Terms and Conditions of Sale

Effective Date: June 2026

These Terms and Conditions of Sale (“Terms”) govern the sale of products, services, repairs, support, and related deliverables by Ampwave Defense LLC (“Ampwave Defense”) to the purchaser (“Buyer”). Acceptance of any quotation, proposal, order acknowledgment, shipment, delivery, or invoice issued by Ampwave Defense constitutes acceptance of these Terms.

These Terms supersede any conflicting or additional terms contained in a purchase order, acknowledgment, or other document submitted by Buyer unless expressly agreed to in writing by an authorized representative of Ampwave Defense.

1. Pricing and Payment

1.1 Pricing

Unless otherwise stated in writing, prices are those specified in the applicable quotation, proposal, or price schedule issued by Ampwave Defense.

Ampwave Defense reserves the right to modify pricing, discontinue products, or withdraw quotations at any time prior to acceptance of an order.

1.2 Currency

All prices are stated in United States Dollars (USD) unless otherwise specified in writing.

1.3 Taxes

Prices do not include sales, use, excise, value-added, import, export, customs, or similar taxes, duties, tariffs, or governmental charges. Buyer is responsible for all such charges unless Buyer provides a valid tax exemption certificate acceptable to Ampwave Defense.

1.4 Payment Terms

Unless otherwise agreed in writing, invoices are payable according to the payment terms specified on the invoice. Late payments may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law.

Buyer shall reimburse Ampwave Defense for reasonable costs incurred in collecting overdue amounts, including attorneys’ fees and collection expenses.

2. Quotations and Order Acceptance

All quotations and proposals are non-binding and expire thirty (30) days from the date issued unless otherwise stated.

No order shall be binding upon Ampwave Defense until accepted in writing.

Ampwave Defense reserves the right to reject any order in whole or in part.

Unless otherwise agreed in writing, the minimum order value is $250 per order.

3. Delivery and Performance

Delivery dates are estimates only and are not guaranteed.

Ampwave Defense may make partial shipments and invoice each shipment separately.

Ampwave Defense shall not be liable for delays resulting from:

  • Material shortages

  • Supplier delays

  • Transportation disruptions

  • Regulatory actions

  • Customer-caused delays

  • Force majeure events

  • Circumstances beyond its reasonable control

Buyer acknowledges that delivery schedules may be affected by government contracting priorities, export licensing requirements, national security restrictions, or supply chain conditions.

4. Inspection and Acceptance

Buyer shall inspect all products immediately upon receipt.

Claims for shortages, shipping damage, defects, or nonconforming products must be submitted in writing within thirty (30) days after delivery.

Failure to provide timely notice shall constitute acceptance of the products.

Ampwave Defense shall be afforded a reasonable opportunity to inspect and evaluate any alleged nonconformity before Buyer may pursue any remedy.

5. Product Returns

Products may not be returned without prior written authorization from Ampwave Defense.

Approved returns must be accompanied by a Return Material Authorization (RMA) number.

Returns resulting from ordering errors, cancellations, or customer convenience may be subject to a restocking charge of up to fifteen percent (15%) of the product value, together with any applicable inspection, repackaging, or handling charges.

Unauthorized returns may be refused and returned at Buyer’s expense.

6. Order Cancellation and Stop-Work Requests

Buyer may request cancellation of standard, non-custom orders prior to shipment.

Any cancellation, hold, suspension, or stop-work request is subject to Ampwave Defense approval and may result in cancellation charges including:

  • Work performed

  • Materials purchased

  • Commitments made to suppliers

  • Engineering expenses

  • Administrative costs

  • Reasonable overhead and profit

Custom, special-order, or modified products may not be canceled except upon terms approved by Ampwave Defense.

7. Warranty

7.1 Limited Warranty

Ampwave Defense warrants that products manufactured by Ampwave Defense will be free from defects in materials and workmanship and will substantially conform to published specifications at the time of shipment.

Unless otherwise specified for a particular product line, the warranty period is twelve (12) months from the date of original shipment.

7.2 Warranty Remedies

Ampwave Defense’s sole obligation under this warranty shall be, at its option:

  • Repair of the defective product;

  • Replacement of the defective product; or

  • Refund or credit of the original purchase price.

These remedies are Buyer’s exclusive remedies.

7.3 Exclusions

The warranty does not apply to products that have been:

  • Misused or abused;

  • Improperly installed;

  • Operated outside published specifications;

  • Modified without authorization;

  • Damaged in shipment after transfer of risk;

  • Subjected to improper storage, maintenance, or handling.

Consumables and third-party products are covered only by the manufacturer’s warranty, if any.

7.4 Warranty Disclaimer

EXCEPT AS EXPRESSLY PROVIDED HEREIN, AMPWAVE DEFENSE DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR TITLE.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, AMPWAVE DEFENSE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOSS OF DATA, LOSS OF USE, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES.

AMPWAVE DEFENSE’S TOTAL LIABILITY ARISING FROM ANY CLAIM RELATED TO THE PRODUCTS OR SERVICES SHALL NOT EXCEED THE AMOUNT PAID BY BUYER FOR THE SPECIFIC PRODUCT OR SERVICE GIVING RISE TO THE CLAIM.

9. Intellectual Property and Patent Indemnification

Ampwave Defense retains all intellectual property rights associated with its products, documentation, designs, software, and technical information.

No sale transfers ownership of any intellectual property rights except the right to use the purchased product for its intended purpose.

Ampwave Defense shall defend and indemnify Buyer against claims that a product manufactured by Ampwave Defense infringes a United States patent, subject to prompt notice, cooperation, and the limitations set forth in this Agreement.

10. Export Compliance

Products, software, technical data, and services provided by Ampwave Defense may be subject to United States export control laws and regulations, including the International Traffic in Arms Regulations (ITAR), Export Administration Regulations (EAR), and economic sanctions administered by the United States Government.

Buyer shall comply with all applicable export control laws and regulations and shall not export, re-export, transfer, or disclose any controlled item except as authorized by applicable law and required governmental approvals.

Buyer is solely responsible for obtaining any licenses, permits, or approvals required for export, re-export, transfer, or use.

11. Force Majeure

Ampwave Defense shall not be liable for any delay or failure to perform caused by events beyond its reasonable control, including:

  • Acts of God

  • Natural disasters

  • Fire

  • Flood

  • Epidemic or pandemic

  • Labor disputes

  • Transportation interruptions

  • Government actions

  • War

  • Terrorism

  • Cybersecurity incidents

  • Supply chain disruptions

  • Utility failures

Performance shall be suspended for the duration of the event without liability.

12. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, without regard to conflict of law principles.

The parties consent to exclusive jurisdiction and venue in the state and federal courts located in Pennsylvania.

13. General Provisions

These Terms constitute the complete agreement between Ampwave Defense and Buyer regarding the subject matter hereof.

No amendment or modification shall be effective unless in writing and signed by an authorized representative of Ampwave Defense.

If any provision is determined to be unenforceable, the remaining provisions shall remain in full force and effect.

Failure to enforce any provision shall not constitute a waiver of future enforcement.

Buyer may not assign its rights or obligations without prior written consent from Ampwave Defense.

Contact Information

Ampwave Defense LLC
1000 New Holland Avenue
Lancaster, PA 17601 USA