Last Updated: July 7, 2026
These Terms of Service ("Terms") govern all quotes, orders, and services provided by SPLINE ARC LLC ("Spline Arc LLC," "we," "us," or "our"), a Texas limited liability company, to any purchaser ("Buyer"). By requesting a quote, uploading files, or placing an order, Buyer agrees to be bound by these Terms in their entirety.
1. Acceptance and Authority
By requesting a Quote, uploading files, or placing an order, Buyer certifies that Buyer is a commercial entity or professional acting in a business capacity with full authority to accept these Terms on behalf of themselves and any principal.
SPLINE ARC LLC EXPRESSLY REJECTS any terms or conditions proposed by Buyer — whether contained in a purchase order, form, email, or other document — that are inconsistent with, additional to, or different from these Terms. All such proposed terms are hereby REJECTED and shall have no force or effect. Buyer's acceptance is expressly limited to these Terms.
2. Subcontracting & Disclaimer of Performance
- SPLINE ARC LLC operates as a design consultancy and project manager ONLY.
- Buyer acknowledges and agrees that Spline Arc LLC utilizes a network of third-party manufacturing partners ("Partners") to fulfill Orders.
- Spline Arc LLC acts SOLELY as an intermediary between Buyer and Partners.
- Spline Arc LLC shall NOT be liable for any loss, damage, delay, or defect caused by a Partner's failure to perform, errors in manufacturing, shipping, packaging, or handling.
- Buyer's SOLE and EXCLUSIVE remedy for any Partner failure is against the applicable Partner directly.
- Spline Arc LLC is NOT liable for Partner insolvency, negligence, breach, misconduct, or bankruptcy.
3. Design Responsibility & Buyer Expertise
Buyer represents and warrants that Buyer is KNOWLEDGEABLE in engineering, manufacturing, and product design suitable for the Goods being ordered.
Buyer retains SOLE and EXCLUSIVE responsibility for:
- Design, specifications, tolerances, and materials selected;
- Structural integrity, fitness for purpose, and safety of the design;
- Determining compliance with ALL local, state, federal, and international laws and regulations, including but not limited to FDA, ISO, ASTM, FAA, DOT, and OSHA.
Spline Arc LLC is NOT required to and DOES NOT review Buyer's designs for errors, safety, suitability, manufacturability, or regulatory compliance. Spline Arc LLC produces parts EXACTLY as specified in the files and instructions submitted by Buyer. Spline Arc LLC is NOT liablefor goods that do not assemble, warp, sink, deform, fail, or otherwise perform unexpectedly due to incorrect, incomplete, or inadequate design data supplied by Buyer.
4. Exclusion of Medical Uses — Strict Prohibition
Buyer represents and warrants that Goods are NOT intended for:
- Implantation in a human or animal body;
- Any medical, surgical, or diagnostic application involving direct contact with a patient;
- Life-support, life-sustaining, or life-critical applications;
- Use in nuclear or aerospace applications where failure could result in death, injury, or catastrophic property damage.
If Buyer provides anatomical data of any kind, Buyer expressly certifies that such data is submitted for "educational, research, or surgical planning purposes" ONLYand not for any implantable or patient-contact application.
Buyer agrees to INDEMNIFY, DEFEND, and HOLD HARMLESS Spline Arc LLC for any and all claims, damages, and expenses arising from any unauthorized medical, surgical, implantable, life-support, nuclear, or aerospace use of the Goods.
5. Disclaimer of Warranties — As-Is Sale
SPLINE ARC LLC MAKES NO WARRANTIES OF ANY KIND, whether express, implied, statutory, or otherwise, with respect to the Goods or any services provided.
Spline Arc LLC SPECIFICALLY DISCLAIMS:
- The implied warranties of MERCHANTABILITY and FITNESS FOR A PARTICULAR PURPOSE;
- Any warranty regarding non-infringement of intellectual property rights;
- Any warranty regarding the accuracy of quoting, analysis, or design-for-manufacturability tools;
- Any warranty that the Goods are suitable for any specific use or application.
Goods are sold strictly "AS-IS" and "WITH ALL FAULTS."
6. Limitation of Liability — Cap on Damages
Spline Arc LLC's (and its Partners') TOTAL and CUMULATIVE liability to Buyer, from any and all causes of action arising out of or related to these Terms or any Order, whether in contract, tort (including negligence), strict liability, or otherwise, shall NOT EXCEED the amount actually paid by Buyer to Spline Arc LLC for the specific Order under which liability is alleged to have arisen.
IN NO EVENT shall Spline Arc LLC (or its Partners) be liable for:
- Lost profits, lost revenue, lost data, or lost business opportunity;
- Injury to persons or damage to property;
- Damages for delays, non-delivery, or partial delivery;
- Any indirect, incidental, special, exemplary, punitive, or consequential damages of any kind whatsoever.
Multiple claims arising from a single Order do NOT increase the liability cap. This limitation applies regardless of whether Spline Arc LLC has been advised of the possibility of such damages and regardless of the failure of essential purpose of any limited remedy.
7. Indemnification — Buyer to Defend Seller
Buyer agrees to DEFEND, INDEMNIFY, and HOLD HARMLESS Spline Arc LLC, its owners, members, managers, officers, employees, agents, contractors, and Partners (collectively, the "Indemnified Parties") from and against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys' fees and court costs) arising from or related to:
- The design, manufacturing, use, sale, resale, distribution, or disposal of the Goods by Buyer or Buyer's customers;
- Alleged infringement of any patent, copyright, trademark, trade secret, or other intellectual property right;
- Bodily injury, death, or property damage caused by the Goods;
- Goods failing to meet any regulatory, safety, or industry standard;
- Any breach by Buyer of these Terms or any representation or warranty made by Buyer.
Buyer shall have the SOLE right to control the defense and settlement of any such claim, provided that Spline Arc LLC may participate in the defense at its own expense with counsel of its choosing.
8. Payment & Cancellation
- ALL SALES ARE FINAL. Because Goods are custom-manufactured to Buyer's specifications, Buyer may NOT cancel, return, or exchange Goods for credit or refund.
- Full payment is required UPFRONT before any work begins, unless Spline Arc LLC extends written credit terms.
- Late fee: 1.5% per month (or the maximum rate allowed by applicable law, whichever is lower) accrues on any overdue invoice.
- Buyer agrees to pay ALL costs of collection, including reasonable attorneys' fees, court costs, and collection agency fees.
9. Intellectual Property
- Buyer shall NOT use Spline Arc LLC's name, logo, trademarks, or trade dress in any advertising, press release, case study, or marketing material without PRIOR WRITTEN consent from Spline Arc LLC.
- Buyer grants Spline Arc LLC a non-exclusive, royalty-free, worldwide license to use, copy, modify, and transmit Buyer's data and files SOLELY for the purpose of fulfilling the Order (including sharing with Partners under confidentiality).
- Spline Arc LLC retains ALL rights to its own DFM advice, know-how, processes, software, tooling, and general methodologies developed independently.
10. Governing Law & Jurisdiction
- These Terms are governed by the laws of the STATE OF TEXAS, without regard to its conflict of laws principles.
- Exclusive venue for any judicial proceeding shall lie in the state or federal courts located in HARRIS COUNTY, TEXAS.
- Buyer IRREVOCABLY consents to personal jurisdiction in Harris County, Texas and waives any objection to venue, including any objection based on forum non conveniens.
- Buyer WAIVES ANY RIGHT to participate in a class action, collective action, or representative proceeding against Spline Arc LLC.
11. Binding Arbitration & Class Action Waiver
- All disputes, claims, or controversies arising out of or relating to these Terms or any Order shall be resolved by BINDING ARBITRATION administered in Houston, Texas under the Commercial Arbitration Rules of the American Arbitration Association ("AAA").
- Judgment on the arbitration award may be entered in any court of competent jurisdiction.
- NO CLASS ACTIONS. Buyer expressly waives any right to bring, join, or participate in a class, collective, or representative arbitration or lawsuit.
12. No Professional Engineering Services
- Spline Arc LLC provides CAD design and 3D printing services, NOT professional engineering services.
- Spline Arc LLC DOES NOT hold professional engineering (PE) licenses and no deliverable shall be deemed the sealed work product of a licensed engineer.
- Buyer assumes ALL RISK for the end use of any deliverable.
13. No Guarantee of Manufacturability
- Spline Arc LLC produces parts EXACTLY as specified by Buyer.
- Spline Arc LLC is NOT liable for manufacturability issues, part failures, or defects arising from Buyer's design choices, geometry, tolerances, or material selections.
14. Insurance & Risk
- Buyer assumes ALL RISK for the end use, distribution, and application of the deliverables.
- Buyer is solely responsible for obtaining and maintaining adequate insurance (including product liability, general liability, and professional liability coverage) at Buyer's own expense.
15. Force Majeure
Spline Arc LLC shall NOT be liable for any failure or delay in performance due to events beyond its reasonable control, including but not limited to acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, storms, pandemics, epidemics, supply chain disruptions, material shortages, labor disputes, Partner failures, or utility or telecommunications outages.
16. Severability
If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court or arbitrator of competent jurisdiction, the remaining provisions shall remain in FULL FORCE and EFFECT, and the invalid provision shall be modified to the minimum extent necessary to render it enforceable while preserving its intent.
17. Entire Agreement & Modifications
- These Terms, together with any written quote or order accepted by Spline Arc LLC, constitute the ENTIRE AGREEMENT between the parties and supersede all prior discussions, negotiations, and agreements.
- Spline Arc LLC may modify these Terms at any time. Updated Terms will be posted on the Spline Arc LLC website and become effective upon posting. Buyer's continued use of Spline Arc LLC's services constitutes acceptance of the updated Terms.
18. Client Representations
Buyer certifies and warrants that Buyer is a commercial entity or professional acting in a business capacity with FULL AUTHORITY to accept these Terms, and that every representation made in these Terms is true and correct as of the date of every Order.
Contact
SPLINE ARC LLC — Houston, Texas
Email: hello@splinearc.com