In these Terms:
“we”, “our”  and “us” means Brown GearTech, whose correspondence address is at Victory House, 33-34 Gleaming Wood Drive, Chatham, Kent, ME5 8RZ (our “Premises”).
“Buyer” means the company or organisation which has ordered Goods.
“Contract” means the contract between us and Buyer incorporating these Terms.
“Goods” means the goods described in the Order.
“Order” means the purchase order or written acceptance of our quotation, received from a Buyer.
“Specification” means any specification for the Goods, including any related plans and drawings, supplied by a Buyer to us or provided by us and agreed by a Buyer in writing.
“Terms” means these terms and conditions of sale.

1. All Orders accepted by us are subject to these Terms and any variation thereof shall have no effect unless we make or agree to such variation in writing.

1. Unless otherwise stated Goods will be supplied ex-works at our Premises. Packaging and any onward carriage will be charged additionally.
2. We will take all reasonable steps to deliver the Goods within the specified period for delivery (which shall not be of the essence of the Contract) but we accept no responsibility for failure to do so and the Buyer shall not refuse delivery on the grounds of delay howsoever caused.
3. We reserve the right to deliver in more than one shipment.
4. Notwithstanding the provisions of conditions 5 hereunder, the Goods shall be at the Buyer’s risk from the time of delivery to it or to any carriers or agent acting on its behalf.
5. If Buyer arranges collection, a packing charge will be applied.

1. Payment for Goods and services is required at point of Order unless specific credit terms have been agreed by us.
2. Orders will not be accepted unless payment is received or the terms of the pre-agreed credit account are sufficient to cover the price of the Goods.

1. Risk shall pass to the Buyer upon delivery of the Goods whereupon the Buyer will be responsible for insuring the Goods unless otherwise agreed in writing.
2. Ownership of, and full title in, all Goods shall remain with us until payment in full for all Goods has been received by us in accordance with these Terms.
3. If payment is overdue in whole or in part, We may (without prejudice to any other rights) recover the Goods or any part of them and resell them and we, or our agents, are hereby authorised by the Buyer to enter upon the Buyer’s premises by its servants or agents for that purpose.
4. Any and all monies owed to us shall be due immediately upon the commencement of any act or proceeding in which the Buyer’s solvency is involved.
5. Until payment in full for all the Goods has been received by us the Buyer shall hold the Goods as bailee for us and the Buyer shall store the Goods in such a way that they are clearly our property and further the Buyer shall not without our express consent in writing be entitled to sell the Goods and/or incorporate them in any other article and/or make use of them in any other way.

1. Our liability for parts not manufactured by us shall be limited to such guarantee (if any) as the manufacturers may have given to us.
2. Provided the Buyer performs all its obligations under the provisions of these Terms we will repair or replace (at our discretion) free of charge, any part or parts which are shown to our satisfaction to be defective due to faulty material or workmanship in accordance with our Warranty Policy.
3. Save as aforesaid, the Goods are sold without specific warranty as to quality or performance ability.
4. Where the Buyer, being technically competent and experienced in the selection and application of goods of the type supplied, has specified or selected the Goods for a particular purpose or application, we give no warranty and accept no liability (other than for death or personal injury caused by our negligence) that the Goods will be suitable for that purpose or application. The Buyer acknowledges that:
   1. It has selected the Goods based on its own technical assessment and expertise;
   2. It has not relied on any statement, representation, or warranty from us as to the suitability of the Goods for its particular purpose unless such statement has been confirmed by us in writing as a specific contractual warranty;
   3. It is responsible for ensuring the Goods are suitable for the intended application, operating environment, and load conditions.
   4. Our liability for defects in the Goods themselves remains as set out in clauses 6(a) and 6(b) above.
5. Nothing in these Terms excludes or limits our liability for:
   1. death or personal injury caused by our negligence;
   2. fraud or fraudulent misrepresentation;
   3. breach of the terms implied by section 12 of the Sale of Goods Act 1979;
   4. defects arising from faulty materials or workmanship in accordance with our Warranty Policy.
6. In the event of repair being necessary, outside of the warranty period, the unit to be returned to our works, carriage paid by the Buyer. An investigation charge will be due in all cases. Replacement parts and repair costs will be notified to the Buyer, prior to any further work being undertaken.
7. The warranty on units repaired under terms of section e is 6 months. If the Goods have been regularly used for more than 8 hours per day the warranty period will be decreased proportionally.

1. We will not be responsible for discrepancies, errors or omissions in quotations, analysis, drawings, data specifications or information prepared by us utilizing or incorporating all or any plans, data or information supplied by the Buyer.
2. To the extent permitted by law, we will not be liable for any loss or damage whatsoever (including consequential loss or damage) in any way suffered by the Buyer or any other person, firm or company whatsoever by reason of the fact that we may have inspected, advised or approved plans, data or information supplied by or on behalf of the Buyer whether or not prior to the date of our quotation and the Buyer shall at all times indemnify us and keep us indemnified against all losses, claims, damages, charges, expenses and injury (including death) suffered by any person or loss of or damage to property belonging to any person, firm or company which we, its sub-contractors or their respective employees may be liable or deemed to be liable whether or not caused by the negligence, willful misconduct or breach of warranty by us, our sub-contractors or employees.
3. Nothing in this clause 7 excludes or limits our liability for death or personal injury caused by our negligence.

1. All quotations are made without obligation on our part and all Orders received, whether as a result of quotation or otherwise, are subject to acceptance by us. We reserve the right without notice to alter the price of Goods due to circumstances beyond our control and to correct errors and omissions. Unless specifically negotiated and confirmed in writing we may at any time at our discretion amend without notice the price for all or any part of the Goods that are to be supplied under the Contract to the current price for such Goods at the time when the same is delivered. Where agreed call offs are not adhered to by the Buyer, we reserve the right to amend the price structure in accordance with the quantities delivered.
2. Minimum order charge is £50.00.

1. The return of Goods, which are non-stock, i.e. special order, will under no circumstances be accepted. The return of items that can be re-stocked will be accepted only by express prior agreement by us at our sole discretion. Where Goods are authorised for return a handling charge of at least 40% of the invoice value (excluding carriage and packing) will be levied with a minimum charge of £70; all costs of returned Goods shall be borne by the Buyer. Any unauthorised returns received by us will be sent back to the Buyer carriage forward.

1. Site visits for service and/or commissioning are not included within the Contract and unless specifically negotiated are not options available to the Buyer. However, where such visits are deemed essential they will be charged at the prevailing rate.

1. Any dispute, controversy or claim arising out of or relating to this contract, or the breach, termination or invalidity thereof, shall be settled by arbitration in accordance with the Setld Ltd (16327454) Arbitration Rules.
2. The appointing authority shall be Setld Ltd. The place of arbitration shall be London, England, The language to be used in the arbitral proceedings shall be English.

1. In any application where breakage, excessive wear or any other malfunction of a drive train component could result in personal injury, or property damage, a fail safe device capable of stopping and holding the load in the event of such occurrence must be incorporated after the drive train.

1. Notice is hereby issued of compliance with the Supply of Machinery (Safety) Regulations (2008) in respect of the Goods detailed overleaf. These Goods must not be put into service until the machinery into which they are to be incorporated has been declared in conformity with the provision of the relevant Directive for the proposed territory of use.

1. In no event shall we be liable for any cost, damages or delay caused, directly or indirectly, by war, acts of terrorism, riots, civil commotion, strikes, labor disputes, government acts, laws or regulations, embargoes, natural disasters, electrical failures, telephone communication line failures, computer failures, or any other cause of contingency to the extent beyond our control that may prevent or delay the performance of any our obligations.

1. All drawings, designs, specifications, technical information and know-how provided by us shall remain our sole property and shall not be used by any other party without our express permission.

1. All personal data that we may use will be collected, processed, and held in accordance with the provisions of the Data Protection Legislation and our rights thereunder. For complete details of our collection, processing, storage, and retention of personal data including, but not limited to, the purpose(s) for which personal data is used, the legal basis or bases for using it, details of your rights and how to exercise them, and personal data sharing (where applicable), please refer to our Privacy Policy.

1. A person who is not a party to the Order shall not have any rights under or in connection with it.