services”) by
UCS Goods Wholesalers Co LLC, a company registered in the United Arab Emirates (“we”, “us”, “our”), to business customers (“Customer”, “you”) in the GCC region.


By placing an order with us (including via our website hddsondes.ae, by email, phone call, SMS, or through messaging applications), the Customer confirms that they are acting for business purposes (B2B) and agrees to be bound by these Terms.

 

2. Definitions

In these Terms:

  • “Equipment” means sondes (transmitters) and related locating equipment sold or repaired by us.
  • “Sonde” means an underground transmitter used in horizontal directional drilling (HDD) locating systems.
  • “Services” means inspection, repair, replacement, and related services provided by us.
  • “Order” means any request placed by the Customer and accepted by us for products and/or Services.

 

3. Orders and Contract Formation

  • An Order is accepted, and a binding contract is formed when we confirm the Order in writing (including by email or electronic message) or when we issue an invoice.
  • All Orders are subject to availability of Equipment and to our technical assessment of whether a Sonde can be repaired or replaced.
  • We reserve the right to decline any Order at our reasonable discretion, for example where products are unavailable or pricing/technical errors are discovered.

 

4. Prices and Payment Terms

  • Unless stated otherwise, prices are quoted in euros (EUR) or UAE dirhams (AED), as indicated in the quotation or on the invoice.
  • Prices are exclusive of VAT, customs duties, import taxes, shipping, insurance, and handling charges, which will be added where applicable.
  • Payment is due in advance unless we agree otherwise in writing. If we agree to payment on delivery or on invoice, payment is due immediately upon receipt of the invoice and no later than the stated due date.
  • All payments must be made in the currency specified on the invoice to the bank account indicated by us. Bank fees and currency conversion charges are borne by the Customer.
  • If the Customer disputes an invoice, they must notify us in writing within three (3) business days of the invoice date. If no notice is received within this period, the invoice is deemed accepted.
  • In case of late payment, we may suspend further deliveries or Services and charge late payment interest as permitted by applicable UAE law.

 

5. Shipping and Delivery

  • Unless otherwise agreed in writing, Equipment is shipped using standard shipping or courier services selected by us. Risk of loss or damage passes to the Customer when the Equipment is handed over to the carrier.
  • Shipping, handling, and insurance charges are invoiced separately and shown as a separate line on the invoice.
  • Any delivery dates provided are estimates only. While we aim to meet agreed timelines, we are not liable for delays caused by carriers, customs, local authorities, or other factors beyond our reasonable control.
  • The Customer is responsible for any import duties, customs clearance, and local taxes in the destination country.

 

6. Inspection and Complaints

  • The Customer must inspect delivered Equipment and packaging without undue delay and, in any case, within three (3) business days of receipt.
  • Before installing or using any Sonde or locating Equipment in the field, the Customer must perform above-ground tests to confirm proper operation and accurate readings.
  • Any complaints regarding defects, visible damage, shortages, or incorrect deliveries must be submitted to us in writing within three (3) business days after delivery, with a clear description of the issue.
  • If the Customer fails to notify us within this period, the delivery is deemed accepted as delivered and free of apparent defects or shortages.

 

7. Repair, Replacement and Returns


We provide repair and replacement options for Sondes and other Equipment, subject to technical feasibility and the applicable warranty terms.

  • Upon receipt of a broken Sonde, we will assess whether it can be repaired. Depending on the assessment, we may offer:

    repair of the original Sonde (if technically possible); or
    replacement with a repaired or refurbished Sonde of the same or comparable type.

  • Repair of the original Sonde may take several weeks, depending on the condition of the Equipment and availability of parts.
  • Unless expressly agreed otherwise, all sales are final and we do not provide monetary refunds for Sondes or used Equipment.
  • In certain situations, we may, at our sole discretion, offer store credit or a commercial goodwill adjustment. Such arrangements are exceptional and do not create an ongoing entitlement.
  • Used Equipment, custom-made items, and special orders are non-returnable and non-refundable.


Details of any limited warranty (including warranty period, coverage, and exclusions) are provided in our Limited Warranty statement, which forms part of these Terms.

 

8. Customer Responsibilities (Operation and Maintenance)

  • The Customer is solely responsible for the proper installation, operation, and maintenance of the Equipment after delivery.
  • Sondes and locating Equipment are sensitive electronic devices. The Customer shall handle, charge, store, and operate them in accordance with the instructions supplied by us or the manufacturer.
  • The Customer must not open, modify, disassemble, or attempt to repair batteries or internal electronic components unless expressly authorised in writing by us.
  • Use of the Equipment in adverse conditions (such as extreme temperatures, high humidity, presence of flammable gases or solvents, or direct water exposure) may damage the Equipment and void any warranty.
  • If the Customer suspects that safe operation is no longer possible (e.g., visible damage, malfunction, or improper storage), the Equipment must be taken out of service immediately.

 

9. Limitation of Liability

  • Nothing in these Terms excludes or limits liability where such exclusion or limitation is not permitted under applicable UAE law.
  • To the maximum extent permitted by law, we are not liable for:

    indirect, incidental, or consequential loss or damage,
    loss of profit, revenue, contracts, or data,
    losses arising from improper installation, misuse, or operation of the Equipment contrary to instructions.

  • To the extent permitted by law, our total aggregate liability arising out of or in connection with any Order (whether in contract, tort, or otherwise) is limited to the amount actually paid by the Customer to us for the Equipment or Services giving rise to the claim.

 

10. Force Majeure

  • We are not liable for any delay or failure to perform our obligations where such delay or failure is caused by events beyond our reasonable control, including but not limited to natural disasters, extreme weather, war, civil unrest, strikes, governmental restrictions, interruptions in transport or power supply, or epidemics.
  • In such cases, any applicable performance period shall be extended for the duration of the force majeure event plus a reasonable recovery period.

 

11. Confidentiality

  • The parties shall treat as confidential all non-public commercial and technical information received from each other in connection with the Services.
  • Confidential information may be disclosed where required by law, by a competent authority, or to professional advisers who are bound by a duty of confidentiality.

 

12. Governing Law and Dispute Resolution

  • These Terms and any dispute arising out of or in connection with them shall be governed by the laws of the United Arab Emirates.
  • Unless otherwise required by mandatory law, any dispute that cannot be resolved amicably shall be submitted to the competent courts in the United Arab Emirates. The parties agree to the jurisdiction of such courts.

 

13. Amendments and Final Provisions

  • We may update these Terms from time to time. The version in force at the time of the Order applies to that Order.
  • No change to these Terms is binding unless agreed in writing by both parties.
  • If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. The invalid provision will be replaced by a valid provision that best reflects the original intent.
  • These Terms are provided in English. If translated into other languages, the English version shall prevail in case of any inconsistency.