VEPTOS TERMS OFSALE

Effective Date:February 1st 2025

These Terms of Sale (“Terms”) govern all product sales by MV5X Industries LLC d.b.a Veptos, a Texas corporation (“Veptos,” “we,” or “us”) to the purchasing party (“Customer” or “you”). These Terms apply to all vehicle systems, components, and related goods (“Product(s)”) sold by Veptos unless otherwise agreed in a signed contract. By placing an order or accepting delivery, Customer agrees to be bound by these Terms.

1. Scope of Sale

1.1Nature of Product.Veptos specializes in the modernization and tactical enhancement of legacy vehicle platforms. These Products may include:

  • Modified, armored, or enhanced vehicles

  • Vehicle kits or rolling chassis

  • Integrated tactical systems or parts

1.2 Intended Use.Customer acknowledges and agrees that Products are designed for defense, tactical, government, or off-road use, and may not be street legal in all jurisdictions.

2. Quotes, Orders & Deposits

2.1Proposal Validity.Unless otherwise stated, quotes are valid for30 days. Veptos reserves the right to adjust pricing due to material cost changes, engineering revisions, or availability.

2.2Deposits.All orders require a minimum non-refundable deposit of 30% of the total contract price to initiate production. Higher deposits may be required for custom configurations.

2.3Order Confirmation.Orders are binding only upon written confirmation by Veptos. Production begins only after deposit is received and design is approved in writing.

3. Risk of Loss & Acceptance

3.1Risk of Loss & Title
Title and risk of loss for the Product shall remain with Veptos until the Product is delivered, inspected, and accepted by Customer in accordance with Section 3.3 below.

3.2Inspection & Acceptance
Customer shall inspect the Product promptly upon delivery and may reject it only if it:

  • (a) materially deviates from the agreed specifications, or

  • (b) has sustained visible shipping damage that renders it non-functional.

Customer must provide written notice of any rejection, including specific details, withinfive (5) business daysof delivery. Failure to provide such notice within this period shall constitutefinal acceptanceof the Product.

Upon valid rejection, Veptos shall have the exclusive right to, at its sole discretion:

  • (i) repair the non-conforming Product,

  • (ii) replace it with a conforming Product, or

  • (iii) refund the portion of the purchase price attributable to the rejected item.

Upon acceptance—whether express or by lapse of the inspection period—title and risk of loss transfer to Customer, and the Product is deemed delivered in accordance with this Agreement.

4. Payment Terms

4.1Full Payment Due.Final payment is dueprior to releaseof the Product unless a different schedule is agreed in writing.

4.2Late Payments. Late balances are subject to:

  • 1.5% monthly interest(18% annually)

  • Suspension of work or delivery

  • Withholding of title, documentation, or key software unlocks

4.3No Offsets.Customer shall not withhold payment based on disputes, delays, or claims unless first adjudicated.

5. Warranties

5.1Limited Warranty.Unless otherwise agreed in writing, Veptos warrants its Products to be free from material and workmanship defects for:

  • 6 months or 3,000 kilometers, whichever comes first

  • Applies only to the original purchaser

5.2Exclusions.Warranty does not cover:

  • Normal wear and tear

  • Damage due to misuse, improper maintenance, or accidents

  • Third-party repairs or unauthorized modifications

  • Consumables, glass, tires, fluids, brake pads, and similar components

6. Returns, Repairs & Support

6.1Final Sale.All Products are built-to-order and arenon-returnable, except where required by law or under limited warranty repair provisions.

6.2Repair Requests.Veptos may, at its discretion, offer repair or replacement of defective parts during the warranty period. Customer must return defective components at their own cost.

6.3Extended Support.Post-warranty support and upgrades may be available under a separate service agreement.

7. Use & Compliance

7.1Compliance Responsibility.Customer is solely responsible for ensuring that the Product is used:

  • In accordance with local, state, federal, or international laws

  • In an environment legally permitted for its tactical or armored nature

7.2No Guarantee of Road Legality.Veptos makes no representation that the Product is legal for civilian highway use unless explicitly certified and stated in writing.

7.3Assumption of Risk.Customer accepts all risks associated with operation, deployment, or storage of the Product.

8. Intellectual Property

8.1No IP Transfer.All Veptos intellectual property—engineering, design files, software, vehicle architecture, branding—remains the sole property of Veptos.

8.2License.Customer receives a limited, non-transferable license to use software or digital systems embedded in the Product strictly for operational use.

8.3No Reverse Engineering.Customer shall not disassemble, replicate, or reverse engineer any component without prior written permission.

9. Export Compliance

9.1Regulatory Restrictions.Customer agrees to:

  • Comply with all applicableU.S. export control laws

  • Avoid resale or transfer of Products to restricted countries or entities

9.2End User Certification.Veptos requires signed end-user statements or export licenses prior to delivery.

10. Limitation of Liability

To the fullest extent allowed by law:

  • Veptos’ total liability islimited to the amount paidfor the Product in question

  • Veptos isnot liable for:

  • Loss of business or profits

  • Personal injury, death, or property damage arising from misuse or tactical deployment

  • Delays caused by third parties, war, embargo, labor disputes, or supply chain issues

This limitation applies even if Veptos has been advised of possible damages.

11. Force Majeure

Veptos shall not be liable for delays, non-performance, or failure to deliver caused by:

  • Acts of God

  • War, terrorism, or civil unrest

  • Import/export restrictions

  • Material shortages or transportation failure

  • Pandemics or natural disasters

12. Confidentiality

Customer agrees to keep all Veptos designs, specifications, pricing, and communications confidential, and shall not disclose them to third parties without written consent.

13. Governing Law & Venue

These Terms shall be governed by the laws of theState of Texas, without regard to conflict of law principles. All legal proceedings shall be brought inBowie County, Texascourts, state or federal.

14. Entire Agreement

These Terms, together with any signed order form or agreement, represent theentire understandingbetween Veptos and Customer. No oral modifications shall be valid unless in writing and signed by both parties.

15. Survival

Sections on Warranty, Liability, IP, Compliance, and Confidentiality shall survive delivery, expiration, or termination of this agreement.