Terms of Service

1. Acceptance of Terms

By accessing or using the Aedes Manufacturing Network website (aedesmfg.com) or submitting any application, inquiry, or registration through the Platform, you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, do not use the Platform.

These Terms constitute a legally binding agreement between you and Aedes Manufacturing Network, LLC ("Aedes," "we," "us," or "our"), a Wyoming limited liability company. Aedes reserves the right to modify these Terms at any time. Continued use of the Platform after any modification constitutes acceptance of the revised Terms.

2. Nature of the Platform

The Aedes Manufacturing Network is a distributed UAV (Uncrewed Aerial Vehicle) production coordination platform. The Platform connects independent builders, manufacturing nodes, and customers seeking drone production services.

The Platform does not manufacture drones directly. Aedes serves as a coordination, certification, and quality assurance layer. All production is performed by independent builder participants who are not employees or agents of Aedes.

Submission of a builder application or customer inquiry does not create any contractual obligation on the part of Aedes to provide services, enter into a production agreement, or admit any applicant into the builder network. All participation is subject to separate written agreements.

3. Builder Participation

Individuals and entities applying to participate in the Aedes builder network ("Builders") acknowledge and agree:

(a) Application Approval. Submission of a builder application does not guarantee admission to the network. Aedes retains sole discretion to accept or reject any application, with or without explanation.

(b) Separate Agreement Required. Participation in production activities requires execution of a separate Builder Network Agreement, which will govern compensation, certification requirements, quality standards, intellectual property rights, and all other material terms of participation.

(c) Independent Contractor Status. Builders are independent contractors, not employees, agents, or partners of Aedes. Builders are solely responsible for their own taxes, insurance, equipment, workspace, and compliance with applicable laws.

(d) Certification and Standards. Builders must meet and maintain all certification requirements established by Aedes. Aedes may revoke certification and terminate network participation at any time for failure to meet quality, performance, or compliance standards.

(e) No Guaranteed Work. Acceptance into the builder network does not guarantee any minimum volume of production assignments, income, or compensation. Work allocation is determined at the sole discretion of Aedes based on capacity, performance history, and demand.

4. Intellectual Property

(a) Design Packages. All design packages, specifications, bills of materials, assembly instructions, system architectures, and related technical documentation distributed through the Platform ("Design Materials") are the proprietary intellectual property of Aedes or its licensors.

(b) Limited License. Builders who receive Design Materials are granted a limited, non-exclusive, non-transferable, revocable license to use such materials solely for authorized production activities under a signed Builder Network Agreement. No other use is permitted.

(c) Prohibitions. Builders and all users expressly agree not to: (i) copy, reproduce, or distribute Design Materials outside of authorized production activities; (ii) reverse engineer, disassemble, or derive alternative designs from Design Materials; (iii) use Design Materials for any purpose other than authorized Aedes production; (iv) share, publish, or transfer Design Materials to any third party.

(d) User Submissions. By submitting information through the Platform (including application data, capability descriptions, and production data), you grant Aedes a non-exclusive, worldwide, royalty-free license to use such information for the purposes of operating the Platform, evaluating your application, and improving the network.

(e) Platform Technology. All software, algorithms, tools, databases, and technology underlying the Platform are the exclusive property of Aedes. No rights in Platform technology are transferred by these Terms.

5. Regulatory Compliance

(a) FAA Compliance. Uncrewed aerial vehicles are subject to regulation by the Federal Aviation Administration (FAA). Builders and customers are solely responsible for ensuring that their activities comply with all applicable FAA regulations, including but not limited to Part 107, registration requirements, airspace authorization, and operational limitations. Aedes does not provide FAA compliance guidance and nothing in these Terms or on the Platform constitutes legal or regulatory advice.

(b) Export Controls and ITAR. Certain drone technologies, components, and related technical data may be subject to the International Traffic in Arms Regulations (ITAR), Export Administration Regulations (EAR), or other export control laws. Users are solely responsible for determining whether any export control requirements apply to their activities and for obtaining all necessary licenses and approvals. Aedes does not provide export control compliance guidance.

(c) Defense and Government-Adjacent Activities. To the extent any Platform activities relate to defense or government programs, users are solely responsible for compliance with all applicable procurement regulations, security requirements, and program restrictions.

(d) General Compliance. Users are solely responsible for complying with all applicable federal, state, and local laws, regulations, and ordinances relating to their participation in the Platform, including without limitation laws relating to manufacturing, product liability, occupational safety, environmental protection, and tax.

6. Disclaimers

(a) No Warranty. THE PLATFORM AND ALL CONTENT, INFORMATION, AND SERVICES PROVIDED THROUGH THE PLATFORM ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ACCURACY.

(b) Production Outcomes. AEDES MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE QUALITY, SAFETY, PERFORMANCE, OR FITNESS FOR ANY PURPOSE OF DRONES OR COMPONENTS PRODUCED THROUGH THE NETWORK. ALL PRODUCTION OUTPUT IS SUBJECT TO INDEPENDENT VALIDATION AND THE TERMS OF APPLICABLE PRODUCTION AGREEMENTS.

(c) Network Availability. Aedes does not warrant that the builder network will have sufficient capacity, geographic coverage, or specialization to fulfill any particular production requirement.

(d) Third Party Builders. Aedes is not responsible for the acts, omissions, or errors of independent builders participating in the network. Builders are independent contractors, and Aedes expressly disclaims liability for any production defects, injuries, property damage, or other harm arising from builder activities.

7. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AEDES AND ITS MEMBERS, OFFICERS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, LOSS OF DATA, LOSS OF BUSINESS, OR LOSS OF GOODWILL, ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE PLATFORM, EVEN IF AEDES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL AEDES'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATED TO THE PLATFORM EXCEED THE GREATER OF (A) ONE HUNDRED DOLLARS ($100.00) OR (B) THE AMOUNTS PAID BY YOU TO AEDES IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES OR LIABILITY, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU IN THEIR ENTIRETY.

8. Indemnification

You agree to indemnify, defend, and hold harmless Aedes and its members, officers, employees, agents, and affiliates from and against any and all claims, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from or related to: (a) your use of the Platform; (b) your violation of these Terms; (c) your violation of any applicable law or regulation; (d) your production activities; (e) any product liability claim related to drones or components you produce; or (f) your infringement of any third party intellectual property rights.

9. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Wyoming, without regard to its conflict of law provisions.

Any dispute arising from or related to these Terms or the Platform that cannot be resolved informally shall be submitted to binding arbitration administered by JAMS under its Streamlined Arbitration Rules and Procedures, with arbitration to take place in Cheyenne, Wyoming. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm pending resolution of a dispute.

10. Miscellaneous

(a) Entire Agreement. These Terms, together with any applicable Builder Network Agreement, Production Contract, or other written agreement executed between you and Aedes, constitute the entire agreement between the parties with respect to the Platform and supersede all prior communications and agreements.

(b) Severability. If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

(c) No Waiver. Failure by Aedes to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

(d) Assignment. You may not assign your rights or obligations under these Terms without the prior written consent of Aedes. Aedes may assign these Terms without restriction.

(e) Contact. For questions regarding these Terms, contact us through the inquiry form at aedesmfg.com.