Welcome to DFM Foundry!
These Terms and Conditions ("Terms") govern your access to and use of the DFM Foundry website located at https://www.dfmfoundry.com (the "Website"), as well as the engineering, auditing, and supply chain management services ("Services") provided by Novalist Co., Ltd. ("DFM Foundry", "we", "us", or "our").
By accessing this Website or submitting project files to us, you agree to be bound by these Terms. If you disagree with any part of these Terms, you may not access the Website or use our Services.
1. Definitions
"Client", "You", "Your": The individual or legal entity accessing the Website or using the Services.
"Client Files": Any 3D CAD models, PCB Gerbers, ODB++ files, Bill of Materials (BOM), schematics, or product specifications sent by you to our platform.
"Deliverables": The digital outputs provided by us, including Design for Manufacturability (DFM) reports, factory quotations and estimated lead times.
2. Intellectual Property and Confidentiality
We understand that your designs are your most valuable assets. Our business is built on protecting them.
2.1 Client Ownership: You retain full, exclusive ownership of all intellectual property rights embedded within the Client Files you sent. DFM Foundry claims no ownership over your product designs.
2.2 Limited License to Execute: By sending Client Files, you grant DFM Foundry a restricted, non-exclusive, secure license solely for the purpose of executing the requested DFM audits, generating quotes, and coordinating manufacturing processes.
2.3 Strict Confidentiality: All Client Files submitted to our platform are automatically governed by our Standard Mutual Non-Disclosure Agreement (NDA). We do not use, reproduce, or share your proprietary designs for any purpose other than fulfilling your specific service requests. Data is shared with our vetted manufacturing partners strictly on a "need-to-know" (split-BOM) basis.
3. Scope of Services & Engineering Disclaimers
3.1 Advisory Nature of Digital Services: Our $299 DFM Audits and initial consulting services provide professional engineering recommendations based on current Asian manufacturing standards. These Deliverables are advisory in nature. The final decision to alter physical designs, approve tooling, or commence mass production rests entirely with the Client.
3.2 Transition to Physical Manufacturing: These Terms govern your use of the Website and our digital/consulting Services. Any agreement to proceed with physical manufacturing, tooling, or PCBA production will require the execution of a separate Master Manufacturing Agreement (MMA), which will outline specific terms regarding defect rates, warranties, and production lead times.
4. Client Responsibilities
4.1 Accuracy of Files: DFM Foundry relies entirely on the accuracy and completeness of the Client Files you provide. You are responsible for ensuring that all CAD files, Gerber files, and BOMs (including specific Manufacturer Part Numbers) are correct and uncorrupted.
4.2 Disclaimer of Flawed Inputs: We are not liable for manufacturing defects, assembly failures, or cost overruns that result from fundamentally flawed physical designs, incorrect tolerances, or ambiguous component specifications provided by you.
5. Payments, Fees, and Chargebacks
5.1 Upfront Payment: Fees for digital services, including the DFM Audit, are due upfront at the time of checkout via our secure payment gateway (e.g., Stripe).
5.2 Non-Refundable Digital Services: Due to the immediate allocation of expert engineering labor upon the upload of your files, fees for DFM Audits are generally 100% non-refundable once the review process has commenced. Please refer to our full Refund Policy for specific details.
5.3 Dispute Resolution: You agree to contact our support team in good faith to resolve any issues or discrepancies with our Deliverables before initiating a chargeback with your credit card provider or financial institution. Fraudulent chargebacks for delivered engineering reports will be contested vigorously using system access logs and IP records.
6. Limitation of Liability
To the maximum extent permitted by applicable law, DFM Foundry provides the Website and digital Services on an "AS IS" and "AS AVAILABLE" basis.
6.1 No Indirect Damages: In no event shall DFM Foundry, its directors, employees, or engineering partners be liable for any indirect, punitive, incidental, special, or consequential damages, including without limitation: loss of profits, loss of revenue, loss of business opportunity, or project delays arising out of your use of our Services.
6.2 Maximum Liability Cap: In any event, DFM Foundry's total aggregate liability for any claim arising from our digital services (such as a DFM Audit) shall be strictly limited to the total amount paid by you to us for that specific service in the preceding three (3) months, or $299 USD, whichever is greater.
7. Indemnification
You agree to indemnify, defend, and hold harmless DFM Foundry, its affiliates, and manufacturing partners from and against any and all claims, liabilities, damages, losses, or expenses (including reasonable legal fees) arising out of or in any way connected with:
(a) Your violation of these Terms;
(b) Any claim that the Client Files you uploaded infringe upon the intellectual property, patent, or copyright of any third party;
(c) Product liability claims resulting from the end-use of hardware manufactured based on your designs.
8. Third-Party Links and Tools
Our Website may contain links to third-party websites or services that are not owned or controlled by DFM Foundry (e.g., payment portals - Stripe). We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party websites.
9. Governing Law and Jurisdiction
These Terms and Conditions shall be governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region (HKSAR), without regard to its conflict of law provisions.
Any legal action, dispute, or proceeding arising out of or relating to these Terms or our Services shall be brought exclusively in the courts located in Hong Kong, and you hereby consent and submit to the personal jurisdiction of such courts.
10. Severability and Modifications
10.1 Severability: If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect.
10.2 Modifications: We reserve the right, at our sole discretion, to modify or replace these Terms at any time. By continuing to access or use our Website after those revisions become effective, you agree to be bound by the revised terms.
Contact Us
If you have any questions about these Terms, please contact our Legal and Compliance team at:
Email: hello@dfmfoundry.com
Mailing Address: FLAT 2401 INDUSTRIAL BUILDING SAN PO KONG, HK 999077