Each card carries the governed distillate name from the database. Open the quoted anchor before relying on the interpretation.
observationobservation
EDVA Document 165, filed April 15, 2026, PageIDs 2116–2134.
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IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
Richmond Division
HII MISSION TECHNOLOGIES
CORP.,
Plaintiff,
v.
CYBERLUX CORP., et al.,
Defendants.
)
)
)
)
)
)
)
)
)
)
)
Case No. 3:25-cv-483
MEMORANDUM OF LAW IN SUPPORT OF THIN AIR GEAR, LLC’S MOTION FOR
SUMMARY JUDGMENT
In accordance with Federal Rule of Civil Procedure 56, Local Civil Rule 56, and the
Court’s March 31, 2026 Order (ECF 158), Thin Air Gear, LLC (“TAG”), by and through its
undersigned counsel of record, respectfully submits this Memorandum of Law and Declaration
of Anthony R. Gonzalez (“Decl.”) with attached Exhibits (Exhibit A) in support of its Motion
for Summary Judgment, and states as follows:
INTRODUCTION
As set forth below, TAG’s drone kit bags were manufactured and sold to Cyberlux
pursuant to the Subcontract that is the subject of this interpleader action and they were used to
package the drones that were sold pursuant to the Subcontract. Importantly, TAG is the only
claimant to this action that manufactured and sold anything that is related to the
Subcontract. Without TAG, there would have been no deliverables, there would have been no
completion, there would have been no payments, there would have been no collateral for the
lenders to make their loans, and there would be no interpleaded funds. Based on its equitable
lien, constructive trust, other equitable considerations, and governing government contracting
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 1 of 19 PageID# 2116
claimallegation
Thin Air Gear, LLC (TAG) seeks summary judgment for $1,385,489.46, further fees/costs and 8% compound post-judgment interest, with first or
Thin Air Gear, LLC (TAG) seeks summary judgment for $1,385,489.46, further fees/costs and 8% compound post-judgment interest, with first or second priority, possibly behind ARG. This is its April 15, 2026 motion memorandum, not an order awarding priority or payment.
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IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
Richmond Division
HII MISSION TECHNOLOGIES
CORP.,
Plaintiff,
v.
CYBERLUX CORP., et al.,
Defendants.
)
)
)
)
)
)
)
)
)
)
)
Case No. 3:25-cv-483
MEMORANDUM OF LAW IN SUPPORT OF THIN AIR GEAR, LLC’S MOTION FOR
SUMMARY JUDGMENT
In accordance with Federal Rule of Civil Procedure 56, Local Civil Rule 56, and the
Court’s March 31, 2026 Order (ECF 158), Thin Air Gear, LLC (“TAG”), by and through its
undersigned counsel of record, respectfully submits this Memorandum of Law and Declaration
of Anthony R. Gonzalez (“Decl.”) with attached Exhibits (Exhibit A) in support of its Motion
for Summary Judgment, and states as follows:
INTRODUCTION
As set forth below, TAG’s drone kit bags were manufactured and sold to Cyberlux
pursuant to the Subcontract that is the subject of this interpleader action and they were used to
package the drones that were sold pursuant to the Subcontract. Importantly, TAG is the only
claimant to this action that manufactured and sold anything that is related to the
Subcontract. Without TAG, there would have been no deliverables, there would have been no
completion, there would have been no payments, there would have been no collateral for the
lenders to make their loans, and there would be no interpleaded funds. Based on its equitable
lien, constructive trust, other equitable considerations, and governing government contracting
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 1 of 19 PageID# 2116
claimallegation
TAG says discovery was limited to one interrogatory and two document requests and it had not seen all other summary-judgment motions. It pro
TAG says discovery was limited to one interrogatory and two document requests and it had not seen all other summary-judgment motions. It proposes supplementing its rankings in opposition. This limits the completeness of its account of other creditors’ evidence.
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falls in order of priority or entitlement.” ECF 158 at 1-2. This is a very unusual burden to place
on moving parties on summary judgment. This burden is even more unusual given that, other
than uncorroborated responses to a singe interrogatory and two document requests, there has
been no discovery in this action and TAG has not seen all the other parties’ motions for
summary judgment. TAG bases the following on the limited discovery produced by the other
parties to date and will supplement these arguments in its 10 page Opposition. Id. at 2.
Thin Air Gear, LLC. As set forth immediately above, TAG should have priority over all other
parties other than possibly ARG. Even were the Court to apply Article 9, TAG’s equitable
lien/constructive trust has a priority date of September 5, 2023, which places TAG before all the
other legitimate claimants except possibly ARG.
ARG. As set forth in its Motion for Summary Judgment, ARG should have priority over all
other parties with the possible exception of TAG. Even were the Court to apply Article 9, ARG
has claimed an equitable lien and constructive trust with a priority date of February 28, 2022,
which predates all others.
Legalist. Legalist claims to have the highest priority based upon its alleged perfected, security
interest derived from its status as an assignee of funds. However, based upon the interrogatory
response and documents it has submitted, Legalist has not established that it has a security
interest at all. The Assignment of Claims Act of 1940, 41 U.S.C. § 6305(b) (formerly 41 U.S.C.
§ 15) 4 protects “the Government from voluntary assignments of contracts or claims to parties
where it has not consented to or recognized the assignment.” Delmarva Power & Light Co. v.
4
A separate statutory provision, 31 U.S.C. § 3727(c), addresses assignment of claims and, together,
the two provisions are referred to as the “Assignment of Claims Act” and they have been applied
coterminously. See Merchants’ Funding Group, 33 Fed. Cl. at 454 (applying together the
“Assignment of Claims Act, 31 U.S.C. § 3727, 41 U.S.C. § 15”). FAR 32.802, FAR 52.232-23,
and DFARS 232.805 also incorporate these statutory requirements.
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 13 of 19 PageID# 2128
claimallegation
TAG challenges Legalist’s assignment on qualified assignment/use-of-funds grounds, notes March 27, 2024 execution after the December 22 stop
TAG challenges Legalist’s assignment on qualified assignment/use-of-funds grounds, notes March 27, 2024 execution after the December 22 stop-work, and infers lending could not support performance. It acknowledges at minimum a factual dispute; the memorandum supplies no transaction tracing that independently proves the categorical non-use assertion.
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falls in order of priority or entitlement.” ECF 158 at 1-2. This is a very unusual burden to place
on moving parties on summary judgment. This burden is even more unusual given that, other
than uncorroborated responses to a singe interrogatory and two document requests, there has
been no discovery in this action and TAG has not seen all the other parties’ motions for
summary judgment. TAG bases the following on the limited discovery produced by the other
parties to date and will supplement these arguments in its 10 page Opposition. Id. at 2.
Thin Air Gear, LLC. As set forth immediately above, TAG should have priority over all other
parties other than possibly ARG. Even were the Court to apply Article 9, TAG’s equitable
lien/constructive trust has a priority date of September 5, 2023, which places TAG before all the
other legitimate claimants except possibly ARG.
ARG. As set forth in its Motion for Summary Judgment, ARG should have priority over all
other parties with the possible exception of TAG. Even were the Court to apply Article 9, ARG
has claimed an equitable lien and constructive trust with a priority date of February 28, 2022,
which predates all others.
Legalist. Legalist claims to have the highest priority based upon its alleged perfected, security
interest derived from its status as an assignee of funds. However, based upon the interrogatory
response and documents it has submitted, Legalist has not established that it has a security
interest at all. The Assignment of Claims Act of 1940, 41 U.S.C. § 6305(b) (formerly 41 U.S.C.
§ 15) 4 protects “the Government from voluntary assignments of contracts or claims to parties
where it has not consented to or recognized the assignment.” Delmarva Power & Light Co. v.
4
A separate statutory provision, 31 U.S.C. § 3727(c), addresses assignment of claims and, together,
the two provisions are referred to as the “Assignment of Claims Act” and they have been applied
coterminously. See Merchants’ Funding Group, 33 Fed. Cl. at 454 (applying together the
“Assignment of Claims Act, 31 U.S.C. § 3727, 41 U.S.C. § 15”). FAR 32.802, FAR 52.232-23,
and DFARS 232.805 also incorporate these statutory requirements.
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 13 of 19 PageID# 2128
claimallegation
TAG separately alleges absence of contracting/disbursing officer notice, acknowledgement or government recognition/waiver, and missing corpo
TAG separately alleges absence of contracting/disbursing officer notice, acknowledgement or government recognition/waiver, and missing corporate seal or authorising board resolution. It argues assignment invalidity under the cited Assignment of Claims Act/FAR authorities. Absence from cited production is not proof that notice never existed, and invalidity remains its legal contention.
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convenience the performance of the Prime Contract relevant to the Subcontract. ECF 41 at ¶ 20.
Under these circumstances, it is not plausible that any lending from Legalist was intended for or
could have been used towards the Prime Contract. Indeed, the Second Amended and Restated
Government Purchase Order Financing Agreement (Decl. at ¶ 14, Ex. 6 at 1-7), makes no
reference to funds being made available for the performance of the Prime Contract, 6 and the
Instrument of Assignment merely states that it “covers all unpaid amounts” without referencing
any use towards the Prime Contract. Id. at 13. Accordingly, Legalist has not alleged, much less
proven, that any of Legalist’s funds went towards the Prime Contract, and thus the purported
assignment is invalid. See Am. Nat. Bank & Tr. Co. of Chicago, 22 Cl. Ct. at 16 (holding that the
assignment was invalid because “not one penny of Mercantile’s, Mercantile Holdings’ or
American’s funds actually went toward the purchase of raw materials for the [government]
contract whether initially or during subsequent debt restructuring efforts”); Manufacturers
Hanover Trust Co., 590 F.2d at 897 (similar holding). At a minimum, this creates a material
factual dispute as to the validity of the assignment that precludes summary judgment in
Legalist’s favor.
Second, even if Legalist could make this showing, the purported assignment is nonetheless
invalid for failure to comply with the statute’s strict notice requirements. For the assignment to
be valid, the “assignee . . . shall file written notice of the assignment and a true copy of the
instrument of assignment with . . . (A) the contracting officer or head of the officer’s
department or agency; . . . and (C) the disbursing officer, if any, designated in the contract to
6
The agreement merely provides for a general payment arrangement involving “each eligible
purchase order, task order, delivery order, or statement of work related to existing government
contracts that (x) has not been disqualified by Lender for credit or other reasons and (y) is not
disputed by the Government Account Debtor[.]” Decl. at ¶ 14, Ex. 6 at 2.
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 15 of 19 PageID# 2130
claimallegation
TAG tentatively recognises ARG’s asserted February 28, 2022 equitable priority. It rejects Atlantic Wave/Secure Community as acquisition/set
TAG tentatively recognises ARG’s asserted February 28, 2022 equitable priority. It rejects Atlantic Wave/Secure Community as acquisition/settlement claims unrelated to the fund, ANPC as an October 2024 landing-systems purchase after termination, and compares ANPC’s alleged December 30, 2024 and WeShield’s alleged October 23, 2025 dates with TAG’s asserted date.
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falls in order of priority or entitlement.” ECF 158 at 1-2. This is a very unusual burden to place
on moving parties on summary judgment. This burden is even more unusual given that, other
than uncorroborated responses to a singe interrogatory and two document requests, there has
been no discovery in this action and TAG has not seen all the other parties’ motions for
summary judgment. TAG bases the following on the limited discovery produced by the other
parties to date and will supplement these arguments in its 10 page Opposition. Id. at 2.
Thin Air Gear, LLC. As set forth immediately above, TAG should have priority over all other
parties other than possibly ARG. Even were the Court to apply Article 9, TAG’s equitable
lien/constructive trust has a priority date of September 5, 2023, which places TAG before all the
other legitimate claimants except possibly ARG.
ARG. As set forth in its Motion for Summary Judgment, ARG should have priority over all
other parties with the possible exception of TAG. Even were the Court to apply Article 9, ARG
has claimed an equitable lien and constructive trust with a priority date of February 28, 2022,
which predates all others.
Legalist. Legalist claims to have the highest priority based upon its alleged perfected, security
interest derived from its status as an assignee of funds. However, based upon the interrogatory
response and documents it has submitted, Legalist has not established that it has a security
interest at all. The Assignment of Claims Act of 1940, 41 U.S.C. § 6305(b) (formerly 41 U.S.C.
§ 15) 4 protects “the Government from voluntary assignments of contracts or claims to parties
where it has not consented to or recognized the assignment.” Delmarva Power & Light Co. v.
4
A separate statutory provision, 31 U.S.C. § 3727(c), addresses assignment of claims and, together,
the two provisions are referred to as the “Assignment of Claims Act” and they have been applied
coterminously. See Merchants’ Funding Group, 33 Fed. Cl. at 454 (applying together the
“Assignment of Claims Act, 31 U.S.C. § 3727, 41 U.S.C. § 15”). FAR 32.802, FAR 52.232-23,
and DFARS 232.805 also incorporate these statutory requirements.
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 13 of 19 PageID# 2128
claimallegation
TAG argues Fairwinds claims no security interest or priority date and cannot rely on an unenforceable teaming agreement. It challenges Cyber
TAG argues Fairwinds claims no security interest or priority date and cannot rely on an unenforceable teaming agreement. It challenges Cyberlux’s ability to participate due to alleged default and the receiver’s asserted January 16, 2025 lien, noting the court questioned receiver party status. These are contested positions, not dispositions.
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Moreover, as set forth above, because Legalist has not alleged, must less proven, that its
lending was intended for or could have been used towards the Prime Contract, its claim is not
directly related to the Subcontract and Disputed/Interpleaded funds and it is not entitled to any
portion of the interpleaded funds. See Section I(C), supra. And, TAG’s September 5, 2023
priority date predates Legalist’s alleged April 1, 2024 priority date. Decl. at ¶ 15, Ex. 7 at 2-3.
Atlantic Wave/Secure Community. Atlantic Wave/Secure Community’s claim is based upon
the breach of an acquisition agreement and settlement agreement which are not related to the
Subcontract and interpleaded funds (Decl. at ¶ 16, Ex. 8 at 1-5) and, thus, they are not entitled to
any portion of those funds. See Section I(C), supra.
ANPC. On October 11, 2024, ANPC allegedly entered into a Purchase Agreement with
Cyberlux for the purchase of “Transportable Transponder Landing Systems” and related
products and services. Decl. at ¶ 17, Ex. 9 at 8. Because this contract was entered into after the
May 13, 2024 termination of the Prime Contract, and these products and services are not related
to the Subcontract, ANPC is not entitled to any portion of the interpleaded funds. See Section
I(C), supra. Moreover, even if it were, TAG’s September 5, 2023 priority date predates ANPC’s
alleged December 30, 2024 priority date. Decl. at ¶ 18, Ex. 10 at 3.
The WeShield Group. TAG’s September 5, 2023 priority date predates the WeShield Group’s
alleged October 23, 2025 priority date. Decl. at ¶ 19, Ex. 11 at 9.
Fairwinds. In its Interrogatory response, Fairwinds bases its claim on an October 3, 2022
teaming agreement and a later June 7, 2023 agreement, but does not claim a security interest,
lien, etc. and provides no priority date. Decl. at ¶ 20, Ex. 12 at 2-3. TAG’s September 5, 2023
priority date prevails over any security interest Fairwinds may attempt to claim and Fairwinds
cannot rely upon its teaming agreement since it is unenforceable. See CGI Federal Inc. v. FCI
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 17 of 19 PageID# 2132
claimallegation
TAG expressly cannot evaluate the U.S./IRS claim because it received no interrogatory response. Stephen J. Stine signs the April 15 memorand
TAG expressly cannot evaluate the U.S./IRS claim because it received no interrogatory response. Stephen J. Stine signs the April 15 memorandum and certifies CM/ECF service on counsel; Stephen L. Neal, Jr. is also listed. No priority decision or subsequent response is included.
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Federal, Inc., 295 Va. 506, 515, 814 S.E.2d 183, 188 (Va. 2018).
Cyberlux/Receiver. Cyberlux has not made a claim against the interpleaded funds and, because
it is in default for failing to submit an Answer, it cannot make a claim or oppose any motion for
summary judgment. The Receiver’s claim is not related to the interpleaded funds, TAG’s
September 5, 2023 priority date predates the Receiver’s alleged “security interest by judicial lien
as of January 16, 2025” (Decl. at ¶ 21, Ex. 13 at 4), and the Court has raised a question as to
whether the Receiver is a party. ECF 161.
The U.S./IRS. TAG did not receive any interrogatory response from the U.S./IRS and, thus,
cannot evaluate this claim at this time.
CONCLUSION
For all the foregoing reasons, the Court should grant this Motion, enter summary judgment in
favor of TAG in the amount of $1,385,489.46, plus all attorneys’ fees and costs incurred in this
action and post-judgment compound interest at 8% from the date of judgment until the judgment
is fully satisfied, and order that TAG be paid first or second from the interpleaded funds.
Dated: April 15, 2026
Respectfully submitted,
/s/ Stephen J. Stine, Esq.
Stephen J. Stine, Esq. (VSB# 66738)
Stephen L. Neal, Jr., Esq. (VSB# 87064)
THE STINE LAW FIRM, PLLC
3900 Jermantown Rd., Suite 300
Fairfax, VA 22030-4900
Office Phone: 703.934-4647, Ext. 326
Cell Phone: (703) 501-5366
Fax: (703) 991-6559
Email: stine@stinelaw.com
sneal@stinelaw.com
Counsel for Thin Air Gear, LLC
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 18 of 19 PageID# 2133
claimallegation
The memorandum describes Subcontract P000043846 effective August 29, 2023, government partial termination May 13, 2024, HII subcontract term
The memorandum describes Subcontract P000043846 effective August 29, 2023, government partial termination May 13, 2024, HII subcontract termination May 17, and Modification 4 effective February 26, 2025. It cites the complaint for $2,757,254.39 and $23,012,114.64 government payments to HII, totalling $25,769,369.03; underlying instruments are not appended to this memorandum.
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and other law, TAG should have priority over all other legitimate claimants with the possible
exception of The ARG Group, LLC (“ARG”). Even were the Court to apply Article 9, TAG’s
equitable lien and constructive trust have a priority date of September 5, 2023, which places
TAG before all other legitimate claimants except for possibly ARG. Accordingly, the Court
should enter summary judgment in favor of TAG in the amount of $1,385,489.46, plus all
attorneys’ fees and costs incurred in this action and post-judgment compound interest at 8%
from the date of judgment until the judgment is fully satisfied, and order that TAG be paid first
or second from the interpleaded funds.
STATEMENT OF MATERIAL FACTS AS TO WHICH THERE IS NO
GENUINE DISPUTE (“Undisputed Facts”)
I. The Prime And Subcontract That Are The Subject Of This Interpleader Action
Effective August 29, 2023, Plaintiff HII Mission Technologies Corp.’s (“HII”) predecessor in
interest and Defendant Cyberlux Corporation (“Cyberlux”) entered into Subcontract No.
P000043846 (the “Subcontract”). ECF 41, ¶ 17. The Subcontract is a firm fixed price contract
for work by Cyberlux to support HII’s work under Prime Contract No.
GS00Q14OADU109/Task/Delivery Order No. 47QFCA22F0039/Technical Direction Letter 1-
023 (the “Prime Contract”). Id. at ¶ 18. The period of performance for the Subcontract was to
be from August 29, 2023 through July 24, 2024. Id. at ¶ 19. On May 13, 2024, the contracting
officer for the Prime Contract terminated for convenience the portion of the Prime Contract
scope of work relevant to the Subcontract. Id. at ¶ 20. On May 17, 2024, HII terminated for
convenience the Subcontract. Section 32.1 of the Subcontract provides, inter alia, that HII’s
“sole obligation to [Cyberlux] in the event of a termination for convenience shall be to pay
[Cyberlux] a percentage of the Subcontract price corresponding with the percentage of the
terminated work actually performed prior to the notice of termination, plus [Cyberlux’s]
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 2 of 19 PageID# 2117
claimallegation
TAG says it contracted September 5, 2023 to supply 2,100 wheeled drone kit bags for $887,900, received a $150,000 September 14 deposit, manu
TAG says it contracted September 5, 2023 to supply 2,100 wheeled drone kit bags for $887,900, received a $150,000 September 14 deposit, manufactured all bags, delivered 1,722 to Spring, Texas and retained 378 pending payment. It reports a November 18, 2024 balance of $365,049.42 including 1.5% monthly late fees. The intervening payments/credits needed to derive that balance are not itemised here.
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reasonable expenses incurred as a direct result of the termination.” Id. at ¶ 22. HII and Cyberlux
executed Modification 4 to the Subcontract to Effectuate a Termination Settlement (“Mod. 4”),
effective February 26, 2025. Id. at ¶ 23. In Mod. 4, Cyberlux and HII agreed upon amounts
payable to Cyberlux under the Subcontract in connection with the termination for convenience of
the Subcontract and prior stop work orders. Id. at ¶ 25. On May 28, 2025, HII received a partial
payment from the Government in the amount of $2,757,254.39. Id. at ¶ 26. On July 15, 2025,
HII received final payment from the Government on the Prime Contract in the amount of
$23,012,114.64 (the “Final Payment”). Id. at ¶ 29. In total, HII was in receipt of
$25,769,369.03, which became payable to Cyberlux under the Subcontract. Id. at ¶ 30.
II. TAG’s Contract With Cyberlux
On September 5, 2023, Cyberlux d/b/a Catalyst Machineworks, LLC, a wholly owned
subsidiary of Cyberlux, entered into a contract (the “Contract”) with TAG to produce 2,100
wheeled drone kit bags (the “drone kit bags”). Decl. at ¶ 3, Ex. 1. These drone kit bags were
manufactured and sold to Cyberlux pursuant to the Subcontract between Cyberlux and HII that is
the subject of HII’s Amended Complaint. ECF 41 at ¶¶ 17-30. Indeed, the drone kit bags were
used to package the drones that were manufactured and sold pursuant to the Subcontract. Decl.
at ¶ 4, Ex. 2. Importantly, TAG is the only claimant to this action that manufactured and sold
anything that is related to the Subcontract. Id. at ¶ 5.
The total agreed contract price for the Contract was $887,900.00. Id. at ¶ 6, Ex. 1. Cyberlux
paid a deposit of $150,000 on September 14, 2023. Id. TAG produced and assembled all 2,100
drone kit bags in full performance of its obligations under the Contract. Id. TAG then delivered
1,722 of the drone kit bags to Cyberlux’s warehouse in Spring, Texas. Id. The remaining 378
drone kit bags are stored at TAG pending final payment on the Contract. Id. As of November
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 3 of 19 PageID# 2118
claimallegation
TAG describes a March 12, 2025 Colorado action 1:25-cv-00805, March 14 service, no Cyberlux answer and August 29 default judgment for $1,224
TAG describes a March 12, 2025 Colorado action 1:25-cv-00805, March 14 service, no Cyberlux answer and August 29 default judgment for $1,224,275.14: $1,220,838.54 treble damages, $2,765 fees and $671.60 costs. It says certification occurred December 19 and no payment has been made. This memorandum cites, but does not reproduce, the judgment and certificate.
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18, 2024, the balance due, including a 1.5% late fee per month on past due amounts, was
$365,049.42. Id. at ¶ 7. TAG sent multiple demands to Cyberlux for payment of the remaining
balance, but received no response to any of these demands. Id.
III. The Colorado Action, The Final Judgment, And The Certified Final Judgment
Because Cyberlux was in material breach of the Contract as of at least December 3, 2024, on
March 12, 2025, TAG filed a diversity action against Cyberlux in the U.S. District Court for the
District of Colorado, Case No. 1:25-cv-00805 (the “Colorado Action”), alleging breach of
contract, unjust enrichment, and civil theft under Colorado law, which provides for treble
damages, attorneys’ fees, and costs if TAG prevailed in the Colorado Action. Id. at ¶ 8, Ex. 3.
Although Cyberlux was properly served with the complaint in the Colorado Action on March
14, 2025, Cyberlux failed or refused to file an answer or otherwise respond to the complaint. Id.
at ¶ 9. Accordingly, TAG moved for entry of default judgment against Cyberlux. Id. at ¶ 10.
On August 29, 2025, that motion was granted and Final Judgment was entered against Cyberlux
in the total amount of $1,224,275.14 (the “Final Judgment”), which consisted of treble damages
in the amount of $1,220,838.54, attorneys’ fees in the amount of $2,765.00, and costs in the
amount of $671.60. Id. at ¶ 11, Ex. 4. The Final Judgment was Certified on December 19, 2025
(the “Certified Final Judgment”). Id. at ¶ 12, Ex. 5. As of the date of this filing, HII and
Cyberlux have not paid TAG the amounts owed pursuant to the Contract, the Judgments, or
otherwise. Id. at ¶ 13.
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 4 of 19 PageID# 2119
claimallegation
TAG invokes full faith and credit and res judicata for liability. Page 5’s subsection heading says ARG Is Entitled although the body discuss
TAG invokes full faith and credit and res judicata for liability. Page 5’s subsection heading says ARG Is Entitled although the body discusses TAG’s Colorado judgment. Preserve this source-label error without attributing TAG’s judgment to ARG.
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ARGUMENT
I. TAG IS ENTITLED TO SUMMARY JUDGMENT
A. ARG Is Entitled To Summary Judgment Based Upon Its Final Judgments 1
As set forth in the Undisputed Facts, TAG has a Final Judgment and Certified Final
Judgment from the U.S. District Court for the District of Colorado in the Colorado Action, which
are sufficient to establish summary judgment as to liability in this case. Indeed, 28 U.S.C. §
1738 requires the Court to give full faith and credit to these Judgments:
The Acts of the legislature of any State, Territory, or Possession of the United
States, or copies thereof, shall be authenticated by affixing the seal of such State,
Territory or Possession thereto.
The records and judicial proceedings of any court of any such State, Territory or
Possession, or copies thereof, shall be proved or admitted in other courts within the
United States and its Territories and Possessions by the attestation of the clerk and
seal of the court annexed, if a seal exists, together with a certificate of a judge of
the court that the said attestation is in proper form.
Such Acts, records and judicial proceedings or copies thereof, so authenticated,
shall have the same full faith and credit in every court within the United States and
its Territories and Possessions as they have by law or usage in the court of such
State, Territory or Possession from which they are taken.
28 U.S.C. § 1738; Villoldo v. Republic of Cuba, No. 21-cv-02497, 2023 U.S. Dist. LEXIS
155728, at *6 (Colo. Sept. 1, 2023).
In addition, TAG’s Final Judgment and Certified Final Judgment should be recognized in this
1 Summary judgment is appropriate only “if the movant shows that there is no genuine dispute as
to any material fact and the movant is entitled to judgment as a matter of law.” Fed. R. Civ. P.
56(a); Celotex Corp. v. Catrett, 477 U.S. 317, 322 (1986). “The relevant inquiry on summary
judgment is whether the evidence presents a sufficient disagreement to require submission to a
jury or whether it is so one-sided that one party must prevail as a matter of law.” United States v.
8.929 Acres of Land in Arlington Cnty., 36 F.4th 240, 252 (4th Cir. 2022) (internal quotation
marks omitted). In opposing summary judgment, “the nonmoving party must rely on more than
conclusory allegations, mere speculation, the building of one inference upon another, or the mere
existence of a scintilla of evidence.” Id. (internal quotation marks omitted).
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 5 of 19 PageID# 2120
claimallegation
The requested $1,385,489.46 combines the stated $1,224,275.14 judgment with $97,941.93 claimed pre-judgment and $63,272.39 claimed post-judg
The requested $1,385,489.46 combines the stated $1,224,275.14 judgment with $97,941.93 claimed pre-judgment and $63,272.39 claimed post-judgment interest, totalling $161,214.32. It describes the first period as December 3, 2024–August 29, 2025 and second through April 15, 2026. It promises later fee declarations; no interest worksheet or new fee proof is supplied.
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action by principles of res judicata. To establish res judicata, the Fourth Circuit has held that "a
party must establish: '(1) a final judgment on the merits in a prior suit, (2) an identity of the cause
of action in both the earlier and the later suit, and (3) an identity of parties or their privies in the
two suits.'" Jones v. S.E.C., 115 F.3d 1173, 1178 (4th Cir. 1997) (quoting Meekins v. United
Transp. Union, 946 F.2d 1054, 1057 (4th Cir. 1991)). In this case, TAG obtained the Final
Judgment and Certified Final Judgment based on the same claims between the same parties –
TAG and Cyberlux. As such, TAG is entitled to summary judgment.
B. TAG Is Entitled To Judgment In The Amount Of $1,385,489.46, Plus PostJudgment Interest And All Attorneys’ Fees And Costs Incurred
Under governing Colorado law, TAG is entitled to summary judgment in the amount of
$1,385,489.46, plus all attorneys’ fees and costs incurred in this action and post-judgment
compound interest at 8% from the date of judgment until the judgment is fully satisfied. This
sum is calculated as follows: (1) $1,224,275.14 for the Final Judgment/Certified Final
Judgment; and (2) under C.R.S. § 5-12-102, TAG is entitled to $97,941.93 in pre-judgment
simple interest at 8% from the December 3, 2024, the date of breach of the Contract until the
Final Judgment was entered on August 29, 2025 and $63,272.39 in post-judgment compound
interest at 8% from August 29, 2025 through April 15, 2026, for total interest of $161,214.32
owed to date. Under C.R.S. § 5-12-102, TAG also is entitled to post-judgment compound
interest at 8% until the Final Judgment/Certified Final Judgment is fully satisfied. In addition, in
accordance with C.R.S. § 18-4-405, TAG is entitled to all attorneys’ fees and costs incurred in
this action. TAG will submit Declaration(s) and supporting evidence to prove-up its attorneys’
fees and costs at the appropriate time and in accordance with the governing Rules and/or Court
Orders.
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 6 of 19 PageID# 2121
claimallegation
TAG argues its bags alone among claimants constituted manufactured goods essential to subcontract deliverables and therefore specifically ge
TAG argues its bags alone among claimants constituted manufactured goods essential to subcontract deliverables and therefore specifically generated the interpleaded fund. It contends general creditor claims unrelated to the subcontract cannot reach that fund. Exclusivity, causal necessity and legal entitlement are TAG’s assertions requiring the cited evidence and a ruling.
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1
IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
Richmond Division
HII MISSION TECHNOLOGIES
CORP.,
Plaintiff,
v.
CYBERLUX CORP., et al.,
Defendants.
)
)
)
)
)
)
)
)
)
)
)
Case No. 3:25-cv-483
MEMORANDUM OF LAW IN SUPPORT OF THIN AIR GEAR, LLC’S MOTION FOR
SUMMARY JUDGMENT
In accordance with Federal Rule of Civil Procedure 56, Local Civil Rule 56, and the
Court’s March 31, 2026 Order (ECF 158), Thin Air Gear, LLC (“TAG”), by and through its
undersigned counsel of record, respectfully submits this Memorandum of Law and Declaration
of Anthony R. Gonzalez (“Decl.”) with attached Exhibits (Exhibit A) in support of its Motion
for Summary Judgment, and states as follows:
INTRODUCTION
As set forth below, TAG’s drone kit bags were manufactured and sold to Cyberlux
pursuant to the Subcontract that is the subject of this interpleader action and they were used to
package the drones that were sold pursuant to the Subcontract. Importantly, TAG is the only
claimant to this action that manufactured and sold anything that is related to the
Subcontract. Without TAG, there would have been no deliverables, there would have been no
completion, there would have been no payments, there would have been no collateral for the
lenders to make their loans, and there would be no interpleaded funds. Based on its equitable
lien, constructive trust, other equitable considerations, and governing government contracting
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 1 of 19 PageID# 2116
claimallegation
TAG argues equity and government-contracting provisions should supplement or displace a strict UCC Article 9 ranking. It invokes prompt-paym
TAG argues equity and government-contracting provisions should supplement or displace a strict UCC Article 9 ranking. It invokes prompt-payment and small-business-subcontractor rules, assignment restrictions and equitable interpleader authorities. This memorandum does not establish those provisions’ actual incorporation or application to each tier.
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8
and sold anything that is related to the Subcontract. However, as set forth below, because
Atlantic Wave/Secure Community, ANPC, Legalist, and perhaps others’ claims are not directly
related to the Subcontract and the specific Disputed/Interpleaded funds, they are not entitled to
any portion of these funds.
II. THE COURT MUST CONSIDER EQUITABLE ARGUMENTS AND
GOVERNMENT CONTRACTING AND OTHER LAWS IN DETERMINING
PRIORITY, ENTITLEMENT AND PAYMENT DUE
In its March 31, 2026 Order, the Court ordered all claimants to address “the priority of the
party’s claim to the Disputed Funds as compared to other parties’ claims” and “the effect, if any,
of government contracting statutes or regulations on priority, entitlement, or payment due.”
ECF 158 at 1. The lenders in this action who claim to have secured, perfected interests assert
that all these issues must be determined under a strict secured transactions analysis under Article
9 of the UCC. Such an analysis would be entirely improper in this case. As set forth below, in
determining priority, entitlement, and/or payment due, the Court must consider equitable
considerations, governing government contracting statutes and regulations, and other laws.
A. The Court Should Not Apply A Strict UCC Article 9 Analysis To The Claims, But
Instead Must Consider Equitable Considerations And Other Governing Law
While this is an interpleader action to resolve completing claims to the same funds, at the
heart of this case is the provision and performance of a contract with the federal government. As
such, the laws and regulations of federal government contracting, other laws, and the Court’s
equitable powers must be taken into consideration and a strict Article 9 analysis would be
improper. There are numerous statutory and regulatory requirements imposed on government
contractors and contracts which do not exist in other contexts. For example, FAR 52.232-25
requires the government to promptly pay its contractors, like TAG. FAR 52.242-5 further
requires timely payments to small business subcontractors, like TAG, and, if payment is
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 8 of 19 PageID# 2123
claimallegation
TAG claims an equitable lien and constructive trust dating to its September 5, 2023 supply contract, citing Virginia and alternative Colorad
TAG claims an equitable lien and constructive trust dating to its September 5, 2023 supply contract, citing Virginia and alternative Colorado authorities and distinct tracing/collateral-intent requirements. It offers December 3, 2024 breach or August 29, 2025 judgment as fallback dates. Those asserted dates are not established perfected-priority findings.
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9
untimely, the contractor must notify the Contracting Officer of the untimely payment and the
reasons for it. Most importantly, however, are the strict restrictions on the assignment of claims
or monies relating to government contracts which prohibit Legalist’s alleged security interest
(discussed below). Moreover, in other contexts, federal courts also do not strictly apply an
Article 9 analysis where the result would be unjust. For instance, in In re Inca Materials, Inc.,
880 F.2d 1307, 1310-11 (11th Cir. 1989), the Eleventh Circuit held that a creditor with a
perfected security interest in a subcontractor’s accounts receivable was not entitled to priority
over the claim by the lower-tier supplier, which is the same argument the lenders are making
here. Importantly, federal courts in Virginia also have shown a willingness to analyze
interpleader actions as equitable claims beyond a strict Article 9 lens. Courts will impose
equitable liens and constructive trusts independently of Article 9 when circumstances call for it -
interpleader is an “equitable remedy, and a statutory interpleader action is still governed by
equitable principles of interpleader.” MFA Mut. Ins. Co. v. Lusby, 295 F. Supp. 660, 664 (W.D.
Va. 1969) (citing Holcomb v. Aetna Life Ins. Co., 228 F.2d 75, 81-82 (10th Cir. 1955). The
Supreme Court of Virginia has noted that “[b]ecause interpleader has its roots in equity, it is
subject to certain equitable doctrines.” Day v. MCC Acquisition, LC, 299 Va. 199, 215, 848
S.E.2d 800, 808 n.12 (2020) (quoting Matter of Bohart, 743 F.2d 313, 325 (5th Cir. 1984). Thus,
where, as here, if a contractual relationship exists between the parties, equitable considerations
like an equitable lien or constructive trust may take priority, Article 9 notwithstanding, if a court
deems it appropriate under the circumstances since interpleader is still rooted in equity.
B. TAG Has An Equitable Lien And Constructive Trust As Of September 5, 2023
Under Virginia law, equitable liens either arise from written contracts or are “declared by a
court of equity out of general considerations of right and justice as applied to the relations of the
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 9 of 19 PageID# 2124
entityobservation
Thin Air Gear, LLC
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1
IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
Richmond Division
HII MISSION TECHNOLOGIES
CORP.,
Plaintiff,
v.
CYBERLUX CORP., et al.,
Defendants.
)
)
)
)
)
)
)
)
)
)
)
Case No. 3:25-cv-483
MEMORANDUM OF LAW IN SUPPORT OF THIN AIR GEAR, LLC’S MOTION FOR
SUMMARY JUDGMENT
In accordance with Federal Rule of Civil Procedure 56, Local Civil Rule 56, and the
Court’s March 31, 2026 Order (ECF 158), Thin Air Gear, LLC (“TAG”), by and through its
undersigned counsel of record, respectfully submits this Memorandum of Law and Declaration
of Anthony R. Gonzalez (“Decl.”) with attached Exhibits (Exhibit A) in support of its Motion
for Summary Judgment, and states as follows:
INTRODUCTION
As set forth below, TAG’s drone kit bags were manufactured and sold to Cyberlux
pursuant to the Subcontract that is the subject of this interpleader action and they were used to
package the drones that were sold pursuant to the Subcontract. Importantly, TAG is the only
claimant to this action that manufactured and sold anything that is related to the
Subcontract. Without TAG, there would have been no deliverables, there would have been no
completion, there would have been no payments, there would have been no collateral for the
lenders to make their loans, and there would be no interpleaded funds. Based on its equitable
lien, constructive trust, other equitable considerations, and governing government contracting
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 1 of 19 PageID# 2116
entityobservation
Anthony R. Gonzalez
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1
IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
Richmond Division
HII MISSION TECHNOLOGIES
CORP.,
Plaintiff,
v.
CYBERLUX CORP., et al.,
Defendants.
)
)
)
)
)
)
)
)
)
)
)
Case No. 3:25-cv-483
MEMORANDUM OF LAW IN SUPPORT OF THIN AIR GEAR, LLC’S MOTION FOR
SUMMARY JUDGMENT
In accordance with Federal Rule of Civil Procedure 56, Local Civil Rule 56, and the
Court’s March 31, 2026 Order (ECF 158), Thin Air Gear, LLC (“TAG”), by and through its
undersigned counsel of record, respectfully submits this Memorandum of Law and Declaration
of Anthony R. Gonzalez (“Decl.”) with attached Exhibits (Exhibit A) in support of its Motion
for Summary Judgment, and states as follows:
INTRODUCTION
As set forth below, TAG’s drone kit bags were manufactured and sold to Cyberlux
pursuant to the Subcontract that is the subject of this interpleader action and they were used to
package the drones that were sold pursuant to the Subcontract. Importantly, TAG is the only
claimant to this action that manufactured and sold anything that is related to the
Subcontract. Without TAG, there would have been no deliverables, there would have been no
completion, there would have been no payments, there would have been no collateral for the
lenders to make their loans, and there would be no interpleaded funds. Based on its equitable
lien, constructive trust, other equitable considerations, and governing government contracting
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 1 of 19 PageID# 2116
entityobservation
Cyberlux Corporation
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2
and other law, TAG should have priority over all other legitimate claimants with the possible
exception of The ARG Group, LLC (“ARG”). Even were the Court to apply Article 9, TAG’s
equitable lien and constructive trust have a priority date of September 5, 2023, which places
TAG before all other legitimate claimants except for possibly ARG. Accordingly, the Court
should enter summary judgment in favor of TAG in the amount of $1,385,489.46, plus all
attorneys’ fees and costs incurred in this action and post-judgment compound interest at 8%
from the date of judgment until the judgment is fully satisfied, and order that TAG be paid first
or second from the interpleaded funds.
STATEMENT OF MATERIAL FACTS AS TO WHICH THERE IS NO
GENUINE DISPUTE (“Undisputed Facts”)
I. The Prime And Subcontract That Are The Subject Of This Interpleader Action
Effective August 29, 2023, Plaintiff HII Mission Technologies Corp.’s (“HII”) predecessor in
interest and Defendant Cyberlux Corporation (“Cyberlux”) entered into Subcontract No.
P000043846 (the “Subcontract”). ECF 41, ¶ 17. The Subcontract is a firm fixed price contract
for work by Cyberlux to support HII’s work under Prime Contract No.
GS00Q14OADU109/Task/Delivery Order No. 47QFCA22F0039/Technical Direction Letter 1-
023 (the “Prime Contract”). Id. at ¶ 18. The period of performance for the Subcontract was to
be from August 29, 2023 through July 24, 2024. Id. at ¶ 19. On May 13, 2024, the contracting
officer for the Prime Contract terminated for convenience the portion of the Prime Contract
scope of work relevant to the Subcontract. Id. at ¶ 20. On May 17, 2024, HII terminated for
convenience the Subcontract. Section 32.1 of the Subcontract provides, inter alia, that HII’s
“sole obligation to [Cyberlux] in the event of a termination for convenience shall be to pay
[Cyberlux] a percentage of the Subcontract price corresponding with the percentage of the
terminated work actually performed prior to the notice of termination, plus [Cyberlux’s]
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 2 of 19 PageID# 2117
entityobservation
Catalyst Machineworks, LLC
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3
reasonable expenses incurred as a direct result of the termination.” Id. at ¶ 22. HII and Cyberlux
executed Modification 4 to the Subcontract to Effectuate a Termination Settlement (“Mod. 4”),
effective February 26, 2025. Id. at ¶ 23. In Mod. 4, Cyberlux and HII agreed upon amounts
payable to Cyberlux under the Subcontract in connection with the termination for convenience of
the Subcontract and prior stop work orders. Id. at ¶ 25. On May 28, 2025, HII received a partial
payment from the Government in the amount of $2,757,254.39. Id. at ¶ 26. On July 15, 2025,
HII received final payment from the Government on the Prime Contract in the amount of
$23,012,114.64 (the “Final Payment”). Id. at ¶ 29. In total, HII was in receipt of
$25,769,369.03, which became payable to Cyberlux under the Subcontract. Id. at ¶ 30.
II. TAG’s Contract With Cyberlux
On September 5, 2023, Cyberlux d/b/a Catalyst Machineworks, LLC, a wholly owned
subsidiary of Cyberlux, entered into a contract (the “Contract”) with TAG to produce 2,100
wheeled drone kit bags (the “drone kit bags”). Decl. at ¶ 3, Ex. 1. These drone kit bags were
manufactured and sold to Cyberlux pursuant to the Subcontract between Cyberlux and HII that is
the subject of HII’s Amended Complaint. ECF 41 at ¶¶ 17-30. Indeed, the drone kit bags were
used to package the drones that were manufactured and sold pursuant to the Subcontract. Decl.
at ¶ 4, Ex. 2. Importantly, TAG is the only claimant to this action that manufactured and sold
anything that is related to the Subcontract. Id. at ¶ 5.
The total agreed contract price for the Contract was $887,900.00. Id. at ¶ 6, Ex. 1. Cyberlux
paid a deposit of $150,000 on September 14, 2023. Id. TAG produced and assembled all 2,100
drone kit bags in full performance of its obligations under the Contract. Id. TAG then delivered
1,722 of the drone kit bags to Cyberlux’s warehouse in Spring, Texas. Id. The remaining 378
drone kit bags are stored at TAG pending final payment on the Contract. Id. As of November
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 3 of 19 PageID# 2118
entityobservation
The ARG Group, LLC
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2
and other law, TAG should have priority over all other legitimate claimants with the possible
exception of The ARG Group, LLC (“ARG”). Even were the Court to apply Article 9, TAG’s
equitable lien and constructive trust have a priority date of September 5, 2023, which places
TAG before all other legitimate claimants except for possibly ARG. Accordingly, the Court
should enter summary judgment in favor of TAG in the amount of $1,385,489.46, plus all
attorneys’ fees and costs incurred in this action and post-judgment compound interest at 8%
from the date of judgment until the judgment is fully satisfied, and order that TAG be paid first
or second from the interpleaded funds.
STATEMENT OF MATERIAL FACTS AS TO WHICH THERE IS NO
GENUINE DISPUTE (“Undisputed Facts”)
I. The Prime And Subcontract That Are The Subject Of This Interpleader Action
Effective August 29, 2023, Plaintiff HII Mission Technologies Corp.’s (“HII”) predecessor in
interest and Defendant Cyberlux Corporation (“Cyberlux”) entered into Subcontract No.
P000043846 (the “Subcontract”). ECF 41, ¶ 17. The Subcontract is a firm fixed price contract
for work by Cyberlux to support HII’s work under Prime Contract No.
GS00Q14OADU109/Task/Delivery Order No. 47QFCA22F0039/Technical Direction Letter 1-
023 (the “Prime Contract”). Id. at ¶ 18. The period of performance for the Subcontract was to
be from August 29, 2023 through July 24, 2024. Id. at ¶ 19. On May 13, 2024, the contracting
officer for the Prime Contract terminated for convenience the portion of the Prime Contract
scope of work relevant to the Subcontract. Id. at ¶ 20. On May 17, 2024, HII terminated for
convenience the Subcontract. Section 32.1 of the Subcontract provides, inter alia, that HII’s
“sole obligation to [Cyberlux] in the event of a termination for convenience shall be to pay
[Cyberlux] a percentage of the Subcontract price corresponding with the percentage of the
terminated work actually performed prior to the notice of termination, plus [Cyberlux’s]
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 2 of 19 PageID# 2117
entityobservation
Legalist
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13
falls in order of priority or entitlement.” ECF 158 at 1-2. This is a very unusual burden to place
on moving parties on summary judgment. This burden is even more unusual given that, other
than uncorroborated responses to a singe interrogatory and two document requests, there has
been no discovery in this action and TAG has not seen all the other parties’ motions for
summary judgment. TAG bases the following on the limited discovery produced by the other
parties to date and will supplement these arguments in its 10 page Opposition. Id. at 2.
Thin Air Gear, LLC. As set forth immediately above, TAG should have priority over all other
parties other than possibly ARG. Even were the Court to apply Article 9, TAG’s equitable
lien/constructive trust has a priority date of September 5, 2023, which places TAG before all the
other legitimate claimants except possibly ARG.
ARG. As set forth in its Motion for Summary Judgment, ARG should have priority over all
other parties with the possible exception of TAG. Even were the Court to apply Article 9, ARG
has claimed an equitable lien and constructive trust with a priority date of February 28, 2022,
which predates all others.
Legalist. Legalist claims to have the highest priority based upon its alleged perfected, security
interest derived from its status as an assignee of funds. However, based upon the interrogatory
response and documents it has submitted, Legalist has not established that it has a security
interest at all. The Assignment of Claims Act of 1940, 41 U.S.C. § 6305(b) (formerly 41 U.S.C.
§ 15) 4 protects “the Government from voluntary assignments of contracts or claims to parties
where it has not consented to or recognized the assignment.” Delmarva Power & Light Co. v.
4
A separate statutory provision, 31 U.S.C. § 3727(c), addresses assignment of claims and, together,
the two provisions are referred to as the “Assignment of Claims Act” and they have been applied
coterminously. See Merchants’ Funding Group, 33 Fed. Cl. at 454 (applying together the
“Assignment of Claims Act, 31 U.S.C. § 3727, 41 U.S.C. § 15”). FAR 32.802, FAR 52.232-23,
and DFARS 232.805 also incorporate these statutory requirements.
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 13 of 19 PageID# 2128
entityobservation
Stephen J. Stine
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18
Federal, Inc., 295 Va. 506, 515, 814 S.E.2d 183, 188 (Va. 2018).
Cyberlux/Receiver. Cyberlux has not made a claim against the interpleaded funds and, because
it is in default for failing to submit an Answer, it cannot make a claim or oppose any motion for
summary judgment. The Receiver’s claim is not related to the interpleaded funds, TAG’s
September 5, 2023 priority date predates the Receiver’s alleged “security interest by judicial lien
as of January 16, 2025” (Decl. at ¶ 21, Ex. 13 at 4), and the Court has raised a question as to
whether the Receiver is a party. ECF 161.
The U.S./IRS. TAG did not receive any interrogatory response from the U.S./IRS and, thus,
cannot evaluate this claim at this time.
CONCLUSION
For all the foregoing reasons, the Court should grant this Motion, enter summary judgment in
favor of TAG in the amount of $1,385,489.46, plus all attorneys’ fees and costs incurred in this
action and post-judgment compound interest at 8% from the date of judgment until the judgment
is fully satisfied, and order that TAG be paid first or second from the interpleaded funds.
Dated: April 15, 2026
Respectfully submitted,
/s/ Stephen J. Stine, Esq.
Stephen J. Stine, Esq. (VSB# 66738)
Stephen L. Neal, Jr., Esq. (VSB# 87064)
THE STINE LAW FIRM, PLLC
3900 Jermantown Rd., Suite 300
Fairfax, VA 22030-4900
Office Phone: 703.934-4647, Ext. 326
Cell Phone: (703) 501-5366
Fax: (703) 991-6559
Email: stine@stinelaw.com
sneal@stinelaw.com
Counsel for Thin Air Gear, LLC
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 18 of 19 PageID# 2133
entityobservation
Stephen L. Neal, Jr.
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18
Federal, Inc., 295 Va. 506, 515, 814 S.E.2d 183, 188 (Va. 2018).
Cyberlux/Receiver. Cyberlux has not made a claim against the interpleaded funds and, because
it is in default for failing to submit an Answer, it cannot make a claim or oppose any motion for
summary judgment. The Receiver’s claim is not related to the interpleaded funds, TAG’s
September 5, 2023 priority date predates the Receiver’s alleged “security interest by judicial lien
as of January 16, 2025” (Decl. at ¶ 21, Ex. 13 at 4), and the Court has raised a question as to
whether the Receiver is a party. ECF 161.
The U.S./IRS. TAG did not receive any interrogatory response from the U.S./IRS and, thus,
cannot evaluate this claim at this time.
CONCLUSION
For all the foregoing reasons, the Court should grant this Motion, enter summary judgment in
favor of TAG in the amount of $1,385,489.46, plus all attorneys’ fees and costs incurred in this
action and post-judgment compound interest at 8% from the date of judgment until the judgment
is fully satisfied, and order that TAG be paid first or second from the interpleaded funds.
Dated: April 15, 2026
Respectfully submitted,
/s/ Stephen J. Stine, Esq.
Stephen J. Stine, Esq. (VSB# 66738)
Stephen L. Neal, Jr., Esq. (VSB# 87064)
THE STINE LAW FIRM, PLLC
3900 Jermantown Rd., Suite 300
Fairfax, VA 22030-4900
Office Phone: 703.934-4647, Ext. 326
Cell Phone: (703) 501-5366
Fax: (703) 991-6559
Email: stine@stinelaw.com
sneal@stinelaw.com
Counsel for Thin Air Gear, LLC
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 18 of 19 PageID# 2133
eventattribution
TAG seeks amount and fund-specific priority; service certified.
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1
IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
Richmond Division
HII MISSION TECHNOLOGIES
CORP.,
Plaintiff,
v.
CYBERLUX CORP., et al.,
Defendants.
)
)
)
)
)
)
)
)
)
)
)
Case No. 3:25-cv-483
MEMORANDUM OF LAW IN SUPPORT OF THIN AIR GEAR, LLC’S MOTION FOR
SUMMARY JUDGMENT
In accordance with Federal Rule of Civil Procedure 56, Local Civil Rule 56, and the
Court’s March 31, 2026 Order (ECF 158), Thin Air Gear, LLC (“TAG”), by and through its
undersigned counsel of record, respectfully submits this Memorandum of Law and Declaration
of Anthony R. Gonzalez (“Decl.”) with attached Exhibits (Exhibit A) in support of its Motion
for Summary Judgment, and states as follows:
INTRODUCTION
As set forth below, TAG’s drone kit bags were manufactured and sold to Cyberlux
pursuant to the Subcontract that is the subject of this interpleader action and they were used to
package the drones that were sold pursuant to the Subcontract. Importantly, TAG is the only
claimant to this action that manufactured and sold anything that is related to the
Subcontract. Without TAG, there would have been no deliverables, there would have been no
completion, there would have been no payments, there would have been no collateral for the
lenders to make their loans, and there would be no interpleaded funds. Based on its equitable
lien, constructive trust, other equitable considerations, and governing government contracting
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 1 of 19 PageID# 2116
inferenceinference
Establishing a debt or citing a default judgment does not, within this memorandum, resolve the separate disputed tracing, collateral-intent
Establishing a debt or citing a default judgment does not, within this memorandum, resolve the separate disputed tracing, collateral-intent and priority requirements for this particular fund.
otherattribution
Complete supplied 19-page source reviewed at SHA-256 0ed568bf41a95f1c93c5fe439aa7528a34a4bf2c8f90e9ee4ab08048d8e7220f. Source assertions, or
Complete supplied 19-page source reviewed at SHA-256 0ed568bf41a95f1c93c5fe439aa7528a34a4bf2c8f90e9ee4ab08048d8e7220f. Source assertions, original visual features, filing/communication context and identified missing attachments are retained. Own full native reading of all 19 pages including all footnotes; initial truncated output for pages 10–11 was retrieved separately and read in full. Own image checks of pages 1,3,4,5,6,10,11,16,18,19 verified figures, heading mismatch, footnotes and signature/service layout. Remaining pages were completely read in native text.
Read the anchor · page 1
1
IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
Richmond Division
HII MISSION TECHNOLOGIES
CORP.,
Plaintiff,
v.
CYBERLUX CORP., et al.,
Defendants.
)
)
)
)
)
)
)
)
)
)
)
Case No. 3:25-cv-483
MEMORANDUM OF LAW IN SUPPORT OF THIN AIR GEAR, LLC’S MOTION FOR
SUMMARY JUDGMENT
In accordance with Federal Rule of Civil Procedure 56, Local Civil Rule 56, and the
Court’s March 31, 2026 Order (ECF 158), Thin Air Gear, LLC (“TAG”), by and through its
undersigned counsel of record, respectfully submits this Memorandum of Law and Declaration
of Anthony R. Gonzalez (“Decl.”) with attached Exhibits (Exhibit A) in support of its Motion
for Summary Judgment, and states as follows:
INTRODUCTION
As set forth below, TAG’s drone kit bags were manufactured and sold to Cyberlux
pursuant to the Subcontract that is the subject of this interpleader action and they were used to
package the drones that were sold pursuant to the Subcontract. Importantly, TAG is the only
claimant to this action that manufactured and sold anything that is related to the
Subcontract. Without TAG, there would have been no deliverables, there would have been no
completion, there would have been no payments, there would have been no collateral for the
lenders to make their loans, and there would be no interpleaded funds. Based on its equitable
lien, constructive trust, other equitable considerations, and governing government contracting
Case 3:25-cv-00483-JAG Document 165 Filed 04/15/26 Page 1 of 19 PageID# 2116
questionquestion
What admitted contract, delivery/payment ledger, judgment and interest worksheet substantiate TAG’s balance and requested additional interes
What admitted contract, delivery/payment ledger, judgment and interest worksheet substantiate TAG’s balance and requested additional interest and fees?
questionquestion
What evidence and ruling resolve TAG’s tracing/collateral intent, competing perfection, Legalist actual use/notice, and IRS priority?
questionquestion
Has TAG established first or second payment priority in this document?
claimallegation
Source proposition
HII and Cyberlux executed Modification 4 to the Subcontract to Effectuate a Termination Settlement (“Mod.
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HII and Cyberlux executed Modification 4 to the Subcontract to Effectuate a Termination Settlement (“Mod.
eventattribution
Cyberlux and ARG agree 20% reseller economics, equity incentives and dealer-of-record rights
The agreement dated 28 February 2022 sets out a 20% discount from GSA invoice pricing, dealer-of-record protection, two million restricted shares and revenue-linked equity grants while its UAS schedule still says the product and pricing are to be determined. The local copy has blank signature lines; contemporaneous messages record Gonzalez saying he would sign and return it, and ARG later pleaded that the parties entered a binding agreement.
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31, 2026 Order (ECF 158), Thin Air Gear, LLC (“TAG”), by and through its
undersigned counsel of record, respectfully submits this Memorandum of Law and Declaration
of Anthony R. Gonzalez (“Decl.”) with attached Exhibits (Exhibit A) in support of its Motion
for Summary Judgment, and states as follows:
INTRODUCTION
As set forth below, TAG’s drone kit bags were manufactured and sold to Cyberlux
pursuant to the Subcontract that is the subject of this interpleader action and they were used to
package the drones that were sold pursuant to the Subcontract. Importantly, TAG is the only
claiman
allegation
CONNECT
Reviewed relationships
The canvas follows the database: source to DISTIL record, DISTIL record to knowledge object, then reviewed relationship. Position alone means nothing.
TAG later argues this date as the priority point for its equitable-lien theory and judgment-creditor claim.supports{"timeline_thread":"technical","timeline_thread_label":"Technical & delivery"}
This reviewed database occurrence and exact public source passage document the dated event in the public chronology.
The agreement dated 28 February 2022 sets out a 20% discount from GSA invoice pricing, dealer-of-record protection, two million restricted shares and revenue-linked equity grants while its UAS schedule still says the product and pricing are to be determined. The local copy has blank signature lines; contemporaneous messages record Gonzalez saying he would sign and return it, and ARG later pleaded that the parties entered a binding agreement.supportsCyberlux and ARG agree 20% reseller economics, equity incentives and dealer-of-record rights
This reviewed database occurrence and exact public source passage document the dated event in the public chronology.
HII and Cyberlux executed Modification 4 to the Subcontract to Effectuate a Termination Settlement (“Mod.supportshii and cyberlux executed modification 4 to the subcontract to effectuate a termination settlement mod
This database-linked source passage is the reviewed documentary support mapped to the allegation in the controlling book version.
Cyberlux and ARG agree 20% reseller economics, equity incentives and dealer-of-record rightsrelates to{"chapter":27,"exposure_lens":"The prime-contractor exposure inquiry asks what HII submitted or accepted, who knew what, and whether the procurement, payment and settlement files support the decision made.","responsibility":"Supplier selection, price, subcontract administration, advance controls, inspection, termination and Government submissions.","sequence":327,"unit_key":"CH27"}
The controlling book publication map connects this dated event to Part III, Chapter 27. The connection follows stored event/source and publication identifiers.
{"timeline_thread":"technical","timeline_thread_label":"Technical & delivery"}relates to{"chapter":27,"exposure_lens":"The prime-contractor exposure inquiry asks what HII submitted or accepted, who knew what, and whether the procurement, payment and settlement files support the decision made.","responsibility":"Supplier selection, price, subcontract administration, advance controls, inspection, termination and Government submissions.","sequence":327,"unit_key":"CH27"}
The controlling book publication map connects this dated event to Part III, Chapter 27. The connection follows stored event/source and publication identifiers.
It characterises ANPC, TAG, Berleth as receiver, ARG, Atlantic Wave and Bilal Maadarani as unsecured and argues none outranks Fairwinds. It reserves whether their underlying claims are valid. This disputed characterisation does not displace those parties’ asserted equitable or judicial-lien theories.contradictsTAG claims an equitable lien and constructive trust dating to its September 5, 2023 supply contract, citing Virginia and alternative Colorado authorities and distinct tracing/collateral-intent requirements. It offers December 3, 2024 breach or August 29, 2025 judgment as fallback dates. Those asserted dates are not established perfected-priority findings.
Opposing claimant positions: Fairwinds characterises TAG as unsecured and pari passu, while TAG claims an earlier equitable lien/constructive trust. This records their disagreement, not a finding that either position is legally correct.
TAG claims an equitable lien and constructive trust dating to its September 5, 2023 supply contract, citing Virginia and alternative Colorado authorities and distinct tracing/collateral-intent requirements. It offers December 3, 2024 breach or August 29, 2025 judgment as fallback dates. Those asserted dates are not established perfected-priority findings.supportsHas TAG established first or second payment priority in this document?
Specifically named source propositions support the bounded distinction or question.
TAG expressly cannot evaluate the U.S./IRS claim because it received no interrogatory response. Stephen J. Stine signs the April 15 memorandum and certifies CM/ECF service on counsel; Stephen L. Neal, Jr. is also listed. No priority decision or subsequent response is included.supportsHas TAG established first or second payment priority in this document?
Specifically named source propositions support the bounded distinction or question.
Thin Air Gear, LLC (TAG) seeks summary judgment for $1,385,489.46, further fees/costs and 8% compound post-judgment interest, with first or second priority, possibly behind ARG. This is its April 15, 2026 motion memorandum, not an order awarding priority or payment.supportsHas TAG established first or second payment priority in this document?
Specifically named source propositions support the bounded distinction or question.
TAG argues its bags alone among claimants constituted manufactured goods essential to subcontract deliverables and therefore specifically generated the interpleaded fund. It contends general creditor claims unrelated to the subcontract cannot reach that fund. Exclusivity, causal necessity and legal entitlement are TAG’s assertions requiring the cited evidence and a ruling.supportsEstablishing a debt or citing a default judgment does not, within this memorandum, resolve the separate disputed tracing, collateral-intent and priority requirements for this particular fund.
Specifically named source propositions support the bounded distinction or question.
TAG claims an equitable lien and constructive trust dating to its September 5, 2023 supply contract, citing Virginia and alternative Colorado authorities and distinct tracing/collateral-intent requirements. It offers December 3, 2024 breach or August 29, 2025 judgment as fallback dates. Those asserted dates are not established perfected-priority findings.supportsEstablishing a debt or citing a default judgment does not, within this memorandum, resolve the separate disputed tracing, collateral-intent and priority requirements for this particular fund.
Specifically named source propositions support the bounded distinction or question.
TAG says it contracted September 5, 2023 to supply 2,100 wheeled drone kit bags for $887,900, received a $150,000 September 14 deposit, manufactured all bags, delivered 1,722 to Spring, Texas and retained 378 pending payment. It reports a November 18, 2024 balance of $365,049.42 including 1.5% monthly late fees. The intervening payments/credits needed to derive that balance are not itemised here.supportsWhat admitted contract, delivery/payment ledger, judgment and interest worksheet substantiate TAG’s balance and requested additional interest and fees?
Specifically named source propositions support the bounded distinction or question.
TAG argues Fairwinds claims no security interest or priority date and cannot rely on an unenforceable teaming agreement. It challenges Cyberlux’s ability to participate due to alleged default and the receiver’s asserted January 16, 2025 lien, noting the court questioned receiver party status. These are contested positions, not dispositions.supportsWhat evidence and ruling resolve TAG’s tracing/collateral intent, competing perfection, Legalist actual use/notice, and IRS priority?
Specifically named source propositions support the bounded distinction or question.
TAG argues its bags alone among claimants constituted manufactured goods essential to subcontract deliverables and therefore specifically generated the interpleaded fund. It contends general creditor claims unrelated to the subcontract cannot reach that fund. Exclusivity, causal necessity and legal entitlement are TAG’s assertions requiring the cited evidence and a ruling.supportsHas TAG established first or second payment priority in this document?
Specifically named source propositions support the bounded distinction or question.
TAG claims an equitable lien and constructive trust dating to its September 5, 2023 supply contract, citing Virginia and alternative Colorado authorities and distinct tracing/collateral-intent requirements. It offers December 3, 2024 breach or August 29, 2025 judgment as fallback dates. Those asserted dates are not established perfected-priority findings.supportsWhat evidence and ruling resolve TAG’s tracing/collateral intent, competing perfection, Legalist actual use/notice, and IRS priority?
Specifically named source propositions support the bounded distinction or question.
TAG says discovery was limited to one interrogatory and two document requests and it had not seen all other summary-judgment motions. It proposes supplementing its rankings in opposition. This limits the completeness of its account of other creditors’ evidence.supportsHas TAG established first or second payment priority in this document?
Specifically named source propositions support the bounded distinction or question.
TAG challenges Legalist’s assignment on qualified assignment/use-of-funds grounds, notes March 27, 2024 execution after the December 22 stop-work, and infers lending could not support performance. It acknowledges at minimum a factual dispute; the memorandum supplies no transaction tracing that independently proves the categorical non-use assertion.supportsWhat evidence and ruling resolve TAG’s tracing/collateral intent, competing perfection, Legalist actual use/notice, and IRS priority?
Specifically named source propositions support the bounded distinction or question.
TAG says discovery was limited to one interrogatory and two document requests and it had not seen all other summary-judgment motions. It proposes supplementing its rankings in opposition. This limits the completeness of its account of other creditors’ evidence.supportsEstablishing a debt or citing a default judgment does not, within this memorandum, resolve the separate disputed tracing, collateral-intent and priority requirements for this particular fund.
Specifically named source propositions support the bounded distinction or question.
TAG invokes full faith and credit and res judicata for liability. Page 5’s subsection heading says ARG Is Entitled although the body discusses TAG’s Colorado judgment. Preserve this source-label error without attributing TAG’s judgment to ARG.supportsEstablishing a debt or citing a default judgment does not, within this memorandum, resolve the separate disputed tracing, collateral-intent and priority requirements for this particular fund.
Specifically named source propositions support the bounded distinction or question.
TAG describes a March 12, 2025 Colorado action 1:25-cv-00805, March 14 service, no Cyberlux answer and August 29 default judgment for $1,224,275.14: $1,220,838.54 treble damages, $2,765 fees and $671.60 costs. It says certification occurred December 19 and no payment has been made. This memorandum cites, but does not reproduce, the judgment and certificate.supportsEstablishing a debt or citing a default judgment does not, within this memorandum, resolve the separate disputed tracing, collateral-intent and priority requirements for this particular fund.
Specifically named source propositions support the bounded distinction or question.
TAG tentatively recognises ARG’s asserted February 28, 2022 equitable priority. It rejects Atlantic Wave/Secure Community as acquisition/settlement claims unrelated to the fund, ANPC as an October 2024 landing-systems purchase after termination, and compares ANPC’s alleged December 30, 2024 and WeShield’s alleged October 23, 2025 dates with TAG’s asserted date.supportsWhat evidence and ruling resolve TAG’s tracing/collateral intent, competing perfection, Legalist actual use/notice, and IRS priority?
Specifically named source propositions support the bounded distinction or question.
TAG describes a March 12, 2025 Colorado action 1:25-cv-00805, March 14 service, no Cyberlux answer and August 29 default judgment for $1,224,275.14: $1,220,838.54 treble damages, $2,765 fees and $671.60 costs. It says certification occurred December 19 and no payment has been made. This memorandum cites, but does not reproduce, the judgment and certificate.supportsWhat admitted contract, delivery/payment ledger, judgment and interest worksheet substantiate TAG’s balance and requested additional interest and fees?
Specifically named source propositions support the bounded distinction or question.
TAG says discovery was limited to one interrogatory and two document requests and it had not seen all other summary-judgment motions. It proposes supplementing its rankings in opposition. This limits the completeness of its account of other creditors’ evidence.supportsWhat evidence and ruling resolve TAG’s tracing/collateral intent, competing perfection, Legalist actual use/notice, and IRS priority?
Specifically named source propositions support the bounded distinction or question.
TAG expressly cannot evaluate the U.S./IRS claim because it received no interrogatory response. Stephen J. Stine signs the April 15 memorandum and certifies CM/ECF service on counsel; Stephen L. Neal, Jr. is also listed. No priority decision or subsequent response is included.supportsWhat evidence and ruling resolve TAG’s tracing/collateral intent, competing perfection, Legalist actual use/notice, and IRS priority?
Specifically named source propositions support the bounded distinction or question.
TAG separately alleges absence of contracting/disbursing officer notice, acknowledgement or government recognition/waiver, and missing corporate seal or authorising board resolution. It argues assignment invalidity under the cited Assignment of Claims Act/FAR authorities. Absence from cited production is not proof that notice never existed, and invalidity remains its legal contention.supportsWhat evidence and ruling resolve TAG’s tracing/collateral intent, competing perfection, Legalist actual use/notice, and IRS priority?
Specifically named source propositions support the bounded distinction or question.
The requested $1,385,489.46 combines the stated $1,224,275.14 judgment with $97,941.93 claimed pre-judgment and $63,272.39 claimed post-judgment interest, totalling $161,214.32. It describes the first period as December 3, 2024–August 29, 2025 and second through April 15, 2026. It promises later fee declarations; no interest worksheet or new fee proof is supplied.supportsWhat admitted contract, delivery/payment ledger, judgment and interest worksheet substantiate TAG’s balance and requested additional interest and fees?
Specifically named source propositions support the bounded distinction or question.
TAG argues equity and government-contracting provisions should supplement or displace a strict UCC Article 9 ranking. It invokes prompt-payment and small-business-subcontractor rules, assignment restrictions and equitable interpleader authorities. This memorandum does not establish those provisions’ actual incorporation or application to each tier.supportsWhat evidence and ruling resolve TAG’s tracing/collateral intent, competing perfection, Legalist actual use/notice, and IRS priority?
Specifically named source propositions support the bounded distinction or question.
WEIGH
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