SnapFab Terms & Conditions with MNDA
Effective Date: 08/01/2025
Company: SnapFab, Inc., a Delaware corporation
Address for Notices: PO Box 722, Diablo, CA 94528, USA
1. Introduction
Welcome to SnapFab! These Terms & Conditions (“Terms”) form a legal agreement between you (“Customer,” “you,” or “your”) and SnapFab, Inc. (“SnapFab,” “we,” “our,” or “us”) for use of our online platform and our manufacturing services.
By clicking “I Agree” or placing an order, you acknowledge that you have read, understood, and agree to be bound by these Terms, including the Mutual Non-Disclosure Agreement in Section 11.
2. Scope of Services
SnapFab provides an online platform to upload CAD files, request quotes, place orders, and have parts manufactured.
We may also provide related engineering and manufacturing support. These Terms apply to all use of our platform, communications, and manufacturing services.
3. Payments, Changes & Refunds
• Authorization on Order: When you place an order, we place a hold on your payment method for the quoted amount.
• Payment at Kickoff: Your payment method is charged when we begin the kickoff process of your project.
• Changes & Cancellations: Once production has started, orders may not be canceled or changed without our written consent. If approved, you are responsible for all costs incurred up to the change or cancellation date.
• Refunds/Remakes: If your parts do not meet SnapFab’s quality standards and cannot be remade within a reasonable timeframe, you may request a refund or remake at no additional charge. This is your sole remedy for defective parts.
4. Inspection & Acceptance
You must inspect all deliveries promptly. Unless you notify us in writing of a defect within 10 business days of delivery, the parts will be deemed accepted.
5. Tooling & Intellectual Property
• Tooling Ownership: All tooling material for your order to make your parts is owned by SnapFab, however you own all rights to your design. If you would like to take ownership of your tooling you can do so by notifying SnapFab and our team will present a proposal for tool transfers if applicable.
• Tooling Inactivity: If a tool has not been used in production for a period of one (1) year, it will be disassembled and recycled through SnapFab’s circularity program. Customers will be provided with at least sixty (60) days’ prior written notice before such recycling occurs.
• Your IP Responsibility: You represent and warrant that you have all necessary rights to the designs, files, and instructions you submit, and that they do not infringe any third-party rights, violate any laws, or contain unsafe features.
• No License: Nothing in these Terms grants you rights to SnapFab’s processes, methods, or technology.
6. Indemnification
You agree to defend, indemnify, and hold harmless SnapFab and its affiliates, officers, employees, and contractors from and against any claims, damages, or expenses (including attorney’s fees) arising from:
(a) your designs, files, or instructions;
(b) alleged or actual infringement of third-party rights; or
(c) your violation of these Terms or applicable law.
7. Warranties & Disclaimers
• We warrant that parts will materially conform to our standard specifications and tolerances or otherwise agreed to in writing.
• Except for the warranty above, services are provided “as is” and without any other warranties, express or implied.
• We do not warrant suitability for a particular purpose or market, or uninterrupted availability of our platform.
8. Limitation of Liability
To the fullest extent allowed by law:
• We are not liable for any indirect, incidental, or consequential damages.
• Our total liability for any claim is limited to the total amount you paid for the order giving rise to the claim.
9. Export Control Compliance
You agree not to provide SnapFab with any technical data or parts subject to export control laws (including ITAR or EAR) without our prior written consent and all required government authorizations.
10. Force Majeure
We are not liable for delays or failures caused by events beyond our reasonable control, including but not limited to natural disasters, labor disputes, supply chain disruptions, or acts of government.
11. Mutual Non-Disclosure Agreement
This Mutual Non-Disclosure Agreement (“NDA”) is part of these Terms.
11.1 Purpose
The parties may exchange proprietary information to evaluate or perform business together.
11.2 Use & Disclosure Restrictions
Each party (the “Receiving Party”) shall:
- Use proprietary information only for purposes described above.
- Not disclose it to anyone except employees, contractors, or affiliates with a need to know and who are bound by similar confidentiality obligations.
- Protect it with at least the same care used to protect their own confidential information, and at least reasonable care.
- Notify the other party promptly of any unauthorized disclosure.
11.3 Confidentiality of Agreement
The existence and terms of this NDA are confidential.
11.4 Duration
Obligations regarding proprietary information survive for three (3) years after disclosure.
11.5 Termination
This NDA terminates two (2) years from the Effective Date of these Terms, except confidentiality obligations which survive per 11.4.
11.6 No Licenses
Nothing grants rights under patents, trademarks, copyrights, trade secrets, or other IP.
11.7 Governing Law
This NDA is governed by Delaware law. Each party agrees to the jurisdiction of state and federal courts in Delaware and waives the right to a jury trial.
11.8 Definition of “Proprietary Information”
Includes all information with commercial value disclosed in any form, including CAD files, drawings, pricing, designs, and communications, unless:
(a) already known to the Receiving Party;
(b) publicly available without breach;
(c) rightfully obtained from a third party;
(d) not marked confidential (or not reasonably considered confidential based on context);
(e) obtained by examining publicly available products; or
(f) required to be disclosed by law or court order (with notice to the Disclosing Party).
11.9 Return or Destruction
Upon written request or termination, the Receiving Party will return or destroy all proprietary information.
11.10 Entire NDA
This NDA contains the full confidentiality agreement between the parties and supersedes prior discussions.
12. Governing Law & Dispute Resolution
These Terms (including the NDA) are governed by the laws of Delaware, without regard to conflict of law rules.
Either party may bring actions in the state or federal courts located in Delaware. Both parties waive the right to a jury trial and agree that no class or collective actions may be brought under these Terms.
13. Data Use & Aggregation
We may use aggregated, anonymized data from your orders for internal analysis, product improvement, and marketing purposes, provided it does not disclose your identity or proprietary designs.
14. Miscellaneous
• Entire Agreement: These Terms (including the NDA and our Privacy Policy) are the complete agreement between you and SnapFab.
• Severability: If any part is unenforceable, the rest remains in effect.
• Assignment: You may not assign these Terms without our written consent.
• Notices: Must be sent to SnapFab, Inc., PO Box 722, Diablo, CA 94528.
By clicking “I Agree” or placing an order, you confirm you have read and agree to these Terms & Conditions, including the Mutual NDA in Section 11.