Sentrick Foods Wholesale Marketplace — Buyer Agreement

The marketplace serves business buyers purchasing for lawful commercial and resale purposes. Buyer represents that its account information is accurate and that its representative is authorized to make purchases and accept this Agreement. Joining and browsing are free; submitting RFQs, contacting suppliers, and issuing purchase orders require your organization’s approval and the appropriate roles within your organization. Sentrick may request business registration, identification, import eligibility, or other information reasonably necessary to verify an account or transaction. Sentrick may retain an electronic record of acceptance (version, identity, date/time).

Sentrick connects buyers and suppliers. Unless otherwise expressly agreed in writing, the supplier is the seller and Buyer is the purchaser. Sentrick does not own the goods or guarantee any supplier’s performance, product safety, legal compliance, or financial capacity merely by operating the Platform. Mandatory responsibilities remain governed by applicable law and each party’s actual role.

Product information, photographs, prices, and quotations are subject to verification and change. An inquiry or request for quotation is not itself a binding sales contract. A binding contract is formed between Buyer and the supplier when the supplier accepts the buyer’s order on the Platform. Before accepting an order, Buyer must review the product’s specifications, ingredients, allergens, origin, shelf life, storage requirements, quantity, price, and delivery terms. Access to tools is not a guarantee of supply, pricing, availability, or any particular outcome.

Sentrick Foods is free for buyers to join and use; there is no buyer subscription or membership fee. The only platform fee is a 3.5% commission on completed orders, which is borne by the supplier. An order becomes binding only upon acceptance under the applicable transaction documents. Totals, taxes, and any marketplace commission are calculated server-side from the immutable order record; the commission rate is fixed in each order’s record when the order is placed, and existing orders keep their rate.

Buyer shall pay the price and disclosed charges stated in the accepted order, including applicable freight, insurance, taxes, and customs charges. Payment is governed by the Payment Terms; bank transfer / ACH is the default rail, and any card processing is charged to the payer at actual cost. Buyer should independently verify changes to a supplier’s banking details through a trusted channel before transferring funds. Sentrick does not provide escrow or guarantee refunds unless a separate, clearly described arrangement provides otherwise.

Changes to fees. Sentrick may modify its fees prospectively, to the extent permitted by law, with at least thirty (30) days’ notice by registered email or in-account notification; revised fees never alter the rate fixed on an existing order.

Buyer is responsible for legal obligations applicable to its actual role in purchasing, importing, distributing, or using food products. The sales contract must identify the importer and the parties responsible for customs entry, licenses, duties, and FSVP compliance where applicable. Buyer may not identify Sentrick as importer, legal representative, or regulatory responsible party without Sentrick’s prior written agreement and a legally valid basis.

Buyer shall inspect shipments as required by the sales contract and applicable law and notify the supplier of visible damage, shortages, or nonconformity within the period stated in the sales contract (and in any event without undue delay), with reasonable supporting evidence. Remedies may include replacement, refund, credit, or another agreed remedy, subject to the sales contract and applicable law. Buyer is responsible for lawful resale, storage, handling, and downstream compliance, and for providing valid tax or resale documentation where required. Nothing in this Agreement overrides mandatory rights or food-safety notification and recall obligations.

Buyer may not use the Platform for fraud, impersonation, sanctions violations, or unlawful transactions, and must comply with the Acceptable Use and Marketplace Integrity policies. Buyer must protect account credentials and suppliers’ non-public commercial information, and may not misuse or disclose supplier data outside legitimate transaction purposes. Any buyer fee or commission applies only if clearly disclosed and accepted before the transaction.

Buyer should first raise product, shipping, or performance disputes with the supplier using the available communication channels. Sentrick may assist communication but does not become an arbitrator, guarantor, or party to the sales contract by doing so. To the extent permitted by law, Sentrick does not guarantee supplier listings or product availability and is not liable for indirect, special, incidental, or consequential losses or lost profits.

LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF ANIMA TECHNOLOGY: SENSOR & TRACKING SOLUTIONS, LLC AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE USE OF THE MARKETPLACE, UNDER ANY THEORY OF LIABILITY, SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL COMMISSIONS ACTUALLY RECEIVED AND RETAINED BY SENTRICK FROM THE CLAIMING PARTY DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) USD $100.

THIS LIMIT APPLIES IN THE AGGREGATE, NOT SEPARATELY TO EACH CLAIM, AND DOES NOT LIMIT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Sentrick may suspend or terminate access for non-payment, prohibited conduct, or legal, safety, or fraud concerns, with appropriate notice where practicable. Suspension does not cancel obligations under accepted orders. This Agreement is governed by Texas law, subject to mandatory law. The parties shall first attempt a good-faith resolution for thirty (30) days and then submit unresolved disputes to the state or federal courts located in Harris County, Texas.

Legal notices: Anima Technology: Sensor & Tracking Solutions, LLC, Houston, Texas, legal@sentrickfoods.com