1) Quotes & Validity

Quotes are valid 30 days unless stated otherwise. Pricing assumes the stated quantities, materials, drawings/models, inspection level, and packaging; changes may require requote. Lead time begins upon receipt of a fully executed purchase order, release of final CAD/drawings/specs, receipt of customer-furnished items, and any required deposit.

2) Scope Changes & TPOC Coordination

If the Technical Point of Contact (TPOC) requests changes (design, quantity, finish, inspection/documentation, packaging, or delivery plan), PARADORN may adjust price and extend the estimated due date at our discretion in coordination with the TPOC. Schedule commitments are contingent on timely approvals and material/tool availability.

3) Cancellation

If an order covered by a quotation/purchase order is canceled, PARADORN, LLC may invoice for (i) labor performed, and (ii) materials, tooling, and supplies purchased, fabricated, committed to, or in process for the order, including reasonable handling and non-recoverable vendor charges.

4) Payment Terms & Invoicing

Default: Unless otherwise stated on PARADORN’s quote, order acknowledgement, or invoice, terms are Due Upon Receipt.

Negotiated terms: If different terms are expressly stated in writing for a specific order (e.g., Net 30 shown on the quote/PO/invoice), those terms govern that order only. Absent such written terms, Due Upon Receipt applies.

Deposits/Milestones (as applicable): PARADORN may require a deposit/retainer or milestone billing (e.g., material purchase, machining start, delivery).

Late fees: Past-due balances may incur a late charge of 1.5% per month (18% APR) or the maximum permitted by law, whichever is lower, applied to any unpaid balance beginning on the 31st day past the invoice date and each month thereafter until paid. PARADORN may suspend work/shipments on accounts past due and recover reasonable collection costs (including attorney’s fees where permitted).

Payment methods: ACH preferred; wire/check accepted. Card payments may be accepted; any surcharge/cash-discount will comply with applicable law and be disclosed on the invoice.

PARADORN accepts Government Purchase Card (GPC/P-Card) payments. Any applicable processing fee or cash-discount alternative will be disclosed on the invoice or at time of transaction in compliance with card-network and government regulations.

No setoff: Customer may not withhold or set off amounts due under one order against claims on another order without PARADORN’s written consent.

Release when current: Shipments/releases may be conditioned on the account being current and (if applicable) required deposit received.

5) Taxes & Shipping

Prices exclude taxes, duties, and freight unless stated.

Taxes: PARADORN collects Maryland Sales & Use Tax on taxable orders shipping to MD unless a valid exemption, resale certificate, or other tax documentation is on file. Customers are responsible for all other federal, state, or local taxes, duties, or fees.

Shipping: Standard shipping terms are (Free Carrier) FCA – PARADORN (White Plains, MD). Risk of loss transfers to the customer when the product is delivered to the carrier. We can ship prepaid/add, collect, prepare orders for customer pickup, or coordinate local delivery upon request.

6) Customer-Furnished Items (CFI) & Bailee Notice

Customer-furnished parts, materials, or tooling must be clearly identified and accompanied by applicable SDS, handling instructions, and stated value. PARADORN will exercise reasonable care but is not liable for latent defects in CFI or damage arising from such defects.

7) Inspection, Acceptance & Nonconformance

Unless otherwise agreed, parts are produced to the provided drawings/models and industry practice. Please inspect upon receipt. Nonconformance claims must be reported within 10 business days of delivery; thereafter, product is deemed accepted. Remedies are at PARADORN’s option: repair, replace, or credit.

8) Quality & Documentation

Standard documentation includes COC and material certs where purchased or requested. Special documentation (e.g., FAI/AS9102, PPAP, test reports, serialization, inspection plans, photos) must be requested at quote and may affect price/lead time.

9) Subcontracting & Flow-Down Requirements

PARADORN may subcontract portions of the work (e.g., specialty processes, finishing, certified testing, or capacity overflow) to qualified vendors. When subcontracting is used:

Responsibility for Work: PARADORN remains responsible for the quality and conformity of subcontracted work to the requirements of the order, except where nonconformance is caused by customer-provided drawings, data, materials, or specifications.

Customer Flow-Down Requirements: If the customer requires specific vendor certifications (e.g., NADCAP, ISO/AS9100, ITAR-registered, DFARS-compliant sources), these requirements must be disclosed in writing at the RFQ/quote stage. Additional flow-down requirements not provided at quote may incur added cost or schedule changes.

Export-Controlled or Restricted Work: Customer must identify in writing if any portion of the order is subject to ITAR, EAR, CUI, DFARS 252.204-7012, or other export-controlled compliance. PARADORN will only subcontract such work to appropriately registered and compliant U.S. vendors.

Liability for Customer-Mandated Vendors: If the customer requires the use of a specific subcontractor, inspector, or finishing vendor, PARADORN is not liable for delays, defects, rework, or damages arising from that vendor’s performance.

Right to Replace Vendors: PARADORN may select or change subcontractors when in the best interest of quality, schedule, or compliance, unless customer restrictions are communicated in writing at the time of order.

10) Warranty

PARADORN warrants that goods will conform to the agreed specifications at shipment. This warranty is exclusive and in lieu of all other warranties, express or implied, including merchantability and fitness for a particular purpose.

11) Limitation of Liability

To the fullest extent permitted by law, PARADORN’s total liability for any claim arising out of an order shall not exceed the amount paid for the specific goods/services at issue. PARADORN is not liable for indirect, incidental, special, or consequential damages (including lost profits, downtime, or recall costs).

12) IP, Confidentiality & Publicity

Each party retains its pre-existing IP. Customer files and data remain confidential and will not be shared or publicized without consent. PARADORN may showcase in-house R&D work, but customer work is not shown without written permission or as explicitly allowed by contract.

13) Cybersecurity, CUI Handling & DFARS Compliance

PARADORN maintains a CMMC-Ready cybersecurity environment aligned with NIST SP 800-171 for handling Controlled Unclassified Information (CUI), Government-Furnished Information (GFI), and sensitive defense-related data. If a project, subcontract, or flow-down requires a specific CMMC certification level, DFARS 252.204-7012 compliance artifacts, POA&M evidence, or additional cybersecurity controls beyond PARADORN’s standard environment:

• The customer must disclose these requirements in writing prior to quotation.

• Additional cybersecurity controls, documentation, monitoring, or reporting may incur separate charges and may affect cost and lead time.

• PARADORN will not accept or process CUI or export-controlled data unless the cybersecurity requirements have been reviewed and confirmed in advance.

• Undisclosed cybersecurity requirements arising after order acceptance may require requote, change order, or schedule extension.

This section applies to any flow-down requirements involving:

• CMMC Level 2 or higher

• NIST SP 800-171 compliance attestations

• DFARS 252.204-7012, -7019, -7020, or -7021

• Sensitive defense materials, CUI, CDI, or GFI

14) Export Control (ITAR/EAR) & Trade Compliance

The customer will identify any export-controlled data/items (e.g., ITAR/EAR) in writing before transfer. If controls apply, parties will execute appropriate NDAs/TAAs and follow all regulations. The customer is responsible for accurate classification/markings of export-controlled inputs.

15) Force Majeure

Neither party is liable for delay/failure due to events beyond reasonable control (e.g., supply-chain disruption, carrier delays, utility outages, labor issues, fire, flood, acts of God/government). Schedules will adjust reasonably; either party may cancel undelivered items after 30 days of continuous force majeure.

16) Returns & RMAs

Returns require prior RMA authorization and proper packaging. Unauthorized returns may be refused.

17) Dispute Resolution & Governing Law

Good-Faith Resolution: The parties will first attempt in good faith to resolve any dispute through direct discussion between authorized representatives.

Arbitration: Except for claims involving non-payment, intellectual property, or export-controlled data/security, any dispute arising out of or related to an order shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall take place in Maryland. Each party shall bear its own costs and an equal share of the arbitrator’s fees unless the arbitrator rules otherwise. The arbitrator’s award shall be final and enforceable in any court of competent jurisdiction.

Court Actions (Limited): For disputes involving: collection of unpaid balances, enforcement of confidentiality/IP obligations, export-controlled information, or injunctive or protective relief, either party may bring an action in the state or federal courts of Maryland, which shall have exclusive jurisdiction.

Governing Law: These Terms shall be governed by the laws of the State of Maryland, without regard to conflict-of-law principles.

No Jury Trial: Both parties knowingly waive the right to a trial by jury in any dispute permitted to be litigated in court.

18) Entire Agreement; Priority of Terms

These Terms, together with PARADORN’s quote, purchase order and statement of work, form the entire agreement regarding the order. If there is a conflict, the quote/SOW controls over general terms. Customer Ts&Cs that materially conflict are objected to and rejected unless expressly accepted in writing.

19) Sever-ability & Survival

If any provision is unenforceable, the remainder remains in effect. Sections on payment, confidentiality, warranty, limitation of liability, governing law survive termination.

20) Revision Notice

PARADORN reserves the right to revise these Terms & Conditions at any time without prior notice. The version in effect at the time PARADORN accepts a purchase order governs that order. Last revision: 12/3/2025