3. Acceptance of these terms

3.1. By using our website (the Site), you agree to these Terms and any policies referenced (including our Privacy Notice and Cookie Notice). If you do not agree, do not use the Site.

3.2. We may update the Site and these Terms at any time. Changes take effect when posted.

4. Access and availability

4.1. The Site is provided “as is” and “as available.” We do not guarantee uninterrupted or error-free access.

4.2. We may suspend, withdraw, or restrict the Site without notice for business or operational reasons.

5. Permitted use

5.1. You must not:

• (a) misuse the Site (e.g., introduce malware, probe, scrape at scale, or attempt unauthorised access);
• (b) copy, frame, mirror, or commercially exploit Site content without our prior written consent;
• (c) use the Site for any unlawful, infringing, or harmful purpose.

5.2. We may disable any account or access that breaches these Terms.

6. Intellectual property

6.1. All content on the Site (text, graphics, logos, videos, CAD/3D renders, documentation) is owned by us or our licensors and is protected by IP laws.

6.2. You may view and print extracts for personal, non-commercial use only and must retain all proprietary notices.

7. Information on the Site

7.1. Content is for general information only; it is not technical, safety, legal, or investment advice.

7.2. Specifications, drawings, performance figures, and renders are indicative and subject to contract, engineering validation, regulatory approvals, and export controls.

7.3. We reserve the right to correct errors, omissions, and to modify specifications.

8. Third-party links

8.1. The Site may link to third-party sites. We are not responsible for their content or compliance.

9. Liability for Site use

9.1. To the fullest extent permitted by law, we exclude all implied warranties concerning the Site.

9.2. We are not liable for: (a) loss of profit, revenue, or business; (b) loss or corruption of data; (c) indirect or consequential loss.

9.3. Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, fraud, or other liability that cannot legally be excluded.

10. Definitions

10.1. Customer: the business purchasing goods/services from us.

10.2. Goods: any USV platforms, subsystems, spares, components, or hardware we supply.

10.3. Services: any integration, engineering, commissioning, training, support, or consultancy.

10.4. Contract: the agreement formed under Clause 12 including these Terms, our Proposal/Order Acknowledgement, and relevant schedules (e.g., Statement of Work).

11. Quotations and proposals

11.1. Our quotations/proposals are invitations to treat, valid for the period stated (or 30 days if not stated) and subject to survey, compliance screening, and export controls.

11.2. We may amend quotations for changes in scope, law, exchange rates, or materials.

12. Formation of contract

12.1. A binding Contract arises when we issue a written Order Acknowledgement or both parties sign a Statement of Work.

12.2. Any Customer terms are excluded unless expressly accepted in writing by us.

13. Prices, taxes, and payment

13.1. Prices are in GBP, exclusive of VAT and other taxes/duties.

13.2. Unless stated otherwise, payment terms are: [e.g., 40% non-refundable deposit on order; 50% on Factory Acceptance; 10% on Delivery].

13.3. Payments must be made through UK-regulated banks to the account we specify in writing. We may suspend work for late or uncertain funds.

13.4. We may charge interest on overdue sums at 4% per annum above the Bank of England base rate (accruing daily).

13.5. We may set-off amounts due to us; the Customer may not set-off without our written consent.

14. Delivery, risk, and title

14.1. Delivery terms are as stated in the Contract, interpreted under Incoterms® 2020.

14.2. Risk passes on delivery under the agreed Incoterm. Title passes only on receipt of all sums due (retention of title).

14.3. Delivery dates are estimates. We are not liable for delays caused by export approvals, Customer readiness, regulatory inspections, force majeure, or changes requested by the Customer.

15. Customer obligations

15.1. The Customer shall:

• (a) provide accurate requirements, site data, and integration inputs;
• (b) ensure safe access to facilities for installation, commissioning, and training;
• (c) obtain and maintain all operator licences, permits, navigational and spectrum authorisations;
• (d) appoint competent operators and comply with applicable maritime, environmental, and data laws;
• (e) promptly review/approve deliverables, not unreasonably withholding or delaying approval.

16. Acceptance

16.1. Acceptance criteria are as set out in the Contract (including Factory Acceptance Tests (FAT) and Harbour/Sea Acceptance Tests (HAT/SAT)).

16.2. If minor non-conformities do not materially affect operation, acceptance shall not be unreasonably withheld; such items will be remedied under warranty.

17. Warranty

17.1. Hardware: 12 months from delivery (unless otherwise stated).

17.2. Services: performed with reasonable skill and care.

17.3. Exclusions: misuse, improper maintenance, modifications without approval, operation outside specified limits, environmental damage, wear items, and third-party components outside their original manufacturers’ warranties.

17.4. Remedy: repair or replacement (at our option). This is the Customer’s sole and exclusive remedy.

17.5. Consumables and experimental features are supplied as is.

18. Support & spares

18.1. We may offer support, updates, and spares under a separate Support & Maintenance Agreement.

18.2. Response and availability targets (if any) are service credits, not damages.

19. Software and data

19.1. Software, firmware, autonomy modules, APIs, documentation, and datasets are licensed, not sold, under Part C.

19.2. Open-source components are subject to their respective licences.

20. Safety-critical use and operational responsibility

20.1. The Customer is responsible for safe deployment, mission planning, watch-keeping, and deconfliction in accordance with applicable law (including, where applicable, the International Regulations for Preventing Collisions at Sea (COLREGs) and local maritime authority requirements).

20.2. Autonomy assistance does not remove the Customer’s duty to maintain situational awareness and lawful control.

20.3. The Customer must perform risk assessments and implement suitable mitigations (geo-fencing, fail-safes, RTH, remote takeover, AIS/lighting, Notice to Mariners, etc.).

21. Export controls, sanctions, and KYC

21.1. Supply is subject to KYC/AML screening and compliance with export controls and sanctions (including the Export Control Order 2008, the UK Strategic Export Control Lists, and the Sanctions and Anti-Money Laundering Act 2018).

21.2. The Customer shall provide end-use and end-user declarations and notify us of any changes.

21.3. We may decline, suspend, or terminate any order where approvals are pending, refused, or where we reasonably suspect diversion, prohibited military/end-use, or sanctions breaches.

21.4. The Customer shall indemnify us against losses arising from its breach of this Clause.

22. Intellectual property and deliverables

22.1. We retain all IP in our technology, designs, software, and documentation. No IP is assigned unless expressly agreed.

22.2. Subject to payment in full, the Customer receives a non-exclusive licence to use deliverables internally for the agreed purpose.

22.3. Feedback may be used by us without restriction.

23. Confidentiality

23.1. Each party shall keep the other’s confidential information secret, use it only for the Contract, and disclose only to personnel who need to know and are bound by confidentiality obligations.

23.2. Exceptions apply to information that is public, independently developed, or lawfully obtained.

24. Liability (business)

24.1. Nothing limits liability for death or personal injury caused by negligence, fraud, or any liability that cannot be limited under law (including UCTA 1977).

24.2. Subject to 24.1, we exclude: (a) loss of profit, revenue, business, goodwill; (b) loss or corruption of data; (c) indirect or consequential loss.

24.3. Subject to 24.1 and 24.2, our aggregate liability arising out of or in connection with the Contract shall not exceed the total sums paid by the Customer under the Contract in the 12 months preceding the claim.

24.4. Any claim must be brought within 12 months of the cause of action.

25. Force majeure

25.1. Neither party is liable for delay or failure caused by events beyond reasonable control (including export/licensing delays, epidemics, war, sanctions changes, supply chain disruption, or natural events).

25.2. If force majeure persists for 90 days, either party may terminate the affected part of the Contract.

26. Termination

26.1. Either party may terminate for material breach not remedied within 30 days after notice, or for insolvency.

26.2. On termination, accrued sums become due immediately; licences granted under Part C may be revoked according to Part C.

27. Licence grant

27.1. Subject to payment and continued compliance, we grant the Customer a non-exclusive, non-transferable, non-sublicensable licence to install and use the software/firmware/APIs/documentation (Software) solely:

• (a) on the designated hardware or environment; and
• (b) for the scope, geography, and mission profile agreed in the Contract.

28. Restrictions

28.1. The Customer shall not:

• (a) copy (except for reasonable backup), modify, adapt, or create derivative works;
• (b) reverse engineer, decompile, or disassemble except to the extent permitted by law;
• (c) circumvent safety features or usage controls;
• (d) use the Software for life-support, weapons guidance, or any prohibited end-use;
• (e) provide access to third parties except permitted operators and integrators bound by written obligations no less protective than these Terms.

29. Updates and telemetry

29.1. We may provide patches, updates, or new releases; we may require updates for safety or compliance.

29.2. The Software may generate diagnostic telemetry for reliability and safety. We will process any personal data in accordance with our Privacy Notice.

30. Open-source components

30.1. Open-source components are licensed under their respective licences; where required, those licences take precedence over conflicting provisions in this Part C.

31. Suspension and audit

31.1. We may remotely disable the Software or suspend services if we reasonably suspect: (a) breach of export/sanctions law; (b) safety risks; (c) material breach of licence terms; (d) overdue sums beyond 30 days.

31.2. On reasonable notice, we may audit compliance (including usage logs) during business hours; audits will minimise disruption.

32. Term and termination of licence

32.1. The licence continues for the term stated in the Contract (or perpetually for embedded firmware if expressly stated).

32.2. We may terminate the licence for breach on 14 days’ notice if not cured. On termination, the Customer must cease use, delete or return Software and documentation, and certify deletion.

33. Warranty and disclaimers (software)

33.1. We warrant that the Software will substantially conform to its documentation for 90 days from delivery.

33.2. Exclusive remedy: repair, replacement, or refund of licence fees at our option.

33.3. Except as expressly stated, the Software is provided “as is”; all other warranties are excluded to the extent permitted by law.