Customer Terms and Conditions 

Rev – 

These Customer Terms and Conditions (“Terms and Conditions”) dictate the terms and conditions of all business, parts and services provided by Senturi, LLC (“Senturi”). By doing business with Senturi via any method of payment, you acknowledge and consent to the Terms and Conditions and the Senturi Privacy Policy. In addition, by visiting or using www.senturitech.com, you agree to the Terms of Use.  

By placing an order with the Senturi sales team or by visiting www.senturitech.com, you agree that (1) you have read, understood and accepted the Terms and Conditions in this agreement, (2) you have the authority to enter into this binding agreement on behalf of yourself or another entity. If you are acting on behalf of a company or entity, all references to (“Customer”) herein shall refer to both the individual user and the company/entity. 

1 Revisions to these Terms and Conditions 

Senturi reserves the right to make revisions to this document at any time. In the case of current business, all revisions will be non-retroactive and only apply to new and future business.  

2 Quotes 

2.1 Basis for Quotes. The Customer is responsible for providing Senturi with all part design and definition files (e.g. 3D models, 2D drawings, technical specifications, etc.) that are needed to provide a quote. The Customer is solely responsible for the part design and definition and any files it submits to Senturi to depict this. 

 

2.2 Revision of Product Design and/or Definition. Any changes made to the product design and/or definition may require a new quote. Senturi reserves the right to update the quote to account for impacts to cost or lead time brought by the changes. If a part or parts are reordered, Senturi reserves the right to provide an updated quote to reflect price and lead time to reflect current market conditions. 

 

2.3 Quote Expiration. Quotes provided by Senturi will expire 14 days after they are issued to the Customer. If a quote expires and the Customer wishes to approve the project, Senturi reserves the right to provide a new or updated quote for the project before accepting the order. 

 

2.4 Lead Times. Lead times provided by Senturi on a quote are estimates based on Senturi’s partner network’s capacity at the time of quote. Senturi and its partners will make a best effort to meet the quoted lead time. Senturi reserves the right to adjust the quoted lead time based on its sole discretion. Any updates to the quoted lead time will be provided to the Customer by phone or email. 

 

2.5 Quote Accuracy. The Customer is solely responsible for reviewing the quote and confirming it accurately and completely reflects their project success criteria. By providing a PO or credit card to Senturi, the Customer is approving the quote. 

 

2.6 No Quotes. Senturi reserves the right to refuse to quote a project. Senturi is not obligated to discuss the reason with the Customer. 

 

2.7 Design for Manufacturability. Senturi, at its sole discretion, may provide design for manufacturability feedback to a Customer during the quote phase if a part is difficult or costly to manufacture as submitted. The Customer may review and examine this feedback at its discretion, and they are solely responsible for the product design and definition and its ability to meet any required standards, specifications or success criteria. At no point will Senturi be held liable for Customer’s reliance or use of design for manufacturability feedback. 

 

2.8 Quote Contingencies. If a Customer part is not manufacturable, Senturi, at its sole discretion, can provide a quote contingency such as but not limited to “A 1mm radii will be applied to all sharp internal corners on the design.” This contingency must be considered by the Customer, and they are solely responsible for their design and determining the impact of accepting such a contingency. By placing an order using a PO or credit card, the Customer indicates they have accepted the contingency and accepted that they have sole responsibility for its impact on their design. 

 

2.9 Export-Controlled Data. The Customer is solely responsible for ensuring all parts and data comply with export control regulations including but not limited to International Traffic and Arms Regulations (ITAR) and Export Administration Regulations (EAR). The Customer is solely responsible for notifying Senturi of any export-controlled data prior to providing it for quote.  

 

2.10 Prohibited Items. While Senturi wants to give our customers the freedom they need to produce the most creative, imaginative, and useful projects and parts, Senturi maintains the right to refuse any part that is illegal or designed to harm human beings, or which Senturi otherwise deems inappropriate in its sole discretion. As such, Senturi prohibits the use of its services to manufacture certain parts designed for use or integration into firearms or for such parts that require any federal, state, or local licenses to manufacture. 

 

3 Orders 

3.1 Submittal of Order. Once the Customer places an order by submitting a PO or providing a credit card for payment, they are agreeing to do business with Senturi and are binded under these Terms and Conditions. Any terms and conditions on a Customer PO are explicitly rejected unless agreed to in writing by an authorized officer of Senturi. 

 

3.2 Order Accuracy. The Customer is solely responsible for reviewing the order and confirming it accurately and completely reflects their project success criteria.  

 

3.3 Order Rejection. Senturi reserves the right to reject or cancel any order at any time. For canceled orders, Senturi will refund the Customer for the work that was not completed. 

 

3.4 Credit Checks & Down Payments. Senturi reserves the right to perform a credit check on any Customer prior to accepting an order. At its sole discretion, Senturi can require down payment or credit card payment before accepting an order. The order will not be considered accepted until this payment is received. Any down payment or prepayment is non-refundable or non-cancelable except due to any circumstances defined herein or with the written consent of an authorized officer of Senturi. 

 

3.5 Changes to Product Design and/or Definition. The Customer is not permitted to make any changes to the product design or definition after an order is placed. Any changes required by the Customer will result in a cancellation of the order and a new quote that accounts for the requested changes. Senturi has the right to refuse to quote the new project. Additionally, the Customer is responsible for paying all costs incurred by Senturi or its partners for material procurement, labor, production, etc. if it chooses to cancel an order after design changes were made. 

 

3.6 Pre-Production Deviation. After an order is placed, Senturi may request a change to the product definition or design if it has been determined that the current design is impossible, difficult, or impractical to manufacture. Senturi will provide the Customer with the deviations impact on design, specifications, cost, lead time and any other project factors via email and request the Customer’s approval within 3 business days. If the Customer does not respond within 3 business days and Senturi has made an effort to contact them through email and phone, then Senturi has the right to decide to move forward with the deviation or wait for the Customer. If Senturi decides to move forward with the deviation, the Customer retains all responsibility for its impact on their design, specifications, cost, lead time unless such deviation was explicitly rejected within 3 business days of the original request for deviation. 

 

3.7 Post-Production Deviation. After a part or parts are manufactured, Senturi may request deviations for parts that have any slight variations (e.g. color, surface finish, dimension, etc.). Senturi will inform the Customer of the part number, the quantity affected, and a description of the deviation that may or may not include a photograph. The Customer is responsible for approving the deviation within 3 business days. If the Customer does not respond within 3 business days and Senturi has made an effort to contact them through email and phone, then Senturi has the right to decide to move forward with the deviation or wait for the Customer. If Senturi decides to move forward with the deviation, the Customer retains all responsibility for its impact on their design, specifications, cost, lead time unless such deviation was explicitly rejected within 3 business days of the original request for deviation. 

 

3.8 Production Approvals. If a Customer requires the approval of first articles, TX samples, first article inspection reports, or any other artifact provided by Senturi before initiating full-scale production, then they must provide rejection or approval within 10 business days of receipt of the artifact. The review timeline can be extended with a request by the Customer and a written approval by Senturi. If the Customer does not contact Senturi with a decision within 10 business days, Senturi has the right to initiate production, wait for Customer feedback, or charge the Customer additional fees for holding up the manufacturing process. The Customer is responsible for any such decision made by Senturi unless the Customer provided a decision on the artifacts or requested an extension within the 10 business day window. 

 

3.9 Customer-Supplied Material. With Senturi approval, Customers can provide material for their project. The Customer is solely responsible for: 

1. Delivering the material to Senturi in a timely manner so they can initiate production. 

1. Assuring the material meets their project requirements and is in good condition. 

1. Providing Senturi with the respective material certification / heat lot information. 

1. Paying for all delivery costs, including but not limited to shipping, customs fees, taxes, and insurance related to the custoemer. 

1. Shipping enough stock material to accommodate material preparation, production and scrap. The Customer and Senturi shall agree on this amount beforehand. 

1. Arranging shipment of any excess material within 10 business days after the balance of parts have been delivered to the Customer’s address. 

 

3.10 Cancellation. A Customer may cancel a project within 3 business days of Senturi’s receipt of the PO or credit card for the order. Senturi may charge the Customer a cancellation fee that is not to exceed the original value of the order. The cancellation fee will be proposed by Senturi to the Customer prior to cancellation for the customer’s consideration. Senturi reserves the right to cancel an order at any time and will refund the Customer for any parts that were not delivered. 

 

3.11 Design Responsibility. The Customer is solely responsible for the design and definition of their parts and products. The Customer is solely responsible for confirming that their parts meet standard specifications, regulations and performance requirements. To the extent that Senturi offers design for manufacturability feedback, requests contingencies, or requests deviations, they shall not be held responsible for the Customer’s reliance, acceptance and use of that information. The Customer is solely responsible for analyzing how that feedback impacts their design and any adverse effects. 

 

3.12 Tooling Life. Senturi will guarantee any tool life for injection molding as designated by the number of shots listed on the provided quote. The Customer accepts that any part made using a tool that has surpassed the quoted tool life will be delivered “as-is”. 

 

3.13 Proprietary Tooling. All tooling purchased by the Customer shall be property of the customer. However, any proprietary components of such tooling will remain the property of Senturi and must remain at Senturi or its partners facilities.  

 

3.14 Tooling Transfers. Most tooling developed for a Senturi-fulfilled order is not compatible or transferable to other equipment outside of Senturi or its manufacturing partners’ facilities. As such, all molds and tooling developed for an accepted order is defined as “Non-Export” tooling. If the Customer requires its transfer, the Customer is solely responsible for all associated costs and shall indemnify Senturi for any losses, liabilities, damages or expenses resulting from the transfer. Any and all tooling life warranties expire and are invalidated once the tool is transferred out of Senturi or its partners’ facilities. 

 

3.15 Tooling Storage. Senturi will store and maintain a tool at its own expense over the quoted tool life unless there is a period of inactivity the exceeds Senturi’s storage policy. Senturi’s policy is such that after a period of 24 months of inactivity on the tooling, Senturi may destroy or dispose of the tooling at its own discretion. The Customer can request in writing prior to the 24 month limit to request an extension and Senturi, at its sole discretion, may choose to grant the extension and continue to store the tool for a fee. 

 

3.16 Manufacturing Location. Unless the Customer explicitly states that the manufacturing needs to be done domestically, Senturi reserves the right to use its global network of partners for the quotation of tooling and manufacturing for the project. You acknowledge and agree that Senturi may subcontract or otherwise delegate any order you place for a part to one of Senturi’s partners. As such, you acknowledge and agree that Senturi may share your specifications with our partners to process and manufacture your order. You will not have any obligation to pay any partner directly. For injection molding projects done domestically, Senturi can guarantee that all tooling, TX samples, and production parts will be molded in the United States. However, the tooling may be cut elsewhere to offer the most competitive rates to customers. 

 

3.17 Molding Project Timelines. Senturi will provide the Customer design for manufacturing (DfM) feedback on all injection molding projects. To avoid project delays, the customer must provide feedback on the DFM in 14 days. If the Customer does not provide feedback within this period, Senturi reserves the right to cancel the project and bill the Customer for any work done to date. Additionally, once TX samples (i.e T1) are delivered to the customer, they are also required to provide feedback within a 14 day period. If feedback is not received within that time period, Senturi reserves the right to move forward with production and bill the Customer for the completed parts. 

 

3.18 TX Samples. Any changes to design parameters during the TX sample stage may results in additional expenses to the Customer. Once the Customer provides approval of TX samples, the customer takes on full liability of the design and material choice. 

 

4.0 Shipping and Logistics 

4.1 Shipping and Delivery . Quotations issued by Senturi will contain an estimated date of shipment, calculated based on the customer requested shipment date. The delivery term generated Senturi serves as a preliminary indication of the planned date of shipment and does not create any binding obligations on Senturi. The estimated shipment date is determined by the working conditions prevailing at the time the agreement is made and relies on the timely delivery of materials ordered by Senturi for the execution of the work. 

 

Senturi, at its sole discretion, can make partial or full shipments as it sees fit to fulfill a project. Any requests for delayed or partial shipments by a Customer can be approved or rejected by Senturi. If approved, Senturi may charge the Customer any charges or fees caused by the delayed or partial shipment. In the event of a delay that is not attributable to Senturi, such as a change in the aforementioned working conditions or a delay in the delivery of materials necessary for the completion of the work, the shipment date may be extended. Senturi shall not be held liable for such delays. 

 

4.2 Risk of Loss. Unless otherwise agreed, all sales of Parts shall be DDP Seller’s factory (Incoterms 2020). In the event that you require delivery of the Parts under different terms, you must contact Senturi in writing to specify your requirements. Senturi, at its discretion, will arrange the delivery and associated requirements, including but not limited to transport insurance, mode of transport (subject to any regulations or relevant considerations), and any special packaging needs. Senturi, at its discretion, will assess the feasibility and any additional costs associated with accommodating your request for alternative delivery terms. Any agreed-upon changes to the delivery terms may result in adjustments to the pricing and the allocation of costs. 

 

4.3 Shipping Under Customer Account. Any shipments under a Customer account will be charged to a Customer and they will be solely responsible for any charges, fees, coordination or issue resolution required for the shipment. 

 

4.4 Force Majeure. Senturi will not be held liable and is exempt from any losses, charges, fees or damages sustained by its failure to deliver parts or perform on a project due to unforeseeable  or unavoidable events beyond the reasonable control of parties of the contract such as fire, natural disasters, acts of war, terrorism, civil unrest or any other similar cause (commonly known as Force Majeure). In the instance that Force Majeure occurs, Senturi should immediately notify the Customer. 

 

4.5 Import Compliance. When required or requested by Senturi, the Customer agrees to provide Senturi with: 

​(a) Certification of prototype or commercial end-use, 

​(b) Detailed description of each part included in the order, 

​(c) Detailed description of the application and parent end-use of the parts (a single application for the entire order), 

​(d) The HTS code classification for each part in the shipment. 

 

 within two (2) days of Senturi’s request for such information. 

 

4.7 Packaging. Senturi will utilize reasonable packaging to keep parts safe during transit. If a Customer has specific packaging requirements, Senturi will assess the requirements and may charge the Customer for any fees or costs related to the new requirements. In the event that Customer-recommended packaging is required, Senturi will not be held responsible for any damage to parts or packaging that occur during the transit of the parts. 

 

5.0 Warranties and Remedies. 

5.1. Warranty of Specifications. The part is deemed accepted upon delivery to the Customer. The Customer is responsible for all inspections of the part. The Customer is solely responsible for the part design, definition and specifications. Senturi and its partner makes its best effort to manufacture the part according to Customer-provided specifications but does not warranty the part to any specifications. 

 

5.2 Replacement of Parts. The Customer has a period of 5 business days upon receipt of a part to notify Senturi of any non-compliance to part design, definition or specifications. Senturi will have the option to remedy the situation at Senturi’s expense if and only if the Customer returns the parts to Senturi within 5 business days of the initial notification of non-conformance and Senturi reasonably confirms the non-conformity. Senturi, at its sole discretion, has the option to offer best recourse of remedy through reworking the part, remaking the part, or providing a refund for the non-conforming part. No remedy will be provided and all sales will be considered final if the Customer does not notify Senturi of a non-conformance within 5 business days of receipt of the part. 

 

5.3 Free Parts and Services. Free parts and services provided by Senturi are “as is” and without warranty of any kind. 

 

6.0 Payments 

6.1 Payment Currency. All Senturi’s projects, orders and services are quoted in US Dollars and must be paid by the Customer in US Dollars. 

 

6.2 Pre-payments. Senturi reserves the right to request Customer prepayment for orders and those orders will not be deemed acceptable until the payment is received. Customers can pay by Automated Clearing House (ACH), credit card payment, electronic wire transfer or another form of payment acceptable by Senturi. By providing payment information, the Customer approves Senturi to immediately charge relevant fees related to the advanced payment for the order. 

 

6.3 Payment Information. The Customer is solely responsible for confirming their payment information is up-to-date and notifying Senturi of any changes. The Customer may be charged any late fees or other reasonable costs if the payment information they provided is incorrect. 

 

6.4 Payment Terms. Unless otherwise stated in writing by Senturi, the all balances are due and payable 30 days from the date of respective order invoice (NET30). 

 

6.5 Late Payments. For any outstanding payments, the Customer will be charged a 2% late fee per month or highest amount applicable by law, whichever is less, until the outstanding balance is fully paid. Additionally, the Customer will be responsible for reimbursing Senturi any other fees they might have incurred in trying to receive the payment such as but not limited to court cost, collection agencies fees, etc. 

 

6.6 Cancellation Due to Non-Payment. Senturi reserves the right to cancel an order, suspend an order or withhold the shipment of parts for any Customer that has not paid outstanding balances on previous parts or orders.  

 

6.7 Taxes. All prices quoted by Senturi do not include sales tax, value-added tax (VAT), or any other government taxes, duties or fees unless it is explicitly stated in the quote.  

 

7.0 Indemnification. Customer agrees to defend, indemnify and hold harmless Senturi, its affiliates, subcontractors, manufacturing partners, and their respective officers, directors, shareholders, employees, representatives, agents, subcontractors and vendors from and against all claims, liabilities, losses, damages, penalties, fines and sanctions of any kind (including, without limitation, interest, attorneys’ fees and expenses, customs duties, fines, taxes, penalties or any other governmental sanctions of any kind) resulting from: (1) use of www.senturitech.com; (2) Customer’s use of any goods or services provided by Senturi; (3) any claim with respect to any part (whether arising out of product liability, strict liability, negligence or otherwise), including any claim related to any violation of any law, regulation or ordinance, or any injury, death or damage to any person or property caused by any part; (4) Customer’s breach of any provision of these Terms and Conditions; or (5) any third-party claim that any data supplied by Customer violates any intellectual property or proprietary rights. 

 

8.0 Intellectual Property Rights. 

 

8.1 Customer Ownership. Customer shall retain sole ownership of the copyright in all written works provided to Senturi including but not limited to drawings, models and technical specifications (“Customer Data”). Customer agrees to grant Senturi a non-exclusive, worldwide, perpetual, royalty-free, fully paid-up, sublicensable (to Senturi’s affiliates, subcontractors and manufacturing partners) right and license to use and reproduce Customer Data for the purpose of executing its obligations under this agreement. Customer agrees and confirms that: (1) it is the owner of its Customer Data and has the rights required to grant Senturi the license granted herein; and (2) the Customer Data does not violate the intellectual property rights of any third  party. Customer is solely responsible for any and all Customer Content it provides to Senturi. 

 

8.2 Senturi Ownership. Senturi shall retain sole ownership of the copyright of all files, data, plans, programs and procedures for the costing, quoting, management, production and shipping of parts for a Customer order. 

 

8.3 Confidentiality. Any information provided by the Customer to Senturi and vice versa that is proprietary shall be considered confidential. Both the Customer and Senturi agree to handle and protect such information such that it is not disclosed to anyone other than employees, affiliates and subcontractors under a need to know basis to complete their obligations under these Terms and Conditions. The disclosing party reserves the right to make a written request to the receiving party to destroy all evidence and copies of confidential information after all obligations are fulfilled by the receiving party and all outstanding balances are paid by the disclosing party. The disclosing party also has the right to request a certificate of destruction signed by an authorized officer of the receiving party. 

 

9.0 Limitation of Liability 

IN NO EVENT SHALL SENTURI OR ITS AFFILIATES, BE LIABLE TO THE CUSTOMER OR ANY THIRD PARTY FOR ANY GENERAL, SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, INDIRECT, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION, BREACH OF SECURITY, OR LOST OR DAMAGED DATA) ARISING OUT OF OR CONNECTED IN ANY WAY WITH THIS AGREEMENT, PURCHASED PARTS, REPLACEMENT PARTS OR ANY SERVICES RENDERED BY SENTURI, EVEN IF SENTURI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCLUDING LICENSOR’S INDEMNIFICATION OBLIGATIONS, THE TOTAL LIABILITY OF LICENSOR TO LICENSEE FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) SHALL NOT EXCEED THE TOTAL FEES PAID BY THE CUSTOMER HEREUNDER DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY. 

10.0 Precedence 

Quotes provided by Senturi take precedence over these Terms and Conditions in the case of any conflict or discrepancy between the two. Along with the Senturi quote, these Terms and Conditions supersede any terms and conditions provided on a customer purchase order. Additionally, these Terms and Conditions supersede all prior agreements between Senturi and the Customer. 

11.0 Marketing. 

By doing business with Senturi, the Customer agrees to allow Senturi to use its name, logo and trademark for marketing and advertising purposes on www.senturitech.com. This does not apply if the Customer is an individual and does not represent a company/entity. All marketing and advertising done by Senturi will follow the confidentiality clauses in these Terms and Conditions.