Bryant Medical Ltd

Master Terms and Conditions of Sale, Product Use and Digital Services

Version 1.0 | Effective 25 June 2026

These Terms apply to purchases made directly from Bryant Medical Ltd and, where the Order Confirmation identifies another Bryant group company as seller, that named company. They also contain important conditions governing use of Bryant products, software, digital services, demonstrations, trials, repairs and support.

Please read these Terms before ordering or using a Product or Digital Service. Particular attention should be paid to the sections on bespoke products, fitting and adjustment, product safety, cancellation and returns, warranties, digital subscriptions, sanctions and export controls, and liability.

Nothing in these Terms removes any right or remedy that cannot lawfully be excluded. If you are a Consumer, the plain-language Consumer protections in these Terms apply in addition to your mandatory legal rights.

Key points

1. Bryant loupes and Refractives are individually configured. Measurements, including working distance, are taken or derived by a Bryant-trained specialist, authorised representative or approved digital system. Individual adaptation and post-delivery adjustment can still be required.
2. Bespoke or clearly personalised goods will usually fall outside the statutory 14-day cancellation right. This does not affect any separate Bryant trial, satisfaction guarantee or statutory remedy for faulty or misdescribed goods.
3. Bryant products can support visual performance and improved working posture, but are one part of an overall ergonomic and clinical working system. Individual outcomes vary.
4. Product-specific warranty periods differ. A longer warranty or guarantee expressly stated on the Product page, Order Confirmation or Instructions for Use at the time of purchase will be honoured.
5. Digital Services and subscriptions may have separate billing cycles, usage limits and service descriptions shown at checkout or in an Order Confirmation. Consumer subscriptions can be cancelled using a straightforward online or email process.
6. Bryant may conduct proportionate sanctions, export-control, fraud, identity, beneficial-ownership, payment-source and end-use checks. Orders may be held, refused or cancelled where legally required or where there is a reasonable compliance concern.
7. Customer and patient information is handled under Bryant's Privacy Notice. Marketing and identifiable promotional use of photographs or recordings are handled separately and are not a condition of purchase.

Part A - General contract terms

1. About Bryant and how to contact us

1.1 Unless an Order Confirmation names another Bryant group company as the seller, the seller is Bryant Medical Ltd, a company registered in England and Wales under company number 10396020, whose registered office is at The Barns, Hilltop Farm, Lyne Lane, Chertsey, Surrey, England, KT16 0AW ("Bryant", "we", "us" or "our"). Bryant Dental is a trading name used by Bryant Medical Ltd.

1.2 General and product-support enquiries may be sent to info@bryant.dental. Legal notices and contract enquiries may be sent to legal@bryant.dental. Current telephone and regional contact details are available on our Website.

1.3 If your Order Confirmation names another Bryant group company as seller, references to "Bryant" mean that company for the purposes of the sale, payment, tax and delivery obligations. The product-use, safety, intellectual-property, data, sanctions and warranty provisions may also be enforced by Bryant Medical Ltd where it is the manufacturer, technology provider or warranty provider.

1.4 If you buy through an independent distributor, franchisee or reseller, your contract of sale is normally with that seller rather than Bryant Medical Ltd. The seller's local terms govern price, payment, delivery, cancellation and statutory remedies. A Bryant commercial warranty may still apply to an authentic Product where expressly offered, but it does not replace rights you have against the seller.

2. Scope of these Terms

2.1 These Terms govern:

• use of the Website, online store, account portals and support systems;
• direct sales of standard, bespoke and personalised Products;
• product demonstrations, home or workplace fittings, digital measurement sessions, trials and loan Products;
• repairs, refurbishment, upgrades, trade-ins, fitting and support services;
• software, firmware, mobile applications, cloud services, recording, image-management and connected-device features;
• subscriptions and recurring supplies;
• digital, artificial-intelligence-assisted and automated features; and
• any related service identified in an Order Confirmation.

2.2 Product-specific Instructions for Use, safety notices, technical specifications, an Order Confirmation, a signed quotation, a service description, a warranty certificate or a separate written agreement may contain additional terms.

2.3 Sections that are expressly limited to Consumers apply only where the Customer is a Consumer. Sections expressly limited to Business Customers apply only where the Customer is a Business Customer.

3. Customer status

3.1 A Consumer is an individual acting for purposes wholly or mainly outside that individual's trade, business, craft or profession.

3.2 A Business Customer is any person purchasing wholly or mainly for trade, business, craft, professional, clinical, educational, institutional or organisational purposes. A clinician, practice owner, company, partnership, university, hospital, public body, distributor or sole trader purchasing equipment for professional use will usually be a Business Customer, even where an individual places the Order personally.

3.3 Customer status is determined by law and the true purpose of the purchase. A statement made during checkout does not remove rights that legally apply, but you must answer status and tax questions accurately.

3.4 If you place an Order on behalf of a practice, company or other organisation, you confirm that you have authority to bind it. That organisation is the Customer and is responsible for payment and compliance with the Contract.

4. Definitions

In these Terms:

• Applicable Law means any law, regulation, binding code, court order, licence condition or regulatory requirement applicable to a party, Product, Digital Service or transaction.
• Business Customer has the meaning in section 3.
• Clinical Content means patient or clinical images, video, audio, scans, notes, metadata or other information uploaded, captured, stored, transmitted or generated through a Digital Service.
• Consumer has the meaning in section 3.
• Contract means the legally binding agreement incorporating the documents listed in section 5.
• Customer, you or your means the person identified as buyer or subscriber in the Order Confirmation.
• Digital Service means software, firmware, an application, cloud service, account portal, AI Feature, connected-device service, content, subscription or other digital functionality supplied by Bryant.
• Instructions for Use or IFU means the instructions, labels, safety information, contraindications, manuals, setup guides and maintenance instructions supplied with or made available for a Product.
• Order means a request to purchase Products or Services, whether made online, through a specialist, at a trade show, by telephone, by email, by signed order form or otherwise.
• Order Confirmation means our written confirmation that we have accepted an Order, including any final quotation, signed order form or email expressly confirming acceptance.
• Product means any physical item supplied by Bryant, including loupes, Refractives, MagniFlex systems, optical products, frames, headlights, batteries, chargers, material heaters, cameras, smart or connected eyewear, PPE, safety glasses, shields, straps, filters, accessories, spare parts and consumables.
• Services means fitting, measurement, training, repair, support, cloud, software and other services supplied by Bryant.
• Website means bryant.dental and any Bryant-operated website, online store, account portal or support hub.

5. Documents forming the Contract and order of priority

5.1 The Contract consists of the following documents, in descending order of priority:

1. a separately negotiated and signed agreement that expressly overrides these Terms;
2. the Order Confirmation, including product, price, payment, delivery, subscription and configuration details;
3. any product-specific service description, warranty certificate, trial offer or promotional term supplied before the Contract was formed;
4. these Terms and their Schedules;
5. the relevant IFU and safety information; and
6. any policy expressly incorporated and made available before the Contract was formed.

5.2 A more generous express warranty, trial, return right or service commitment stated at the time of purchase prevails over a less generous general provision in these Terms.

5.3 Safety requirements in an IFU prevail over general product-use wording in these Terms.

5.4 No terms printed on or linked from a Business Customer's purchase order, supplier portal, acceptance form or other document will apply unless Bryant expressly agrees to them in writing. Performance, delivery or acknowledgement of a purchase order does not constitute acceptance of the Customer's standard terms.

5.5 If a translated version is supplied, the English version prevails to the extent permitted by law, unless the Order Confirmation expressly states otherwise. Mandatory local Consumer rules remain unaffected.

6. Website use and availability

6.1 You may use the Website only for lawful purposes and in a way that does not damage, disable, overload, compromise or interfere with the Website, another user, Bryant's systems or any connected service.

6.2 You must not, except to the extent permitted by law:

• attempt unauthorised access to systems, accounts, source code or non-public data;
• introduce malware, automated attack traffic or harmful code;
• scrape, harvest or systematically extract content, pricing, reviews or data for resale, model training, competitive analysis or database creation without written permission;
• impersonate another person or misrepresent your affiliation;
• use the Website to infringe intellectual-property, privacy or other rights; or
• circumvent security, access, geographic, usage or payment controls.

6.3 Website content is provided for general product information and is not medical, dental, optical, ergonomic, legal or other professional advice. Product selection support does not replace the Customer's professional judgement or the advice of an appropriately qualified healthcare professional.

6.4 We take reasonable care to keep Website information accurate, but images are illustrative, colours vary by display, and errors can occur. The final Product, price, configuration and included items are those in the Order Confirmation.

6.5 We may suspend or modify the Website for maintenance, security, legal, operational or technical reasons. We do not guarantee uninterrupted Website access.

6.6 Links to third-party sites are provided for convenience. Bryant does not control or endorse third-party content merely by linking to it.

7. Eligibility, accounts and authority

7.1 You must be at least 18 years old and legally capable of entering a contract to place an Order or create an account.

7.2 Professional-use Products may only be used by appropriately trained and qualified persons, or under appropriate supervision, as stated in the IFU and Applicable Law.

7.3 You must provide accurate, current and complete account, order, delivery, prescription, tax and compliance information and keep it updated.

7.4 Account credentials are personal to the authorised user. You must use reasonable security measures, keep credentials confidential and notify Bryant promptly of suspected compromise or unauthorised use.

7.5 You are responsible for activity carried out through your account unless caused by Bryant's breach of duty. Business Customers are responsible for their authorised users and administrators.

8. How Orders are placed and accepted

8.1 An Order is an offer to purchase. An automated acknowledgement, payment authorisation, appointment, measurement session or receipt of a deposit does not by itself mean that Bryant has accepted the Order.

8.2 The Contract is formed when Bryant issues an Order Confirmation or, if earlier, when Bryant dispatches the Product or begins the Service with a clear intention to accept the Order.

8.3 Bryant may decline or place an Order on hold before acceptance for reasons including:

• product availability or technical feasibility;
• incomplete measurements, prescription or delivery information;
• pricing, description or system error;
• failed payment or credit approval;
• suspected fraud, unauthorised payment or identity mismatch;
• sanctions, export-control, end-use, customs or regulatory concerns;
• a destination in which the Product cannot lawfully be supplied or supported; or
• unreasonable, abusive or unsafe conduct toward Bryant personnel.

8.4 If we cannot accept an Order after taking payment, we will refund the amount received unless Applicable Law requires funds to be frozen, withheld or handled differently.

8.5 Quotations expire on the date stated or, if no date is stated, 30 days after issue. A quotation may be withdrawn before acceptance.

8.6 A Customer-requested change is effective only when Bryant confirms it in writing. Changes may affect price, specification and delivery estimate.

9. Product descriptions, recommendations and changes

9.1 Bryant will supply Products that conform to the Contract and mandatory legal requirements. Consumer statutory standards of satisfactory quality, fitness for a disclosed purpose and correspondence with description are not restricted by these Terms.

9.2 Recommendations by a product specialist are based on information available at the time, the intended use described by the Customer and professional judgement. Unless expressly stated in the Order Confirmation, a recommendation is not a guarantee of a particular clinical, ergonomic, commercial or personal outcome.

9.3 Handmade, bespoke and limited-edition Products may have small variations in colour, finish, texture, weight, alignment appearance or component presentation that do not materially affect safety, agreed functionality or optical performance. Such non-material variations are not defects.

9.4 We may make a non-material change to a Product or Service to:

• comply with Applicable Law or a safety requirement;
• implement a security or firmware update;
• substitute a component that is equal or better in function and quality;
• improve reliability, serviceability or manufacturing; or
• address component discontinuation or supply-chain constraints.

9.5 If a proposed change materially reduces agreed functionality or materially changes an essential characteristic before delivery, we will notify the Customer. A Consumer may reject the material change and receive an appropriate refund. A Business Customer may cancel the affected undelivered part unless the parties agree an alternative.

10. Prices, tax, quotations and promotions

10.1 The price is stated in the Order Confirmation. Website pricing may change before an Order is accepted.

10.2 Prices include or exclude VAT, sales tax, duties, import charges and delivery as stated at checkout or in the Order Confirmation. Where the law requires Bryant to collect tax, the Customer must pay it.

10.3 For international Orders, the Order Confirmation will state or indicate whether Bryant or the Customer is responsible for import clearance, duties and taxes. If it does not, the Customer is responsible for import clearance and destination charges, subject to mandatory Consumer information requirements.

10.4 If a clear pricing error is discovered before dispatch or material manufacture, we may cancel the affected item and refund payment, or invite the Customer to confirm the corrected price. We will not rely on this clause to avoid an agreed price merely because our costs increased.

10.5 Promotions, discounts, student pricing, bundles, ambassador codes, trade-in values and limited offers:

• apply only during the stated period and to eligible Products and Customers;
• may not be combined unless expressly stated;
• have no cash value;
• may require evidence of eligibility; and
• do not alter statutory rights.

10.6 A promotional statement forms part of the Contract where a Customer reasonably relies on it and it is applicable to the Order. Material restrictions will be disclosed clearly before purchase.

Part B - Ordering, payment, bespoke manufacture and delivery

11. Payment, deposits, finance and alternative payment methods

11.1 Payment is due in the amounts and at the times shown at checkout, in the quotation, payment plan or Order Confirmation. Unless credit terms are expressly agreed, cleared payment is required before dispatch and Bryant may require payment before commencing bespoke manufacture.

11.2 We may take a deposit, staged payments or full payment. Any deposit is credited against the total price. The Order Confirmation will identify any payment milestone and, for a Consumer, any amount that may become non-refundable because personalised work or a requested Service has begun.

11.3 If you are a Consumer and ask us to begin a Service during a statutory cancellation period, we will obtain any consent required by law. If you then cancel lawfully, we may charge only the proportionate amount permitted by law for Services actually supplied before cancellation. This does not create a cancellation right for genuinely bespoke or clearly personalised goods where the statutory exception applies.

11.4 Card, bank-transfer, direct-debit, digital-wallet, virtual-asset or other payments may be processed by third-party payment providers. Their own terms and privacy information may apply. You authorise us and the provider to carry out payment authentication, fraud prevention and legally required screening.

11.5 Where payment is made by a third party, you must identify the payer on request and confirm that the payment is authorised. Bryant may decline unexplained, split, overpaid or third-party payments where they create fraud, sanctions, anti-money-laundering, tax or refund risk.

11.6 If Bryant agrees to accept payment in a virtual asset or cryptocurrency:

• the sterling or other fiat price in the Order Confirmation remains the contractual price unless expressly stated otherwise;
• the conversion method, wallet and permitted asset will be specified by Bryant or its payment provider;
• network, exchange and intermediary fees are the Customer's responsibility unless otherwise stated;
• a lawful refund may be made in the original asset amount, the fiat amount received by Bryant, or an equivalent fiat amount calculated under the stated refund method, as set out before payment;
• Bryant may require enhanced identity, source-of-funds, wallet, sanctions and transaction checks; and
• no refund or transfer will be made while prohibited by law or a competent authority.

11.7 Finance, instalment credit, leasing or buy-now-pay-later products supplied by an independent lender are subject to the lender's agreement and approval. Bryant is not responsible for the lender's credit decision or separate financing terms. Cancellation of the Product Contract does not automatically cancel a finance agreement except where the law or that agreement provides otherwise.

11.8 You must not make an unjustified chargeback or payment reversal. This does not restrict a Consumer's lawful card-provider rights. If a reversal is made after valid delivery, Bryant may provide the payment provider with the Contract, fitting, delivery, support and return records and may recover the unpaid amount and reasonable costs where legally permitted.

11.9 If an agreed instalment fails, Bryant may request replacement payment, pause undelivered work or suspend a Digital Service after reasonable notice. We will not suspend a safety-critical update or take disproportionate action in respect of a genuinely disputed amount.

12. Business credit accounts and late payment

12.1 This section applies only to Business Customers.

12.2 Any credit facility is discretionary, may be subject to a limit and may be varied or withdrawn on reasonable notice. Bryant may require credit references, accounts, guarantees, security or advance payment.

12.3 Unless the Order Confirmation states otherwise, an invoice is payable in cleared funds within 30 days of its date. Time for payment is of the essence.

12.4 A Business Customer must notify Bryant promptly of a genuine invoice dispute, identify the disputed amount and reasons, and pay the undisputed balance on time. Failure to notify within a specified administrative period does not waive a dispute that could not reasonably have been identified earlier.

12.5 On an overdue Business Customer amount, Bryant may claim statutory interest, fixed compensation and reasonable recovery costs under applicable late-payment legislation. Where that legislation does not apply, Bryant may charge interest at 4% per year above the Bank of England base rate, calculated daily, subject to any mandatory limit.

12.6 Bryant may suspend further deliveries, manufacture, repairs, support or paid Digital Services while a material overdue amount remains unpaid after notice. This is in addition to any other remedy.

12.7 A Business Customer must pay without set-off, counterclaim, deduction or withholding except where required by law or where Bryant has agreed the credit in writing.

13. Bespoke and personalised Products

13.1 Loupes, Refractives, prescription inserts, drilled or mounted optics, configured frames, engraved items, customised smart eyewear and other Products made or adapted to personal measurements, prescription, colour, configuration or clinical requirements are bespoke or personalised Products.

13.2 Before manufacture, Bryant may ask the Customer to verify the ordered model, magnification, frame, colour, prescription, delivery details and any preferences that the Customer selected. Clinical measurements taken by Bryant remain Bryant's responsibility subject to the fitting and adjustment provisions below.

13.3 Bryant may begin procurement, optical design, frame preparation, drilling, assembly or other personalised work shortly after acceptance. The point at which a configuration becomes fixed may differ by Product. Customer-requested changes after that point may be technically impossible, may restart lead times and may incur the reasonable additional cost stated before the change is accepted.

13.4 A Consumer's statutory right to change their mind for a distance or off-premises contract does not ordinarily apply to goods made to the Consumer's specifications or clearly personalised. This exception does not affect:

• rights where goods are faulty, not as described or otherwise non-conforming;
• any Bryant trial or satisfaction guarantee expressly offered for the Product; or
• any right Bryant voluntarily grants in writing.

13.5 For Business Customers, a bespoke Order may be cancelled only with Bryant's written agreement. Bryant may charge the reasonable costs and commitments already incurred, work completed, non-cancellable components and loss directly caused by the cancellation, less costs reasonably saved and any value Bryant can reasonably recover.

13.6 Bryant will not treat a standard stocked Product as bespoke merely because it was removed from packaging, allocated to an Order or accompanied by a routine fitting appointment.

14. Measurement, fitting and configuration

14.1 For a bespoke optical Product, measurements such as working distance, pupillary position, frame position, pantoscopic or declination-related parameters and other fitting data are taken, observed or derived by a Bryant-trained specialist, authorised representative or approved digital measurement system. The Customer is not expected to determine the clinical working distance unless Bryant expressly asks the Customer to verify a stated preference or provide information for a remote process.

14.2 Measurements are taken in the circumstances available at the fitting. Posture, seating, patient position, frame placement, footwear, working technique, fatigue and clinical setup can vary. Bespoke optical fitting therefore involves professional judgement and reasonable tolerances rather than a guarantee that no adaptation or adjustment will ever be needed.

14.3 You agree to:

• participate honestly and attentively in the fitting process;
• follow reasonable positioning instructions;
• disclose relevant visual, facial, postural or clinical-use information requested for fitting;
• tell the specialist if the simulated position or selected configuration feels materially wrong; and
• promptly report any issue during the adaptation or trial period.

14.4 After delivery, reasonable adaptation and one or more adjustments may be required to optimise optical alignment, working distance, declination, frame fit, nose-pad position, temple fit, balance, light position or personal preference. A need for adjustment does not by itself mean the Product was defective.

14.5 Bryant will provide fitting and adjustment support in accordance with the applicable warranty, trial and service policy. Depending on the issue and location, support may be provided remotely, at a clinic, through an authorised representative, by return to a service centre or by remanufacture where reasonably required.

14.6 You must not attempt to bend, drill, open, realign or materially alter optical barrels, mounted optics, electronic modules or safety-critical parts unless Bryant has expressly instructed you to do so. Unauthorised changes may affect safety, performance and warranty coverage.

15. Optical prescriptions

15.1 Where you supply an optical prescription, you confirm that:

• it was issued or validated by a suitably qualified eye-care professional;
• it is complete, legible and accurate to the best of your knowledge;
• it is current and, unless Bryant agrees otherwise, no more than two years old;
• you have provided all relevant values and any required near or occupational information; and
• you have permission to provide it where it relates to another individual.

15.2 Bryant may query an unusual, incomplete, inconsistent or expired prescription and may pause manufacture pending clarification. Bryant does not independently prescribe or clinically validate a prescription unless that service is expressly provided by a suitably qualified professional.

15.3 Bryant will manufacture the relevant prescription element according to the accepted prescription and agreed Product specification. Bryant remains responsible for manufacturing accuracy, but is not responsible for an error in the source prescription supplied by the Customer or prescriber.

15.4 If the supplied prescription is later found to be wrong or incomplete, Bryant will reasonably assist with available options. A remake, new carrier lens, insert, refurbishment or replacement may be chargeable unless the error was caused by Bryant or a more generous policy applies.

15.5 A prescription file may contain health information. It will be handled under Bryant's Privacy Notice and retained only for the purposes and periods described there or required by law, quality, vigilance or warranty obligations.

16. Adaptation, adjustments and issue reporting

16.1 New magnification, increased declination, a changed field of view, a different frame or a new prescription can require a period of familiarisation. You should introduce a Product in accordance with the IFU and any advice supplied, particularly where depth perception, peripheral awareness or balance may initially feel different.

16.2 If you experience blur, double vision, headaches, dizziness, nausea, eye strain, focal difficulty, unexpected posture, pressure points or discomfort, stop or reduce use as appropriate and contact Bryant promptly. Do not continue clinical use where vision or safe performance is impaired.

16.3 Prompt reporting gives Bryant the best opportunity to assess whether the cause is adaptation, frame fit, prescription, measurement, configuration, damage, technique or another factor. You agree to cooperate reasonably with troubleshooting, including providing photographs or video, completing a structured check, attending an appointment, testing an agreed adjustment or returning the Product for inspection.

16.4 Bryant will not unreasonably require repeated adjustment where an effective remedy is available. Any repair, adjustment, remake, replacement, refund or other remedy will be determined under the Contract, applicable warranty and mandatory law.

16.5 Bryant is not responsible for delay in diagnosis or resolution caused by a Customer's unreasonable failure to provide access, information or the Product. This does not remove Bryant's responsibility for its own acts or omissions.

17. Ergonomics and intended use

17.1 Bryant designs its optical and wearable Products to support clinicians by enhancing visual performance and, for relevant Products, encouraging a more favourable working posture when appropriately selected, fitted and used.

17.2 Ergonomic benefit is a shared objective and Bryant will take reasonable care in product recommendation, measurement, fitting, manufacture and agreed adjustment. However, loupes and related Products form only one part of an overall ergonomic working system.

17.3 Outcomes vary between individuals and procedures and can be affected by clinical technique, stool and equipment setup, patient positioning, duration and frequency of work, lighting, physical conditioning, rest, body mechanics, existing injury or health condition, prescription changes, workplace constraints and adherence to ergonomic guidance.

17.4 Bryant therefore does not promise that a Product will prevent, cure or eliminate neck, back, shoulder or other musculoskeletal pain, headache, eye strain or repetitive-strain injury, or guarantee a particular postural or medical outcome.

17.5 If a Product appears to encourage an unsuitable posture or causes discomfort, contact Bryant promptly. In many cases, fitting, working-distance, frame, declination, balance, technique or workplace adjustments can improve comfort and performance. Bryant will provide the support required by the Contract and will remain responsible for defective manufacture, negligent fitting or any other liability that cannot lawfully be excluded.

17.6 A Product is not a substitute for medical assessment, occupational-health advice, physiotherapy, appropriate breaks, workplace design, training or other reasonable ergonomic measures. Seek appropriate professional advice for persistent or significant symptoms.

18. Clinical and professional responsibility

18.1 Bryant Products and Digital Services are intended to support, not replace, the skill, training, experience and professional judgement of the clinician or other qualified user.

18.2 The clinician remains responsible for patient assessment, diagnosis, treatment planning, consent, patient positioning, infection prevention, instrument use, treatment decisions, documentation and the overall standard of care.

18.3 Magnification, lighting, imaging, recording, AI assistance or other technology does not eliminate clinical error or guarantee a particular patient outcome. Users must maintain appropriate direct observation, situational awareness and backup arrangements.

18.4 A user must not rely on a Product or Digital Service outside its stated intended purpose, user population, environment, contraindications or limitations. Where a feature is supplied as a regulated medical device or accessory, its IFU and regulatory labelling govern its clinical use.

18.5 Nothing in this section reduces Bryant's responsibility for a defective Product, misleading product statement, negligent act or any liability that cannot lawfully be excluded.

19. Delivery, lead times and acceptance logistics

19.1 Delivery dates and lead times are estimates unless Bryant expressly agrees a fixed date in writing. Bespoke lead times may depend on completion of measurements, prescription clarification, component availability, Customer approvals, regulatory clearance and payment.

19.2 Bryant will use reasonable efforts to meet an estimated date and will tell the Customer of a material known delay. For Consumers, any legal right to require delivery within an agreed or reasonable period remains unaffected.

19.3 Delivery is complete when the Product is delivered to the address, collection point or person nominated in the Order, or collected by the Customer. A carrier's delivery record may be evidence of delivery but is not conclusive where reasonably disputed.

19.4 You must provide a complete and accessible delivery address and any legally required import information. Bryant is not responsible for delay or additional cost caused by inaccurate details, refusal to accept delivery, failure to collect or unavailable access, except to the extent Bryant or its carrier caused the issue.

19.5 If a parcel is returned after failed delivery, Bryant may charge reasonable re-delivery, storage and return costs. A Consumer will be told of any charge before re-delivery.

19.6 Bryant may deliver an Order in instalments where reasonable. A defect or delay in one instalment does not entitle a Business Customer to reject unaffected instalments unless the breach substantially deprives the Customer of the benefit of the whole Contract.

19.7 International delivery is subject to customs and local regulatory processes. Bryant may provide documents reasonably available to it, but the importing party identified in the Order Confirmation is responsible for licences, registrations, duties and clearance allocated to it.

20. Risk and title

20.1 For a Consumer, risk of accidental loss or damage passes when the Consumer or a person nominated by the Consumer, other than the carrier arranged by Bryant, takes physical possession. Mandatory Consumer rules apply if the Consumer independently appoints a carrier not offered by Bryant.

20.2 For a Business Customer, risk passes on delivery in accordance with the agreed delivery term or, if none is stated, when the Product is delivered to the Customer's nominated address or carrier.

20.3 Legal title to a Product does not pass until Bryant has received in cleared funds all amounts due for that Product and, for a Business Customer, all other overdue amounts under the relevant trading account.

20.4 Until title passes, a Business Customer must:

• keep the Product identifiable, adequately protected and insured;
• not remove serial numbers or ownership markings;
• not pledge or grant security over it; and
• notify Bryant promptly of insolvency or third-party seizure.

20.5 A Business Customer may resell stock Products in the ordinary course of an authorised resale business before title passes, but not bespoke Products supplied for a named end user. The right to resell ends automatically on insolvency or termination of the relevant distribution authority.

20.6 If title has not passed and the Business Customer becomes insolvent or materially overdue, Bryant may require return of the Product and, where lawful, enter premises at a reasonable time to recover it. This does not permit entry to a private dwelling without consent or lawful authority.

21. Inspection, shortages and transit damage

21.1 On delivery, inspect the package and Product as soon as reasonably possible. Keep packaging where there is visible damage and notify Bryant promptly with photographs and relevant details.

21.2 A Consumer's statutory rights are not lost merely because the Consumer did not report a fault within a short administrative period.

21.3 A Business Customer should notify Bryant of visible transit damage, shortage or incorrect items within five Business Days and latent defects promptly after discovery. This assists carrier claims and investigation. The period does not exclude a valid claim where the defect could not reasonably have been found or Bryant already knew of it.

21.4 Do not return a Product without following the return instructions, because optical, battery, medical, hygiene, customs and dangerous-goods controls may apply. Bryant will provide a return authorisation or appropriate shipping method where required.

21.5 Products returned after clinical use must be cleaned and decontaminated in accordance with the IFU and return instructions. If safe handling requires specialist decontamination, Bryant may arrange it and charge a Business Customer the reasonable cost where contamination resulted from failure to follow instructions.

22. Consumer cancellation rights

22.1 This section applies only to Consumers buying directly from Bryant at a distance or away from Bryant's business premises. It describes general UK rights; mandatory rights in the Consumer's country may also apply.

22.2 For standard goods, a Consumer normally has 14 days after delivery to tell Bryant that they wish to cancel, followed by 14 days to return the goods. Where goods are delivered in separate lots, the period is calculated as required by law.

22.3 The statutory change-of-mind right does not apply, or may cease to apply, to categories permitted by law, including:

• goods made to the Consumer's specifications or clearly personalised, including most bespoke loupes and prescription-configured Products;
• sealed goods not suitable for return for health-protection or hygiene reasons once unsealed, where the legal conditions are met;
• digital content supplied without a tangible medium after the Consumer has expressly consented to immediate supply and acknowledged loss of the cancellation right; and
• a fully performed Service where performance began with the Consumer's express request and the legal conditions are met.

22.4 To cancel, the Consumer may email Bryant, use an available online cancellation method or submit the model form in Schedule 6. A clear statement is sufficient; use of the model form is optional.

22.5 Unless Bryant offers free returns or the goods are faulty, the Consumer bears the direct cost of returning cancelled goods where this was disclosed before purchase. Bryant may collect goods where they cannot normally be returned by post and may charge no more than the disclosed or reasonable direct cost.

22.6 The Consumer may inspect standard goods as they would in a shop. Bryant may make a lawful deduction for diminished value caused by handling beyond what is necessary to establish nature, characteristics and functioning. Normal use expressly permitted under a Bryant trial is governed by the trial terms instead.

22.7 Bryant will refund amounts due, including the least expensive standard outbound delivery option, within the statutory period and using the original payment method unless the Consumer agrees otherwise. Bryant may withhold a goods refund until the goods are returned or the Consumer supplies evidence of return, where permitted.

22.8 This section concerns change-of-mind cancellation only. Separate and usually stronger remedies may apply to faulty, unsafe, misdescribed or late goods, non-conforming digital content or improperly performed Services.

23. Voluntary trials, satisfaction guarantees and loan Products

23.1 Bryant may offer a Product-specific trial, adaptation period, satisfaction guarantee or loan arrangement. It applies only where stated on the Product page, quotation, Order Confirmation or written offer at the time of purchase.

23.2 Unless the relevant offer states otherwise:

• the trial begins on delivery to the end user;
• the Customer must notify Bryant before the trial expires and follow the return process;
• reasonable clinical evaluation and normal trial wear are permitted;
• all supplied components, cases, chargers and accessories must be returned;
• the Product must be cleaned, decontaminated and packaged safely;
• loss, deliberate damage, unauthorised modification, severe neglect or missing items may be charged at the reasonable repair or replacement cost; and
• the guarantee does not require the Customer to surrender statutory rights.

23.3 Where a 90-day money-back or satisfaction guarantee is expressly offered for a bespoke Product, it is a voluntary contractual right additional to statutory rights. It does not mean all Products carry that guarantee.

23.4 Demonstration, evaluation and loan Products remain Bryant's property unless sold. The borrower must use reasonable care, follow the IFU, restrict use to authorised persons, keep the Product secure and return it by the agreed date. Bryant may charge for loss or damage beyond fair trial wear, but not for a manufacturing defect.

23.5 A trial return is not complete until Bryant or its nominated carrier receives the Product, unless Bryant arranged collection and the Product was lost after proper handover to that carrier.

23.6 Product-specific trial periods and current baseline policies are summarised in Schedule 2. A more generous written offer at purchase prevails.

24. Returns, refunds and exchanges

24.1 Before returning a Product, contact Bryant for instructions. This helps ensure correct routing, customs documentation, battery handling, decontamination and insurance.

24.2 Bryant may offer returns beyond statutory rights. Eligibility, timing, condition requirements, return cost and any exclusions will be those disclosed in Schedule 2, the Product page or the Order Confirmation at the time of purchase.

24.3 A return will not be refused merely because original packaging is missing where the Product is faulty and packaging is not reasonably necessary. For a voluntary change-of-mind or trial return, missing protective packaging or components may justify a reasonable deduction reflecting actual loss.

24.4 Refunds are made to the original payer and method where reasonably possible. Bryant may use another lawful method to prevent fraud, comply with sanctions or accommodate an unavailable payment channel.

24.5 Custom duties, import taxes and third-party finance charges are refundable by Bryant only where Bryant collected them and the Contract or law requires refund. The Customer may need to reclaim destination taxes from the relevant authority.

24.6 An exchange, adjustment or remake does not restart the original warranty in full unless expressly stated. A repaired or replaced Product remains covered for the longer of the unexpired original warranty or any minimum period required by law.

24.7 If a Product contains personal or patient data, the Customer must back up any required data and follow Bryant's secure return instructions. Bryant may need to erase a device during repair or replacement and is not responsible for data that the Customer was instructed and reasonably able to back up, except where loss was caused by Bryant's breach of duty.

25. Business Customer cancellation and rescheduling

25.1 This section applies only to Business Customers and does not affect an express trial or warranty.

25.2 Once Bryant has accepted an Order, the Business Customer may cancel or reschedule it only with Bryant's written agreement.

25.3 Bryant may require payment of reasonable, evidenced losses caused by the cancellation or rescheduling, including committed components, personalised work, unrecoverable third-party charges, completed Services, return logistics and reasonable administration, after deducting costs saved and amounts reasonably recoverable through reuse or resale.

25.4 For a cancelled standard stocked Product that has not dispatched and can readily be resold, Bryant will not impose a disproportionate cancellation charge.

25.5 If an agreed fitting, installation, training or on-site Service is cancelled or postponed on short notice, Bryant may charge reasonable wasted travel, accommodation and personnel costs disclosed in advance or actually incurred. No charge applies where cancellation resulted from Bryant's breach or a genuine safety issue caused by Bryant.

Part C - Product use, safety, care and regulatory cooperation

26. General safety and Instructions for Use

26.1 Read and follow the current IFU, labels, safety notices, setup guidance and training supplied with a Product. Keep them available to all users. Product-specific requirements take priority over general wording in these Terms.

26.2 Before each use, check the Product for damage, contamination, loose or missing parts, abnormal heat, swelling, leakage, unusual smell, electrical damage, optical misalignment and any other condition identified in the IFU. Do not use a Product that appears unsafe or materially impaired.

26.3 Use a Product only:

• for its stated intended purpose and environment;
• within stated operating, storage, charging, cleaning and compatibility limits;
• with the training, qualification and supervision required by law and the IFU;
• with approved or compatible accessories, power supplies and consumables; and
• in accordance with professional, infection-control and workplace safety requirements.

26.4 Stop using the Product and contact Bryant where safe use is in doubt, a warning appears, performance changes unexpectedly or an adverse incident occurs. In an emergency, take appropriate clinical or emergency action first.

26.5 Do not rely on a Product beyond its stated limitations. Maintain appropriate backup lighting, direct-vision, manual, documentation and clinical arrangements where interruption could affect patient care.

26.6 Safety information may be updated in response to experience, standards, cybersecurity needs or regulatory requirements. Bryant may communicate an updated IFU, warning, software update, field safety notice or corrective action. You must follow any mandatory safety instruction promptly.

27. Product care, maintenance and infection prevention

27.1 Handle, clean, disinfect, transport and store Products as stated in the IFU. Optical coatings, electronics, batteries, adhesives, polymers and precision mechanisms can be damaged by unapproved chemicals, excessive liquid, heat, ultrasonic cleaning, steam, abrasion or force.

27.2 Do not autoclave, immerse, machine-wash or use a chemical, wipe, disinfectant or sterilisation process unless expressly approved for that Product. Where the IFU specifies a concentration, contact time or drying process, follow it.

27.3 The Customer is responsible for routine cleaning, disinfection, inspection, consumable replacement and user maintenance described in the IFU. Bryant is responsible for warranty work and any maintenance expressly allocated to Bryant.

27.4 Normal wear, cosmetic ageing and consumable depletion are not manufacturing defects. Examples may include worn nose pads, temple tips, straps, filters, shields, battery capacity reduction, surface marks and finishes altered by normal use, subject always to the warranty and statutory quality standard applicable to the Product.

27.5 Damage caused by misuse, impact, crushing, liquid ingress, inappropriate cleaning, unapproved repair, unauthorised modification, excessive force, storage outside specified conditions or use beyond the intended purpose may fall outside the commercial warranty. Bryant remains responsible where damage was caused by an underlying defect or inadequate instruction.

27.6 A Product returned after clinical use must be appropriately cleaned and decontaminated and must not be sent with an undisclosed biological, chemical, sharps or other hazard. Tell Bryant before return if effective decontamination is not possible so that safe arrangements can be made.

27.7 Keep serial numbers, unique device identifiers, labels and traceability markings intact. Do not transfer a personalised Product to another user without first confirming with Bryant that it can be safely and lawfully reconfigured, decontaminated and relabelled.

28. Compatibility, accessories and unauthorised modification

28.1 Only use components, accessories, mounts, batteries, chargers, filters, cables, prescription carriers, replacement modules and software versions that Bryant identifies as approved or compatible.

28.2 Third-party accessories may change weight, balance, optical alignment, electrical safety, thermal performance, electromagnetic compatibility, ingress protection, cybersecurity or regulatory status. Bryant is not responsible for a problem caused solely by an incompatible third-party item that Bryant did not supply or approve.

28.3 Do not open, drill, solder, reprogram, reverse engineer, bypass a safety control, replace a non-user-serviceable cell, alter optical alignment or carry out a repair unless permitted by law and expressly authorised in the IFU or by Bryant.

28.4 An unauthorised modification does not automatically remove all rights. Warranty exclusion applies only to the extent the modification caused or materially contributed to the fault, made safe assessment impossible or invalidated a necessary regulatory configuration.

28.5 Where Bryant confirms interoperability with a third-party device, platform or network, that statement relates to the versions and conditions identified at the time. Third-party changes can affect compatibility. Bryant will provide the support commitments stated in the Contract but cannot control a third party's product or service.

29. Optical Products, loupes and Refractives

29.1 Magnifying and refractive optical Products alter field of view, apparent size, depth cues, focal range and peripheral awareness. Familiarise yourself in a safe, non-clinical setting before use on a patient and after any significant adjustment or magnification change.

29.2 Do not walk, drive, operate unrelated machinery or perform a task requiring normal distance or peripheral vision while looking through magnifying barrels unless the Product is expressly designed and approved for that use.

29.3 Check that the optical image is single, clear, correctly aligned and appropriate for the intended working position before beginning a procedure. Stop if you experience double vision, significant blur, disorientation or unsafe visual restriction.

29.4 For modular or interchangeable systems, confirm each module is the correct magnification, fully seated, secure and free from contamination before use. Follow the specified method for changing modules and do not force magnetic, threaded or mechanical interfaces.

29.5 Prescription carriers, inserts and frame lenses are not a substitute for routine eye examinations. A Customer should seek prompt eye-care advice for sudden visual change, persistent eyestrain, new double vision, flashes, floaters, pain or other concerning symptom.

29.6 Optical Products must not be used to view the sun, an intense beam, curing light, laser or other hazardous optical radiation unless the Product and any protective filter are expressly specified for that purpose. Magnification may increase exposure risk.

29.7 Field of view, depth of field, brightness, weight and working range vary by model, magnification, prescription, anatomy and configuration. Published figures may be nominal or measured under stated test conditions and are not a promise of identical subjective perception for every user.

30. Headlights, electrical Products, batteries and magnets

30.1 Do not direct a high-intensity headlight into a person's eyes at close range or for longer than clinically necessary. Select an appropriate intensity, position the beam correctly and follow any photobiological, thermal or use-time warning in the IFU.

30.2 A light head, material heater, battery, charger or power supply may become warm in normal use. Stop use and disconnect power if it becomes excessively hot, emits smoke or odour, changes shape, leaks, sparks or behaves abnormally.

30.3 Rechargeable batteries naturally lose capacity with age and use. Battery-runtime statements are estimates under stated or typical conditions and will vary with brightness, recording, wireless use, temperature, charging practice and battery age.

30.4 Use only the specified charging equipment and voltage. Do not crush, puncture, short-circuit, burn, immerse, expose to excessive heat or charge a visibly damaged or swollen battery. Keep batteries and small magnetic parts away from children.

30.5 Lithium batteries are subject to transport and airline rules. The Customer is responsible for following carrier instructions when travelling or returning a Product. Contact Bryant before shipping a damaged battery; do not send it through ordinary post unless instructed.

30.6 Some Products use magnets. Magnets can affect pacemakers, implanted cardioverter defibrillators, programmable shunts, hearing devices, magnetic cards, watches and other equipment. Follow the Product warning and advice from the relevant device manufacturer or healthcare professional and maintain the specified separation.

30.7 A Product with water resistance is not waterproof unless expressly stated. Water-resistance can reduce through damage, wear or opened seals. Do not assume resistance beyond the rating in the IFU.

30.8 Electrical Products must not be used in an oxygen-enriched, explosive or flammable environment unless expressly approved and labelled for that environment.

31. C-Flo and material-heating Products

31.1 C-Flo and other material-heating Products are designed only for the materials, containers, temperature ranges, locations and workflows stated in the IFU. They are not sterilizers, incubators, general-purpose heaters or devices for warming medication, food, tissue or any unapproved substance.

31.2 Heating performance depends on ambient conditions, material quantity, loading, container, contact and operating time. The clinician remains responsible for checking that a material is suitable for use and within the material manufacturer's instructions before placement in a patient.

31.3 Hot surfaces and heated materials may cause burns. Avoid direct skin or soft-tissue contact, use suitable handling technique and allow components to cool where instructed.

31.4 Do not cover ventilation, insert metal or foreign objects, use near flammable material, spill liquid into the Product or operate a damaged heater, cable or power supply.

31.5 Bryant is not responsible for deterioration, polymerisation, altered handling or clinical performance caused by heating a material contrary to the material manufacturer's instructions or outside the Product's approved parameters. This does not limit responsibility for defective heating control or inaccurate Bryant instructions.

32. Cameras, smart eyewear, audio, video and recording

32.1 A camera, microphone, smart frame or connected Product may capture identifiable patient, staff or bystander information. The Customer and clinician are responsible for determining a lawful basis, providing required information, obtaining valid consent where required, respecting confidentiality and recording restrictions, and configuring capture appropriately in their clinical environment.

32.2 Do not record in a location or circumstance where recording is prohibited, unsafe, misleading or inconsistent with professional duties. Recording must not distract the clinician, obstruct vision, replace required notes or compromise dignity and care.

32.3 Indicators, shutters, privacy controls and account permissions must not be disabled or obscured except where the IFU expressly permits it. Business Customers must establish appropriate user access, retention, patient-request, breach-response and deletion procedures.

32.4 Unless a Service description expressly states otherwise, a Bryant recording or cloud feature is an adjunct and not the Customer's sole legal medical-record archive. The Customer must maintain any independent record, backup and retention required by professional or local law.

32.5 Upload speed, live view, synchronisation, image quality, battery life and latency depend on device configuration, network quality, interference, server availability and third-party infrastructure. Do not use a network-dependent feature where temporary interruption would create an unacceptable clinical risk.

32.6 Keep device software and security updates current, use strong account controls and promptly report loss, theft, compromise or unexpected access. Remote disablement or account suspension may be used where reasonably necessary to protect data or safety.

32.7 Transfer or resale of a connected Product requires secure removal of Customer and Clinical Content, account disconnection and, where applicable, Bryant's ownership-transfer process. A factory reset may not satisfy all legal retention or erasure duties without verification.

33. PPE, shields, consumables and accessories

33.1 A shield, safety lens, barrier or other protective accessory provides only the protection stated in its labelling and IFU. It does not replace other PPE, engineering controls, infection-prevention measures or risk assessment required for the task.

33.2 Inspect protective Products before use and replace them following impact, damage, contamination, reduced clarity, expiry or the replacement criteria in the IFU.

33.3 A Product labelled single-use must not be cleaned, reprocessed, shared or reused. Reuse can reduce performance, introduce contamination and invalidate regulatory assurance.

33.4 Consumables and filters must be stored within stated conditions and used before any expiry date. Bryant is not responsible for degraded performance caused by expired or improperly stored consumables, unless the Product was already non-conforming when supplied.

33.5 Subscription or automatic replenishment of consumables does not transfer responsibility for monitoring stock, integrity, suitability and expiry at the point of use.

34. Changes in vision, anatomy, technique and requirements

34.1 Products are configured using the measurements, prescription, intended use and requirements available at the time of manufacture.

34.2 Eyesight, facial fit, posture, health, preferred technique, clinical environment and working distance can change. A later change does not by itself show that the Product was defective when supplied.

34.3 Where technically and safely possible, Bryant may offer re-glazing, prescription carrier replacement, frame adjustment, optical realignment, refurbishment, configuration change or replacement under its current service options and charges.

34.4 Not every Product can accommodate every future prescription, anatomy or configuration. Bryant will explain available options after reasonable assessment but does not guarantee indefinite modification capability.

34.5 The Customer should maintain appropriate eye examinations and tell Bryant of a relevant change before requesting an adjustment or continuing use where the visual result has become unsuitable.

35. Adverse incidents, post-market surveillance and corrective action

35.1 Tell Bryant promptly if a Product may have caused or contributed to death, serious deterioration in health, significant injury, a serious public-health threat or another reportable incident, or if a malfunction could cause such an outcome if repeated.

35.2 Unless immediate disposal is necessary for safety, preserve the Product, packaging, serial number, accessories, logs, photographs and relevant evidence. Do not alter, repair, reset or destroy the Product before Bryant has advised whether examination is required.

35.3 Provide accurate information reasonably needed for safety investigation, including what occurred, date, Product identity, configuration, use conditions, outcome and contact details. Patient information should be limited and transferred securely.

35.4 Bryant may report an incident to a regulator, authorised representative, notified or approved body, supplier, insurer or other person where required for vigilance, safety or legal compliance. Nothing in these Terms prevents a user or patient from reporting directly to a regulator or obtaining independent advice.

35.5 You must follow a field safety notice, recall, inspection request, quarantine, software update, labelling change or other corrective action within the stated timeframe. Stop use immediately where the notice requires it.

35.6 A Business Customer, distributor or reseller must maintain sufficient traceability to identify affected Products and customers and must reasonably assist Bryant to communicate and implement corrective action, including onward notification where required.

35.7 Bryant will bear reasonable direct costs of a corrective action to the extent required by law or stated in the notice. Allocation of other costs between businesses will reflect responsibility, the Contract and Applicable Law.

36. Repairs, servicing, refurbishment and loan equipment

36.1 Contact Bryant or an authorised service provider before arranging repair. Unauthorised repair may create optical, electrical, infection-control, data-security and regulatory risk.

36.2 Bryant may require inspection before confirming warranty coverage or price. For chargeable work, Bryant will provide an estimate or pricing basis and obtain approval before material work, except for an agreed diagnostic fee.

36.3 The Customer must disclose contamination, damage, battery condition, data sensitivity and any unauthorised modification before return. Bryant may decline unsafe items or require specialist handling.

36.4 Back up data before service. Unless prohibited by the service description, Bryant may reset, erase, update, replace storage or exchange a device where reasonably required to diagnose or repair it. Bryant will use reasonable care with data in its control but does not guarantee preservation during hardware repair.

36.5 A repaired Product may contain functionally equivalent new or professionally refurbished parts. Replacement parts become part of the Product; removed parts become Bryant's property unless Applicable Law requires otherwise or the parties agree return for evidence.

36.6 If no fault is found, the issue is outside warranty or the Customer declines a quoted repair, Bryant may charge a reasonable diagnostic, decontamination and return cost disclosed before work. No such charge applies where prohibited by law.

36.7 Loan Products are subject to section 23. They may be a different colour, cosmetic condition or model but will be reasonably suitable for the agreed temporary purpose where one is promised.

36.8 If a Customer does not respond to reasonable collection or quotation notices, Bryant may charge reasonable storage after at least 30 days' notice. Bryant will not dispose of a Customer-owned Product without a final clear notice and a reasonable collection opportunity, and will handle any proceeds as required by law.

37. Product lifespan, discontinuation and spare parts

37.1 Product lifespan depends on use, care, environment, maintenance, component ageing, hygiene requirements and technology support. A commercial warranty is not a promise that a Product, battery, accessory, cloud service or spare part will remain available indefinitely.

37.2 Bryant may discontinue a Product, colour, component, accessory or service. Where practical and proportionate, Bryant will provide notice relevant to existing Customers and may offer repair, equivalent parts, replacement, credit, migration or other support.

37.3 For regulated or safety-critical Products, Bryant will meet applicable obligations concerning records, vigilance, safety updates and support. For Digital Services, section 46 addresses end of support and material functionality changes.

37.4 Where an original part is unavailable, Bryant may use or offer a compatible part or successor Product with equivalent or better core function. If this would materially change a Consumer's agreed Product, the Consumer's legal remedies remain available.

37.5 Bryant does not guarantee spare-part availability beyond a period expressly stated at purchase. An inability to perform a future out-of-warranty upgrade is not a defect in the original Product.

38. Disposal, batteries and recycling

38.1 Do not dispose of electrical Products, batteries or contaminated clinical accessories in ordinary household or general clinical waste where separate collection is required.

38.2 Follow local rules for waste electrical and electronic equipment, batteries, sharps, infectious material and confidential data. Remove or securely erase data before disposal where appropriate.

38.3 In territories where Bryant has a take-back or producer-responsibility obligation, contact Bryant for the applicable collection or return route. The Customer must package batteries and contaminated items safely and follow the instructions supplied.

38.4 Business Customers may be responsible for decontamination, secure data erasure and reasonable return logistics where permitted by law and disclosed at sale. Bryant will not require a Consumer to bear a cost that legally belongs to the producer.

Part D - Statutory rights and commercial warranties

39. Statutory rights

39.1 A commercial warranty, trial or guarantee is additional to and does not replace mandatory legal rights.

39.2 If you are a Consumer, Products must meet the standards required by Applicable Law, including any applicable requirements as to satisfactory quality, fitness for a purpose made known to Bryant, description, installation and conformity with pre-contract information. Digital content and Services must also meet applicable statutory standards.

39.3 Depending on the circumstances and law, a Consumer may have rights to reject, repair, replacement, repeat performance, price reduction or refund. Bryant will not require a Consumer to use a commercial warranty instead of a statutory remedy.

39.4 If you bought through a distributor or other seller, statutory remedies are normally exercised against that seller. Bryant will nevertheless provide any separate manufacturer warranty it expressly offered and will reasonably cooperate on a safety or manufacturing investigation.

39.5 Nothing in these Terms excludes product-liability, negligence, fraud, title or other rights or liabilities that cannot lawfully be excluded or restricted.

40. Bryant commercial warranty

40.1 Subject to this Part and Schedule 1, Bryant warrants that an authentic Product will be free from defects in materials and workmanship during the applicable commercial warranty period.

40.2 The warranty period starts on delivery to the original end Customer unless the Product page, warranty certificate or Order Confirmation states otherwise. Proof of purchase, serial number and reasonable evidence of the issue may be required. Failure to register a Product does not remove a warranty where purchase and eligibility can otherwise be established.

40.3 A warranty described as lifetime means for as long as the original end Customer owns the Product and the Product remains reasonably serviceable, subject to the stated exclusions. It is not limited to the expected lifespan of the Customer, does not cover consumables or ordinary wear, and does not guarantee indefinite availability of identical parts, colours, accessories, software or services.

40.4 Unless the offer states that it is transferable, the commercial warranty benefits the original end Customer or named user and is not automatically transferred on resale. Mandatory rights of a later lawful owner are unaffected.

40.5 If Bryant confirms a covered defect, Bryant will, within a reasonable time and without charge for warranty work, choose an effective and proportionate remedy from:

• adjustment or repair;
• replacement of the defective part or Product with the same or a functionally equivalent item;
• remanufacture where appropriate for a bespoke Product;
• a price reduction or account credit accepted by the Customer; or
• refund where repair or replacement is unavailable, disproportionate or legally required.

40.6 Bryant will take account of the Customer's circumstances, clinical need, safety, repeated failure, repair time, Product value and inconvenience when selecting a remedy. Bryant will not insist on repair where the law gives a Consumer an immediate right to reject or another mandatory remedy.

40.7 Warranty repair may use new or professionally refurbished components of equivalent function and quality. Replacement of a discontinued colour or cosmetic component may use the closest reasonably available alternative after consultation.

40.8 Where Bryant asks for return of a Product under a potentially valid warranty claim, Bryant will provide or reimburse a reasonable standard return method where the claim is confirmed, or where Consumer law requires it. Premium, unauthorised or incorrectly declared shipping costs may not be reimbursed.

40.9 Unless a longer period is required by law or expressly offered, a repaired or replacement Product remains covered for the longer of:

• the unexpired original commercial warranty; or
• 90 days from return of the repaired or replacement Product.

40.10 Any more generous product-specific promise made in writing at the time of purchase prevails over Schedule 1.

41. Warranty exclusions and claim process

41.1 The commercial warranty does not cover an issue to the extent it was caused by:

• normal wear, cosmetic ageing or depletion of a consumable;
• accident, loss, theft, impact, crushing, liquid ingress, fire or external event;
• failure to follow the IFU, cleaning, charging, storage, maintenance or safety instructions;
• use outside the intended purpose, specified environment or operating limits;
• an incompatible, unapproved or defective third-party accessory, power supply, software, network or consumable;
• unauthorised repair, opening, alteration, drilling, optical realignment or modification;
• a prescription error supplied by the Customer or prescriber, or a later change in vision, anatomy, posture, technique or preference;
• contamination or inadequate decontamination;
• removed or altered traceability markings where this prevents verification;
• continued use after a clear warning or after the Product became visibly unsafe; or
• force majeure or circumstances wholly outside the Product.

41.2 An exclusion applies only to the extent the excluded event caused or materially contributed to the claimed issue. An unrelated scratch, modification or missing accessory does not excuse Bryant from remedying a separate manufacturing defect.

41.3 Batteries, filters, shields, pads, straps, seals and other consumable or wear components are covered only for their stated warranty period and for premature failure caused by a defect, not ordinary depletion or replacement need.

41.4 A subjective change of preference is not a warranty defect, but it may be covered by a trial, fitting support or paid adjustment service. A need for reasonable initial fitting adjustment is addressed under sections 14 to 17.

41.5 To make a claim, contact Bryant or the authorised seller promptly and provide:

• proof of purchase and Product identity;
• a description of the issue and when it began;
• photographs, video, logs or troubleshooting information reasonably requested; and
• the Product for inspection where remote assessment is insufficient.

41.6 Do not send a damaged lithium battery, contaminated item or device containing sensitive data until Bryant gives safe return instructions.

41.7 If no covered fault is found or the issue falls outside warranty, Bryant may offer chargeable repair or adjustment. A diagnostic or return charge will be disclosed before it is incurred, subject to mandatory law.

41.8 Fraudulent, deliberately misleading or fabricated warranty claims may be refused and reasonable investigation costs recovered from a Business Customer. This does not permit Bryant to reject a genuine claim merely because the cause was initially uncertain.

42. Product-specific warranty periods

42.1 The baseline commercial warranty periods current at the effective date of these Terms are set out in Schedule 1.

42.2 The warranty applicable to a Product is the warranty offered in the Product page, Order Confirmation, warranty certificate or IFU at the time the Contract was formed. A later reduction will not retrospectively shorten it.

42.3 A legacy or discontinued Product remains governed by the written warranty applicable when it was purchased, together with mandatory rights.

42.4 Where a bundle contains components with different warranty periods, each component has its own period unless the bundle offer clearly states a single longer period.

Part E - Software, connected Products, subscriptions and digital services

43. Software and firmware licence

43.1 Bryant and its licensors retain ownership of software, firmware, applications, algorithms, models, interfaces, documentation and related intellectual property. Purchase of a Product does not transfer ownership of embedded software.

43.2 Subject to payment and compliance with the Contract, Bryant grants the Customer a limited, non-exclusive, non-sublicensable licence during the applicable term to use the supplied software or firmware:

• with the Product or account for which it was supplied;
• for the Customer's internal lawful clinical, educational or business purposes;
• by authorised users; and
• in accordance with the documentation, usage limits and intended purpose.

43.3 A Business Customer may permit its staff and contractors to use a Digital Service on its behalf, but remains responsible for account administration, lawful use and compliance by those users. The Customer must not provide a bureau, hosting, timesharing or resale service unless Bryant has authorised it in writing.

43.4 Except to the extent a restriction is prohibited by law, you must not:

• copy, sell, rent, lease, sublicense, publish or distribute software separately from the authorised Product or Service;
• reverse engineer, decompile, disassemble or attempt to discover source code, model weights, non-public APIs or security controls;
• remove proprietary notices or circumvent licence, usage, geographic or access restrictions;
• use the software to develop or train a substantially competing product through systematic extraction of non-public functionality or outputs;
• introduce malicious code or use the Service to attack another system; or
• use firmware on unauthorised hardware.

43.5 Nothing in these Terms prevents an act expressly permitted by mandatory law, including lawful interoperability or security research rights that cannot be waived. Where lawful and appropriate, contact Bryant first so that information or a safe testing route can be provided.

43.6 Open-source components are licensed under their applicable open-source licences. Required notices will be made available with the software or on request. Those licences govern to the extent they conflict with this section.

43.7 Firmware supplied as part of a Product may be used for the Product's supported life even where a separate cloud subscription ends, except for functions that inherently depend on the cloud or a valid paid entitlement and were clearly identified as such before purchase.

43.8 A Digital Service may include export-controlled encryption or other restricted technology. Use and transfer remain subject to section 58.

44. Accounts, administrators and authorised users

44.1 Each user must have an appropriate account unless the Service expressly supports a shared clinical-device mode. Credentials must not be shared between individuals where individual accountability is required.

44.2 A Business Customer may appoint administrators who can invite and remove users, set permissions, access organisation-level settings, manage billing, configure retention and, where the Service allows, access Clinical Content. The Business Customer is responsible for choosing trustworthy administrators and reviewing access regularly.

44.3 Bryant may rely on instructions from a verified administrator within the permissions of that role. Bryant is not responsible for an authorised administrator's decision unless Bryant knew or should reasonably have known that the instruction was unauthorised or unsafe.

44.4 When a user leaves or changes role, the Business Customer must promptly remove or adjust access. Bryant may assist with account recovery or an administrator dispute after reasonable identity and authority checks.

44.5 Users must enable available multi-factor authentication where Bryant identifies it as required and must follow reasonable security requirements. Notify Bryant promptly of suspected credential compromise, device loss or unauthorised access.

44.6 The Customer must not create an account using false identity, impersonate a healthcare professional or misstate professional status. Bryant may verify identity, professional eligibility, organisation and authority where necessary for safety, security, regulated functionality or compliance.

45. Subscriptions, recurring supplies and renewal

45.1 A subscription's included Products or features, initial term, billing interval, minimum commitment, price, usage limits, renewal basis and cancellation method will be shown before purchase and confirmed in writing.

45.2 Unless the Order Confirmation states a fixed non-renewing term, a subscription renews for the renewal period disclosed at purchase until cancelled. Bryant will provide Consumers with clear renewal and cancellation information and any reminder required by law. We intend cancellation to be no more difficult than sign-up, subject to reasonable identity verification.

45.3 A Customer may cancel a rolling subscription through the account method made available or by contacting Bryant. Cancellation normally takes effect at the end of the paid billing period unless the Contract, law or a remedy for breach gives an earlier right.

45.4 For a Business Customer committed to a minimum term, early termination charges will not exceed unpaid committed fees less costs Bryant reasonably saves or mitigates, except where a separately negotiated agreement states a reasonable alternative.

45.5 Bryant may change a recurring price or materially alter included usage only by giving reasonable advance notice. A Consumer or a Business Customer on a rolling term may cancel before the change takes effect. A fixed-term price will not increase during the committed term unless the Order Confirmation includes a clear objective indexation or tax mechanism.

45.6 If usage exceeds an included allowance, Bryant will charge overage only where the rate or calculation was disclosed. Where practicable, Bryant will provide usage visibility or a warning before a material overage.

45.7 A free or discounted trial converts to paid service only if the conversion, date and price were clearly disclosed and any consent required by law was obtained. The Customer may cancel before conversion using the stated method.

45.8 Recurring consumable shipments may be adjusted, skipped or cancelled as described in the subscription. The Customer remains responsible for checking clinical need, stock, condition and expiry and should adjust deliveries to avoid unreasonable waste.

45.9 Failure of a renewal payment does not immediately erase data or terminate safety functions. Bryant may retry payment and give reasonable notice to update billing before restricting paid features, except where fraud, security or law requires faster action.

45.10 Refunds for part-used subscription periods are provided where required by law, where Bryant terminates without Customer breach, or where expressly stated. Otherwise, cancellation takes effect at the end of the paid period.

46. Availability, updates, support and end of support

46.1 Bryant will use reasonable care and skill in supplying Digital Services and will provide any service level expressly stated in an Order Confirmation or service-level agreement.

46.2 Digital Services may be temporarily unavailable because of maintenance, security work, internet or cloud failure, third-party dependency, capacity event, emergency or force majeure. Bryant does not promise uninterrupted or error-free availability unless a specific service level says otherwise.

46.3 Planned maintenance that materially affects normal use will, where practicable, be notified in advance. Bryant will use reasonable efforts to restore an unplanned outage and communicate material incidents.

46.4 Bryant may provide updates to correct defects, improve function, maintain compatibility, address cybersecurity, meet legal obligations or support safety. You must install a mandatory safety or security update within the stated timeframe.

46.5 Bryant will not intentionally remove a material paid function during a fixed paid term without a valid legal, safety, security or third-party dependency reason. If a change materially reduces the core Service and no reasonable substitute is offered, the Customer may terminate the affected Service and receive a proportionate refund for the unused prepaid period, subject to mandatory law.

46.6 Updates may change layout, workflow or minor features. Bryant will provide reasonable release information where a change materially affects clinical workflow, compatibility, data handling or administration.

46.7 Support channels and hours are those stated for the relevant Product or plan. Support does not include clinical advice, third-party network administration, unsupported modifications or bespoke development unless agreed.

46.8 Bryant may end support for a Digital Service, operating system, integration or connected Product. Except where urgent law, safety, security or third-party withdrawal prevents it, Bryant will provide reasonable advance notice proportionate to the Customer's reliance and will explain migration, export, replacement or refund options where applicable.

46.9 Bryant will continue to meet any mandatory security, safety, record-retention and regulatory obligations after commercial support ends. This does not require indefinite provision of a cloud feature or compatibility with future third-party systems.

46.10 A Digital Service is not an emergency service. The Customer must maintain a safe fallback for any workflow where outage, delay or loss of connectivity could affect patient care.

47. Artificial-intelligence-assisted and automated features

47.1 An AI Feature is a Digital Service that uses machine learning, computer vision, language processing, statistical inference or other automated methods to generate, classify, extract, summarise, recommend or assist.

47.2 AI outputs may be incomplete, probabilistic, outdated, inconsistent or incorrect. Unless the feature's regulated intended purpose and IFU expressly permit otherwise, an AI output is assistive information and must not be the sole basis for diagnosis, treatment, prescription, consent, patient communication or another material clinical decision.

47.3 A suitably qualified person must review relevant source information and verify an output before clinical or commercial reliance. The Customer is responsible for configuring thresholds, workflows and human review appropriate to the use and risk.

47.4 Do not use an AI Feature for an emergency, autonomous treatment, unlawful discrimination, covert surveillance, unsupported biometric identification or any prohibited or materially different purpose.

47.5 Performance can vary with image quality, lighting, anatomy, population, language, device, data completeness and use outside validation conditions. Any stated performance metric applies only to the described dataset, version, population and conditions.

47.6 Where an AI Feature is a regulated medical device or part of one, use is governed by its intended purpose, IFU, user requirements and regulatory labelling. General marketing or demonstration content does not expand that intended purpose.

47.7 Bryant may monitor AI Feature performance and investigate errors using telemetry, feedback and lawfully processed data. Bryant will not use identifiable Clinical Content to train a general-purpose or shared model unless the Customer has separately and expressly agreed, appropriate patient and legal requirements have been met, and the Privacy Notice or agreement explains the processing.

47.8 De-identified or aggregated information may be used to improve safety, reliability and performance where the information is no longer personal data under Applicable Law and re-identification is prohibited.

47.9 You should report a material output error, bias concern or unsafe behaviour with enough context for investigation, without sending unnecessary patient information through an insecure channel.

48. Customer and Clinical Content

48.1 As between Bryant and the Customer, the Customer retains ownership of Customer-created content and Clinical Content, subject to rights held by patients, staff, licensors and other persons.

48.2 The Customer grants Bryant and its authorised subprocessors a limited right to host, copy, transmit, display, transform and otherwise process content only as reasonably necessary to:

• provide, secure and support the Product or Digital Service;
• carry out the Customer's instructions;
• prevent fraud, abuse and cybersecurity threats;
• comply with law, vigilance, safety and regulatory duties;
• enforce the Contract; and
• use de-identified or aggregated information as permitted under section 47.8 and the Privacy Notice.

48.3 The Customer is responsible for ensuring it has lawful authority to collect and upload content and to instruct Bryant to process it. This includes providing patient and staff privacy information, obtaining consent where consent is legally required and complying with confidentiality and professional duties.

48.4 Do not upload content that is unlawful, malicious, knowingly inaccurate in a way that creates risk, infringing, outside the agreed Service or unnecessary for the purpose. Bryant does not claim ownership merely because content is uploaded.

48.5 Unless the Service expressly includes legal record retention, the Customer must maintain any independent clinical record and backup required by law or professional standards. Bryant's operational backups are for resilience and may not allow restoration of an individual deleted item.

48.6 Retention and deletion settings are described in the Service or Order Confirmation. Following account termination, Bryant will make content available for export for the stated period where reasonably practicable, then delete or anonymise it unless retention is required by law, safety, dispute, backup-cycle or regulatory obligation.

48.7 Bryant may remove or restrict access to content where reasonably necessary to comply with law, protect a person, address malware or security risk, or enforce the acceptable-use rules. Where lawful and safe, Bryant will notify the Customer and permit correction or export.

48.8 The Customer should avoid including unnecessary special-category, highly sensitive or directly identifying information in support tickets, free-text feedback or unapproved integrations.

49. Privacy, security and cybersecurity

49.1 Bryant processes personal data as described in its Privacy Notice and, where Bryant acts as a processor for a Business Customer, Schedule 4.

49.2 Bryant will maintain technical and organisational measures appropriate to the risk, taking account of the nature of the Service, state of the art, implementation cost and the likelihood and severity of harm. Measures may include access controls, authentication, encryption, logging, backup, vulnerability management, secure development and incident-response procedures as appropriate.

49.3 No internet, wireless, cloud or electronic system is completely secure. Bryant does not guarantee immunity from every attack or loss, but this does not reduce its obligation to use legally required and contractually agreed care.

49.4 The Customer is responsible for security within its control, including:

• secure devices, networks and email accounts;
• user and administrator access management;
• appropriate authentication and screen locking;
• timely installation of supported updates;
• lawful configuration, sharing and retention;
• staff training and phishing awareness; and
• prompt notice of compromise or loss.

49.5 Bryant will notify the Customer of a personal-data breach or material security incident as required by Applicable Law and Schedule 4. The parties will cooperate on containment, investigation, notifications and remediation and will not make a misleading statement about the incident.

49.6 Security researchers should report suspected vulnerabilities privately through Bryant's published security or legal contact and avoid accessing unnecessary data, disrupting Services or exploiting a vulnerability beyond what is needed to demonstrate it.

49.7 Bryant may remotely revoke credentials, disable a lost device token, force a password reset, isolate a compromised integration or deploy an urgent update where reasonably necessary to protect users, data, Products or systems.

50. Acceptable use of Digital Services

50.1 You must not use a Digital Service to:

• violate law, professional duties, confidentiality, privacy, sanctions or intellectual-property rights;
• upload malware, conduct phishing, attack, probe or overload a system;
• access another user's account or content without authority;
• create or distribute abusive, exploitative, discriminatory, defamatory or illegal material;
• record a person unlawfully or bypass a recording or privacy indicator;
• make unsupported claims that an output is Bryant-certified, clinically conclusive or free from error;
• use the Service for weapons, military, intelligence, repression, WMD or prohibited end use;
• generate or alter evidence, patient records or identity documents deceptively;
• sell, scrape or systematically extract the Service or non-public data without permission; or
• enable another person to do any of the above.

50.2 Reasonable clinical research, quality improvement, security testing and interoperability activity is permitted where lawful, authorised, appropriately governed and not disruptive.

50.3 Bryant may set fair technical limits to protect availability, security and plan entitlements. It will not use an undisclosed limit to deprive a Customer of the core paid Service.

50.4 A Business Customer must maintain an acceptable-use and access framework for its users appropriate to the nature of Clinical Content and the Service.

51. Third-party platforms, integrations and connectivity

51.1 A Digital Service may depend on an app store, operating system, mobile device, browser, cloud provider, telecom network, payment provider, electronic health or practice-management system, AI provider or other third-party service.

51.2 The Customer may need a separate account, licence or contract with the third party. Bryant is not a party to that contract and does not control the third party's availability, security, pricing, terms or changes.

51.3 Bryant remains responsible for the parts of an integration it supplies and for choosing and managing its processors as required by law. Bryant is not responsible for a failure caused solely by a third-party system outside Bryant's reasonable control, but will provide the support promised for diagnosis and reasonable workaround.

51.4 If the Customer enables an integration, the Customer instructs Bryant to exchange the categories of data necessary for that integration. The Customer must review permissions and the third party's privacy and security position before enabling it.

51.5 Bryant may suspend an integration that creates a security, safety, legal or material reliability risk. Where practicable, Bryant will notify affected Customers and provide an alternative or export route.

52. Digital Service suspension, termination and data transition

52.1 Bryant may suspend all or part of a Digital Service where reasonably necessary because of:

• an immediate security, safety or legal risk;
• sanctions or regulatory restriction;
• material breach of the acceptable-use rules;
• unauthorised access, fraud or abusive conduct;
• material overdue payment after notice; or
• maintenance or a third-party dependency failure.

52.2 Except in an urgent case, Bryant will give notice and a reasonable opportunity to remedy a remediable breach. Suspension will be limited to what is proportionate and will be lifted when the cause is resolved.

52.3 The Customer may terminate a Digital Service in accordance with its term, cancellation rights and section 45. Either party may terminate for a material breach that is not remedied within 30 days of written notice, or immediately where the breach cannot be remedied, continued performance is unlawful, or the other party enters an applicable insolvency process.

52.4 If Bryant terminates a prepaid Service for convenience without Customer breach, Bryant will refund the unused proportion of prepaid recurring fees. This does not apply to a non-refundable implementation Service already completed or costs reasonably and clearly committed for a Business Customer under a negotiated agreement.

52.5 On termination:

• licence and access rights end except for perpetual embedded rights expressly granted;
• accrued payment and remedy rights remain;
• the Customer must stop unauthorised use and return Bryant confidential material;
• Bryant will provide the applicable content-export period; and
• provisions intended to survive, including confidentiality, IP, data protection, liability, payment, sanctions and dispute terms, continue.

52.6 Bryant may retain limited information after termination where required for tax, contract, fraud, security, medical-device, safety, legal-claim or regulatory purposes. Retained data remains protected and is not used for unrelated marketing.

52.7 Before a Business Customer's account closes, it is responsible for exporting required records and removing access. Bryant will offer reasonable paid transition assistance where requested and technically available.

53. Data Processing Addendum

53.1 Where a Business Customer is a controller and Bryant processes personal data on the Business Customer's documented instructions to provide a Digital Service, Schedule 4 forms the data processing agreement between the parties.

53.2 Bryant may act as an independent controller for separate purposes such as account administration, billing, fraud and sanctions screening, direct customer support, product registration, safety surveillance, regulatory reporting, security logs, legal claims and its own compliant business communications. Those purposes are governed by Bryant's Privacy Notice rather than the Customer's processor instructions.

53.3 If a separately signed data processing agreement applies, it prevails over Schedule 4 to the extent of conflict.

Part F - Data, intellectual property, confidentiality and compliance

54. Personal data and privacy

54.1 Bryant collects and uses personal data in accordance with its Privacy Notice. The Privacy Notice explains the identities and roles of relevant Bryant entities, categories of data, purposes, legal bases, recipients, international transfers, retention, individual rights and complaint routes.

54.2 Depending on the relationship and Product, data may include:

• name, contact, delivery, account and payment information;
• professional role, organisation, training and eligibility information;
• order, warranty, support, repair and communication history;
• prescription and relevant visual information;
• facial, pupillary, postural, fitting, working-position and three-dimensional scan data;
• photographs, video, audio and device or usage information;
• fraud, sanctions, identity, beneficial-ownership, end-use and source-of-funds information; and
• Clinical Content processed through a Digital Service.

54.3 Bryant will use an appropriate legal basis for each purpose. Processing needed to fulfil an Order, provide support, maintain safety, meet legal duties or pursue a legitimate and proportionate business interest does not depend on a blanket consent. Consent will be requested separately where law requires it, including for certain marketing, promotional image use or optional special-category processing.

54.4 Prescription, health-related and some biometric or facial information may require additional protection. Bryant will process it only where an applicable condition and purpose exists and will apply access, minimisation, retention and security controls appropriate to the risk.

54.5 Bryant may use group companies, authorised representatives, laboratories, manufacturers, lens providers, printers, logistics providers, cloud providers, support platforms and professional advisers. Bryant does not cease to have responsibility merely because a processor or supplier is used. It will put in place contractual and other safeguards required by Applicable Law.

54.6 Where personal data is transferred internationally, Bryant will use an applicable adequacy mechanism, contractual safeguard, risk assessment, derogation or other lawful transfer method. Details are provided in the Privacy Notice or on request where required.

54.7 Manufacturing, device-history, safety, complaint, prescription, measurement and warranty information may be retained for the period reasonably needed for the relevant purpose and any applicable medical-device, tax, limitation, defence or regulatory requirement. It will not be kept indefinitely without a lawful purpose.

54.8 Operational communications concerning an Order, fitting, safety notice, recall, account, subscription, payment or support request are not marketing and may be sent where necessary. Promotional marketing is governed by section 55 and the Privacy Notice.

54.9 Individuals may exercise applicable data rights and may withdraw consent where processing is based on consent. Withdrawal does not invalidate earlier lawful processing or require deletion of information that Bryant must retain for safety, legal or contractual reasons.

54.10 Privacy requests and complaints may be sent electronically to legal@bryant.dental or through any dedicated route stated in the Privacy Notice. Bryant will acknowledge and handle a complaint within the periods required by Applicable Law and will explain the outcome and applicable regulator complaint route.

54.11 The Customer must not provide another person's prescription, scan, image or personal data unless authorised to do so and must use a secure Bryant-approved route for sensitive information.

55. Marketing communications, photographs and testimonials

55.1 Marketing consent is not a condition of purchasing a Product. Bryant may send electronic marketing only where it has consent or another lawful permission, such as an applicable existing-customer rule, and every message will provide an appropriate opt-out.

55.2 A marketing opt-out does not stop essential order, service, safety, recall, account or legal communications.

55.3 Bryant will not use an identifiable Customer photograph, video, voice recording, scan, testimonial or case study in public advertising, social media, training promotion or endorsement without separate permission that explains the intended use.

55.4 Permission for promotional use may be withdrawn for future use by contacting Bryant. Bryant will stop new use within a reasonable period, but withdrawal may not require recall of printed material already distributed or removal of content that another person has independently copied, where Bryant has taken reasonable steps within its control.

55.5 A Customer must not provide identifiable patient material for marketing or testimonial use unless all necessary patient, professional and legal permissions have been obtained. Bryant may require written evidence or decline the material.

55.6 Bryant may use non-identifiable product photographs, de-identified feedback and aggregated statistics where individuals cannot reasonably be identified and the use is lawful and not misleading.

56. Confidentiality

56.1 This section primarily applies to Business Customers. Each party must keep confidential information received from the other party secure and use it only to perform, receive or enforce the Contract.

56.2 Confidential information includes non-public product designs, prototypes, firmware, source material, pricing, business plans, customer lists, security information, Clinical Content, technical data and information marked or reasonably understood to be confidential.

56.3 Confidentiality does not apply to information that the receiving party can show:

• is or becomes public without breach;
• was lawfully known without restriction before disclosure;
• was independently developed without use of the confidential information;
• was lawfully received from a third party without duty of confidence; or
• must be disclosed by law, regulator, court or professional duty.

56.4 A party may disclose confidential information to personnel, group companies, professional advisers, insurers, financiers, contractors and regulators who need it and are subject to appropriate duties. Where lawful, the disclosing party will be told before a compelled disclosure.

56.5 Patient confidentiality and data-protection duties apply in addition to this section. Bryant will not use Customer Clinical Content for publicity or unrelated commercial purposes merely because it has technical access.

56.6 On request or termination, confidential material will be returned, deleted or made inaccessible where reasonably practicable, except for secure backups and copies required for law, safety, insurance, audit or legal claims.

56.7 The confidentiality duty continues for five years after the relevant Contract ends and indefinitely for trade secrets, source code, patient information and personal data for so long as the information remains protected by law or confidential in nature.

57. Intellectual property, branding and feedback

57.1 Bryant and its licensors own all intellectual-property rights in Bryant Products, optical and mechanical designs, manufacturing methods, software, firmware, documentation, Website content, photographs, videos, training material, trade marks, branding and know-how, except for material expressly identified as belonging to another person.

57.2 The Customer receives only the ownership of the physical Product and licences expressly granted under the Contract. The Customer must not copy, manufacture, commission, scan, reproduce or commercially exploit a Bryant Product or non-public design except as permitted by law or written agreement.

57.3 Nothing prevents legitimate maintenance, interoperability, clinical research, regulatory reporting, comparative evaluation or other activity that mandatory law permits. Bryant branding must not be used in a misleading way or to imply endorsement, dealership or certification that has not been granted.

57.4 The Customer retains ownership of its name, logo, content and materials. It grants Bryant a limited licence to use them only as needed to fulfil the Contract, configure an account or perform an expressly approved case study or co-marketing activity.

57.5 Custom development, tooling, firmware modification, artwork or integration is governed by the relevant statement of work. Unless it expressly assigns ownership:

• each party retains its pre-existing and independently developed intellectual property;
• Bryant owns generalisable product, software, tooling, method and know-how improvements it creates; and
• the Customer receives the licence expressly stated for the commissioned deliverable.

57.6 Suggestions, error reports and product feedback may be used by Bryant without payment or restriction, provided Bryant does not disclose Customer confidential information or identify an individual in public material without permission.

57.7 Do not remove trade marks, regulatory labels, copyright notices, serial numbers, watermarks or proprietary notices except where relabelling is lawfully authorised in writing.

58. Sanctions, export controls, end use and financial-crime compliance

58.1 Applicable Trade Laws means sanctions, export-control, import-control, customs, embargo, anti-boycott, anti-money-laundering, counter-terrorist-financing and trade-restriction laws that lawfully apply to Bryant, the Customer, a Product, payment, bank, carrier, destination, end user or transaction. They include United Kingdom requirements and, where applicable, United Nations, European Union, United States, Australian and other relevant national measures.

58.2 Bryant may carry out proportionate checks concerning identity, ownership and control, beneficial owners, representatives, payment source, wallet or bank, destination, consignee, intermediaries, end user, end use, resale channel and potential diversion. The level of review may vary by Product, territory, payment method, route and risk.

58.3 By placing and performing an Order, the Customer represents and undertakes that, to the best of its knowledge after reasonable enquiry:

• neither the Customer, payer, recipient, end user nor a person owning or controlling any of them is a person with whom the transaction is prohibited under Applicable Trade Laws;
• the Order is not made directly or indirectly for the benefit of a prohibited person, entity, government, territory or activity;
• all identity, ownership, payment, destination, end-use and end-user information supplied is accurate and not structured to conceal a relevant party;
• the Product and related technology will be used only for lawful civilian dental, medical, educational, research or other expressly approved purposes;
• the Product will not be used for military, intelligence, internal repression, weapons, missile, nuclear, chemical, biological or other prohibited or controlled end use without all required authorisations;
• the Product will not be exported, re-exported, transferred, trans-shipped, resold, made available or routed in breach of Applicable Trade Laws or to circumvent a restriction; and
• the Customer will obtain and comply with all licences, approvals, classifications, reporting and record-keeping allocated to it.

58.4 No Customer may obscure the true purchaser, payer, consignee, route, destination, ownership, control, end user or end use; use a nominee or intermediary to avoid a restriction; provide a false customs description; or request that Bryant omit legally required information.

58.5 A distributor, reseller, agent or other Business Customer involved in onward supply must maintain a risk-based compliance programme appropriate to its territories and channels. It must, where applicable:

• screen relevant counterparties against the current UK Sanctions List and any other list binding on the transaction;
• assess ownership and control, not only exact name matches;
• verify end users, destinations and red flags;
• prohibit unlawful diversion and include equivalent flow-down restrictions in onward contracts;
• keep transaction and due-diligence records for the legally required period and, where no period is prescribed, at least six years; and
• promptly provide reasonable evidence to Bryant on request.

58.6 The Customer must notify Bryant immediately if a representation in this section becomes inaccurate, a party becomes designated or controlled by a designated person, a licence is suspended, diversion is suspected, an authority makes an enquiry, or the Customer becomes aware of a prohibited end use.

58.7 Bryant may, before or after acceptance:

• request documents or explanations;
• screen and rescreen the transaction and parties;
• delay manufacture, access, dispatch, support, payment or refund while checks or licence applications are pending;
• change route, carrier, bank or payment method;
• refuse, suspend or cancel the affected transaction;
• block access to controlled technology;
• freeze or retain funds or property where required; and
• make a disclosure or report to a bank, carrier, insurer, regulator, law-enforcement or sanctions authority where lawful or required.

58.8 Bryant is not required to take an action that it reasonably believes would expose it, a group company, officer, employee, bank, carrier or supplier to breach, designation or material enforcement risk under Applicable Trade Laws. Bryant will act in good faith and proportionately and, where legally permitted, explain what information is needed or why performance cannot continue.

58.9 If an Order is cancelled for compliance reasons and a refund is lawful, Bryant will return the amount received less any deduction that is lawful, contractually justified and not attributable to Bryant's breach. No refund, asset release or payment will be made to a prohibited person or through a prohibited route. Funds may remain blocked until lawful instructions or authorisation are available.

58.10 Acceptance of an Order, shipment, screening result or absence of an exact list match is not advice or a warranty that every downstream transaction is lawful. The Customer remains responsible for laws applicable to its onward acts and should obtain specialist advice where risk is material.

58.11 Virtual-asset payments are subject to section 11.6. Bryant may use wallet-screening and blockchain-analysis providers, reject privacy-enhancing or high-risk transaction patterns and require evidence of source of funds and beneficial ownership.

58.12 For a Business Customer, a material breach of this section is grounds for immediate suspension or termination. The Customer is responsible for direct losses, penalties and reasonable investigation costs caused by its knowing or negligent breach, subject to section 65 and to the extent permitted by law.

59. Anti-bribery, tax evasion, fraud and responsible business

59.1 Each Business Customer and Bryant will comply with applicable anti-bribery, anti-corruption, fraud, anti-tax-evasion-facilitation, modern-slavery, competition and public-procurement laws in connection with the Contract.

59.2 No party or person acting for it may offer, promise, give, request or accept a bribe, kickback, secret commission, improper rebate, facilitation payment or other improper advantage.

59.3 A distributor, agent or referral partner must accurately record commissions, discounts, samples, hospitality and payments and must not use Bryant Products or funds to influence a clinical, purchasing or public decision improperly.

59.4 No party may facilitate tax evasion, create a false invoice, misstate customs value or classification, conceal a beneficial owner, divert payment to an undisclosed account or knowingly participate in fraud.

59.5 Business Customers must take reasonable steps appropriate to their operations to prevent forced labour, child labour, trafficking and unsafe labour practices in their supply and resale activities relating to Bryant Products.

59.6 A suspected material breach must be reported promptly to Bryant's legal contact. Bryant may investigate proportionately, preserve confidentiality where practicable and suspend or terminate where continued performance creates legal or reputational risk.

60. International supply, local regulation, distributors and resale

60.1 The seller and importer of record will be identified by the Order Confirmation or applicable delivery term. Each party is responsible for the licences, registrations, tax, customs, labelling, language, vigilance and other duties legally allocated to its role.

60.2 A Customer importing a Product must not assume that a UK configuration, mark, registration, claim or IFU authorises sale or use in every country. Bryant will identify territories it supports and will provide agreed regulatory documentation, but the local importer or distributor must meet local obligations allocated to it.

60.3 A distributor or reseller must:

• sell only authentic Products obtained through authorised channels;
• comply with authorised territory, channel and customer restrictions;
• store, transport, demonstrate and supply Products in accordance with the IFU;
• use current approved claims, labels, translations and marketing materials;
• employ suitably trained personnel for measurement, fitting and support;
• keep complaint, sales and traceability records;
• promptly forward safety complaints and incidents;
• cooperate with recalls and corrective actions; and
• avoid any representation that exceeds Bryant's written specification, intended purpose, warranty or regulatory status.

60.4 A reseller may not appoint a sub-distributor, relabel a Product, remove a serial or regulatory mark, translate safety material, combine a Product into another regulated system or make a private-label claim without prior written authorisation where authorisation is legally or contractually required.

60.5 The distributor or reseller is responsible for its own local pricing, employment, taxes, premises, advertising, professional conduct and customer contract. It has no authority to bind Bryant, make an unapproved warranty, collect money on Bryant's behalf or describe itself as Bryant's agent unless expressly authorised.

60.6 Grey-market, counterfeit, stolen, materially altered or unlawfully imported Products may be refused service where Bryant cannot verify safety or authenticity. This does not prevent a lawful owner from reporting an incident or obtaining information needed for safety.

60.7 A mandatory local Consumer right prevails over a conflicting term. Nothing in this section is intended to restrict lawful parallel trade where such a restriction would be unenforceable.

60.8 Additional distributor and reseller obligations are in Schedule 5 and any signed distribution agreement. A signed agreement prevails where it expressly differs.

61. Events outside reasonable control

61.1 Neither party is liable for delay or failure caused by an event outside its reasonable control, such as natural disaster, epidemic, war, terrorism, civil disorder, sanctions change, government action, border closure, carrier shutdown, utility or internet failure, cyberattack despite reasonable security, fire, flood, industrial dispute not confined to that party's own workforce, or critical component shortage not reasonably avoidable.

61.2 The affected party must notify the other where practicable, take reasonable steps to reduce the effect and resume performance as soon as reasonably possible.

61.3 This section does not excuse payment for Products or Services already supplied, an obligation that could reasonably be performed by an available alternative, or a failure caused by lack of funds alone.

61.4 If a Consumer's delivery is materially delayed, the Consumer retains any statutory right to set a further deadline or cancel. If performance of a Business Contract is prevented for more than 60 consecutive days, either party may terminate the affected unperformed part on written notice, and Bryant will refund prepaid amounts for that part after lawful deductions.

Part G - Liability, complaints, termination and general legal terms

62. Liability to Consumers

62.1 This section applies only to Consumers.

62.2 Bryant is responsible for loss or damage that is a foreseeable result of Bryant breaching the Contract or failing to use reasonable care and skill. Loss is foreseeable if it was obvious that it would happen or both parties knew, when the Contract was formed, that it might happen.

62.3 Bryant does not exclude or limit liability for:

• death or personal injury caused by negligence;
• fraud or fraudulent misrepresentation;
• defective products to the extent liability cannot lawfully be excluded;
• breach of mandatory Consumer rights;
• wilful misconduct; or
• any other liability that law does not permit Bryant to exclude or limit.

62.4 Bryant is not responsible for loss caused by the Consumer's misuse, failure to follow a clear safety instruction, unauthorised modification or unlawful act, except to the extent Bryant's defect, inadequate instruction or other breach also caused the loss.

62.5 Products supplied to a Consumer are intended for private use unless Bryant expressly agrees professional use. Where an individual is legally a Consumer, Bryant is not responsible for business losses such as lost profit, lost revenue or business interruption that were not part of the Consumer purpose of the Contract.

62.6 Bryant is not responsible for an underlying health condition, later prescription change or ergonomic factor outside the Product merely because symptoms occurred while the Product was being used. Bryant remains responsible where negligent recommendation, fitting, manufacture, instruction or another breach caused or contributed to the harm.

62.7 Where a Digital Service allows backup or export and Bryant has reasonably warned the Consumer to use it, Bryant is not responsible for avoidable loss of data caused solely by the Consumer's failure to back up. Bryant remains responsible for data loss caused by its failure to use required care or security.

63. Business Customer warranties and assumptions

63.1 This section applies only to Business Customers.

63.2 Bryant warrants that:

• Products will materially conform to the Contract and applicable specification at delivery;
• Services will be performed with reasonable care and skill;
• Digital Services will materially perform in accordance with their current documentation during the paid term; and
• Bryant has the right to sell the Products and grant the licences stated in the Contract.

63.3 Subject to section 39 and to the extent permitted and reasonable under Applicable Law, all other conditions, warranties and terms implied by statute, common law or otherwise are excluded.

63.4 The Business Customer acknowledges that it has professional knowledge of its own clinical or business environment and is responsible for determining whether a Product or Service is suitable for a purpose not expressly accepted by Bryant in the Order Confirmation.

63.5 Published performance data, demonstrations, samples and specialist recommendations are informative and may depend on stated test conditions and user factors. They are binding only to the extent incorporated into the Contract or reasonably relied on as a factual product representation.

63.6 No Product or Digital Service is warranted to be uninterrupted, error-free, compatible with every third-party system, capable of preventing every clinical error or suitable for a safety-critical use outside its stated intended purpose.

63.7 The Business Customer must use reasonable continuity, backup and risk-control arrangements appropriate to its clinical and commercial reliance.

64. Limitation of liability for Business Customers

64.1 This section applies only to Business Customers. It is intended to allocate risk reasonably in light of the price, available insurance, the Customer's professional control and the separate remedies in the Contract.

64.2 Nothing excludes or limits either party's liability for:

• death or personal injury caused by negligence;
• fraud or fraudulent misrepresentation;
• deliberate concealment of a defect;
• breach of title to goods;
• liability under product-liability law that cannot be excluded;
• wilful misconduct; or
• any other liability that cannot lawfully be excluded or limited.

64.3 Subject to section 64.2, neither party is liable to the other for loss of profit, revenue, business, anticipated savings, contract, opportunity or goodwill, or for indirect or consequential loss, except that this exclusion does not prevent recovery of:

• reasonable direct cost of investigating, containing and restoring data after a breach for which the other party is responsible;
• amounts payable to a third party under a claim covered by an express indemnity; or
• direct wasted expenditure that was reasonably incurred in reliance on the Contract and is not otherwise compensated.

64.4 Subject to sections 64.2 and 64.5, each party's total aggregate liability arising from an affected Contract, whether in contract, tort, negligence, misrepresentation, restitution or otherwise, will not exceed the greater of:

• £100,000; and
• 150% of the total amounts paid or payable under that affected Contract during the 12 months preceding the event giving rise to the first claim, or, for a one-off Product sale, 150% of the total Contract price.

64.5 For breach of confidentiality, data-protection obligations, an express intellectual-property indemnity or unauthorised use of the other party's intellectual property, the aggregate cap is the greater of:

• £250,000; and
• 200% of the amount calculated under section 64.4.

64.6 The caps apply to all connected events and claims under the same affected Contract in aggregate, not separately to every claimant or legal cause. Amounts paid under one remedy count toward the relevant cap, but a refund of the price for a rejected Product is not counted twice as damages.

64.7 Bryant is not liable for a failure caused solely by:

• Customer-supplied prescription, content, data, instruction or specification that Bryant reasonably followed;
• an unapproved modification or incompatible third-party product;
• the Customer's network, system or failure to install a mandatory update;
• unlawful or off-label use; or
• a third-party service outside Bryant's reasonable control,

but only to the extent that cause contributed to the loss and subject to Bryant's duties to warn, integrate and support.

64.8 No limitation applies so as to leave a statutory or contractual remedy without meaningful effect. If a specific cap is held unreasonable or unenforceable, it will apply to the maximum level that is reasonable and lawful rather than invalidating the remainder of this section.

64.9 Claims against Bryant's officers, employees, group companies, agents and subcontractors arising from their work on the Contract are subject to the same exclusions and aggregate caps, without increasing the total recovery.

65. Business indemnities and third-party claims

65.1 This section applies only to Business Customers.

65.2 Subject to section 64, the Business Customer will indemnify Bryant against a third-party claim, regulatory cost or direct loss to the extent caused by:

• Customer Content that infringes rights or was collected, recorded or disclosed unlawfully;
• the Customer's unauthorised clinical claim, relabelling, modification, combination or resale;
• use of a Product for a prohibited purpose or contrary to a clear safety warning;
• the Customer's breach of sections 50, 58, 59 or 60;
• the Customer's failure as importer, controller, employer, clinician, distributor or reseller to perform a duty legally allocated to it; or
• an instruction, specification or material supplied by the Customer,

except to the extent the claim resulted from Bryant's defect, negligence, unlawful instruction or breach.

65.3 Bryant will defend a Business Customer against a third-party claim that unmodified Bryant software or a Bryant-designed Product, when used as authorised in the United Kingdom, infringes that third party's patent, copyright, database right or registered trade mark. Bryant may obtain a continued right of use, modify or replace the item, or terminate the affected right and refund a fair unused portion.

65.4 Bryant's obligation in section 65.3 does not apply to a claim caused by:

• a Customer specification, content or design;
• combination with an item not supplied or approved by Bryant where the combination causes the claim;
• unauthorised modification or use outside the documentation;
• continued use after Bryant has provided a non-infringing replacement or instructed cessation for a credible claim; or
• a standard or technology that the Customer required Bryant to implement without Bryant choosing the infringing method.

65.5 A party seeking indemnity must notify the other promptly, provide reasonable cooperation and allow the indemnifying party to control defence and settlement. No settlement may admit fault by, impose a non-monetary obligation on, or fail to release the indemnified party without its consent, not to be unreasonably withheld.

65.6 Failure to give prompt notice reduces an indemnity only to the extent it materially prejudiced the defence.

66. Complaints, escalation and alternative dispute resolution

66.1 Bryant aims to resolve concerns quickly. Product, fitting, delivery, warranty and account complaints should first be sent to the support contact shown on the Website or Order Confirmation, with the Order number and a clear description.

66.2 A safety incident should be reported immediately under section 35 and should not wait for the ordinary complaint process.

66.3 Bryant may ask for evidence, troubleshooting, inspection or an adjustment appointment. It will keep the Customer reasonably informed and provide a written outcome for a formal unresolved complaint.

66.4 A privacy complaint may be submitted under section 54.10. An individual may also complain to the relevant data-protection regulator and is not required to accept Bryant's conclusion.

66.5 If Bryant cannot resolve a Consumer dispute internally, Bryant will provide any information required by law about a competent alternative dispute resolution entity and state whether Bryant is obliged or willing to use that procedure. Use of ADR does not remove the Consumer's right to go to court.

66.6 The parties may agree mediation at any time. Unless urgent relief is needed, Business Customers should refer a dispute to a senior representative of each party for good-faith discussion before commencing proceedings.

66.7 Nothing in the Contract prevents a person from reporting a safety, regulatory, criminal or professional concern to an authority, seeking medical or legal advice, making a protected disclosure or exercising a statutory right.

67. Termination of the Contract

67.1 A one-off sale Contract ordinarily ends when the parties have completed their obligations, but warranties, safety, data, payment, IP, confidentiality, liability and other provisions intended to continue will survive.

67.2 A party may terminate an ongoing Contract for material breach if the breach is capable of remedy and is not remedied within 30 days after written notice. It may terminate immediately if:

• the breach cannot be remedied;
• continued performance is unlawful;
• there is fraud, serious misuse, a material sanctions breach or an immediate safety or security risk; or
• the other party enters insolvency, administration, liquidation or an analogous process, except where termination is restricted by insolvency law.

67.3 Bryant may not terminate a Consumer Contract merely to avoid an accrued statutory remedy, warranty claim or agreed price.

67.4 Termination of an ongoing Service does not reverse a completed sale of a Product unless the right to terminate arises from a breach affecting that sale or the Product and Service were sold as an inseparable package.

67.5 On termination, the Customer must pay amounts properly due for Products and Services already supplied, subject to any refund, set-off or remedy legally available. Bryant will refund prepaid amounts for future performance it will not provide, less any lawful and fair deduction.

67.6 Termination does not affect rights accrued before termination or any safety notice, recall, incident investigation, record-retention or regulatory cooperation duty.

68. General terms

68.1 Notices. A contractual notice must be in writing and sent to the email or postal address in the Order Confirmation or most recently notified for notices. Email is received when it enters the recipient's system without a delivery failure, provided a termination or legal-claim notice is also sent by a second reasonable method if requested. Routine support messages are not formal legal notices unless they clearly state that purpose.

68.2 Assignment. A Consumer may transfer statutory rights as permitted by law. Bryant may transfer the Contract to a group company or purchaser of the relevant business if this does not reduce a Consumer's rights or materially disadvantage the Customer. A Business Customer may not assign the Contract without Bryant's consent, not to be unreasonably withheld for a solvent successor that can perform the obligations.

68.3 Subcontracting. Bryant may use qualified subcontractors but remains responsible for performance of its contractual obligations. Use of a manufacturer, laboratory, cloud provider or service partner does not itself transfer Bryant's responsibility.

68.4 Third-party rights. Bryant group companies, licensors, officers, employees and subcontractors may enforce provisions expressly stated for their benefit, including IP, licence and liability protections. Otherwise, a person who is not a party has no right to enforce the Contract under the Contracts (Rights of Third Parties) Act 1999. The parties may vary or end the Contract without third-party consent.

68.5 No partnership or agency. The Contract does not create a partnership, employment, fiduciary relationship, franchise or agency except where a separate signed agreement expressly does so.

68.6 Entire agreement for Business Customers. The Contract is the entire agreement concerning its subject matter and replaces prior proposals and discussions. Each party acknowledges that it has not relied on a statement not included in the Contract, but this does not exclude liability for fraud, fraudulent misrepresentation or a product statement that law makes binding. This clause does not apply to Consumers in a way that excludes pre-contract information or mandatory rights.

68.7 Variation. A one-off Contract may be varied only by written agreement or as expressly and fairly permitted by these Terms. A person agreeing a variation for Bryant must have actual or apparent authority. Ongoing Service changes are governed by sections 45, 46 and 70.

68.8 Waiver. Delay or failure to enforce a right is not a waiver. A waiver applies only to the specific circumstance for which it is given.

68.9 Severability. If a provision is unlawful or unenforceable, it will be deleted or modified only to the minimum extent needed, and the remaining provisions continue. The parties intend a lawful provision that most closely reflects the original commercial purpose.

68.10 No double recovery. A party may pursue compatible remedies but cannot recover the same loss twice.

68.11 Headings and examples. Headings are for convenience. Words such as “including” do not limit the general wording. An obligation not to do something includes not permitting or assisting it.

68.12 Electronic records and signatures. Orders, checkboxes, electronic signatures, recorded verbal acceptance, account logs, emails and other electronic records may evidence acceptance and performance where lawful. Bryant will retain the applicable version of the Terms or a reproducible record linked to the Order.

68.13 Language. Communications may be provided in another language for convenience, but section 5.5 governs interpretation. A Consumer will receive mandatory information in the language required by applicable local law.

69. Governing law and courts

69.1 For a Business Customer, the Contract and any non-contractual dispute are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction unless a signed agreement states otherwise.

69.2 For a Consumer, the Contract is governed by the law of England and Wales, but the Consumer retains mandatory protections of the country in which the Consumer habitually resides where those protections apply. A Consumer resident in England or Wales may bring proceedings there; a Consumer resident in Scotland or Northern Ireland may bring proceedings in the courts of the part of the United Kingdom where the Consumer lives. An overseas Consumer may use any court that mandatory local law makes available.

69.3 Bryant may seek urgent injunctive or protective relief in a competent court to protect safety, confidential information, data, intellectual property or sanctioned assets.

70. Version, changes and acceptance

70.1 The version applying to a one-off Order is the version provided or linked before the Contract was formed. Bryant will not retrospectively reduce an accrued warranty, trial, statutory right or paid entitlement by publishing new Terms.

70.2 Bryant may update these Terms for future Orders to reflect law, products, technology, security, business processes or clarity. The current version and effective date will be published on the Website.

70.3 For an ongoing Digital Service or subscription, Bryant may make a reasonable change where needed for law, safety, security, functionality, third-party dependency or business operation. Material changes will be notified in advance where practicable and will include a right to cancel without a disproportionate penalty where the change materially disadvantages the Customer and is not legally or technically unavoidable.

70.4 An urgent safety, cybersecurity or legal change may take effect immediately. Bryant will explain it as soon as reasonably possible.

70.5 By signing an order form, selecting an unambiguous acceptance checkbox, submitting an Order after the Terms are presented, activating a paid Digital Service or otherwise expressly accepting, the Customer confirms agreement to the Contract. Mere browsing does not constitute acceptance of sales or subscription obligations.

70.6 The Customer should save a copy. Bryant will make the accepted version available on request where reasonably practicable.

Schedule 1 - Commercial warranty matrix

This Schedule states Bryant's baseline commercial warranty at the effective date. The written promise made on the applicable Product page, quotation, Order Confirmation, warranty certificate or IFU at the time of purchase controls. A longer promise prevails. Statutory rights are always additional.

1. Refractives Pro and MagniFlex optical systems

Baseline period: Lifetime manufacturing-defect warranty for the original end Customer.

Typically covered: Defects in Bryant-manufactured optical barrels, prism or optical assembly, mounting and Product workmanship under normal intended use.

Important limits: “Lifetime” has the meaning in section 40.3. Frames, prescription carrier lenses, batteries, lights, accessories, consumables and wear components may have their own periods. Loss, theft, accidental damage, unauthorised repair, misuse, ordinary wear and later prescription or fitting change are not manufacturing defects.

2. Traditional, straight-through, prismatic and other non-Pro loupe systems

Baseline period: Five years from delivery for manufacturing defects, unless the Product was sold with a longer written warranty.

Typically covered: Bryant-supplied optical assembly and mounting defects under normal intended use.

Important limits: Frames and accessories may have separate coverage. A need for fitting adjustment is handled under Part B and is not automatically a defect.

3. Ignis 4 and current Bryant illumination systems

Baseline period: Two years from delivery for the LED head, wiring and electronic control components. Bryant-supplied batteries and optical filters are covered for two years where that period was stated at purchase.

Important limits: Battery capacity naturally declines. Consumable depletion, physical damage, liquid ingress, unapproved chargers, damaged cables and use outside the IFU are excluded to the extent they cause the issue. A longer legacy or promotional warranty remains valid if documented.

4. Halo and other specified legacy headlights

Baseline period: Two years from delivery for LED and wiring components, with two years for batteries and filters where stated at purchase.

Important limits: A legacy Product sold with a longer written warranty keeps that longer warranty.

5. MagStrap and specified wearable mounting accessories

Baseline period: Five years from delivery for manufacturing defects.

Important limits: Normal cosmetic wear, textile wear after expected service, loss, contamination, misuse and accidental damage are excluded to the extent they cause the issue.

6. C-Flo Lite, C-Flo Pro and material-heating Products

Baseline period: Two years from delivery for manufacturing defects in the Product and supplied electrical components.

Important limits: Damage from liquid ingress, overheating caused by covered ventilation, unapproved power supplies, impact, misuse, heating unapproved materials or failure to follow cleaning and electrical instructions is excluded to the extent causal.

7. iShields and single-use protective Products

Baseline period: Two years from delivery against a manufacturing defect identified before expiry and before or on first proper use, unless the package states a shorter validated shelf life.

Important limits: A single-use Product is not warranted for reuse. Normal disposal after use, contamination, scratching in use, reprocessing and use after expiry are not defects. Rights regarding a defective batch remain unaffected.

8. Cameras, Attocam, smart eyewear, connected hardware and digital accessories

Baseline period: Two years from delivery for manufacturing defects in Bryant-branded hardware, unless the Order Confirmation states another period.

Batteries and wear items: Two years where expressly stated; otherwise the period stated in the Product documentation or Order Confirmation.

Software: Software and cloud functionality are supported under the paid term, documentation and Part E rather than a physical lifetime warranty.

Important limits: Network, third-party platform and unsupported integration failures are covered only to the extent caused by Bryant's supplied component or integration.

9. Frames, safety glasses, prescription carriers and reusable accessories

Baseline period: Two years from delivery for manufacturing defects, unless bundled with or expressly covered by a longer Product warranty.

Important limits: Scratching, normal finish wear, prescription change, accidental bending, impact and consumable nose-pad or temple-tip wear are not manufacturing defects.

10. Batteries, chargers, cables, filters and consumable or wear parts

Baseline period: The period stated on the Product page, packaging, Order Confirmation or IFU. If no separate period is stated, 12 months for manufacturing defects.

Important limits: Normal capacity reduction, consumable depletion and replacement at the end of expected service are not defects. Premature failure caused by defective materials or workmanship remains covered.

11. Repairs, replacement parts and refurbished Products

Baseline period: The longer of the remaining original warranty or 90 days after return of the repaired Product. A separately sold refurbished Product has the period stated at sale, which will be no less than 12 months for a Consumer unless law requires more.

12. Other or future Bryant Products

Baseline period: Two years from delivery for manufacturing defects where no different period is clearly stated before purchase.

This default does not convert a consumable, single-use Product or software subscription into a two-year reusable service promise.

Schedule 2 - Consumer cancellation, voluntary trials and returns

1. Statutory distance and off-premises cancellation

1.1 For an eligible standard Product, a UK Consumer normally has 14 days after delivery to cancel and a further 14 days to return it.

1.2 The statutory change-of-mind right will ordinarily not apply to bespoke loupes, prescription-configured optics or other goods made to the Consumer's specifications or clearly personalised.

1.3 The statutory right may also cease or be excluded for lawfully sealed hygiene goods after opening, fully performed Services begun at the Consumer's express request, and digital content supplied immediately after the required express consent and acknowledgment.

1.4 Faulty, unsafe, misdescribed or non-conforming Products remain subject to statutory remedies whether or not a change-of-mind right applies.

2. Bryant 90-day loupe and Product satisfaction guarantees

2.1 A 90-day satisfaction or money-back guarantee applies only where it was expressly stated for the Product at purchase. Eligible Products may include specified Refractives Pro or MagniFlex systems, specified loupe offers and specified Ignis offers.

2.2 Unless the written offer states otherwise, the 90 days begin on delivery to the end user. The Customer must notify Bryant before expiry and return the Product using Bryant's process.

2.3 Reasonable clinical evaluation and normal trial wear are permitted. Bryant may request feedback and fitting support, but feedback is not a condition of a genuine “money-back” guarantee unless the offer clearly and fairly said otherwise.

2.4 The Product, supplied modules, charger, case and accessories must be returned. A deduction may be made only for missing items, deliberate or accidental damage beyond reasonable trial use, unauthorised modification or other actual loss permitted by law and the offer.

2.5 Return shipping is free where the written offer says “free returns” or “free returns worldwide.” Otherwise, Bryant will state responsibility for return cost before the return is arranged.

3. Short demonstration or loan trials

3.1 Halo may be supplied on a two-week trial where expressly offered. C-Flo or another Product may be supplied on a 30-day or other demonstration period only by prior arrangement or where expressly advertised.

3.2 A demonstration Product remains Bryant's property and must be returned on time, complete, decontaminated and without damage beyond fair evaluation wear.

3.3 A loan or demonstration does not automatically create a right to return a separately purchased new Product unless the sales offer says so.

4. Standard non-bespoke Website purchases

4.1 Unless a Product-specific term says otherwise, Bryant voluntarily permits an eligible non-bespoke Product purchased online directly from Bryant to be returned within 90 days after delivery.

4.2 The Product should be unused or used only to the extent reasonably necessary to assess it, complete and in resalable condition. Hygiene-sealed, single-use or consumable Products must remain sealed unless defective.

4.3 A non-bespoke Product purchased in person may be returned within 30 days after delivery or collection where Bryant's written in-person return policy applied at purchase.

4.4 These voluntary periods do not apply to bespoke Products except where a specific satisfaction guarantee applies.

5. Return process

5.1 Contact Bryant with the Order number, Product and reason for return. Bryant will provide the correct address, authorisation and any battery, customs, data or decontamination instructions.

5.2 Package the Product safely. Do not ship a damaged lithium battery or undeclared contaminated item.

5.3 Unless Bryant is responsible for the carrier, obtain proof of dispatch and use a suitably insured method. Risk passes as required by Consumer law and the relevant offer.

5.4 Bryant will inspect the return and explain any proposed deduction. The Customer may challenge a deduction and provide evidence.

6. Refund timing and method

6.1 Statutory refunds will be made within the legally required period. Voluntary guarantee refunds will normally be processed within 14 days after Bryant receives and inspects the return.

6.2 Refunds are made to the original payer and payment method where lawful and practicable. Finance and virtual-asset refunds are subject to sections 11.6 and 11.7.

6.3 A refund includes outbound delivery only to the extent required by law or the guarantee. Premium delivery selected by the Customer may be excluded beyond the standard cost.

7. Exclusions from voluntary change-of-mind returns

Subject to statutory rights and an express Product guarantee, voluntary returns may be refused or reduced for:

• bespoke or personalised Products;
• opened sealed hygiene goods;
• used single-use Products or consumables;
• software activation or digital content after lawful immediate-supply consent;
• missing material components;
• damage beyond reasonable assessment;
• unauthorised alteration; or
• Products not bought directly from the Bryant seller handling the request.

Schedule 3 - Digital services and subscription rules

1. Order information

Before a paid Digital Service or subscription is accepted, Bryant will identify:

• the seller and Service;
• included users, devices, storage, features and usage;
• technical and compatibility requirements;
• price, taxes and billing interval;
• initial and renewal term;
• minimum commitment, if any;
• trial conversion terms;
• cancellation method;
• material retention and export rules; and
• support or service level, if any.

2. Immediate digital supply for Consumers

Where a Consumer asks Bryant to supply paid digital content during the statutory cancellation period, checkout may require a separate statement substantially in the following form:

I expressly request immediate supply of the digital content and acknowledge that, once supply begins, I lose the statutory right to cancel that digital content where the law so provides.

This acknowledgment is not used for a Service or physical Product where the law requires a different process.

3. Starting Services during a Consumer cancellation period

Where a Consumer asks Bryant to begin a fitting, implementation, training or other Service during a statutory cancellation period, checkout or the order form may require:

I expressly request Bryant to begin the Service before the cancellation period ends. If I cancel, I understand that I may have to pay a proportionate amount for Services supplied, and that the cancellation right may end once the Service is fully performed where the legal conditions are met.

4. Renewal and reminders

4.1 Renewal terms will not be hidden in general text. The Order Confirmation will state whether renewal is monthly, annual or another period.

4.2 Bryant will give Consumers any end-of-trial, pre-renewal and long-contract reminders required by law and will maintain an easy online or email cancellation route.

4.3 Business Customer reminders may be provided through billing or account administration. Absence of a reminder does not cancel a clearly agreed Business renewal unless law or the Order Confirmation says otherwise.

5. Plan changes and overages

5.1 Upgrades may take effect immediately with a pro-rated charge. Downgrades normally take effect at the next renewal and may reduce storage, users or features.

5.2 Before a downgrade causes deletion or access loss, Bryant will provide reasonable warning and an opportunity to export or reduce usage.

5.3 Overage rates and hard or soft usage limits must be disclosed. Bryant will not impose an undisclosed material overage fee.

6. Data at the end of Service

6.1 Unless a plan states a longer period, a Business Customer will ordinarily have at least 30 days after paid access ends to request export of readily exportable Customer Content, provided the account is not being preserved for a security or legal investigation.

6.2 Bryant may charge reasonable professional-services fees for a bespoke migration, uncommon format or large physical-media export, disclosed before work.

6.3 After the export period, data may be deleted or anonymised in accordance with Schedule 4 and the Privacy Notice, subject to backup cycles and mandatory retention.

7. App stores and third-party billing

Where an app store or reseller bills the subscription, cancellation and refund may need to be requested through that platform. Bryant will explain the route it controls but cannot override a third party's lawful billing system.

8. Subscription-linked hardware

If hardware is leased, loaned, subsidised or conditional on a minimum subscription, the Order Confirmation will state ownership, return, early termination and remaining-payment consequences. Bryant will not treat purchased hardware as a loan unless that was clear before purchase.

Schedule 4 - Data Processing Addendum

1. Scope and definitions

1.1 This Schedule applies where Bryant processes Customer Personal Data as a processor on behalf of a Business Customer in providing a Digital Service.

1.2 In this Schedule:

• Controller, Data Subject, Personal Data, Personal Data Breach, Processing and Processor have the meanings given by applicable Data Protection Laws.
• Customer Personal Data means Personal Data processed by Bryant as Processor on the Customer's behalf under the Contract.
• Data Protection Laws means the UK GDPR, Data Protection Act 2018, Privacy and Electronic Communications Regulations, Data (Use and Access) Act 2025 amendments, EU GDPR where applicable, and other binding data-protection law applicable to the Processing.
• Restricted Transfer means a transfer of Personal Data that requires an adequacy decision, contractual safeguard or other transfer mechanism under Data Protection Laws.
• Subprocessor means another Processor engaged by Bryant to process Customer Personal Data.

1.3 This Schedule does not govern Processing for which Bryant is an independent Controller, as described in section 53.2 and Bryant's Privacy Notice.

2. Processing on instructions

2.1 The Customer appoints Bryant to process Customer Personal Data for the subject matter, duration, nature and purposes set out in the Contract and Annex 1.

2.2 Bryant will process Customer Personal Data only:

• on the Customer's documented instructions, including instructions inherent in authorised use of the Digital Service;
• as needed to provide, secure, maintain and support the Service; or
• where required by law.

2.3 If law requires Processing beyond the Customer's instructions, Bryant will inform the Customer before Processing unless law prohibits notice.

2.4 Bryant will promptly tell the Customer if, in Bryant's reasonable opinion, an instruction infringes Data Protection Laws. Bryant may pause the affected Processing while the parties seek a lawful alternative.

2.5 The Contract, account settings, support requests and documented administrator actions constitute the Customer's complete instructions unless the parties agree additional instructions. Bryant may charge reasonable costs for materially different instructions that require bespoke work, after providing an estimate.

3. Customer responsibilities

3.1 The Customer warrants that it:

• has a lawful basis and, where required, an additional condition for Processing Customer Personal Data;
• has provided required privacy information and obtained valid consent where consent is relied on;
• has authority to instruct Bryant and use each enabled feature;
• will limit Personal Data to what is relevant and necessary;
• will maintain accurate records and respond to Data Subjects as Controller; and
• will configure users, permissions, retention and integrations lawfully.

3.2 The Customer is responsible for determining whether the Digital Service and agreed security are appropriate for its Processing, taking account of risk, professional duties and any data-protection impact assessment.

3.3 The Customer must not instruct Bryant to process Personal Data in violation of law or outside the Service's stated purpose, security or technical limits.

4. Confidentiality and personnel

4.1 Bryant will ensure that personnel authorised to process Customer Personal Data:

• are subject to contractual, statutory or professional confidentiality;
• receive appropriate privacy and security training; and
• have access only where needed for their role.

4.2 Bryant will apply appropriate joiner, role-change and leaver controls and will review privileged access periodically.

5. Security of Processing

5.1 Bryant will implement and maintain appropriate technical and organisational measures designed to protect Customer Personal Data against accidental or unlawful destruction, loss, alteration, unauthorised disclosure or access.

5.2 Measures will take account of the state of the art, cost of implementation, nature, scope, context and purpose of Processing and risks to individuals. Current categories of measures are described in Annex 2.

5.3 Bryant may update security measures to address new risks or improve protection, provided the overall level of security is not materially reduced during the paid term.

5.4 The Customer acknowledges that security is shared. Bryant is not responsible for a breach caused solely by the Customer's credentials, endpoints, network, configuration, unlawful sharing or unsupported integration, except to the extent Bryant failed to meet its own security duties.

6. Subprocessors

6.1 The Customer gives Bryant general written authorisation to appoint Subprocessors needed to provide the Service.

6.2 Bryant will maintain a current Subprocessor list on its Website, trust centre, privacy page or another location notified to the Customer. The list will identify the Subprocessor's relevant service and country or transfer location where required.

6.3 Bryant will give reasonable advance notice of a new Subprocessor that will materially process Customer Personal Data. The Customer may object within 15 days on reasonable data-protection grounds.

6.4 The parties will work in good faith to address a valid objection through additional safeguards, an alternative configuration or a different Subprocessor where reasonably available. If no reasonable solution is available, the Customer may terminate the materially affected Service without penalty and receive a pro-rated refund of prepaid recurring fees for the unused period.

6.5 Bryant will enter a written agreement with each Subprocessor imposing data-protection obligations no less protective in substance than those required by Applicable Law for the relevant Processing.

6.6 Bryant remains responsible to the Customer for a Subprocessor's performance of its processor obligations to the extent required by Data Protection Laws and the Contract.

7. International transfers

7.1 Bryant will not make a Restricted Transfer of Customer Personal Data unless a lawful transfer mechanism and any required supplementary measures are in place.

7.2 Depending on the transfer, the mechanism may include:

• a United Kingdom adequacy regulation;
• the International Data Transfer Agreement issued by the UK Information Commissioner's Office;
• the UK Addendum to the European Commission Standard Contractual Clauses;
• the European Commission Standard Contractual Clauses where the EU GDPR applies;
• binding corporate rules; or
• a legally permitted derogation for a specific situation.

7.3 Where the UK Addendum or Standard Contractual Clauses are required and no separately executed transfer agreement applies, the parties will be treated as having entered the relevant controller-to-processor or processor-to-processor module, with the Contract and Annexes supplying the required party, processing and security details.

7.4 Bryant will conduct and document any transfer risk assessment required of it and implement reasonable supplementary technical, contractual or organisational measures.

7.5 The Customer is responsible for Restricted Transfers it independently initiates through user access, an enabled integration, export or onward disclosure outside Bryant's controlled Service.

8. Data Subject rights

8.1 Taking account of the nature of the Processing, Bryant will provide reasonable assistance through available functionality and support so that the Customer can respond to a request to exercise Data Subject rights.

8.2 If Bryant receives a request relating to Customer Personal Data, Bryant will refer it to the Customer and will not respond substantively as Controller unless authorised by the Customer or required by law.

8.3 Bryant may require reasonable identity and authority verification before providing assistance. Bespoke assistance beyond standard Service functionality may be charged at a reasonable rate where permitted, particularly where requests are manifestly unfounded or excessive, after advance notice.

9. Personal Data Breaches

9.1 Bryant will notify the Customer without undue delay after becoming aware of a Personal Data Breach affecting Customer Personal Data.

9.2 As information becomes available, the notice will describe, where applicable:

• the nature of the breach and affected data or individuals;
• likely consequences;
• containment and remediation measures;
• a contact point; and
• information reasonably needed for the Customer's notification assessment.

9.3 Bryant may provide information in phases and will not delay an initial notice solely because every detail is not yet known.

9.4 Bryant will investigate, contain and remediate the breach in accordance with its incident process and will reasonably cooperate with the Customer's legally required notifications.

9.5 Notification is not an admission of fault or liability. The parties will coordinate public or Data Subject communications where practicable, but neither party may prevent the other from making a legally required notification.

10. Data protection impact assessments and regulators

10.1 Bryant will provide reasonable information and assistance concerning the Service for a Customer's data protection impact assessment, prior consultation or regulator enquiry, taking account of the Processing and information available to Bryant.

10.2 Bryant is not responsible for the Customer's assessment of its clinical workflow, lawful basis, transparency, local retention or non-Bryant systems.

10.3 If a regulator or law-enforcement body requests Customer Personal Data directly from Bryant, Bryant will, where legally permitted, notify the Customer and challenge an unlawful or overbroad request where there are reasonable grounds.

11. Return and deletion

11.1 During the term, the Customer may access, export or delete Customer Personal Data using available Service functions, subject to role permissions and technical limits.

11.2 At the end of the Service and on written request made during the applicable export period, Bryant will return or make available Customer Personal Data in the standard export format and then delete or anonymise remaining copies, unless law requires retention.

11.3 Deletion from backups will occur through Bryant's ordinary secure backup rotation. Until deleted, backup data will remain protected, isolated from ordinary use and restored only for resilience or legal need.

11.4 Bryant may retain minimal records required for security, fraud, billing, legal claims, medical-device safety, regulatory compliance or proof of deletion. Bryant acts as Controller for any separate mandatory retention purpose.

12. Compliance information and audits

12.1 Bryant will make available information reasonably necessary to demonstrate compliance with its Processor obligations, which may include security summaries, policies, certifications, penetration-test summaries, audit reports and questionnaire responses, subject to confidentiality and security restrictions.

12.2 The Customer should first use available independent reports and documentation. If they are insufficient, the Customer may conduct or appoint an independent auditor to conduct an audit no more than once in any 12-month period, on at least 30 days' notice, during normal business hours and without unreasonable disruption.

12.3 Additional or urgent audits may be conducted following a material breach, regulator direction or credible evidence of material non-compliance.

12.4 An auditor must be suitably qualified, independent, not a competitor and bound by confidentiality. The Customer bears its audit costs and Bryant's reasonable additional costs unless the audit identifies a material Bryant breach, in which case Bryant bears reasonable verification costs attributable to that breach.

12.5 An audit must not expose another customer's data, compromise security, access source code unnecessarily or require Bryant to breach another duty. Bryant may provide secure remote evidence or an independent audit instead of unrestricted facility access where that reasonably demonstrates compliance.

13. Records and cooperation

13.1 Each party will maintain records required by Data Protection Laws for its role.

13.2 The parties will cooperate in good faith to correct an identified compliance gap. Bryant may make a legally required or security-critical change immediately, with notice as soon as practicable.

14. Liability, precedence and duration

14.1 Liability under this Schedule is subject to the applicable liability provisions of the Contract except to the extent Data Protection Laws prohibit a limitation.

14.2 If this Schedule conflicts with the main Terms on Processor obligations, this Schedule prevails. A separately signed data processing agreement prevails over this Schedule.

14.3 This Schedule continues for as long as Bryant processes Customer Personal Data on the Customer's behalf.

Annex 1 - Details of Processing

Subject matter: Provision of the Digital Service, connected Product, hosting, support, maintenance, security, analytics configured for the Customer, and related data transition.

Duration: The Contract term plus export, deletion, backup and legally required retention periods.

Nature of Processing: Collection, receipt, recording, organisation, structuring, storage, adaptation, retrieval, consultation, transmission, display, hosting, analysis, support access, restriction, export, erasure and destruction, as enabled by the Service and instructed by the Customer.

Purposes: Supplying and supporting the contracted clinical, imaging, recording, communication, workflow, account, device-management, analytics or other Digital Service; protecting security and availability; and carrying out documented Customer instructions.

Data Subjects may include: Patients, clinicians, employees, contractors, students, organisation administrators, support contacts, suppliers and other individuals whose data the Customer lawfully processes through the Service.

Personal Data may include: Names, identifiers, contact details, account and role data, clinical record references, images, video, audio, scans, device data, procedure and workflow metadata, communications, support information, audit logs and other Customer-configured fields.

Special-category or sensitive data may include: Health information, prescription information, facial or biometric-related data, clinical images and recordings, and information revealing protected characteristics where included by the Customer.

Frequency: Continuous or as initiated by authorised users during the Contract term.

Customer instructions: The Contract, enabled features, account settings, authorised integrations, documented support requests and lawful written instructions.

Annex 2 - Categories of security measures

Bryant will select controls appropriate to the Service and risk. Controls may include:

1. documented information-security governance, risk assessment and incident response;
2. role-based access, least privilege, authentication and privileged-access control;
3. encryption in transit and, where appropriate, at rest;
4. secure software development, code review, dependency management and change control;
5. vulnerability scanning, patching, penetration testing and responsible disclosure;
6. logging, monitoring, alerting and investigation capability;
7. backup, resilience, disaster recovery and availability planning;
8. device, endpoint, network and cloud configuration controls;
9. supplier due diligence and contractual security requirements;
10. personnel screening where lawful, confidentiality and security training;
11. physical security appropriate to facilities and equipment;
12. data minimisation, retention and secure deletion controls;
13. segregation between customers where the Service is multi-tenant;
14. business-continuity and incident exercises; and
15. periodic review and improvement of the security programme.

Specific measures, certifications or service levels are binding only where stated in the Order Confirmation, security schedule or trust documentation incorporated into the Contract.

Annex 3 - Subprocessor information

Bryant's current Subprocessor list will be maintained on a designated Website, trust-centre or privacy page or supplied on request. It may include providers of:

• cloud infrastructure and storage;
• email, communications and customer support;
• identity, authentication and security monitoring;
• image, audio, video or AI processing expressly included in the Service;
• software development and technical operations;
• analytics configured in accordance with the Contract;
• payment and subscription administration; and
• secure backup and disaster recovery.

A provider used by the Customer through an independently enabled integration is not Bryant's Subprocessor to the extent the provider acts directly for the Customer under the Customer's own contract.

Schedule 5 - Additional terms for distributors, resellers, agents and intermediaries

1. Application and appointment

1.1 This Schedule applies to a Business Customer that buys, markets, demonstrates, imports, distributes, resells, refers or otherwise facilitates supply of Bryant Products to another person.

1.2 Purchase of Products does not itself appoint the Customer as an exclusive distributor, franchisee, commercial agent or representative. Any territory, exclusivity, target, commission, franchise right or authority must be set out in a signed agreement.

1.3 Where a signed distribution, franchise, agency or referral agreement applies, it prevails over this Schedule to the extent it expressly differs.

2. Independent status and authority

2.1 The intermediary acts as an independent business and is responsible for its personnel, premises, taxes, licences, insurance, local contracts and operating costs.

2.2 It may not:

• bind Bryant or accept a liability on Bryant's behalf;
• collect money in Bryant's name unless authorised;
• make an unapproved warranty, guarantee or refund promise;
• describe itself as Bryant Medical Ltd or as Bryant's employee;
• appoint another intermediary using Bryant branding without consent; or
• represent that Bryant has approved a local claim, registration or activity where it has not.

2.3 Any authorised use of “Bryant Dental”, Bryant marks or distributor status ends when the appointment ends, subject to a written sell-off arrangement.

3. Personnel, training and clinical fitting standards

3.1 Personnel who recommend, measure, fit, demonstrate, repair or support a Product must complete training and competency requirements specified by Bryant and Applicable Law.

3.2 The intermediary must maintain enough trained personnel to support its customers and must not allow an untrained person to take or alter critical optical measurements independently.

3.3 Measurements, including working distance, must be taken or derived using Bryant-approved methods, tools and systems. The intermediary must record required information accurately, preserve the original record and escalate uncertain or unusual cases.

3.4 The intermediary must explain adaptation, adjustment, intended use, warranty, trial, safety and incident-reporting information accurately and must arrange reasonable post-delivery fitting support.

3.5 It must not promise that a Product will cure or prevent pain, guarantee posture, eliminate clinical error or produce an outcome beyond Bryant's approved claims.

4. Marketing, product claims and online conduct

4.1 Only current Bryant-approved product descriptions, images, regulatory statements, comparison claims and translations may be used. Local adaptation must not change meaning and may require written approval.

4.2 Advertising must be accurate, substantiated, fair and compliant with local consumer, professional, medical-device, influencer, pricing and comparative-advertising rules.

4.3 The intermediary must clearly identify itself as the seller where it is the seller and must not create the impression that a local website or account is operated directly by Bryant Medical Ltd unless authorised.

4.4 Reviews, testimonials, clinical images and endorsements must be obtained and used lawfully. Incentivised reviews must be disclosed and negative reviews must not be suppressed unlawfully.

4.5 Domain names, social accounts and paid-search terms containing Bryant marks may be used only as authorised. They must be transferred or discontinued when requested following termination.

5. Orders, customers, territory and channels

5.1 The intermediary may supply only Products, territories, channels and customer groups authorised by Bryant and Applicable Law.

5.2 It must not knowingly sell:

• to an unauthorised reseller or exporter;
• outside an authorised territory where the restriction is lawful;
• to a person or use prohibited under section 58;
• a demonstration, recalled, quarantined, counterfeit, stolen or expired Product as new; or
• a bespoke Product to a person other than the intended user without Bryant's written approval.

5.3 The intermediary must provide accurate Order, end-user, prescription, measurement, tax, delivery and compliance information and must obtain required customer acceptance and privacy notices.

5.4 It is responsible for the fairness and enforceability of its local customer terms and for providing statutory cancellation, refund, repair and other seller remedies. It must not direct a customer to Bryant in a way that unlawfully avoids its own seller obligations.

6. Pricing, payment, tax and customer money

6.1 Unless a signed agreement lawfully states otherwise, the intermediary sets its resale price independently.

6.2 It must display taxes, delivery, recurring charges, finance and material restrictions transparently and must not use misleading discounts, drip pricing or false urgency.

6.3 The intermediary is responsible for local invoicing, tax, customs, consumer-credit and payment rules allocated to it. It must keep customer money separate where law requires and must not route funds through an undisclosed person or account.

6.4 Amounts due to Bryant are payable regardless of whether the intermediary has collected from its customer, unless the signed agreement expressly provides otherwise.

7. Product storage, handling and traceability

7.1 Products must be stored, transported, charged, cleaned and demonstrated within the environmental and safety conditions in the IFU.

7.2 The intermediary must operate stock rotation for dated or consumable Products and must not alter packaging, labels, serial numbers, unique device identifiers, safety seals or regulatory information.

7.3 Records must be sufficient to trace, where applicable:

• Product model, serial or batch;
• date received and supplied;
• end customer and delivery location;
• fitting specialist;
• complaint, repair and adjustment history; and
• onward reseller or recipient.

7.4 Records must be retained for the period required by law, the signed agreement or a safety notice and must be provided securely to Bryant where reasonably needed for safety, warranty, audit or regulatory compliance.

8. Complaints, vigilance and corrective action

8.1 The intermediary must maintain a documented process to receive, assess, record and escalate complaints.

8.2 A potential serious incident, counterfeit Product, systemic defect, unexpected trend or safety risk must be reported to Bryant immediately and no later than the timeframe in the signed quality agreement.

8.3 The intermediary must not admit Bryant liability, destroy evidence, repair a potentially reportable Product or delay regulatory escalation without authority.

8.4 It must cooperate with investigation, provide traceability, preserve affected stock and implement field safety notices, recalls, software updates, customer notifications and regulator reporting allocated to it.

8.5 The intermediary must not continue supplying quarantined, recalled, expired or non-conforming Products.

9. Data protection and customer information

9.1 Each party will determine its role under Data Protection Laws. An intermediary will commonly act as an independent Controller for its local sales and staff data, while Bryant may act as an independent Controller or Processor for specified activities.

9.2 The intermediary must provide transparent privacy information, collect only necessary data, use secure Bryant-approved transfer methods and obtain valid permission before sharing prescriptions, scans, photographs, recordings or patient data.

9.3 It must not use Bryant customer data for an unrelated purpose, sell it, upload it to an unapproved tool or retain it beyond lawful need.

9.4 Marketing consent and public image consent must be separate from the sale and recorded. A customer opt-out must be honoured and communicated where relevant.

9.5 The parties will enter any controller-to-controller, data sharing or processor agreement required by the actual data flow.

10. Sanctions, export and end-use programme

10.1 In addition to section 58, the intermediary must operate proportionate written controls appropriate to its locations, Products, customers, payment methods and diversion risk.

10.2 At a minimum, controls must address:

• identity and beneficial ownership;
• applicable sanctions-list screening using the current official source;
• ownership and control analysis;
• end user, destination and end use;
• unusual payment or shipping routes;
• military, government, dual-use and diversion red flags;
• escalation and stop-shipment authority;
• licence management;
• staff training; and
• record retention.

10.3 Screening must be repeated when a material party, ownership, destination, payment or designation status changes and before release where risk justifies it.

10.4 No intermediary may accept a statement that an end customer is a dentist or clinician as a substitute for reasonable checks where other sanctions or diversion red flags exist.

10.5 Bryant may require a transaction-specific end-user undertaking, ownership declaration, identity document, corporate record, source-of-funds evidence, import licence or delivery verification.

11. Anti-bribery, competition and ethical conduct

11.1 The intermediary must comply with section 59, maintain proportionate policies and train relevant personnel.

11.2 It must not agree resale prices or divide markets unlawfully, exchange competitively sensitive information without legitimate need, bribe a clinician or public official, or disguise a benefit as training, sponsorship, consultancy or samples.

11.3 Discounts, demonstration Products, clinical education, hospitality and commissions must have a legitimate purpose, be proportionate, documented and lawful.

12. Brand, intellectual property and confidential information

12.1 Bryant grants a revocable, non-transferable right during the authorised relationship to use approved Bryant marks and material solely to market and support authorised Products in the authorised territory and channel.

12.2 All goodwill arising from use of Bryant marks belongs to Bryant. The intermediary must notify Bryant of suspected counterfeiting, infringement or misleading use and must not register confusing marks, companies, domains or designs.

12.3 Confidential pricing, product roadmaps, prototypes, customer information, firmware, manufacturing information and training material are governed by section 56 and any signed agreement.

13. Insurance and financial standing

13.1 The intermediary must maintain insurance appropriate to its activities and local law, which may include product liability, professional indemnity, public liability, employer liability and cyber insurance.

13.2 On reasonable request, it will provide evidence of cover, limits and insurer. Insurance does not limit contractual responsibility.

13.3 The intermediary must notify Bryant of material insolvency risk, licence loss, regulatory action or insurance cancellation that could affect customers or performance.

14. Monitoring and audit

14.1 Bryant may request reasonable compliance, training, traceability, complaint, sanctions, marketing and stock evidence.

14.2 On reasonable notice, Bryant or an independent auditor may inspect relevant records and premises no more often than reasonably necessary. Urgent audit may occur where there is a credible safety, sanctions, counterfeit, fraud, data or regulatory concern.

14.3 Audits must respect confidentiality, data minimisation and local law. Bryant bears routine audit costs; the intermediary bears reasonable follow-up costs where a material breach is established.

14.4 The intermediary must promptly correct an identified material gap and provide evidence of completion.

15. Sub-distributors and contractors

15.1 Appointment of a sub-distributor, fitting contractor, fulfilment partner or sales agent requires Bryant's prior written consent where the person will use Bryant branding, access non-public systems, take measurements, hold stock or sell Products.

15.2 The intermediary must conduct due diligence, impose written obligations at least equivalent to the relevant parts of this Schedule, train and monitor the person and remains responsible for its performance.

16. Suspension, termination and transition

16.1 Bryant may immediately suspend supply, branding, system access or a territory where reasonably necessary for safety, sanctions, counterfeit, fraud, data security, regulatory non-compliance or serious customer harm.

16.2 On termination or expiry, the intermediary must:

• stop representing itself as authorised;
• stop using Bryant marks and systems;
• return or delete confidential material;
• preserve and transfer safety, complaint, traceability and warranty records as lawfully instructed;
• cooperate on open customer and corrective-action matters; and
• handle remaining stock only under a written sell-off, return or disposal plan.

16.3 Termination does not remove accrued customer rights, warranty support, payment obligations, safety duties or provisions intended to survive.

16.4 Bryant may communicate the change of status to customers and authorities accurately and proportionately to prevent confusion or safety risk.

Schedule 6 - Model Consumer cancellation form

Complete and return this form only if you wish to cancel an eligible Consumer contract. You may instead send any other clear statement.

To: Bryant Medical Ltd, The Barns, Hilltop Farm, Lyne Lane, Chertsey, Surrey, England, KT16 0AW
Email: legal@bryant.dental

I/We hereby give notice that I/We cancel my/our contract for the sale of the following goods / supply of the following service:

Product or Service: ______________________________________________

Order number: ___________________________________________________

Ordered on / received on: _________________________________________

Name of Consumer(s): _____________________________________________

Address of Consumer(s): __________________________________________

Email or telephone: ______________________________________________

Signature of Consumer(s), only if this form is sent on paper:

Date: ____________________________________________________________

This form does not determine eligibility. Bespoke or clearly personalised goods may be outside the statutory change-of-mind right, but a separate Bryant trial, guarantee or remedy for faulty goods may still apply.

End of Master Terms and Conditions

Version 1.0 | Effective 25 June 2026