Brother International Corporation Terms and Conditions of Sale
Revision Date: June 24, 2026
1. Scope
These Terms and Conditions of Sale ("Terms") govern the purchase of products and services offered by Brother International Corporation ("Brother", "we", "us", or "our") through www.brother-usa.com, by telephone, or through other authorized sales channels. These Terms apply to end users, commercial customers, authorized distributors, and resellers (collectively, "Customer").
By placing an order, Customer agrees to be bound by these Terms and all applicable laws and regulations.
If Customer has entered into a separate written agreement executed by Brother, the terms of that agreement shall control to the extent of any conflict.
2. Products and Availability
Brother strives to provide accurate product descriptions and information. However, Brother does not warrant that product descriptions, specifications, pricing, availability, images, or other content are complete, accurate, current, or error-free.
All products are subject to availability. Brother reserves the right to discontinue products, substitute products, limit quantities, or refuse or cancel orders at its sole discretion.
3. Pricing
Prices are subject to change without notice.
Prices do not include applicable taxes, duties, freight charges, or other governmental assessments unless expressly stated otherwise.
Customer is responsible for payment of all applicable taxes, except taxes imposed on Brother's income.
4. Order Acceptance
Submission of an order does not constitute acceptance by Brother.
An order is accepted only when Brother ships the product or otherwise confirms acceptance.
Brother reserves the right to refuse, cancel, or limit any order for any reason, including errors in pricing, availability, or suspected fraud.
If payment has been processed for an order that is subsequently canceled, Brother will refund the applicable amount to the original method of payment.
5. Payment Terms
Unless otherwise agreed in writing, payment is due at the time of purchase.
For approved commercial accounts, payment terms are net thirty (30) days from invoice date.
Brother may suspend shipments, revoke credit, require advance payment, or exercise any available remedies if Customer's financial condition or payment history warrants such action.
Amounts not paid when due shall accrue interest at the lesser of:
1.5% per month; or the maximum amount permitted by applicable law.
Customer shall reimburse Brother for reasonable costs incurred in collecting overdue amounts, including attorneys' fees where permitted by law.
6. Shipping and Delivery
Unless otherwise agreed in writing or specified by Brother for a particular product line, delivery terms are FCA Brother's designated U.S. facility (Incoterms® 2020).
Risk of loss and title pass to Customer upon delivery to the carrier.
Delivery dates are estimates only and are not guaranteed.
Brother shall not be liable for delays in shipment or delivery.
7. Inspection
Customer shall inspect products promptly upon receipt and notify Brother of any shortages, shipping damage, or nonconformities within a reasonable time.
Claims for transit damage must be made directly with the carrier when applicable.
8. Cancellations and Changes
Orders may be modified or canceled only with Brother's written approval.
Brother reserves the right to charge cancellation, restocking, storage, or administrative fees associated with canceled or delayed orders.
9. Returns
Returns are subject to Brother's then-current , which is incorporated herein by reference.
Brother may require a Return Merchandise Authorization ("RMA") before accepting returned products. Returned products must be shipped prepaid to locations designated by Brother.
Brother reserves the right to assess restocking, cancellation, or administrative fees where permitted by law, including fees of up to fifty percent (50%) of the value of the returned or cancelled products.
Certain products, including customized, configured, made-to-order, special-order, or other designated products, may be designated as final sale and are not eligible for cancellation, return, refund, or credit.
Certain products manufactured or configured to Customer specifications, including products incorporating Customer proprietary specifications or requirements, may be subject to separate written agreements, which shall govern to the extent of any conflict with these Terms.
10. Electronic Transactions
Customer agrees that orders, invoices, acknowledgements, communications, and records may be transmitted and maintained electronically. Electronic records and signatures shall have the same force and effect as original written documents and signatures to the fullest extent permitted by applicable law.
11. Blanket Orders
Where Brother offers blanket ordering arrangements, Customer shall provide release schedules and forecasts reasonably requested by Brother.
Unless otherwise agreed, any remaining quantities under a blanket order may be shipped and invoiced at the expiration of the applicable blanket order period.
12. Warranties
Products are covered only by the warranty, if any, accompanying the applicable product or otherwise provided by Brother in writing.
EXCEPT AS EXPRESSLY PROVIDED IN AN APPLICABLE LIMITED WARRANTY PROVIDED BY BROTHER, PRODUCTS ARE PROVIDED "AS IS," AND BROTHER DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE.
Some jurisdictions do not allow certain warranty exclusions, and such exclusions may not apply to all customers.
13. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, BROTHER SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOSS OF DATA, LOSS OF USE, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE GOODS, WHETHER ARISING IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
BROTHER'S TOTAL LIABILITY ARISING OUT OF OR RELATING TO ANY PRODUCT OR ORDER SHALL NOT EXCEED THE AMOUNT PAID BY CUSTOMER FOR THE APPLICABLE PRODUCT GIVING RISE TO THE CLAIM.
Some jurisdictions do not allow certain limitations of liability, and those limitations may not apply to all customers.
14. Exclusive Remedy
To the maximum extent permitted by law, Customer's sole and exclusive remedy for any claim arising out of or relating to any Product, order, or these Terms shall be limited to repair, replacement, refund, or credit, at Brother's sole discretion, in accordance with any applicable warranty or return policy.
The remedies set forth herein are exclusive and in lieu of all other remedies available at law or in equity. Failure of any limited remedy to achieve its essential purpose shall not enlarge or otherwise modify the limitations of liability set forth in these Terms.
15. Force Majeure
Brother shall not be liable for any delay, interruption, or failure to perform caused by events beyond its reasonable control, including acts of God, natural disasters, epidemics, pandemics, labor disputes, transportation delays, shortages, acts of terrorism, war, governmental actions, interruptions in utilities, telecommunications systems, or information systems, cybersecurity incidents, supplier failures, or disruptions in the supply chain.
In the event of any such occurrence, Brother's performance obligations shall be suspended for the duration of the event and extended for a reasonable period thereafter. If such event materially impairs, prevents, or renders performance commercially impracticable, Brother may allocate available inventory among customers, cancel affected orders, or terminate the affected portion of the applicable order without liability, upon notice to Customer.
16. Compliance with Laws
Customer is responsible for installing, using, importing, exporting, reselling, and operating Products in compliance with all applicable laws, regulations, ordinances, and safety requirements.
17. Export Controls and Sanctions Compliance
Customer acknowledges that Products and related technology may be subject to United States export control laws and regulations, including the Export Administration Regulations ("EAR"), as well as economic sanctions administered by the U.S. Department of Treasury's Office of Foreign Assets Control ("OFAC").
Customer agrees not to export, re-export, transfer, sell, or otherwise make available any Product in violation of applicable export control or sanctions laws. Customer further represents that neither it, nor any party receiving Products from Customer, is located in, organized under the laws of, or ordinarily resident in any country or territory subject to comprehensive U.S. sanctions, nor identified on any applicable U.S. government restricted party list.
Customer shall be solely responsible for obtaining any licenses, permits, or approvals required for export, re-export, or transfer of Products.
18. Intellectual Property
Nothing in these Terms transfers to Customer any right, title, interest, license, or other ownership rights in Brother's trademarks, service marks, logos, copyrights, patents, trade secrets, or other intellectual property, except as expressly authorized in writing by Brother.
Brother trademarks, logos, and other proprietary materials may not be used without Brother's prior written consent.
19. Patent Infringement
Brother represents that it has the right to sell the Products and will defend claims alleging that Products manufactured by Brother infringe valid United States patents. Upon prompt written notice from Customer, Brother will defend claims alleging that a product infringes a United States patent and may settle such claims at Brother's discretion.
Customer shall cooperate with Brother and permit Brother sole control over the defense and settlement of such claims.
20. Indemnification
Customer shall indemnify, defend, and hold harmless Brother, its affiliates, officers, directors, employees, agents, successors, and assigns from and against any claims, liabilities, damages, losses, judgments, penalties, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:
(a) Customer's misuse of any Product;
(b) Customer's violation of these Terms or applicable law;
(c) modifications to Products not authorized by Brother;
(d) Customer's resale, marketing, or distribution activities; or
(e) claims resulting from representations or warranties made by Customer that differ from those made by Brother.
21. Additional Terms Applicable to Distributors and Resellers
Customers who resell or distribute products shall comply with all applicable laws and regulations.
In addition to the obligations set forth in Section 19, if Customer makes representations, warranties, or claims concerning products that differ from those made by Brother, Customer shall indemnify, defend, and hold harmless Brother and its affiliates, officers, directors, employees, and agents from resulting claims, losses, liabilities, damages, and expenses, including reasonable attorneys' fees.
Advertising and promotional materials using Brother trademarks are subject to Brother's prior written approval.
22. Promotions
Brother may modify, suspend, or terminate promotions, rebates, discounts, contests, surveys, or other offers at any time, subject to applicable law and the specific terms governing the applicable promotion.
23. Minors
By placing an order, you represent and warrant that you are at least eighteen (18) years of age and have the legal capacity to enter into a binding agreement.
24. Dispute Resolution; Arbitration; Class Action Waiver
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS CUSTOMER'S LEGAL RIGHTS.
Except for claims seeking injunctive relief or claims relating to intellectual property rights, any dispute, controversy, or claim arising out of or relating to these Terms, any order, or any Product purchased from Brother shall be resolved exclusively by binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules or Consumer Arbitration Rules, as applicable.
Arbitration shall take place in the State of New Jersey, unless otherwise required by applicable law. Judgment upon the arbitration award may be entered in any court having jurisdiction.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, CUSTOMER AGREES THAT ANY DISPUTE SHALL BE BROUGHT ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION. THE ARBITRATOR SHALL HAVE NO AUTHORITY TO CONSOLIDATE CLAIMS OR PRESIDE OVER ANY FORM OF CLASS OR REPRESENTATIVE PROCEEDING.
IF A COURT OR ARBITRATOR DETERMINES THAT THE CLASS ACTION WAIVER IS UNENFORCEABLE, THEN THIS ENTIRE ARBITRATION PROVISION SHALL BE NULL AND VOID TO THE EXTENT REQUIRED BY APPLICABLE LAW.
Nothing in this Section shall prevent Brother from seeking temporary, preliminary, or permanent injunctive relief in any court of competent jurisdiction to protect its intellectual property rights, confidential information, or other proprietary rights.
25. Governing Law
These Terms shall be governed by and construed in accordance with the laws of the State of New Jersey, without regard to conflict of law principles. Subject to Section 24 (Dispute Resolution; Arbitration; Class Action Waiver), any action seeking injunctive relief or enforcement of an arbitration award shall be brought exclusively in the state or federal courts located in New Jersey, and each party irrevocably consents to the jurisdiction of such courts.
26. No Waiver
Failure by Brother to enforce any provision of these Terms shall not constitute a waiver of any right or provision.
27. Entire Agreement
These Terms, together with any applicable warranty documents, return policies, promotions, and any written agreement executed by Brother, constitute the entire agreement between the parties and their respective successors and permitted assigns and supersede all prior or contemporaneous communications, understandings, representations, and agreements relating to the subject matter hereof. Customer acknowledges that it has not relied upon any representation, statement, or promise not expressly contained in these Terms.
28. Severability
If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.
No provision shall be interpreted to limit rights or obligations that cannot be waived or limited under applicable law.
29. Amendments
Brother reserves the right to revise these Terms from time to time by posting updated Terms on its website. Any revisions shall apply prospectively and shall not affect orders accepted prior to the effective date of the revised Terms.