Terms of service

Last Updated: May 2, 2025

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These Terms of Service (“Terms”) govern the sale and use of products and services (“Products”) provided by Vixos Aviation ApS ("Vixos"), a company organized under the laws of Denmark, with its principal place of business at Slotsgade 30, 9330 Dronninglund, Denmark (“Supplier”, “we”, “us”, or “our”), to any purchaser (“Customer”, “you”, or “your”).

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By purchasing from us, you agree to be bound by these Terms.

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1. Scope

These Terms apply to all quotations, order confirmations, and deliveries made by Supplier. Any conflicting or additional terms proposed by Customer are expressly rejected unless agreed to in writing by Supplier.

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2. Product Use and Safety

Customer acknowledges that the Products are safety-critical systems intended for use in unmanned aircraft systems (“UAS”) or other regulated applications. Improper use may lead to loss of vehicle, injury, or death.

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Customer is solely responsible for:

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• Assessing the suitability of Products for specific applications,

• Ensuring correct integration and testing before deployment,

• Obtaining all necessary regulatory approvals and certifications for operation,

• Complying with applicable laws, aviation rules, and safety standards.

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Supplier shall not be held liable for any damages resulting from misuse, incorrect installation, failure to comply with applicable standards, or use outside the intended purpose.

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3. Iridium Satellite Communication

Some Products may include components that use Iridium satellite communication services for telemetry, tracking, or control.

Customer acknowledges and accepts that:

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• Such communications may be transmitted through Iridium’s satellite network;

• Supplier has access to all Iridium-linked communication data from the Products, including location, status, and transmitted content, where technically feasible;

• This access may be used for diagnostics, fleet monitoring, safety analysis, or regulatory compliance support;

• Iridium services are provided by a third party and are entirely outside the control of the Supplier;

• The availability, latency, and quality of Iridium communication are subject to the operational status of the Iridium satellite system and related infrastructure;

• Consequently, the functionality of Products that rely on Iridium may be impaired, delayed, or interrupted without notice, and Supplier makes no guarantee of continuous or fault-free Iridium communication.

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Customer remains responsible for any applicable Iridium airtime fees unless otherwise agreed.

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4. Warranty

Products are warranted to be free from material defects in workmanship and materials under normal use for a period of twelve (12) months from date of delivery.

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This warranty does not cover:

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• Damage due to accident, misuse, or improper installation,

• Normal wear and tear,

• Modifications or repairs not performed by the Supplier.

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If a Product is found defective during the warranty period, Supplier will, at its option, repair, replace, or refund the purchase price.

This is the sole and exclusive warranty, and all other warranties, express or implied, including any implied warranty of merchantability or fitness for a particular purpose, are disclaimed.

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5. Limitation of Liability

To the maximum extent permitted by law:

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• Supplier shall not be liable for indirect, incidental, special, punitive, or consequential damages, including but not limited to lost profits, loss of use, or reputational harm.

• Supplier’s total liability under any theory of liability shall be limited to the amount paid by Customer for the specific Product giving rise to the claim.

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These limitations apply even if the Supplier was advised of the possibility of such damages.

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6. Compliance and Export Control

The Customer agrees not to export, re-export, or use the Products in violation of applicable export control laws, including but not limited to EU regulations, U.S. EAR/ITAR, and other national or international restrictions.

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The Customer represents and warrants that the Products will not be used in connection with:

• Military applications, unless explicitly authorized,

• Activities related to weapons, surveillance, or human rights abuses,

• Operations in embargoed or restricted territories.

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The Customer further represents that VIxos' non-military policy is always maintained.

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7. Intellectual Property

All intellectual property rights in the Products, including hardware, firmware, software, documentation, and designs, remain the exclusive property of Supplier or its licensors. No rights are transferred to Customer beyond what is explicitly granted.

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8. Indemnification

Customer agrees to indemnify, defend, and hold harmless Supplier from any and all claims, liabilities, damages, losses, and expenses, including reasonable attorneys’ fees, arising from:

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• Customer’s use of the Products,

• Any breach of these Terms,

• Any violation of applicable law or third-party rights.

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9. Orders, Payment, and Delivery

All orders are subject to written acceptance by Supplier. Prices are exclusive of VAT, duties, and shipping unless otherwise stated.

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It is the Supplier’s policy that all orders must be paid in full prior to shipment. No Products will be dispatched until payment has been received and confirmed.

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Late payments on any agreed exceptions may incur interest at 1.5% per month or the maximum allowed by law.

10. Cancellation Policy

Order Cancellation by Customer

Customer may request to cancel an order by submitting written notice to Supplier. Cancellation requests are subject to the following conditions:

• Standard Products:

  • Orders for standard, non-customized products may be canceled without penalty if the request is received before the order has shipped.

  • If the order has already shipped, the cancellation will be treated as a return, subject to the return policy (if applicable).

• Customized or Built-to-Order Products:

  • Orders for custom products, configured systems, or any items manufactured to Customer specifications cannot be canceled once production has begun.

  • If cancellation is requested after production has started, Customer remains liable for all costs incurred up to the date of cancellation, including engineering, material, and labor costs.

• Minimum Cancellation Fee:

  • Supplier reserves the right to apply a cancellation fee of up to 25% of the total order value to cover administrative, handling, and restocking expenses, unless otherwise agreed.

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Order Cancellation by Supplier
Supplier reserves the right to cancel any order in the event of:

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• Non-payment or delayed payment by Customer;

• Regulatory restrictions or export compliance issues;

• Technical or logistical issues that prevent fulfillment.

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In such cases, any payments already received will be refunded, unless non-payment or breach by Customer is the reason for cancellation.

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11. Refund Policy

General Refund Terms
Refunds will be issued only under the following circumstances:

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• A Product is defective and cannot be repaired or replaced under warranty;

• An order is canceled in accordance with the Cancellation Policy and qualifies for a refund;

• Supplier is unable to fulfill the order due to reasons within Supplier’s control.

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All refunds must be authorized in writing by Supplier and are subject to verification of the claim.

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Conditions for Refunds
Refunds are subject to the following conditions:

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• Products must be returned in unused, undamaged, and resalable condition unless defective;

• All original documentation, accessories, and packaging must be included;

• Refunds will be issued only after the returned item has been inspected and accepted by Supplier;

• Any approved refund will be processed using the original method of payment, unless otherwise agreed;

• Shipping and handling charges are non-refundable, except where the return is due to Supplier’s error or defective product.

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Non-Refundable Items
No refunds will be issued for:

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• Customized or configured-to-order Products;

• Software licenses, activation keys, or digital content once delivered;

• Products damaged due to misuse, improper installation, or modification by Customer;

• Services already rendered, including Iridium airtime, engineering services, or support.

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Timing
Approved refunds will typically be processed within 30 days of receiving the returned item or cancellation confirmation, unless subject to longer verification (e.g., for complex or high-value systems).

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12. Force Majeure

Supplier shall not be liable for failure to fulfill its obligations due to causes beyond its reasonable control, including but not limited to natural disasters, strikes, acts of war, supply chain disruption, or government action.

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13. Governing Law and Dispute Resolution

These Terms shall be governed by and construed under the laws of Denmark. Any dispute arising from these Terms shall be resolved by the Court of Aalborg, Denmark, unless otherwise agreed in writing.

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14. Miscellaneous

These Terms constitute the entire agreement and supersede any prior agreements or communications.

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Any modification must be in writing and signed by both parties.

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If any provision is found to be unenforceable, the remaining provisions remain in full force.

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Vixos Aviation ApS
Slotsgade 30

9330 Droninglund

Denmark