Each card carries the governed distillate name from the database. Open the quoted anchor before relying on the interpretation.
observationobservation
ECF 178-1 filed 15 April 2026; 135 pages including Wirth declaration and five exhibits.
Read the anchor · page 1
#111559141v1
IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
Richmond Division
HII MISSION TECHNOLOGIES CORP.,
Interpleader Plaintiff
v.
CYBERLUX CORPORATION, et al.,
Interpleader Defendants/Claimants
Civil Action No: 3:25-cv-483-JAG
DECLARATION OF THOMAS O. WIRTH
I, Thomas O. Wirth, make the following declaration under penalty of perjury pursuant to
28 U.S.C. § 1746.
1. I am the General Counsel of Fairwinds Technologies, LLC (“Fairwinds”). This
declaration is based on my personal knowledge, information, and belief.
2. On October 3, 2022, Fairwinds entered into a Teaming Agreement (“TA”) with
Cyberlux Corporation, a true and correct copy of which is attached as Exhibit 1 to this Declaration.
3. The U.S. government awarded HII Mission Technologies Corp. (“HII”) the prime
contract for the Model K8 Aircrafts (the “Drones”) referenced in the TA.
4. After the award of the prime contract, on June 7, 2023, Fairwinds entered into a
Strategic Business Development, Service and Supply Teaming contract (the “Contract”), whereby
Cyberlux agreed to pay Fairwinds a commission of eight percent (8%) of the purchase price of the
first 1000 Drones delivered to HII in exchange for the services Fairwinds provided, as described
in the Contract. A true and correct copy of the Contract is attached as Exhibit 2 to this Declaration.
5. On July 8, 2025, Cyberlux’s Chief Executive Officer, Mark Schmidt, sent
Fairwinds’ Chief Executive Officer an email attaching a spreadsheet setting forth the amount owed
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 1 of 135 PageID#
3616
observationobservation
Fairwinds invoice CYBLUX-1001B, 9 July 2025: $2,348,542.40 on a $29,356,780 commission base.
Read the anchor · page 135
Fairwinds Technologies LLC Invoice #: CYBLUX-1001B
6165 Guardian Gateway, Ste J Invoice Date: 7/9/2025
Aberdeen Proving Ground, MD 21005 Email: Kyle.kolwicz@Fairwinds-tech.com
Duns: 080308420 Invoice Terms: NET30
UEI# R3G6PWHQRAY5
Bill to:
Cyberlux Corporation
800 Park Offices Drive, Suite 3209
Research Triangle, NC 27709
Please accept this invoice for payment under Strategic Business Development, Service and Supply Teaming Agreement
between Fairwinds Technologies, LLC and Cyberlux Corporation executed on June 7th, 2023.
Invoice Period of Performance: Jul-25
Invoice Description Contract Value of 1,000 K-8
Variants
Due to Fairwinds
(8%)
8% Fee of first 1,000 K-8 variant drones sold and delivered $ 29,356,780.00 $ 2,348,542.40
INVOICE TOTAL $2,348,542.40
Please send payment via electronic transfer to:
Sandy Spring Bank, 17801 Georgia Avenue, Olney, Maryland 20832
Account Number: 1616740306; Routing Number: 055001096
If paying by check, please mail to: Fairwinds Technologies LLC, 920 Melvin Rd, Annapolis, MD 21403
Regards,
Kyle Kolwicz
Chief Operating Officer
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 135 of 135 PageID#
3750
• • cl)- • •
FAl~WIN S
T£CHNOLOC/£S
claimallegation
Thomas O. Wirth, Fairwinds General Counsel, declares under penalty of perjury on 15 April 2026, on personal knowledge, information and belie
Thomas O. Wirth, Fairwinds General Counsel, declares under penalty of perjury on 15 April 2026, on personal knowledge, information and belief, that the attached agreements, Schmidt email/calculation, invoices/DD250s and Fairwinds invoice are true copies. He characterises the commission as 8% of the first 1,000 drones delivered to HII. This is his evidentiary declaration, not an adjudication of entitlement.
Read the anchor · page 1
#111559141v1
IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
Richmond Division
HII MISSION TECHNOLOGIES CORP.,
Interpleader Plaintiff
v.
CYBERLUX CORPORATION, et al.,
Interpleader Defendants/Claimants
Civil Action No: 3:25-cv-483-JAG
DECLARATION OF THOMAS O. WIRTH
I, Thomas O. Wirth, make the following declaration under penalty of perjury pursuant to
28 U.S.C. § 1746.
1. I am the General Counsel of Fairwinds Technologies, LLC (“Fairwinds”). This
declaration is based on my personal knowledge, information, and belief.
2. On October 3, 2022, Fairwinds entered into a Teaming Agreement (“TA”) with
Cyberlux Corporation, a true and correct copy of which is attached as Exhibit 1 to this Declaration.
3. The U.S. government awarded HII Mission Technologies Corp. (“HII”) the prime
contract for the Model K8 Aircrafts (the “Drones”) referenced in the TA.
4. After the award of the prime contract, on June 7, 2023, Fairwinds entered into a
Strategic Business Development, Service and Supply Teaming contract (the “Contract”), whereby
Cyberlux agreed to pay Fairwinds a commission of eight percent (8%) of the purchase price of the
first 1000 Drones delivered to HII in exchange for the services Fairwinds provided, as described
in the Contract. A true and correct copy of the Contract is attached as Exhibit 2 to this Declaration.
5. On July 8, 2025, Cyberlux’s Chief Executive Officer, Mark Schmidt, sent
Fairwinds’ Chief Executive Officer an email attaching a spreadsheet setting forth the amount owed
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 1 of 135 PageID#
3616
claimallegation
The spreadsheet combines 392 original drones valued $14,954,400 with 1,608 closeout drones valued $43,759,159.81, displayed as $43,759,160 i
The spreadsheet combines 392 original drones valued $14,954,400 with 1,608 closeout drones valued $43,759,159.81, displayed as $43,759,160 in the commission section. It uses the rounded $58,713,560 total across 2,000 drones, takes a 1,000-drone basis of $29,356,780 and applies 8%, displaying approximately $2,348,542. This is the supplied computation, not a determination that its averaging method implements the operative first-1,000 clause.
The closeout sheet lists CLIN 1 gross $43,759,159.81 less original-payment credit $22,776,605.40, leaving $20,982,554.41; CLIN 2/3 costs $2,
The closeout sheet lists CLIN 1 gross $43,759,159.81 less original-payment credit $22,776,605.40, leaving $20,982,554.41; CLIN 2/3 costs $2,757,254.39, profit $413,588.16 and CLIN 4 $1,615,972.07 produce total due $25,769,369.03. The commission section uses drone values rather than this entire closeout total.
Four 2023 DD250s for shipments 2–5 list 72, 120, 128 and 72 drones respectively, totalling 392, at $40,500 K8-1 and $36,900 K8-2 prices. Ori
Four 2023 DD250s for shipments 2–5 list 72, 120, 128 and 72 drones respectively, totalling 392, at $40,500 K8-1 and $36,900 K8-2 prices. Origin ACCEPTANCE and receiver signatures are present, dated 16 November, 29 November, 8 December and 12 December 2023. The last two forms share a CXX transport suffix but have different quantities/dates; their shipment-date fields are blank. They name Dover destination/Poland marking, unlike the 2025 forms.
Read the anchor · page 31
Page of PREVIOUS EDITION IS OBSOLETE.
DD FORM 250, AUG 2000
MATERIAL INSPECTION AND RECEIVING REPORT
OMB No. 0704-0248
OMB approval expires:
20240131
The public reporting burden for this collection of information is estimated to average 3 minutes per response, including the time for reviewing instructions, searching existing data sources, gathering and maintaining
the data needed, and completing and reviewing the collection of information. Send comments regarding this burden estimate or any other aspect of this collection of information, including suggestions for reducing the
burden, to the Department of Defense, Washington Headquarters Services, at whs.mc-alex.esd.mbx.dd-dod-information-collections@mail.mil. Respondents should be aware that notwithstanding any other provision
of law, no person shall be subject to any penalty for failing to comply with a collection of information if it does not display a currently valid OMB control number.
PLEASE DO NOT RETURN YOUR COMPLETED FORM TO THE ABOVE ORGANIZATION.
SEND THIS FORM IN ACCORDANCE WITH THE INSTRUCTIONS CONTAINED IN THE DFARS, APPENDIX F-401.
1. PROCUREMENT INSTRUMENT IDENTIFICATION
(CONTRACT) NO. ORDER NO. 2. SHIPMENT NO. 3. DATE SHIPPED
(YYYYMMDD)
4. B/L
TCN
5. DISCOUNT TERMS 6. INVOICE NO. DATE(YYYYMMDD)
7. PAGE OF
8. ACCEPTANCE POINT
9. PRIME CONTRACTOR CODE : 10. ADMINISTERED BY CODE :
11. SHIPPED FROM (If other than 9) CODE : FOB: 12. PAYMENT WILL BE MADE BY CODE :
13. SHIPPED TO CODE : 14. MARKED FOR CODE :
15.
ITEM NO.
16. STOCK/PART NUMBER AND DESCRIPTION
(Indicate number of shipping containers - type of container - container number.)
17. QUANTITY
SHIPPED/RECEIVED*
18.
UNIT
19.
UNIT PRICE
20.
AMOUNT
21. CONTRACT QUALITY ASSURANCE
a. ORIGIN
CQA ACCEPTANCE of listed items
has been made by me or under my supervision and
they conform to contract, except as noted herein or
on supporting documents.
DATE (YYYYMMDD) SIGNATURE OF AUTHORIZED
GOVERNMENT REPRESENTATIVE
TYPED NAME:
TITLE:
MAILING ADDRESS:
COMMERCIAL
TELEPHONE NUMBER:
b. DESTINATION
CQA ACCEPTANCE of listed items
has been made by me or under my supervision and
they conform to contract, except as noted herein or
on supporting documents.
DATE (YYYYMMDD) SIGNATURE OF AUTHORIZED
GOVERNMENT REPRESENTATIVE
TYPED NAME:
TITLE:
MAILING ADDRESS:
COMMERCIAL
TELEPHONE NUMBER:
22. RECEIVER'S USE
Quantities shown in column 17 were received in apparent
good condition except as noted.
DATE (YYYYMMDD) SIGNATURE OF AUTHORIZED
GOVERNMENT REPRESENTATIVE
TYPED NAME:
TITLE:
MAILING ADDRESS:
COMMERCIAL
TELEPHONE NUMBER:
* If quantity received by the Government is the same as
quantity shipped, indicate by (X) mark; if different, enter
actual quantity received below quantity shipped and encircle.
23. CONTRACTOR USE ONLY
BPC CASE NW-P-LDA / GS00Q140ADU109 TDL1-023 2 20231111
241998
PNWA9432056002AXX
20231110 1 1 SPRING, TX
HII
12730 FAIR LAKES CIR.
FAIRFAX, VA 22033
FEDSIM / DMATS CONTRACT #: GS00Q140ADU109
CYBERLUX
21631 Rhodes Rd. Suite A 105
Spring TX 77388
HII
12730 FAIR LAKES CIR.
FAIRFAX, VA 22033
Dover Air Force Base - FY9125
436 APS/TRTCI
550 Atlantic Street, Dover AFB, DE 19902
POLAND
1
Flighteye Model K8-1 Drone System 24 EA $40500.00 972,000
2
Flighteye Model K8-2 Drone System 48 EA $36900.00 1,771,200
20231116 RAMSEY.COLLIN.LYLE.159529
5714
Digitally signed by
RAMSEY.COLLIN.LYLE.1595295714
Date: 2023.11.16 20:41:00 -05'00'
Collin Ramsey
Mechanical Engineer
NSWC Crane, BLDG 3395, 300 HWY 361
Crane, IN 47522-5001
812-854-1303
20231116 RAMSEY.COLLIN.LYLE.159529
5714
Digitally signed by
RAMSEY.COLLIN.LYLE.1595295714
Date: 2023.11.16 20:41:10 -05'00'
Collin Ramsey
Mechanical Engineer
NSWC Crane, BLDG 3395, 300 HWY 361
Crane, IN 47522-5001
812-854-1303
FAIRWINDS-0029
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 31 of 135 PageID#
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0
0
□
□
□
□
□ 0 □ □
claimallegation
Truck 1 invoice 20230829-HII-1014, dated 25 April 2025, lists 192 units and gross $7,121,825.57, credit $5,127,714.41 and due $1,994,111.16.
Truck 1 invoice 20230829-HII-1014, dated 25 April 2025, lists 192 units and gross $7,121,825.57, credit $5,127,714.41 and due $1,994,111.16. Crate 5 prices three K8-1 category B units at $40,441.71/$121,325.13; its attached DD250 instead prints $40,440.71 with handwritten amount $121,322.13. Both versions are preserved.
Read the anchor · page 35
Buyer: Seller: Cyberlux Corporation
Attn: Accounts Payable 800 Park Offices Drive, Suite 3209
5701 Cleveland Street Suite 400 Research Triangle Park NC 27709
Virginia Beach, VA 23462 POC: Aaron Goodman
agoodman@cyberlux.com
Via email to: subcontract-consultant-invoices@hii-tsd.com 914-414-1884
Invoice Date: April 25, 2025
Invoice #: 20230829-HII-1014
Purpose: Shipment 1
Date of Shipment: 4/25/25
Attachments: 1 pdf with 24 Signed DD250s
DD250 # Crate # Category # Model # # of Units Price/Unit Price/Crate
47QFCA51127001 1 A K8-1 8 $ 40,444.00 $ 323,552.00
47QFCA51127002 2 A K8-1 4 $ 40,444.00 $ 161,776.00
47QFCA51127002 2 A K8-2 4 $ 36,819.00 $ 147,276.00
47QFCA51127003 3 A K8-2 8 $ 36,819.00 $ 294,552.00
47QFCA51127004 4 A K8-2 8 $ 36,819.00 $ 294,552.00
47QFCA51127005 5 A K8-2 5 $ 36,819.00 $ 184,095.00
47QFCA51127005 5 B K8-1 3 $ 40,441.71 $ 121,325.13
47QFCA51127006 6 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127007 7 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127008 8 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127009 9 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127010 10 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127011 11 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127012 12 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127013 13 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127014 14 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127015 15 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127016 16 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127017 17 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127018 18 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127019 19 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127020 20 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127021 21 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127022 22 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127023 23 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127024 24 B K8-2 8 $ 36,807.22 $ 294,457.76
192 $ 7,121,825.57 $5,127,714.41 $1,994,111.16
$1,994,111.16
HII Mission Technologies Corp.
Payment Due: In accordance with Modification No. 4 Amount Due
Total
Truck 1 - April 25, 2025
Amount Credited
Against Initial
Payment Made at
Award IAW
Modification No.
4, Attachment A
In accordance with Modification No. 4, Section 5, Cyberlux hereby certifies as follows:
1. Cyberlux has delivered the goods identified in the invoice in compliance with this Agreement;
and
2. Cyberlux’s Termination Settlement Proposal of February 15, 2025 and all statements made in
support of that proposal are made in good faith; the supporting data are accurate and complete
to the best of Cyberlux’s knowledge and belief; and the amount claimed accurately reflects the
amount that Cyberlux believes it is entitled to receive under the Subcontract; and
3. All goods delivered by Cyberlux are free and clear of any third-party liens, claims, or
encumbrances of any kind.
Aaron Goodman
Chief Of Staff
FAIRWINDS-0033
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 35 of 135 PageID#
3650
CVBERLUV
H a r n e s s , n g t h e F u t u r e 1/'-'
claimallegation
For truck 1 the spreadsheet uses gross $7,121,822.57, credit $5,127,712.25 and due $1,994,110.32, whereas the invoice uses $7,121,825.57/$5,
For truck 1 the spreadsheet uses gross $7,121,822.57, credit $5,127,712.25 and due $1,994,110.32, whereas the invoice uses $7,121,825.57/$5,127,714.41/$1,994,111.16. These are differences of $3.00/$2.16/$0.84; no corrected invoice or reconciliation is included.
Truck 1 comprises 24 individual DD250 crate records. Each has origin CQA checked and the separate origin ACCEPTANCE box blank; destination q
Truck 1 comprises 24 individual DD250 crate records. Each has origin CQA checked and the separate origin ACCEPTANCE box blank; destination quality/acceptance and receiver blocks are blank. The origin signature dates are 24 April 2025. Distinct crate/transport/seal fields are retained; handwritten name spelling is not confidently resolved.
Read the anchor · page 36
FAIRWINDS-0034
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 36 of 135 PageID#
3651
MATERIAL INSPECTION AND RECEIVING REPORT
0MB No. 0704-0248
0MB approval expires:
20270131
The public reporting burden forth!s collection or Information Is estimated to average 3 mlnutBs per response, Including the time for reviewing lnstructlons, searching existing data sources, gathering and maintaining
the data needed, and completing and reviewing the collection of Information. Send comments regarding th!s burtien estimate or any other aspect of this collection or Information, lndudlng suggestions for reducing the
burden, to the Department or Defense, Washington Headquarters 5eNlces, at whs.mc-alex.esd.mbx.dd-dod-lnformation-coDeciions@mall.mil. Respondents hould be aware that notwithstanding any other provision
of law, no person shall be subject to any penalty forfall!ng to comply with a collection of Information If it does not display a currently valid 0MB control number.
PLEASE DO NOT RETURN YOUR COMPLETED FORM TO THE ABOVE ORGANIZATION.
SEND THIS FORM IN ACCORDANCE WITH THE INSTRUCTIONS CONTAINED IN THE DFARS, APPENDIX F-401.
1. PROCUREMENT INSTRUMENT IDENTIFICATION
(CONTRAcn NO.
ORDER NO. 2 SHIPMENT NO 3• DATE SHIPPED 4. B/LCLE1726 Spring-Mechoniosbmg ' ' (YYYYMMDD)
GS00Q140ADU109-47QFCA22F0039 IDL 023 TCN 47QFCA51127001
5. DISCOUNT TERMS 6. INVOICE NO. DATE(YYYYMMDD) 8. ACCEPTANCE POINT
7. PAGE OF Spring, TX
9. PRIME CONTRACTOR
!Ill
CODE : __________ 1
10. ADMINISTERED BY
General SeIVices Administration
AAS Defense
CODE: __________ 1
12730 Fair Lakes CIR
FAIRFAX, VA22033 I800FSt. NW
Washington, DC 20405
11. SHIPPED FROM (If other than 9) CODE : __ _ FOB: 12. PAYMENT WILL BE MADE BY CODE: __________ 1
CYBERLUX
21631 Rhodes Rd. BLDG F
Spring, TX 77388
Request to Initiate Purchase numbers:
1003.23.007, 1003.23.008, 1003,23.009, 1003.23.010, & 1003.23.011
13. SHIPPED TO CODE: _________ 14. MARKED FOR CODE: __________ ,
NA VSUP WSS NOFX 5450 Carlie Pike BLDG 107 South End
Mechanicsburg, PA 17055
Mechanicsburg PA POC Scott Elicker 717-332-0830
15. 16. STOCK/PART NUMBER AND DESCRIPTION 17, QUANTITY
ITEM NO. (Indicate number of shipping containers - type of container- container number.) SHIPPED/RECEIVED•
Flighteye Model KS-1 Drone System (CAT A) 8 □
□
Seal
CRT 1: BOX IA: 2615199
SIN, BOX IB: 2615187 □
□
□
□
18.
UNIT
EA
EA
19.
UNIT PRICE
$40444.00
21. CONTRACT QUALITY ASSURANCE 22. RECEIVER'S USE
20.
AMOUNT
323,552
a.ORIGIN
[g] CQA □ ACCEPTANCE of listed items
b. DESTINATION
□ GOA □ ACCEPTANCE of listed Items
Quantities shown in column 17 were received ln apparent
good condition except as noted.
has been made by me or under my supervision and has been made by me or under my supervision and
they conform to contract, except as noted h ,·,n or they conform to contract, except as noted herein or SIGNATURE OF AUTHORIZED
on supp:> rti ng ocumeni.;. d ~ 11/ on supp:i rti ng d acumens. t DATE (YYYYMMDD) GOVERNMENT REPRESENTATIVE
~(#f ;:i_, M~~~~--~:::.1----- -~~~~-_,TYPED NAME: _______ _
DATEfVVVVY1-ADDJ S N REOF UTHORIZED DATEFVVVVMMDDJ SIGNATUREOFAUTHORIZED TITLE 1
' ' ' ........ ~ ..._ GfM c;;EN ... T_<('RE • ......,_PRESENTAT.IVE
0
, •• ' .. GOVERNMENT REPRESENTATIVE : l ""'\ I MAILING ADDRESS:
TYPEDNAME:it~~~t~i!~cii;i~TYPED NAME: ______________ 1
TITLE: _ .f\ I • .. •~TLE:
MAILING ADDRESS: L • ' -. MAILING ADDRESS:
COMMERCIAL
TELEPHONE NUMBER:
23. CONTRACTOR USE ONLY
DD FORM 250, AUG 2000
COMMERCIAL
TELEPHONE NUMBER:
PREVIOUS EDITION IS OBSOLETE.
COMMERCIAL
TELEPHONE NUMBER:
,. ,, quantity received by the Government is the same as
quantity shipped, indicate by (X) mark; if different, enter
actual quantity received be/ow quantity shipped and encircle.
Page of
claimallegation
Truck 2 invoice 20230829-HII-1015 is dated 29 April 2025 for shipment on 28 April, lists 192 category B K8-2 units across 24 crates, and tot
Truck 2 invoice 20230829-HII-1015 is dated 29 April 2025 for shipment on 28 April, lists 192 category B K8-2 units across 24 crates, and totals $7,066,986.24 gross, $5,088,230.09 credit and $1,978,756.15 due. Its table heading says Truck 1 despite Purpose: Shipment 2, an internal label discrepancy.
Read the anchor · page 60
Buyer: Seller: Cyberlux Corporation
Attn: Accounts Payable 800 Park Offices Drive, Suite 3209
5701 Cleveland Street Suite 400 Research Triangle Park NC 27709
Virginia Beach, VA 23462 Point of Contact:Aaron Goodman
agoodman@cyberlux.com
Via email to: subcontract-consultant-invoices@hii-tsd.com 914-414-1884
Invoice Date: April 29, 2025
Invoice #: 20230829-HII-1015
Purpose: Shipment 2
Date of Shipment: 4/28/25
Attachments: 1 pdf with 24 Signed DD250s
DD250 # Crate # Category # Model # # of Units Price/Unit Price/Crate
47QFCA511270025 1 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270026 2 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270027 3 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270028 4 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270029 5 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270030 6 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270031 7 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270032 8 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270033 9 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270034 10 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270035 11 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270036 12 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270037 13 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270038 14 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270039 15 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270040 16 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270041 17 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270042 18 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270043 19 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270044 20 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270045 21 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270046 22 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270047 23 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270048 24 B K8-2 8 $36,807.22 $294,457.76
192 $7,066,986.24 $5,088,230.09 $1,978,756.15
HII Mission Technologies Corp.
Payment Due: In accordance with Modification No. 4 Amount Due
Truck 1 - April 28, 2025
Amount Credited (72%
of Total Price for Crates
1-24) against initial
payment made at
award IAW
Modification No. 4,
Attachment A
In accordance with Modification No. 4, Section 5, Cyberlux hereby certifies as follows:
1. Cyberlux has delivered the goods identified in the invoice in compliance with this Agreement; and
2. Cyberlux’s Termination Settlement Proposal of February 15, 2025 and all statements made in support of
that proposal are made in good faith; the supporting data are accurate and complete to the best of
Cyberlux’s knowledge and belief; and the amount claimed accurately reflects the amount that Cyberlux
believes it is entitled to receive under the Subcontract; and
3. All goods delivered by Cyberlux are free and clear of any third-party liens, claims, or encumbrances of
any kind.
Aaron Goodman
Chief Operating Office
FAIRWINDS-0058
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 60 of 135 PageID#
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claimallegation
Truck 2 DD250s have consecutive transport suffixes 27025–27048 and eight K8-2 category B units per crate at $36,807.22/$294,457.76. Origin C
Truck 2 DD250s have consecutive transport suffixes 27025–27048 and eight K8-2 category B units per crate at $36,807.22/$294,457.76. Origin CQA is checked, origin ACCEPTANCE and destination/receiver blocks are blank; origin signatures carry 25/28 April 2025 dates with some handwritten ambiguity. Typed name/title fields are blank.
Read the anchor · page 61
FAIRWINDS-0059
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 61 of 135 PageID#
3676
0MB No. 07lJ4..0248
MATERIAL INSPECTION AND RECEMNG REPORT 0MB spprcwal explros:
20270131
The pabDc 19J>Ortlng burden bl' this collacllon oflnformallon ts estimated to average 3 minutes per response, lncloolng lhe time for reviewing lnslNctlons, searching eidsdng data sourea, galhet1ng and maintaining
the data needed, and completlng ard reviewing the collectlon of Information. Bend comments rega,dng this burden estimate or 8rtf other •pect ofthls oollectlon of lnfomlatlon, lnclucflng auggatlons for recllclng the
burden, to tho Departmont of Defense, Washington Headquartm servtcea, at wtla.mc-elex.esd.mbx.dckfocl.lnfomlatlon-collectlona@mall.mll. Respondents aho~d be aware that notwithstanding 8rt'f other plOVlalGn
of law, no person shall be subject to Srt'f permlty for falllng to corqilyWl!h a mllectlon of Information If It does not display a wrently vaDd 0MB control number,
PLEASE DO NOT RETIJRN YOUR COMPLETED FORM TO THE ABOVE ORGANIZATION.
SEND THIS FORM IN ACCORDANCE WITH THE INSTRUCTIONS CONTAINED IN THE DFARS, APPENDIX F-401.
1, PROCUREMENT INSTRUMENT IDENTIFICATION ORDERNO. 2. SHIPMENT NO. 3. DATE SHIPPED 4. 8/L CLEl 72S Spring-Mechanicsburg (CONTRACT) NO. (YYYYMMDD)
GSOOQI40ADUI09-47QFCA22F0039 TDL023 TCN 47QFCA5112702S
5. DISCOUNT TERMS 6. INVOICE NO. DATE(YYYYMMDD) 8. ACCEPTANCE POINT
7.PAGE OF Spring, TX
9. PRIME CONTRACTOR CODE: 10. ADMINISTERED BY CODE:
HIT General Services Administration
12130 Fair Lakes cm AAS Defense
FAIRFAX, VA22033 1800FSt.NW
Washington, DC2040S
11. SHIPPED FROM (lfolhorthan9) CODE: FOB: 12. PAYMENT WILL BE MADE BY CODE:
CYBERLUX Request to Initiate Purchase numbers:
21631 Rhodes Rd. BLDG F 1003.23.007, 1003.23.008, 1003.23.009, 1003.23.010, & 1003.23.011
Spring, TX 77388
13. SHIPPED TO CODE: 14. MARKED FOR CODE:
NAVSUP WSS NOFX S4S0 Carlie Pike BLDG 107 South End
Mechanicsburg, PA 170SS
Mechanicsburg PA POC Scott Elicker 717-332-0830
15. 16. STOCK/PART NUMBER AND DESCRIPTION 17. QUANTITY 18. 19. 20.
ITEMNO. (Indicate number of shipping conte/ners - type of container-container number.) SHIPPED/RECEIVED' UNIT UNIT PRICE AMOUNT
I Fligbteye Model Kl!--2 Drone System (Catesmy B) so EA $36807.22 294,457.76
□
Seal S/Ns CRT l:BOXA: 261S160
BOX B: 261S023 □
□
□
□
21. CONTRACT QUALITY ASSURANCE 22. RECEIVER'S USE
a. ORIGIN b. DESTINATION Quantltfes shown In oolumn 17 were recelv8d In apparent
[gicaA □ ACCEPTANCEofUstedltems CQA □ ACCEPTANCE of listed Items good condition except as noted.
has been made by me or under my supervision and has been made by me or under my supervision and
they oonform to contrect,. except as noted herein or they confonn to contract, except as noted herein or DATE (YYYYMJIDD) S!GNATIJRE OF AUlllORIZED
onsuppo11Jngdocurnen1~. l~n on supporting documents. GOVERNMENT REPRESENTATIVE
.l>~~ :i-,;- . -· TYPED NAME:
DATE (YYYYUMDD) I AUTHORIZED DATE (YYYYMMDD) S!GNATIJRE OF AUTHORIZED TITLE: Gl74:illUIEHT REPRESENTATIVE GOVERNMEMT REPRESENTATIVE
TYPEDNAIIE: TYPED NAME:
MAILING ADDRESS:
TrrLE: 11TLE:
MAILING ADDRESS: MAILING ADDRESS: COMMERCIAL
TELEPHONE NUMBER:
• ff quantity received by the Gowmment Is the same es
COMMERCIAL COMMERCIAL quantity shipped, Indicate by (X) marlc; ff different, enter
lELEPHONE NUMBER: TELEPHONE NUMBER: BCtu8I quantity received below quantity shipped and encJrcle.
23. CONTRACTOR USE ONLY
DD FORM 250, AUG 2000 PREVIOUS EDITION IS OBSOLETE. Page of
claimallegation
Truck 3 invoice 20230829-HII-1016 is dated 6 May 2025 for shipment on 2 May. It lists 192 units: 68 K8-2 and 124 K8-1, gross $7,517,539.00,
Truck 3 invoice 20230829-HII-1016 is dated 6 May 2025 for shipment on 2 May. It lists 192 units: 68 K8-2 and 124 K8-1, gross $7,517,539.00, credit $5,412,628.08 and due $2,104,910.92. Larson Isely signs as Chief Operating Officer; Aaron Goodman remains the printed point of contact.
Read the anchor · page 109
Buyer: Seller: Cyberlux Corporation
Attn: Accounts Payable 800 Park Offices Drive, Suite 3209
5701 Cleveland Street Suite 400 Research Triangle Park NC 27709
Virginia Beach, VA 23462 Point of Contact: Aaron Goodman
agoodman@cyberlux.com
Via email to: subcontract-consultant-invoices@hii-tsd.com 914-414-1884
Invoice Date: May 6, 2025
Invoice #: 20230829-HII-1016
Purpose: Shipment 3
Date of Shipment: May 2, 2025
Attachments: 1 pdf with 24 Signed DD250s
DD250 # Crate # Category # Model # # of Units Price/Unit Price/Crate
47QFCA511270049 1 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270050 2 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270051 3 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270052 4 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270053 5 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270054 6 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270055 7 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270056 8 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270057 9 B K8-2 4 $36,807.22 $147,228.88
47QFCA511270057 9 B K8-1 4 $40,440.71 $161,762.84
47QFCA511270058 10 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270059 11 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270060 12 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270061 13 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270062 14 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270063 15 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270064 16 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270065 17 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270066 18 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270067 19 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270068 20 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270069 21 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270070 22 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270071 23 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270072 24 B K8-1 8 $40,440.71 $323,525.68
192 $7,517,539.00 $5,412,628.08 $2,104,910.92
HII Mission Technologies Corp.
Amount Due
Truck 3 - May 2, 2025
Payment Due: In accordance with Modification No. 4
Amount Credited (72%
of Total Price for Crates 1-
24) against initial
payment made at award
IAW Modification No. 4,
Attachment A
In accordance with Modification No. 4, Section 5, Cyberlux hereby certifies as follows:
1. Cyberlux has delivered the goods identified in the invoice in compliance with this Agreement; and
2. Cyberlux’s Termination Settlement Proposal of February 15, 2025 and all statements made in support of that proposal are made in good faith; the
supporting data are accurate and complete to the best of Cyberlux’s knowledge and belief; and the amount claimed accurately reflects the amount that
Cyberlux believes it is entitled to receive under the Subcontract; and
3. All goods delivered by Cyberlux are free and clear of any third-party liens, claims, or encumbrances of any kind.
Larson Isely
Chief Operating Officer
FAIRWINDS-0107
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 109 of 135 PageID#
3724
claimallegation
Truck 3 DD250s have transport suffixes 27049–27072, origin CQA signatures dated 29 April 2025, and blank separate ACCEPTANCE/destination/rec
Truck 3 DD250s have transport suffixes 27049–27072, origin CQA signatures dated 29 April 2025, and blank separate ACCEPTANCE/destination/receiver fields. Crates 1–8 contain eight K8-2 each; crate 9 contains four of each model; crates 10–24 contain eight K8-1 each. Their printed category B unit prices are $36,807.22 and $40,440.71.
Read the anchor · page 85
FAIRWINDS-0083
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 85 of 135 PageID#
3700
OM8No. 0704-0248
MATERIAL INSPECTION AND RECEMNG REPORT 0MB approval e,cplrr,s:
20270131
The !)Ide rap0lllng burdan tr lhla coa.caon of lnformallon II atlmalad to -,age 3 mlnulm per iesponse, lncltdng 1l1e time for revtewtng lrtllluctlont, narc!"lng exlallrg dlU .ouices, gallleltng end rnalnlalnlng
!he dala needed, and complellng erd rev1ewlng the cdleclJon of lnt)rmatlon. Send oon-,,ts regardng ll1ls burden eatlmate or 811'/ oilier •poet of this c:olledlcn of lrmrmadai, lncludlng auggaU01111 for rectlclng the
burclen, to the ee,:,,,nmentof Oefenae, Waat,t,gton H~ s«v1oa, alwha.fflO<llex.esd.mllX.~DmaD.mll. Roapondontll llhotid be-,, !hat tKl-.standing anyolherprovl8lon
of law, no s--i 11>111 be a~ to erry pen,Jty t,r lalllng to cornply wllh • oolle«lon of lnl:lrmadcn II It cloea not dlaplay ectmsnayvalld 0MB conlml numw.
PLEASE DO NOT RETURN YOUR COMPLETED FORM TO THE, ABOVE ORGANIZATION.
SEND THIS FORM IN ACCORDANCE WITH THE INSTRUCTIONS CONTAIJ\IED IN THE DFARS, APPENDIX F-401.
1. PROCUREMENT INSTRUMENT IDENTIFICATION ORDER NO. 2. SHIPMENT NO. 3, DATE SHIPPED 4. BIL
(CONTRACT) NO. (YYYYMMDD)
GSOOQ140ADU10!>-47QPCA22F0039 TDL023 TCN 47QFCAS1127049
5. DISCOUNT TERMS 8, INVOICE NO. DATE(YYYYMMDD)I 8. ACCEPTANCE POINT
7.PAGE OF Spring,TX
9. PRIME CONTRACTOR CODE: 10. ADMINISTERl:D BY CODE:
HII General Services Arllministration
12730 Fair Lalces CIR AAS Defense
FAIRFAX. VA22033 1800FSt.NW
WashingtoD, DC 20,WS
11. SHIPPED FROM (lfotherthsn9) CODE: FOB: 12. PAYMENT Wl:LL BE MADE BY CODE:
CYBERLUX Request to Initialc Purchase numbers:
21631 Rhodes Rd..BLI>G F 1003.23.007, 1003.2!3.008, 1003.23.009, 1003.23.010, & 100323.0ll
Spring, TX77388
13. SHIPPED TO CODE: 14. MARKED FOFt CODE:
NAVSUP WSSNOFX S4SO Carlie Pike BLDG 107 South End
Mechanii:sburg, PA l 70S5 \ Mechanicsbmg PA POC Scott Elicker 717-332--0830
15. 18. STOCKJ?ART NUMBER AND DESCRIPTION 17. QUAHlTTY 18. 19. 20.
JTEMNO. (lndk:Bt& number of shipping CYllaJnenJ • fyplJ af c:onfalner-conlIJ/ner number.} SHIPPED/REiCEIVED• UNrT UNrTPRICE AMOUNT
1 Flighteyc Model lC8·2 Drone System (Cab:gory B) so EA $36807.22 294,457.76
Seal S/Ns CRT 1: BOX JA: 136821
BOX JB: 136831 □
□
□
□
□
21. CONTRACT QUALITY ASSURANCE. 22. RECEIVER'S USE
a.ORIGIN b. DESTINATION Quantities shown In COiumn 17 W8IB recell/8d In eppsrent
18JcaA □ ACCEPTANCEorDsllldltems CQA □ ACCEPTANCE orllsted l!llms good condlllon except es nollld.
has been mad11 by ma or undllr my supervision end has been made by ma or under my auplllVlslon and
they conronn to conll'act, except es nolsd ti,~ or they conlbnn to contrad, except as noted harefn or DATE (YYY'/1,IUDO) SIGNATURE OF AUT1t0RlZED
on&Upportlngdocum&n~ 1 l( on suppor11ng documents. GOVERNIIIEX1' REPRE8EH1' ATM!
~n;l,S:Q>t~ I • ~ IJ - TYPED NAME:
DATE ('fYYY1,0mDJ n.llE OF AUTIIORIZB> DATE! (fYYYUUOO) SIGNATURE OF AIS1110R!ZED mu.:
-
\G IMENTREPRUEHTATM! GOVERNMEHl'REl'RUEICrATM!
TYPEDNAIIE: ~ .~ ,_ - ~ _.• _;. TYPEDNAIIE:
IIAlUHG ADDRESS:
TITLE! ~
.. \·'11- J\..'\.u ~ • .l ..t ~ 11Tl.E:
IIAlUNGADDRESS: ~ (" . IIAIUHG ADDRESS: COMMERCIAL
TELEPHONE NUIIBl:R:
• ff qUlllltlty received bythe GDllflmment Is the .same 98
COIIIIERCIAL COIIIIERCIAL quantity shipped, lnd/cs1e by (X) mlllk; ff rflfr8rent. enter
TELEPHONENUIIBER: TELEPHONE NUMBER: aalu8/ q/J81111ty r-'vfld belowqUlllltlty shipped tu!d rmc/rr:19.
23. CONTRACTOR USE ONLY
DD FORM 250, AUG 2000 PREVIOUS EDITION IS OBSOLETE. Paga of
claimallegation
The teaming agreement bears 26 September 2022 and signatures dated 3 October 2022. It describes Fairwinds foreign military sales/customer fa
The teaming agreement bears 26 September 2022 and signatures dated 3 October 2022. It describes Fairwinds foreign military sales/customer facilitation and a proposed 1,000 K8 opportunity valued $38,704,000. Its alternate-prime/direct-contract provision sets a 10% fee up to 1,000 units; the scope also describes a 20% reseller discount and Cyberlux responsibility for ITAR licensing.
Read the anchor · page 3
pg. 1
TEAMING AGREEMENT
Fairwinds Technologies LLC – Cyberlux Corporation
THIS TEAMING AGREEMENT and all exhibits attached hereto or referenced herein (hereinafter
referred to as the “Agreement”), is made and entered into this 26
th day of September 2022 between
Fairwinds Technologies LLC., a company existing under the laws of Delaware (hereinafter referred to as
“Fairwinds”) with offices at 920 Melvin Road, Annapolis MD 21403, and Cyberlux Corporation, existing
under the laws of Nevada (hereinafter referred to as “Cyberlux”) with offices at 800 Park Offices Drive
Suite 3209, Research Triangle, NC 27709. Fairwinds and Cyberlux are referred to collectively herein as
the “Parties” and individually as a “Party.”
WHEREAS, Cyberlux has a substantial product portfolio of drone technology, including their Model- K8
Aircraft which provides infantry units with an offensive and defensive weapon system capable of
precision threat neutralization at ranges, that meet the requirements for the current theater of operations;
and
WHEREAS, Fairwinds is actively engaged in foreign military sales around the world involving military
technology through a variety of relationships, including the DSCA, USASAC, DLA TLS, COCOM’s, and
embassies, and
WHEREAS, The Government of Ukraine, because of its ongoing defense efforts, has directly contacted
Cyberlux by letter and requested international aid in the form of a large shipment of Model K-8 Aircraft,
and
WHEREAS, Fairwinds has directly coordinated meetings with representatives of the US Government,
Ukraine LNO, DATT, and Partner Nations, and
WHEREAS, the Parties wish to collaborate and leverage their unique skill sets to successfully secure
payment through existing funding opportunities for the shipment of said Model K-8 Aircraft, and
WHEREAS, the Parties wish to enter into this Agreement to set forth more fully the terms and conditions
pursuant to which the Parties shall enter into any contract(s) resulting therefrom.
NOW, THEREFORE, in consideration of the foregoing, and in reliance on the mutual promises and
obligations contained herein, the Parties hereby agree as follows:
1) Parties’ Responsibilities. Each Party shall work with the other in good faith with the objective of
receiving a contract vehicle to ship the requested drones under a reseller agreement between
Cyberlux and Fairwinds.
FAIRWINDS-0016
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 3 of 135 PageID#
3618
F"""~lr-:::.-'-X../11"--.Jc::::J~
Tl=:c=l----11"--.JCJLCJ~II=:~
claimallegation
Truck 4 invoice also carries number 20230829-HII-1016 and date 6 May 2025, but identifies Shipment 4 on 5 May and transport suffixes 27073–2
Truck 4 invoice also carries number 20230829-HII-1016 and date 6 May 2025, but identifies Shipment 4 on 5 May and transport suffixes 27073–27096. It lists 192 units, the same $7,517,539.00/$5,412,628.08/$2,104,910.92 totals as truck 3, and Larson Isely as signing COO. Its crate sequence differs; repeated invoice number/totals do not make these the same shipment.
Read the anchor · page 134
Buyer: Seller: Cyberlux Corporation
Attn: Accounts Payable 800 Park Offices Drive, Suite 3209
5701 Cleveland Street Suite 400 Research Triangle Park NC 27709
Virginia Beach, VA 23462 Point of Contact: Aaron Goodman
agoodman@cyberlux.com
Via email to: subcontract-consultant-invoices@hii-tsd.com 914-414-1884
Invoice Date: May 6, 2025
Invoice #: 20230829-HII-1016
Purpose: Shipment 4
Date of Shipment: May 5, 2025
Attachments: 1 pdf with 24 Signed DD250s
DD250 # Crate # Category # Model # # of Units Price/Unit Price/Crate
47QFCA511270073 1 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270074 2 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270075 3 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270076 4 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270077 5 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270078 6 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270079 7 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270080 8 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270081 9 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270082 10 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270083 11 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270084 12 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270085 13 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270086 14 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270087 15 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270088 16 B K8-1 4 $40,440.71 $161,762.84
47QFCA511270088 16 B K8-2 4 $36,807.22 $147,228.88
47QFCA511270089 17 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270090 18 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270091 19 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270092 20 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270093 21 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270094 22 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270095 23 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270096 24 B K8-2 8 $36,807.22 $294,457.76
192 $7,517,539.00 $5,412,628.08 $2,104,910.92
Amount Due
Truck 4 - May 5, 2025
Amount Credited (72% of
Total Price for Crates 1-24)
against initial payment made at
award IAW Modification No. 4,
Attachment A
HII Mission Technologies Corp.
Payment Due: In accordance with Modification No. 4
In accordance with Modification No. 4, Section 5, Cyberlux hereby certifies as follows:
1. Cyberlux has delivered the goods identified in the invoice in compliance with this Agreement; and
2. Cyberlux’s Termination Settlement Proposal of February 15, 2025 and all statements made in
support of that proposal are made in good faith; the supporting data are accurate and complete to the
best of Cyberlux’s knowledge and belief; and the amount claimed accurately reflects the amount that
Cyberlux believes it is entitled to receive under the Subcontract; and
3. All goods delivered by Cyberlux are free and clear of any third-party liens, claims, or encumbrances
of any kind.
FAIRWINDS-0132
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 134 of 135 PageID#
3749
Larson lsely
Chief Operating Office~
claimallegation
Truck 4 DD250s identify 24 crates and origin CQA signatures dated 5 May 2025, with separate ACCEPTANCE/destination/receiver fields blank. Cr
Truck 4 DD250s identify 24 crates and origin CQA signatures dated 5 May 2025, with separate ACCEPTANCE/destination/receiver fields blank. Crates 1–15 have eight K8-1 each, crate 16 has four of each model and crates 17–24 have eight K8-2 each: 124 K8-1 and 68 K8-2 total. Individual seal numbers and transport references distinguish the forms.
Read the anchor · page 110
FAIRWINDS-0108
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 110 of 135 PageID#
3725
0MB No. 0704-0248
MATERIAL INSPECTION AND RECEMNG REPORT 0MB approval expln,s:
20270131
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Of law, no pe!IOn ahall be subject to 1111'/ PeraltY for falling to comply llo1lll a oollectlon of lnt)rmallcn If It does not display a curenlly vaDd 0MB oor$01 number.
PLEASE DO NOT RETURN YOUR COMPLETED FORM TO THE ABOVE ORGANIZATION,
SEND THIS FORM IN ACCORDANCE WITH THE INSTRUCTIONS CONTAIN EID IN THE DFARS, APPENDIX F-401.
1. PROCUREMENT INSTRUMENT IDENTIFICATION ORDER NO. 2. SHIPMENT NO. 3, DA.TE SHIPPED 4. en...
(CONTRACT) NO. (Y1fYYMMDD)
GSOOQ140ADU109-47QFCA22F003!l 'IDL023 TCN 47QFCAS1127073
5. DISCOUNT TERMS &, INVOICE NO. DATE(YYYYMMDDJ 8, ACCEPTANCE POINT
;r. PAGE OF Sprina, TX
9. PRIME CONTRACTQR CODE: 1D. ADMINISTERED1 BY CODE:
Hil Geneml Services Admiinistration
I 2730 Fair Lakes CIR. AASDefeose
FAIRFAX, VA22033 1800FSt.NW
Washington, DC 2040!>
11, SHIPPED FROM (ff other than 9) CODE: FOB: 12. PAYMENT WIJ.L. BE MADE BY CODE:
CYBERLUX Request to Initiate Pun:hasc numbers:
21631 RhodcsRd.BLDGF 1003.23.007, 1003.23.i)OS, 1003.23.009, 1003.23.010, & 1003.23.011
Spring, TX 77388
13. SHIPPED TO CODE: 14. MARKED FOR CODE:
NAVSUP WSS NOFX S450 Carlie Pike BLDG 107 South End
Mecbanicsburg,PA 17055
Mechanicsbur&PA POC Scou Elicker 717-332-0830
15. 18. STOCK/PART NUMBER AND DESCRIPTION 17. QUANTITY 18. 19. 2D,
ITEMNO. (lndlcste number or shipping contslners -t)ll)fl of o:mtslner - con/Jrlnsr number.) SHIPPED/RECIEIVED• UNIT UNIT PRICE AMOUNT
1 Flightcyc, Model K.8-1 Drone System (Category B) so EA $40440,71 323,525.68
Seal S/Ns
CRT J: BOX
BOX lB:
IA:
136965
136966 □
□
□
□
□
21. CONTRACT QUALITY ASSURANCE 22, RECEIVER'S USE
LORIGIN b. DESTINATION QuanUlles shown In column 17 were received In apparent
jgjcaA □ ACCEPTANCE of listed Items OCOA □ ACCEPTANCE of Jlstad ltsms good condition except as noted.
has bean made by ma or under my supervision end has been made by me or under my 1>Uperv1$10n end
they confonn to contract.1
~ea; ~noted hera:k_ they confonn to contract. except es noted herein or DATE (YYYYUMOD) 81GNATURI! OF AUTHORIZED
on supporting documents. J fr on supporting documents. GOVERNIIEHT REPREIUTATIVE •
(;JJ(E (l_~tJ;f( \ .. I,, TYPED NAME:
DATE (YYYYUUDD) OF AUTHORIZED DATI! (YYYYMMDD) 81GNATURE OF AUTIIORIZ!ED TfTLE: ' GOVYNl{ENTREPRESENTATIVE GOVERNMl!HT REPRESEHTA:nvE
TYPED NAME: ~ ,n ~€-1i'"""'---
MAILING ADDRESS:
TYPEDNAIIE:
'fJTLE: so ~ i ~ - J\l),A_.c ,c..,, . .A~ .. . 111LE:
MAILING ADDRESS: \ ( . MAILING ADDRESS: COIIIIERCIAL
TELEPHONE NUMBER:
• If qusntJty received by the Gowmm,nt Is the same as
COMMERCIAL COMMERCIAL qlllll1t/ty shipped, Indicate by (X) merk; If dlffarBrrt, entsr
TELEPHONE NUIIBER: TELEPHONE NUMBER: actual qulllllfty rem/Ved below quantity shlpp&d BIid endn:Je.
23. CONTRACTOR USE ONLY
DD FORM 250, AUG 2000 PREVIOUS EDITION IS OBSOLETE. Pag1 of
claimallegation
The four Cyberlux invoices certify under Modification 4 section 5 that listed goods were delivered compliantly, the 15 February 2025 termina
The four Cyberlux invoices certify under Modification 4 section 5 that listed goods were delivered compliantly, the 15 February 2025 termination settlement proposal and supporting statements were made in good faith with accurate/complete data to Cyberlux best knowledge and belief, and goods are free of third-party liens, claims or encumbrances. Goodman signs the first two and Isely the last two. These are corporate certifications, not independent proof of clear title or contractual satisfaction.
Read the anchor · page 35
Buyer: Seller: Cyberlux Corporation
Attn: Accounts Payable 800 Park Offices Drive, Suite 3209
5701 Cleveland Street Suite 400 Research Triangle Park NC 27709
Virginia Beach, VA 23462 POC: Aaron Goodman
agoodman@cyberlux.com
Via email to: subcontract-consultant-invoices@hii-tsd.com 914-414-1884
Invoice Date: April 25, 2025
Invoice #: 20230829-HII-1014
Purpose: Shipment 1
Date of Shipment: 4/25/25
Attachments: 1 pdf with 24 Signed DD250s
DD250 # Crate # Category # Model # # of Units Price/Unit Price/Crate
47QFCA51127001 1 A K8-1 8 $ 40,444.00 $ 323,552.00
47QFCA51127002 2 A K8-1 4 $ 40,444.00 $ 161,776.00
47QFCA51127002 2 A K8-2 4 $ 36,819.00 $ 147,276.00
47QFCA51127003 3 A K8-2 8 $ 36,819.00 $ 294,552.00
47QFCA51127004 4 A K8-2 8 $ 36,819.00 $ 294,552.00
47QFCA51127005 5 A K8-2 5 $ 36,819.00 $ 184,095.00
47QFCA51127005 5 B K8-1 3 $ 40,441.71 $ 121,325.13
47QFCA51127006 6 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127007 7 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127008 8 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127009 9 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127010 10 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127011 11 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127012 12 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127013 13 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127014 14 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127015 15 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127016 16 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127017 17 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127018 18 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127019 19 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127020 20 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127021 21 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127022 22 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127023 23 B K8-2 8 $ 36,807.22 $ 294,457.76
47QFCA51127024 24 B K8-2 8 $ 36,807.22 $ 294,457.76
192 $ 7,121,825.57 $5,127,714.41 $1,994,111.16
$1,994,111.16
HII Mission Technologies Corp.
Payment Due: In accordance with Modification No. 4 Amount Due
Total
Truck 1 - April 25, 2025
Amount Credited
Against Initial
Payment Made at
Award IAW
Modification No.
4, Attachment A
In accordance with Modification No. 4, Section 5, Cyberlux hereby certifies as follows:
1. Cyberlux has delivered the goods identified in the invoice in compliance with this Agreement;
and
2. Cyberlux’s Termination Settlement Proposal of February 15, 2025 and all statements made in
support of that proposal are made in good faith; the supporting data are accurate and complete
to the best of Cyberlux’s knowledge and belief; and the amount claimed accurately reflects the
amount that Cyberlux believes it is entitled to receive under the Subcontract; and
3. All goods delivered by Cyberlux are free and clear of any third-party liens, claims, or
encumbrances of any kind.
Aaron Goodman
Chief Of Staff
FAIRWINDS-0033
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 35 of 135 PageID#
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CVBERLUV
H a r n e s s , n g t h e F u t u r e 1/'-'
claimallegation
Fairwinds invoice CYBLUX-1001B dated 9 July 2025, signed Kyle Kolwicz as COO, bills Cyberlux $2,348,542.40, NET30, as an 8% fee on the first
Fairwinds invoice CYBLUX-1001B dated 9 July 2025, signed Kyle Kolwicz as COO, bills Cyberlux $2,348,542.40, NET30, as an 8% fee on the first 1,000 K8 variant drones sold and delivered, using $29,356,780.00 as the contract value. It references the agreement executed 7 June 2023 and includes payment instructions; no paid receipt is attached.
Read the anchor · page 135
Fairwinds Technologies LLC Invoice #: CYBLUX-1001B
6165 Guardian Gateway, Ste J Invoice Date: 7/9/2025
Aberdeen Proving Ground, MD 21005 Email: Kyle.kolwicz@Fairwinds-tech.com
Duns: 080308420 Invoice Terms: NET30
UEI# R3G6PWHQRAY5
Bill to:
Cyberlux Corporation
800 Park Offices Drive, Suite 3209
Research Triangle, NC 27709
Please accept this invoice for payment under Strategic Business Development, Service and Supply Teaming Agreement
between Fairwinds Technologies, LLC and Cyberlux Corporation executed on June 7th, 2023.
Invoice Period of Performance: Jul-25
Invoice Description Contract Value of 1,000 K-8
Variants
Due to Fairwinds
(8%)
8% Fee of first 1,000 K-8 variant drones sold and delivered $ 29,356,780.00 $ 2,348,542.40
INVOICE TOTAL $2,348,542.40
Please send payment via electronic transfer to:
Sandy Spring Bank, 17801 Georgia Avenue, Olney, Maryland 20832
Account Number: 1616740306; Routing Number: 055001096
If paying by check, please mail to: Fairwinds Technologies LLC, 920 Melvin Rd, Annapolis, MD 21403
Regards,
Kyle Kolwicz
Chief Operating Officer
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 135 of 135 PageID#
3750
• • cl)- • •
FAl~WIN S
T£CHNOLOC/£S
claimallegation
The original teaming agreement allocates each party its own costs, payment within 30 days of receipt, government-submission control to Fairw
The original teaming agreement allocates each party its own costs, payment within 30 days of receipt, government-submission control to Fairwinds, exclusivity extending beyond the first 1,000 to continuations/derivatives, and no joint venture or authority to bind the other party. It specifies conditional 24-month expiry, termination events and breach cure, Delaware law/forum, management dispute resolution and non-solicitation.
Read the anchor · page 4
pg. 2
2) Costs/Limitation of Liability. Each Party shall bear all costs, expenses, risks, and liabilities
incurred by it arising out of or relating to its obligations, efforts, or performance under this
Agreement. Neither Party shall have any right to any reimbursement, payment, or compensation of
any kind from the other during the term of this Agreement other than what is expressly agreed upon
within this document and all resulting contract awards..
3) Payment. Except as otherwise agreed to in writing, any amount to be paid by one Party to the other
in relation to a completed sale stemming from this Agreement, or any subsequent contract awards
resulting from this Agreement, shall be paid within thirty (30) days of receipt of funds from the
associated sale.
4) Submissions to the Government. Fairwinds shall have the sole right to decide the form and content
of all documents submitted to the Government.
5) Points of Contact. The Parties each will designate one or more individuals within their respective
organizations as their representative(s) responsible for directing performance of the Parties’
obligations under this Agreement.
6) Termination/Expiration.
6.1 This Agreement shall expire upon the happening of one of the following events, whichever
shall occur first:
6.1.1 Written notice from the Client that it will not award a contract.
6.1.2 Written notice from the Client of Client's final rejection of the Proposal or award
of a contract for the Project to a firm other than the Parties.
6.1.3 The expiration of 24 months from the date of this Agreement; provided, however,
this Agreement shall be extended for one additional year if the Proposal has been
submitted and the Client has not provided written notice as to contract award
within the 24-month period.
6.1.4 The insolvency, bankruptcy, reorganization under the bankruptcy laws, or
assignment for the benefit of creditors of either Party to the extent that there is a
reasonable doubt that such Party lacks the resources or ability to properly
perform its obligations hereunder.
6.1.5 Mutual agreement of the Parties to terminate this Agreement.
6.1.6 Suspension or debarment or either Party, or any other circumstance that renders
Party ineligible for participation in the project.
6.2 Upon a material breach of this Agreement by either Party, the non-breaching Party may
terminate this Agreement if such breach remains uncured fifteen (15) days after the breaching
Party's receipt of notice of the breach and take such other action in law or equity as such nonbreaching Party elects.
7) Technical Points of Contact:
Fairwinds Cyberlux
Name: Michael Bristol Name: Mark Schmidt
FAIRWINDS-0017
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 4 of 135 PageID#
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claimallegation
The first amendment is dated 4 May 2023 and signed 6 June 2023. It restricts Fairwinds government-document control to mutually agreed prime/
The first amendment is dated 4 May 2023 and signed 6 June 2023. It restricts Fairwinds government-document control to mutually agreed prime/reseller circumstances, permits other arrangements if Fairwinds cannot meet customer requirements, and replaces 10% with 8% for the first cumulative 1,000 awarded units. Other teaming terms remain unchanged.
Read the anchor · page 10
First Amendment
This First Amendment (the “Amendment Agreement”), dated May 4, 2023, amends the Teaming
Agreement (the “Existing Agreement”), executed on October 3, 2022, between Fairwinds Technologies
LLC (“Company”) and Cyberlux Corporation (“Cyberlux).
Background
1. The parties entered into the Existing Agreement.
2. The parties wish to make certain changes to the Existing Agreement to reflect the
developments in the nature of the deal.
Accordingly, the parties agree as follows:
1) Amendments. The Existing Agreement is amended as follows below.
1.1) Paragraph 4 of the Existing Agreement, which deals with submissions to the
Government, is amended by inserting the words “for which Fairwinds is acting as
mutually agreed upon either Prime or Reseller to” immediately after the word
“Government” at the end of the sentence.
1.2) Paragraph 8 of the Existing Agreement, which specifies the level of exclusivity of the
deal, is amended by deleting it in its entirety and inserting int its place the following:
“Exclusive Agreement. This is an exclusive agreement, meaning that Fairwinds shall only support
Cyberlux, and none of Cyberlux’ competitors on the capture of this Ukrainian Government drone
request for 1000 Model-K8 drones and any continuation orders and derivative drone orders, and
Cyberlux shall not enter into any agreements that would prohibit it from meeting the obligations
promised to Fairwinds, should an award be made to Cyberlux for the support of Ukrainian drone
FAIRWINDS-0001
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 10 of 135 PageID#
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. j)- • • • •
FAl~WINDS
TECHNOLOC/£5
claimallegation
The Strategic Business Development, Service and Supply agreement is dated 4 May 2023 and signed by both parties on 7 June 2023. Section 3.3
The Strategic Business Development, Service and Supply agreement is dated 4 May 2023 and signed by both parties on 7 June 2023. Section 3.3 specifies 8% on the first 1,000 K8 drones sold for consulting/business support where government requires a different contracting entity. The document includes best-efforts rights of first refusal, an ownership/merger exception for DTC/Agile, 30-day termination notice and accrued or substantially completed opportunity fees payable after receipt.
Read the anchor · page 13
1
STRATEGIC BUSINESS DEVELOPMENT, SERVICE AND SUPPLY
TEAMING AGREEMENT
Relating To
IDENTIFICATION AND QUALIFICATION OF BUSINESS
OPPORTUNITIES, SUPPORT OF BUSINESS DEVELOPMENT, AND
SOLUTIONS DELIVERY
Between
FAIRWINDS TECHNOLOGIES LLC
And
CYBERLUX CORPORATION
This Strategic Business Development, Service, and Supply Teaming Agreement, and all
attached appendices, hereinafter referred to as the (“Agreement”), dated May 4, 2023 is entered
into and made between Fairwinds Technologies LLC, a Delaware limited liability company
(“Fairwinds”), with an address of 920 Melvin Road, Annapolis MD 21403, and Cyberlux
Corporation, existing under the laws of Nevada (hereinafter referred to as “Cyberlux”), with
offices located at 800 Park Offices Drive, Suite 3209, Research Triangle, NC 27709. Both
Fairwinds and Cyberlux are hereinafter also referred to individually and collectively as “Party”, or
“Parties” respectively.
RECITALS
WHEREAS, Fairwinds is a US-based technology company that is actively engaged in military
sales around the world through a variety of relationships, including the DSCA, USASAC, DLA
COCOM’s, and embassies, and
WHEREAS, Cyberlux has a substantial product portfolio of drone technology, and wishes to grow
their portfolio and sales opportunities through military and private contracts, and
FAIRWINDS-0004
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 13 of 135 PageID#
3628
claimallegation
The strategic agreement characterises the parties as independent contractors and the relationship as a bona fide agency under FAR 52.203-5;
The strategic agreement characterises the parties as independent contractors and the relationship as a bona fide agency under FAR 52.203-5; it represents reasonable fees, relevant knowledge and an eight-year continuing relationship, and disclaims improper influence. These are contractual representations, not independent findings of regulatory compliance. It describes contract review and FAR/DFAR/subject-matter support.
Read the anchor · page 16
4
4. Compensation/Payment. Other than paragraph 4.1, all payment and compensation terms
are included either within the attached Appendix A, or within the individual agreements
drafted for future specific opportunities.
4.1 Invoicing and Payment Schedule. Except as otherwise agreed to in writing, any
amount owed by one Party to the other in relation to this agreement, or any subsequent
contract awards resulting from this Agreement, shall be paid within thirty (30) days of
receipt of funds.
5. Relationship of the Parties. The Parties shall act as independent contractors and the
employees of one shall not be deemed employees of the other. This agreement shall not
constitute or create a joint venture, partnership, or formal business organization of any
kind. Neither party shall impose or create any obligation or responsibility, express or
implied, or make any promises, representations, or warranties on behalf of the other party
other than as expressly provided herein.
5.1 Bona Fide Commercial Selling Agency. Pursuant to the Teaming Agreement
between the parties, executed 10/3/2022, Fairwinds continues to support Cyberlux as a
bona fide commercial selling agency in accordance with FAR 52.203-5. Fairwinds is
contracted by Cyberlux in accordance with federal law.
5.1.1 No fees paid to Fairwinds by Cyberlux are inequitable or exorbitant when
compared to the services performed. The fees are considered customary for similar
services related to commercial business.
5.1.2 Fairwinds has adequate knowledge of Cyberlux’ product and business, as well
as the other necessary qualifications to sell the products or services on their merits.
5.1.3 Cyberlux and Fairwinds have a continuing relationship and are involved in
projects other than the sale of the aforementioned original 1000 K-8 Drones.
5.1.4 Fairwinds is a regular and well-established business that has existed for 8
years doing business as a commercial selling agency, contractor, business
consultant, and government relations specialist.
5.1.2 Fairwinds agrees that, in the performance of the services contemplated by
the Agreement, it shall neither exert nor propose to exert improper influence, as the
term is defined in FAR 52.203-5.
5.1.3 The support and services provided by Fairwinds in Cyberlux’ contract
negotiations with US Government prime contractors or United States Contracting
Officers include but are not limited to:
a) Reviewing and providing input to contract drafts.
FAIRWINDS-0007
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 16 of 135 PageID#
3631
claimallegation
The strategic agreement preserves ownership of intellectual property with a limited necessary-use licence, imposes confidentiality during th
The strategic agreement preserves ownership of intellectual property with a limited necessary-use licence, imposes confidentiality during the term and three years thereafter, restricts assignment, addresses liability/indemnity/force majeure, and requires written amendments. It includes FCPA/export obligations and a literal military-end-user/end-use restriction, notwithstanding military-business recitals. Delaware forum, management negotiation, notice contacts and entire-agreement clauses also appear.
Read the anchor · page 17
5
b) Reviewing of FAR/DFAR flow downs.
c) Reviewing of commercial Terms and Conditions.
d) Providing consultation services through subject matter experts that include
Fairwinds officers and employees with over 100 years combined
commercial acquisition experience and former Government employees
with acquisition training and certification during their Government civilian
careers.
6. Confidentiality/Proprietary Information. The Parties anticipate that the performance of
this Agreement may require them to disclose to each other information of a proprietary
nature. Therefore, as an integral part of this Agreement, the Parties agree to the following:
6.1 For the duration of this Agreement and the three (3) years immediately following its
termination, each party shall keep and procure to be kept secret and confidential all
secret or confidential commercial, financial, and technical information, know how,
trade secrets, inventions, computer software, and other information whatsoever and in
whatever form or medium, whether disclosed orally or in writing, together with all
reproductions in whatsoever form and any part or parts of it “confidential information”
which relates to either party. This Agreement and its contents are confidential and
proprietary.
7. Intellectual Property Rights. Both Parties acknowledge that all title, rights, and
ownership of any intellectual property disclosed during this agreement shall always remain
with the disclosing party.
7.1 Both Parties grant the other a perpetual, irrevocable, worldwide, royalty-free, licensefree, license to use, modify, further develop, adapt, exploit, and commercialize any of the
Intellectual Property of the other only to the extent that such a license is necessary for the
other to fully perform its obligations and role under this document or any future agreements
stemming from this document.
7.2 Both Parties agree that the other’s Intellectual Property shall not be used in any resulting
product solution unless approved by both Parties in writing.
7.3 Except as expressly authorized herein or in writing, neither party shall attempt to
reverse engineer, analyze or disassemble, or cause to be reverse engineered, analyzed or
disassembled any product, formulation, process technology, sample or other technology
provided by the other party, either directly or indirectly. Likewise, neither party shall
provide a sample of any product or technology provided to them by the other party to any
third party or entity, including but not limited to, any type of lab facility.
FAIRWINDS-0008
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 17 of 135 PageID#
3632
claimallegation
The strategic scope allocates Fairwinds clearance, technical-board, classified-business and reseller work; Cyberlux development and later pr
The strategic scope allocates Fairwinds clearance, technical-board, classified-business and reseller work; Cyberlux development and later prime opportunities; reciprocal most-favoured pricing; DATRON research; pre-sales cost support; and agency-facing opportunities. Its reseller preference is best-efforts and subject to a US-government representative directing otherwise. These allocated roles are not proof they were performed.
Read the anchor · page 22
10
APPENDIX A
Scope of Work
The Parties shall perform their responsibilities and roles as detailed below.
FAIRWINDS RESPONSIBILITIES
Fairwinds shall:
1. Provide ”most favored nations” pricing to Cyberlux, such that all pricing for Fairwinds
products and services provided to Cyberlux under this agreement are at least as favorable
as the pricing, benefits, and terms provided by Fairwinds to other reseller customers or
Government end-users.
2. Maintain a representative on Cyberlux’ Technical Advisory Board to assist in
procurement of sales opportunities, communication strategy with the US Department of
Defense, and future mission partner program opportunities.
3. Unless otherwise directed by the United States Government, continue to serve as Prime
or reseller on all orders from Department of Defense organizations until Cyberlux
establishes proper facility clearance with the US Government, at which point Fairwinds
shall serve as Prime on deals that it brings to Cyberlux.
4. Use good faith efforts to help Cyberlux achieve proper facility clearance within the
Department of Defense by serving as bona fide commercial seller, and consultant.
5. Serve as lead sales representative for classified opportunities or meetings relating to such
opportunities until Cyberlux receives facility clearance, after which Fairwinds shall
continue in a service role by supporting sales and technology development.
a. Fairwinds shall provide pre-sales support for reimbursement of travel expenses at
cost with detailed receipt backup
b. Fairwinds shall provide radio customer support FSRs as needed
c. Fairwinds shall provide test event and lab evaluation support
d. Other pre-sales support as assigned
e. Fairwinds shall provide Competitive Technical Market Research and whitepaper
development for the Cyberlux Drone business and DATRON acquisition, as
required
f. Insight into Future Product Recommendations to address discovered radio market
gaps
g. Produce System Concept of Operations and Customer Systems Requirements
Development for DATRON, as required.
6. Continue selling efforts for the following opportunities:
a. Defense Security Cooperation Agency
b. United States Army Special Operations Command
c. NAVAIR
d. Naval Surface Warfare Center
e. United States Army Security Assistance Command
f. Secretary of the Air Force, International Affairs
FAIRWINDS-0013
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 22 of 135 PageID#
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claimallegation
On 8 July 2025 Schmidt emails Sprungle, copying Buck, a commission spreadsheet and supporting invoices/DD250s and offers to walk through sto
On 8 July 2025 Schmidt emails Sprungle, copying Buck, a commission spreadsheet and supporting invoices/DD250s and offers to walk through stop-work/modification differences. Sprungle forwards the material for the next invoice step. A returned email reports a 40 MB message exceeding a 36 MB limit, explaining a split resend; technical headers are included but not independently authenticated.
Read the anchor · page 25
1
Dantin, Joanna
From: Jim Sprungle <james.sprungle@fairwinds-tech.com>
Sent: Tuesday, July 8, 2025 6:09 PM
To: Robert Miller; Toby Wirth
Subject: FW: Commission calculation
Attachments: Fairwinds Commission Calculation.xlsx; PNWA9432056002AXX DD Form 250 (pg. 1) -
Cyberlux - Signed.pdf; PNWA9432056002BXX DD Form 250 (pg. 1) - Cyberlux -
Signed.pdf; PNWA9432056002CXX DD Form 250 - Cyberlux - Signed.pdf;
PNWA9432056002CXX DD Form 250 2 - Cyberlux - Signed.pdf; Invoice for Truck 1
_Final.pdf; Truck 1 Signed DD250s_corrected_05212025.pdf; Invoice for Truck 2
_Final.pdf; Truck 2 Signed DD250s.pdf; Truck 3 - Signed DD250s.pdf; Truck 3 - Signed
Invoice.pdf; Truck 4 - DD250s_05062025.pdf; Truck 4 - Invoice - Signed.pdf
Thoughts on next steps? I will send a revised invoice tomorrow for $2.3M.
Jim Sprungle
CEO
443.223.0301
fairwinds-tech.com
From: Mark Schmidt <mschmidt@cyberlux.com>
Sent: Tuesday, July 8, 2025 7:01 PM
To: Jim Sprungle <james.sprungle@fairwinds-tech.com>
Cc: Loren Buck <lbuck@cyberlux.com>
Subject: Fw: Commission calculation
WARNING - EXTERNAL EMAIL - This email originated from outside of the organization. Do not click links
or open attachments unless you recognize the sender and know the content is safe.
(This is a resend due to size. I put the rest of the invoices and DD250s in a second email.)
Jim, please find the attached spreadsheet on the applicable 1000 drone shipment commission. I've
included all the applicable invoices and the DD250s for all the drone shipments for transparency. With
the SWO and ultimate contract modification, there are a few elements to the calculation. Loren and I are
available to answer any questions and to step through the spreadsheet as you'd like.
V/R - Mark
Mark Schmidt | President and CEO
FAIRWINDS-0023
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 25 of 135 PageID#
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otherattribution
Cyberlux undertakes an 8% fee on the first 1,000 K8 drones sold under section 3.3, subject to the stated contracting circumstances.
Read the anchor · page 13
1
STRATEGIC BUSINESS DEVELOPMENT, SERVICE AND SUPPLY
TEAMING AGREEMENT
Relating To
IDENTIFICATION AND QUALIFICATION OF BUSINESS
OPPORTUNITIES, SUPPORT OF BUSINESS DEVELOPMENT, AND
SOLUTIONS DELIVERY
Between
FAIRWINDS TECHNOLOGIES LLC
And
CYBERLUX CORPORATION
This Strategic Business Development, Service, and Supply Teaming Agreement, and all
attached appendices, hereinafter referred to as the (“Agreement”), dated May 4, 2023 is entered
into and made between Fairwinds Technologies LLC, a Delaware limited liability company
(“Fairwinds”), with an address of 920 Melvin Road, Annapolis MD 21403, and Cyberlux
Corporation, existing under the laws of Nevada (hereinafter referred to as “Cyberlux”), with
offices located at 800 Park Offices Drive, Suite 3209, Research Triangle, NC 27709. Both
Fairwinds and Cyberlux are hereinafter also referred to individually and collectively as “Party”, or
“Parties” respectively.
RECITALS
WHEREAS, Fairwinds is a US-based technology company that is actively engaged in military
sales around the world through a variety of relationships, including the DSCA, USASAC, DLA
COCOM’s, and embassies, and
WHEREAS, Cyberlux has a substantial product portfolio of drone technology, and wishes to grow
their portfolio and sales opportunities through military and private contracts, and
FAIRWINDS-0004
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 13 of 135 PageID#
3628
entityobservation
Thomas O. Wirth
Read the anchor · page 1
#111559141v1
IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
Richmond Division
HII MISSION TECHNOLOGIES CORP.,
Interpleader Plaintiff
v.
CYBERLUX CORPORATION, et al.,
Interpleader Defendants/Claimants
Civil Action No: 3:25-cv-483-JAG
DECLARATION OF THOMAS O. WIRTH
I, Thomas O. Wirth, make the following declaration under penalty of perjury pursuant to
28 U.S.C. § 1746.
1. I am the General Counsel of Fairwinds Technologies, LLC (“Fairwinds”). This
declaration is based on my personal knowledge, information, and belief.
2. On October 3, 2022, Fairwinds entered into a Teaming Agreement (“TA”) with
Cyberlux Corporation, a true and correct copy of which is attached as Exhibit 1 to this Declaration.
3. The U.S. government awarded HII Mission Technologies Corp. (“HII”) the prime
contract for the Model K8 Aircrafts (the “Drones”) referenced in the TA.
4. After the award of the prime contract, on June 7, 2023, Fairwinds entered into a
Strategic Business Development, Service and Supply Teaming contract (the “Contract”), whereby
Cyberlux agreed to pay Fairwinds a commission of eight percent (8%) of the purchase price of the
first 1000 Drones delivered to HII in exchange for the services Fairwinds provided, as described
in the Contract. A true and correct copy of the Contract is attached as Exhibit 2 to this Declaration.
5. On July 8, 2025, Cyberlux’s Chief Executive Officer, Mark Schmidt, sent
Fairwinds’ Chief Executive Officer an email attaching a spreadsheet setting forth the amount owed
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 1 of 135 PageID#
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entityobservation
Fairwinds Technologies, LLC
Read the anchor · page 1
#111559141v1
IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
Richmond Division
HII MISSION TECHNOLOGIES CORP.,
Interpleader Plaintiff
v.
CYBERLUX CORPORATION, et al.,
Interpleader Defendants/Claimants
Civil Action No: 3:25-cv-483-JAG
DECLARATION OF THOMAS O. WIRTH
I, Thomas O. Wirth, make the following declaration under penalty of perjury pursuant to
28 U.S.C. § 1746.
1. I am the General Counsel of Fairwinds Technologies, LLC (“Fairwinds”). This
declaration is based on my personal knowledge, information, and belief.
2. On October 3, 2022, Fairwinds entered into a Teaming Agreement (“TA”) with
Cyberlux Corporation, a true and correct copy of which is attached as Exhibit 1 to this Declaration.
3. The U.S. government awarded HII Mission Technologies Corp. (“HII”) the prime
contract for the Model K8 Aircrafts (the “Drones”) referenced in the TA.
4. After the award of the prime contract, on June 7, 2023, Fairwinds entered into a
Strategic Business Development, Service and Supply Teaming contract (the “Contract”), whereby
Cyberlux agreed to pay Fairwinds a commission of eight percent (8%) of the purchase price of the
first 1000 Drones delivered to HII in exchange for the services Fairwinds provided, as described
in the Contract. A true and correct copy of the Contract is attached as Exhibit 2 to this Declaration.
5. On July 8, 2025, Cyberlux’s Chief Executive Officer, Mark Schmidt, sent
Fairwinds’ Chief Executive Officer an email attaching a spreadsheet setting forth the amount owed
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 1 of 135 PageID#
3616
entityobservation
Cyberlux Corporation
Read the anchor · page 1
#111559141v1
IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
Richmond Division
HII MISSION TECHNOLOGIES CORP.,
Interpleader Plaintiff
v.
CYBERLUX CORPORATION, et al.,
Interpleader Defendants/Claimants
Civil Action No: 3:25-cv-483-JAG
DECLARATION OF THOMAS O. WIRTH
I, Thomas O. Wirth, make the following declaration under penalty of perjury pursuant to
28 U.S.C. § 1746.
1. I am the General Counsel of Fairwinds Technologies, LLC (“Fairwinds”). This
declaration is based on my personal knowledge, information, and belief.
2. On October 3, 2022, Fairwinds entered into a Teaming Agreement (“TA”) with
Cyberlux Corporation, a true and correct copy of which is attached as Exhibit 1 to this Declaration.
3. The U.S. government awarded HII Mission Technologies Corp. (“HII”) the prime
contract for the Model K8 Aircrafts (the “Drones”) referenced in the TA.
4. After the award of the prime contract, on June 7, 2023, Fairwinds entered into a
Strategic Business Development, Service and Supply Teaming contract (the “Contract”), whereby
Cyberlux agreed to pay Fairwinds a commission of eight percent (8%) of the purchase price of the
first 1000 Drones delivered to HII in exchange for the services Fairwinds provided, as described
in the Contract. A true and correct copy of the Contract is attached as Exhibit 2 to this Declaration.
5. On July 8, 2025, Cyberlux’s Chief Executive Officer, Mark Schmidt, sent
Fairwinds’ Chief Executive Officer an email attaching a spreadsheet setting forth the amount owed
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 1 of 135 PageID#
3616
entityobservation
HII Mission Technologies Corp.
Read the anchor · page 1
#111559141v1
IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
Richmond Division
HII MISSION TECHNOLOGIES CORP.,
Interpleader Plaintiff
v.
CYBERLUX CORPORATION, et al.,
Interpleader Defendants/Claimants
Civil Action No: 3:25-cv-483-JAG
DECLARATION OF THOMAS O. WIRTH
I, Thomas O. Wirth, make the following declaration under penalty of perjury pursuant to
28 U.S.C. § 1746.
1. I am the General Counsel of Fairwinds Technologies, LLC (“Fairwinds”). This
declaration is based on my personal knowledge, information, and belief.
2. On October 3, 2022, Fairwinds entered into a Teaming Agreement (“TA”) with
Cyberlux Corporation, a true and correct copy of which is attached as Exhibit 1 to this Declaration.
3. The U.S. government awarded HII Mission Technologies Corp. (“HII”) the prime
contract for the Model K8 Aircrafts (the “Drones”) referenced in the TA.
4. After the award of the prime contract, on June 7, 2023, Fairwinds entered into a
Strategic Business Development, Service and Supply Teaming contract (the “Contract”), whereby
Cyberlux agreed to pay Fairwinds a commission of eight percent (8%) of the purchase price of the
first 1000 Drones delivered to HII in exchange for the services Fairwinds provided, as described
in the Contract. A true and correct copy of the Contract is attached as Exhibit 2 to this Declaration.
5. On July 8, 2025, Cyberlux’s Chief Executive Officer, Mark Schmidt, sent
Fairwinds’ Chief Executive Officer an email attaching a spreadsheet setting forth the amount owed
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 1 of 135 PageID#
3616
entityobservation
Amber Hutchinson
Read the anchor · page 7
pg. 5
IN WITNESS WHEREOF, the Parties represent and warrant that this Agreement is executed by duly
authorized representatives of each Party as set forth below on the date first stated above.
Contractual Points of Contact:
Company: Fairwinds Technologies LLC Company: Cyberlux Corporation
Signature Date Signature Date
Name: Amber Hutchinson Name: Mark Schmidt
Title: Director of Contract Management Title: CEO
Address: 920 Melvin Road
Annapolis MD 21403
Address: 800 Park Offices Drive suite 3209
Research Triangle Park, NC 27709
Phone: 843-344-6581 Phone: 919-434-6608
E-mail: amber.hutchinson@fairwindstech.com
E-mail: mschmidt@cyberlux.com
10/3/2022 10/03/2022
FAIRWINDS-0020
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 7 of 135 PageID#
3622
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entityobservation
Mark Schmidt
Read the anchor · page 7
pg. 5
IN WITNESS WHEREOF, the Parties represent and warrant that this Agreement is executed by duly
authorized representatives of each Party as set forth below on the date first stated above.
Contractual Points of Contact:
Company: Fairwinds Technologies LLC Company: Cyberlux Corporation
Signature Date Signature Date
Name: Amber Hutchinson Name: Mark Schmidt
Title: Director of Contract Management Title: CEO
Address: 920 Melvin Road
Annapolis MD 21403
Address: 800 Park Offices Drive suite 3209
Research Triangle Park, NC 27709
Phone: 843-344-6581 Phone: 919-434-6608
E-mail: amber.hutchinson@fairwindstech.com
E-mail: mschmidt@cyberlux.com
10/3/2022 10/03/2022
FAIRWINDS-0020
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 7 of 135 PageID#
3622
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entityobservation
Aaron Goodman
Read the anchor · page 109
Buyer: Seller: Cyberlux Corporation
Attn: Accounts Payable 800 Park Offices Drive, Suite 3209
5701 Cleveland Street Suite 400 Research Triangle Park NC 27709
Virginia Beach, VA 23462 Point of Contact: Aaron Goodman
agoodman@cyberlux.com
Via email to: subcontract-consultant-invoices@hii-tsd.com 914-414-1884
Invoice Date: May 6, 2025
Invoice #: 20230829-HII-1016
Purpose: Shipment 3
Date of Shipment: May 2, 2025
Attachments: 1 pdf with 24 Signed DD250s
DD250 # Crate # Category # Model # # of Units Price/Unit Price/Crate
47QFCA511270049 1 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270050 2 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270051 3 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270052 4 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270053 5 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270054 6 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270055 7 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270056 8 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270057 9 B K8-2 4 $36,807.22 $147,228.88
47QFCA511270057 9 B K8-1 4 $40,440.71 $161,762.84
47QFCA511270058 10 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270059 11 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270060 12 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270061 13 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270062 14 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270063 15 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270064 16 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270065 17 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270066 18 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270067 19 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270068 20 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270069 21 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270070 22 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270071 23 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270072 24 B K8-1 8 $40,440.71 $323,525.68
192 $7,517,539.00 $5,412,628.08 $2,104,910.92
HII Mission Technologies Corp.
Amount Due
Truck 3 - May 2, 2025
Payment Due: In accordance with Modification No. 4
Amount Credited (72%
of Total Price for Crates 1-
24) against initial
payment made at award
IAW Modification No. 4,
Attachment A
In accordance with Modification No. 4, Section 5, Cyberlux hereby certifies as follows:
1. Cyberlux has delivered the goods identified in the invoice in compliance with this Agreement; and
2. Cyberlux’s Termination Settlement Proposal of February 15, 2025 and all statements made in support of that proposal are made in good faith; the
supporting data are accurate and complete to the best of Cyberlux’s knowledge and belief; and the amount claimed accurately reflects the amount that
Cyberlux believes it is entitled to receive under the Subcontract; and
3. All goods delivered by Cyberlux are free and clear of any third-party liens, claims, or encumbrances of any kind.
Larson Isely
Chief Operating Officer
FAIRWINDS-0107
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 109 of 135 PageID#
3724
entityobservation
Larson Isely
Read the anchor · page 109
Buyer: Seller: Cyberlux Corporation
Attn: Accounts Payable 800 Park Offices Drive, Suite 3209
5701 Cleveland Street Suite 400 Research Triangle Park NC 27709
Virginia Beach, VA 23462 Point of Contact: Aaron Goodman
agoodman@cyberlux.com
Via email to: subcontract-consultant-invoices@hii-tsd.com 914-414-1884
Invoice Date: May 6, 2025
Invoice #: 20230829-HII-1016
Purpose: Shipment 3
Date of Shipment: May 2, 2025
Attachments: 1 pdf with 24 Signed DD250s
DD250 # Crate # Category # Model # # of Units Price/Unit Price/Crate
47QFCA511270049 1 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270050 2 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270051 3 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270052 4 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270053 5 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270054 6 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270055 7 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270056 8 B K8-2 8 $36,807.22 $294,457.76
47QFCA511270057 9 B K8-2 4 $36,807.22 $147,228.88
47QFCA511270057 9 B K8-1 4 $40,440.71 $161,762.84
47QFCA511270058 10 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270059 11 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270060 12 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270061 13 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270062 14 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270063 15 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270064 16 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270065 17 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270066 18 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270067 19 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270068 20 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270069 21 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270070 22 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270071 23 B K8-1 8 $40,440.71 $323,525.68
47QFCA511270072 24 B K8-1 8 $40,440.71 $323,525.68
192 $7,517,539.00 $5,412,628.08 $2,104,910.92
HII Mission Technologies Corp.
Amount Due
Truck 3 - May 2, 2025
Payment Due: In accordance with Modification No. 4
Amount Credited (72%
of Total Price for Crates 1-
24) against initial
payment made at award
IAW Modification No. 4,
Attachment A
In accordance with Modification No. 4, Section 5, Cyberlux hereby certifies as follows:
1. Cyberlux has delivered the goods identified in the invoice in compliance with this Agreement; and
2. Cyberlux’s Termination Settlement Proposal of February 15, 2025 and all statements made in support of that proposal are made in good faith; the
supporting data are accurate and complete to the best of Cyberlux’s knowledge and belief; and the amount claimed accurately reflects the amount that
Cyberlux believes it is entitled to receive under the Subcontract; and
3. All goods delivered by Cyberlux are free and clear of any third-party liens, claims, or encumbrances of any kind.
Larson Isely
Chief Operating Officer
FAIRWINDS-0107
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 109 of 135 PageID#
3724
entityobservation
Kyle Kolwicz
Read the anchor · page 135
Fairwinds Technologies LLC Invoice #: CYBLUX-1001B
6165 Guardian Gateway, Ste J Invoice Date: 7/9/2025
Aberdeen Proving Ground, MD 21005 Email: Kyle.kolwicz@Fairwinds-tech.com
Duns: 080308420 Invoice Terms: NET30
UEI# R3G6PWHQRAY5
Bill to:
Cyberlux Corporation
800 Park Offices Drive, Suite 3209
Research Triangle, NC 27709
Please accept this invoice for payment under Strategic Business Development, Service and Supply Teaming Agreement
between Fairwinds Technologies, LLC and Cyberlux Corporation executed on June 7th, 2023.
Invoice Period of Performance: Jul-25
Invoice Description Contract Value of 1,000 K-8
Variants
Due to Fairwinds
(8%)
8% Fee of first 1,000 K-8 variant drones sold and delivered $ 29,356,780.00 $ 2,348,542.40
INVOICE TOTAL $2,348,542.40
Please send payment via electronic transfer to:
Sandy Spring Bank, 17801 Georgia Avenue, Olney, Maryland 20832
Account Number: 1616740306; Routing Number: 055001096
If paying by check, please mail to: Fairwinds Technologies LLC, 920 Melvin Rd, Annapolis, MD 21403
Regards,
Kyle Kolwicz
Chief Operating Officer
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 135 of 135 PageID#
3750
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FAl~WIN S
T£CHNOLOC/£S
eventattribution
Parties sign original teaming agreement.
Read the anchor · page 7
pg. 5
IN WITNESS WHEREOF, the Parties represent and warrant that this Agreement is executed by duly
authorized representatives of each Party as set forth below on the date first stated above.
Contractual Points of Contact:
Company: Fairwinds Technologies LLC Company: Cyberlux Corporation
Signature Date Signature Date
Name: Amber Hutchinson Name: Mark Schmidt
Title: Director of Contract Management Title: CEO
Address: 920 Melvin Road
Annapolis MD 21403
Address: 800 Park Offices Drive suite 3209
Research Triangle Park, NC 27709
Phone: 843-344-6581 Phone: 919-434-6608
E-mail: amber.hutchinson@fairwindstech.com
E-mail: mschmidt@cyberlux.com
10/3/2022 10/03/2022
FAIRWINDS-0020
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 7 of 135 PageID#
3622
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eventattribution
Parties sign first amendment dated 4 May.
Read the anchor · page 12
Signature: __________________
By: Mark Schmidt
Title: President & CEO
Date: 06/06/2023
FAIRWINDS-0003
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 12 of 135 PageID#
3627
eventattribution
Parties sign strategic agreement.
Read the anchor · page 21
9
SIGNATURE AND AUTHORIZATION
EACH PARTY REPRESENTS THAT IT HAS READ THIS DOCUMENT IN ITS ENTIRETY
AND AGREES TO PERFORM IN ACCORDANCE WITH THE TERMS AND CONDITIONS
CONTAINED HEREIN.
IN WHITNESS WHEREOF, the Parties hereto have caused this agreement to be signed,
delivered, and executed by their duly authorized signatories on the dates set forth below.
FAIRWINDS TECHNOLOGIES
BY:________________
NAME: Amber Hutchinson
TITLE: IDIQ Director
DATE:
CYBERLUX CORPORATION
BY:__________________________
NAME: Mark Schmidt
TITLE: President and CEO
DATE: June 7, 2023
06/07/2023
FAIRWINDS-0012
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 21 of 135 PageID#
3636
eventattribution
Schmidt sends commission support and split attachments.
Read the anchor · page 25
1
Dantin, Joanna
From: Jim Sprungle <james.sprungle@fairwinds-tech.com>
Sent: Tuesday, July 8, 2025 6:09 PM
To: Robert Miller; Toby Wirth
Subject: FW: Commission calculation
Attachments: Fairwinds Commission Calculation.xlsx; PNWA9432056002AXX DD Form 250 (pg. 1) -
Cyberlux - Signed.pdf; PNWA9432056002BXX DD Form 250 (pg. 1) - Cyberlux -
Signed.pdf; PNWA9432056002CXX DD Form 250 - Cyberlux - Signed.pdf;
PNWA9432056002CXX DD Form 250 2 - Cyberlux - Signed.pdf; Invoice for Truck 1
_Final.pdf; Truck 1 Signed DD250s_corrected_05212025.pdf; Invoice for Truck 2
_Final.pdf; Truck 2 Signed DD250s.pdf; Truck 3 - Signed DD250s.pdf; Truck 3 - Signed
Invoice.pdf; Truck 4 - DD250s_05062025.pdf; Truck 4 - Invoice - Signed.pdf
Thoughts on next steps? I will send a revised invoice tomorrow for $2.3M.
Jim Sprungle
CEO
443.223.0301
fairwinds-tech.com
From: Mark Schmidt <mschmidt@cyberlux.com>
Sent: Tuesday, July 8, 2025 7:01 PM
To: Jim Sprungle <james.sprungle@fairwinds-tech.com>
Cc: Loren Buck <lbuck@cyberlux.com>
Subject: Fw: Commission calculation
WARNING - EXTERNAL EMAIL - This email originated from outside of the organization. Do not click links
or open attachments unless you recognize the sender and know the content is safe.
(This is a resend due to size. I put the rest of the invoices and DD250s in a second email.)
Jim, please find the attached spreadsheet on the applicable 1000 drone shipment commission. I've
included all the applicable invoices and the DD250s for all the drone shipments for transparency. With
the SWO and ultimate contract modification, there are a few elements to the calculation. Loren and I are
available to answer any questions and to step through the spreadsheet as you'd like.
V/R - Mark
Mark Schmidt | President and CEO
FAIRWINDS-0023
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 25 of 135 PageID#
3640
eventattribution
Fairwinds bills the 8% fee.
Read the anchor · page 135
Fairwinds Technologies LLC Invoice #: CYBLUX-1001B
6165 Guardian Gateway, Ste J Invoice Date: 7/9/2025
Aberdeen Proving Ground, MD 21005 Email: Kyle.kolwicz@Fairwinds-tech.com
Duns: 080308420 Invoice Terms: NET30
UEI# R3G6PWHQRAY5
Bill to:
Cyberlux Corporation
800 Park Offices Drive, Suite 3209
Research Triangle, NC 27709
Please accept this invoice for payment under Strategic Business Development, Service and Supply Teaming Agreement
between Fairwinds Technologies, LLC and Cyberlux Corporation executed on June 7th, 2023.
Invoice Period of Performance: Jul-25
Invoice Description Contract Value of 1,000 K-8
Variants
Due to Fairwinds
(8%)
8% Fee of first 1,000 K-8 variant drones sold and delivered $ 29,356,780.00 $ 2,348,542.40
INVOICE TOTAL $2,348,542.40
Please send payment via electronic transfer to:
Sandy Spring Bank, 17801 Georgia Avenue, Olney, Maryland 20832
Account Number: 1616740306; Routing Number: 055001096
If paying by check, please mail to: Fairwinds Technologies LLC, 920 Melvin Rd, Annapolis, MD 21403
Regards,
Kyle Kolwicz
Chief Operating Officer
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 135 of 135 PageID#
3750
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FAl~WIN S
T£CHNOLOC/£S
eventattribution
Wirth signs the declaration filed as ECF 178-1.
Read the anchor · page 1
#111559141v1
IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
Richmond Division
HII MISSION TECHNOLOGIES CORP.,
Interpleader Plaintiff
v.
CYBERLUX CORPORATION, et al.,
Interpleader Defendants/Claimants
Civil Action No: 3:25-cv-483-JAG
DECLARATION OF THOMAS O. WIRTH
I, Thomas O. Wirth, make the following declaration under penalty of perjury pursuant to
28 U.S.C. § 1746.
1. I am the General Counsel of Fairwinds Technologies, LLC (“Fairwinds”). This
declaration is based on my personal knowledge, information, and belief.
2. On October 3, 2022, Fairwinds entered into a Teaming Agreement (“TA”) with
Cyberlux Corporation, a true and correct copy of which is attached as Exhibit 1 to this Declaration.
3. The U.S. government awarded HII Mission Technologies Corp. (“HII”) the prime
contract for the Model K8 Aircrafts (the “Drones”) referenced in the TA.
4. After the award of the prime contract, on June 7, 2023, Fairwinds entered into a
Strategic Business Development, Service and Supply Teaming contract (the “Contract”), whereby
Cyberlux agreed to pay Fairwinds a commission of eight percent (8%) of the purchase price of the
first 1000 Drones delivered to HII in exchange for the services Fairwinds provided, as described
in the Contract. A true and correct copy of the Contract is attached as Exhibit 2 to this Declaration.
5. On July 8, 2025, Cyberlux’s Chief Executive Officer, Mark Schmidt, sent
Fairwinds’ Chief Executive Officer an email attaching a spreadsheet setting forth the amount owed
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 1 of 135 PageID#
3616
inferenceinference
The July commission calculation averages revenue across 2,000 drones and takes half, whereas the instruments use first-1,000 formulations (a
The July commission calculation averages revenue across 2,000 drones and takes half, whereas the instruments use first-1,000 formulations (awarded, sold, or Wirth’s delivered description). The invoice establishes an asserted computation, but this record does not resolve which unit sequence/value contractually controls.
inferenceinference
The 2025 origin CQA marks must not be converted into acceptance or destination receipt. Unlike the 2023 forms, the separate acceptance and r
The 2025 origin CQA marks must not be converted into acceptance or destination receipt. Unlike the 2023 forms, the separate acceptance and receiver fields are blank. This limits what these particular forms establish; it does not prove that acceptance or receipt never occurred elsewhere.
inferenceinference
The truck 1 three-dollar gross discrepancy matches three units priced one dollar higher on the invoice than on its crate-5 DD250. The sheet
The truck 1 three-dollar gross discrepancy matches three units priced one dollar higher on the invoice than on its crate-5 DD250. The sheet tracks the lower gross; whether a corrected bill was issued remains unresolved.
inferenceinference
Shared invoice number and equal totals for trucks 3/4 are not adequate deduplication keys: shipment dates, transport references and model or
Shared invoice number and equal totals for trucks 3/4 are not adequate deduplication keys: shipment dates, transport references and model ordering differ. Treating one as redundant would discard a distinct asserted delivery.
otherattribution
Complete supplied 135-page source reviewed at SHA-256 db75269fb8ffa97cc50594c7868039a9a8735d1e2f0e98bf8e3cdee516d8eb51. Source assertions, o
Complete supplied 135-page source reviewed at SHA-256 db75269fb8ffa97cc50594c7868039a9a8735d1e2f0e98bf8e3cdee516d8eb51. Source assertions, original visual features, filing/communication context and identified missing attachments are retained. Read all 135 physical pages of the registered db75269f PDF. Pages 1–40 were read in full native text; pages 41–135 were read in full directly from their individual form-enabled original-page renders. Material images on pages 2, 7, 11, 12, 21 and 30–40 were also inspected. Every DD250, including changing crate quantities/seals and the separate acceptance/receiver fields, was examined; none was assumed identical. No absent attachment was treated as read. Source-specific dates and mismatches are retained, with page 2 text reordered against its upside-down original image.
Read the anchor · page 1
#111559141v1
IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
Richmond Division
HII MISSION TECHNOLOGIES CORP.,
Interpleader Plaintiff
v.
CYBERLUX CORPORATION, et al.,
Interpleader Defendants/Claimants
Civil Action No: 3:25-cv-483-JAG
DECLARATION OF THOMAS O. WIRTH
I, Thomas O. Wirth, make the following declaration under penalty of perjury pursuant to
28 U.S.C. § 1746.
1. I am the General Counsel of Fairwinds Technologies, LLC (“Fairwinds”). This
declaration is based on my personal knowledge, information, and belief.
2. On October 3, 2022, Fairwinds entered into a Teaming Agreement (“TA”) with
Cyberlux Corporation, a true and correct copy of which is attached as Exhibit 1 to this Declaration.
3. The U.S. government awarded HII Mission Technologies Corp. (“HII”) the prime
contract for the Model K8 Aircrafts (the “Drones”) referenced in the TA.
4. After the award of the prime contract, on June 7, 2023, Fairwinds entered into a
Strategic Business Development, Service and Supply Teaming contract (the “Contract”), whereby
Cyberlux agreed to pay Fairwinds a commission of eight percent (8%) of the purchase price of the
first 1000 Drones delivered to HII in exchange for the services Fairwinds provided, as described
in the Contract. A true and correct copy of the Contract is attached as Exhibit 2 to this Declaration.
5. On July 8, 2025, Cyberlux’s Chief Executive Officer, Mark Schmidt, sent
Fairwinds’ Chief Executive Officer an email attaching a spreadsheet setting forth the amount owed
Case 3:25-cv-00483-JAG Document 178-1 Filed 04/15/26 Page 1 of 135 PageID#
3616
questionquestion
What operative interpretation, unit sequence and payment evidence reconcile first-1,000 commission language with the 2,000-unit average used
What operative interpretation, unit sequence and payment evidence reconcile first-1,000 commission language with the 2,000-unit average used in the July invoice?
questionquestion
Where are completed acceptance/receipt records, title-release evidence and the full Modification 4 needed to test the 2025 certifications?
questionquestion
Was truck 1 repriced or corrected, and how were the repeated truck 3/4 invoice number and truck 2 heading reconciled in the buyer ledger?
questionquestion
Which service-performance, clearance and government-direction records establish that the contingent contractual role and commission conditio
Which service-performance, clearance and government-direction records establish that the contingent contractual role and commission conditions were satisfied?
questionquestion
What does this exhibit establish about the Fairwinds demand and the underlying deliveries?
claimallegation
Fairwinds Commission Entitlement
Fairwinds claims entitlement to $2,348,542.40 representing 8% commission on first 1000 K-8 drone units sold by Cyberlux to HII under Strategic Business Development Contract terms
Read the anchor · page 1
Fairwinds entered into a Strategic Business Development, Service and Supply Teaming contract (the "Contract"), whereby Cyberlux agreed to pay Fairwinds a commission of eight percent (8%) of the purchase price of the first 1000 Drones delivered to HII in exchange for the services Fairwinds provided... On July 9, 2025, Fairwinds sent Cyberlux an invoice for $2,348.542.40, the amount owed by Cyberlux to Fairwinds in connection with the Contract
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fairwinds claims entitlement to $2 348 542 40 representing 8% commission on first 1000 k 8 drone units sold by cyberlux to hii under strategic business development contract termsrelates to{"chapter":28,"exposure_lens":"The acquisition-chain inquiry locates the official owner of each technical, financial and contractual decision before drawing any conclusion from institutional involvement.","responsibility":"Requirement, contract vehicle, delegated authority, contracting decisions and settlement review.","sequence":328,"unit_key":"CH28"}
The controlling book database maps this allegation into Part II; the book's explicit control-to-exposure crosswalk places that responsibility in Part III, Chapter 28. This is an identifier-based publication link, not a name match.
fairwinds asserts status as bona fide commercial selling agency for cyberlux in accordance with far 52 203 5 justifying commission as customary for commercial business servicesrelates to{"chapter":28,"exposure_lens":"The acquisition-chain inquiry locates the official owner of each technical, financial and contractual decision before drawing any conclusion from institutional involvement.","responsibility":"Requirement, contract vehicle, delegated authority, contracting decisions and settlement review.","sequence":328,"unit_key":"CH28"}
The controlling book database maps this allegation into Part II; the book's explicit control-to-exposure crosswalk places that responsibility in Part III, Chapter 28. This is an identifier-based publication link, not a name match.
Fairwinds claims entitlement to $2,348,542.40 representing 8% commission on first 1000 K-8 drone units sold by Cyberlux to HII under Strategic Business Development Contract termssupportsfairwinds claims entitlement to $2 348 542 40 representing 8% commission on first 1000 k 8 drone units sold by cyberlux to hii under strategic business development contract terms
This database-linked source passage is the reviewed documentary support mapped to the allegation in the controlling book version.
Fairwinds asserts status as bona fide commercial selling agency for Cyberlux in accordance with FAR 52.203-5, justifying commission as customary for commercial business servicessupportsfairwinds asserts status as bona fide commercial selling agency for cyberlux in accordance with far 52 203 5 justifying commission as customary for commercial business services
This database-linked source passage is the reviewed documentary support mapped to the allegation in the controlling book version.
The brief recounts federal prime/task order and29August2023 subcontract,13May/17May2024 terminations,26February2025 Mod4, and government-directed inventory shipment. It reports HII received $2,757,254.39 on28May2025 and $23,012,114.64 on15July, totalling $25,769,369.03 subject to Mod4§7 setoff/recoupment. These are attributed recitations of complaint/declaration, not attached bank evidence or acceptance records.referencesThe 2025 origin CQA marks must not be converted into acceptance or destination receipt. Unlike the 2023 forms, the separate acceptance and receiver fields are blank. This limits what these particular forms establish; it does not prove that acceptance or receipt never occurred elsewhere.
Truck 4 DD250s identify 24 crates and origin CQA signatures dated 5 May 2025, with separate ACCEPTANCE/destination/receiver fields blank. Crates 1–15 have eight K8-1 each, crate 16 has four of each model and crates 17–24 have eight K8-2 each: 124 K8-1 and 68 K8-2 total. Individual seal numbers and transport references distinguish the forms.supportsThe 2025 origin CQA marks must not be converted into acceptance or destination receipt. Unlike the 2023 forms, the separate acceptance and receiver fields are blank. This limits what these particular forms establish; it does not prove that acceptance or receipt never occurred elsewhere.
Specifically named source propositions support the bounded distinction or question.
Truck 3 invoice 20230829-HII-1016 is dated 6 May 2025 for shipment on 2 May. It lists 192 units: 68 K8-2 and 124 K8-1, gross $7,517,539.00, credit $5,412,628.08 and due $2,104,910.92. Larson Isely signs as Chief Operating Officer; Aaron Goodman remains the printed point of contact.supportsWas truck 1 repriced or corrected, and how were the repeated truck 3/4 invoice number and truck 2 heading reconciled in the buyer ledger?
Specifically named source propositions support the bounded distinction or question.
The first amendment is dated 4 May 2023 and signed 6 June 2023. It restricts Fairwinds government-document control to mutually agreed prime/reseller circumstances, permits other arrangements if Fairwinds cannot meet customer requirements, and replaces 10% with 8% for the first cumulative 1,000 awarded units. Other teaming terms remain unchanged.supportsWhat operative interpretation, unit sequence and payment evidence reconcile first-1,000 commission language with the 2,000-unit average used in the July invoice?
Specifically named source propositions support the bounded distinction or question.
The spreadsheet combines 392 original drones valued $14,954,400 with 1,608 closeout drones valued $43,759,159.81, displayed as $43,759,160 in the commission section. It uses the rounded $58,713,560 total across 2,000 drones, takes a 1,000-drone basis of $29,356,780 and applies 8%, displaying approximately $2,348,542. This is the supplied computation, not a determination that its averaging method implements the operative first-1,000 clause.supportsThe July commission calculation averages revenue across 2,000 drones and takes half, whereas the instruments use first-1,000 formulations (awarded, sold, or Wirth’s delivered description). The invoice establishes an asserted computation, but this record does not resolve which unit sequence/value contractually controls.
Specifically named source propositions support the bounded distinction or question.
Truck 3 DD250s have transport suffixes 27049–27072, origin CQA signatures dated 29 April 2025, and blank separate ACCEPTANCE/destination/receiver fields. Crates 1–8 contain eight K8-2 each; crate 9 contains four of each model; crates 10–24 contain eight K8-1 each. Their printed category B unit prices are $36,807.22 and $40,440.71.supportsWhere are completed acceptance/receipt records, title-release evidence and the full Modification 4 needed to test the 2025 certifications?
Specifically named source propositions support the bounded distinction or question.
Truck 2 invoice 20230829-HII-1015 is dated 29 April 2025 for shipment on 28 April, lists 192 category B K8-2 units across 24 crates, and totals $7,066,986.24 gross, $5,088,230.09 credit and $1,978,756.15 due. Its table heading says Truck 1 despite Purpose: Shipment 2, an internal label discrepancy.supportsWas truck 1 repriced or corrected, and how were the repeated truck 3/4 invoice number and truck 2 heading reconciled in the buyer ledger?
Specifically named source propositions support the bounded distinction or question.
Truck 4 DD250s identify 24 crates and origin CQA signatures dated 5 May 2025, with separate ACCEPTANCE/destination/receiver fields blank. Crates 1–15 have eight K8-1 each, crate 16 has four of each model and crates 17–24 have eight K8-2 each: 124 K8-1 and 68 K8-2 total. Individual seal numbers and transport references distinguish the forms.supportsShared invoice number and equal totals for trucks 3/4 are not adequate deduplication keys: shipment dates, transport references and model ordering differ. Treating one as redundant would discard a distinct asserted delivery.
Specifically named source propositions support the bounded distinction or question.
The spreadsheet combines 392 original drones valued $14,954,400 with 1,608 closeout drones valued $43,759,159.81, displayed as $43,759,160 in the commission section. It uses the rounded $58,713,560 total across 2,000 drones, takes a 1,000-drone basis of $29,356,780 and applies 8%, displaying approximately $2,348,542. This is the supplied computation, not a determination that its averaging method implements the operative first-1,000 clause.supportsWhat operative interpretation, unit sequence and payment evidence reconcile first-1,000 commission language with the 2,000-unit average used in the July invoice?
Specifically named source propositions support the bounded distinction or question.
Truck 1 invoice 20230829-HII-1014, dated 25 April 2025, lists 192 units and gross $7,121,825.57, credit $5,127,714.41 and due $1,994,111.16. Crate 5 prices three K8-1 category B units at $40,441.71/$121,325.13; its attached DD250 instead prints $40,440.71 with handwritten amount $121,322.13. Both versions are preserved.supportsWas truck 1 repriced or corrected, and how were the repeated truck 3/4 invoice number and truck 2 heading reconciled in the buyer ledger?
Specifically named source propositions support the bounded distinction or question.
The Strategic Business Development, Service and Supply agreement is dated 4 May 2023 and signed by both parties on 7 June 2023. Section 3.3 specifies 8% on the first 1,000 K8 drones sold for consulting/business support where government requires a different contracting entity. The document includes best-efforts rights of first refusal, an ownership/merger exception for DTC/Agile, 30-day termination notice and accrued or substantially completed opportunity fees payable after receipt.supportsThe July commission calculation averages revenue across 2,000 drones and takes half, whereas the instruments use first-1,000 formulations (awarded, sold, or Wirth’s delivered description). The invoice establishes an asserted computation, but this record does not resolve which unit sequence/value contractually controls.
Specifically named source propositions support the bounded distinction or question.
The four Cyberlux invoices certify under Modification 4 section 5 that listed goods were delivered compliantly, the 15 February 2025 termination settlement proposal and supporting statements were made in good faith with accurate/complete data to Cyberlux best knowledge and belief, and goods are free of third-party liens, claims or encumbrances. Goodman signs the first two and Isely the last two. These are corporate certifications, not independent proof of clear title or contractual satisfaction.supportsWhere are completed acceptance/receipt records, title-release evidence and the full Modification 4 needed to test the 2025 certifications?
Specifically named source propositions support the bounded distinction or question.
Truck 1 comprises 24 individual DD250 crate records. Each has origin CQA checked and the separate origin ACCEPTANCE box blank; destination quality/acceptance and receiver blocks are blank. The origin signature dates are 24 April 2025. Distinct crate/transport/seal fields are retained; handwritten name spelling is not confidently resolved.supportsWhere are completed acceptance/receipt records, title-release evidence and the full Modification 4 needed to test the 2025 certifications?
Specifically named source propositions support the bounded distinction or question.
Truck 4 invoice also carries number 20230829-HII-1016 and date 6 May 2025, but identifies Shipment 4 on 5 May and transport suffixes 27073–27096. It lists 192 units, the same $7,517,539.00/$5,412,628.08/$2,104,910.92 totals as truck 3, and Larson Isely as signing COO. Its crate sequence differs; repeated invoice number/totals do not make these the same shipment.supportsShared invoice number and equal totals for trucks 3/4 are not adequate deduplication keys: shipment dates, transport references and model ordering differ. Treating one as redundant would discard a distinct asserted delivery.
Specifically named source propositions support the bounded distinction or question.
The Strategic Business Development, Service and Supply agreement is dated 4 May 2023 and signed by both parties on 7 June 2023. Section 3.3 specifies 8% on the first 1,000 K8 drones sold for consulting/business support where government requires a different contracting entity. The document includes best-efforts rights of first refusal, an ownership/merger exception for DTC/Agile, 30-day termination notice and accrued or substantially completed opportunity fees payable after receipt.supportsWhich service-performance, clearance and government-direction records establish that the contingent contractual role and commission conditions were satisfied?
Specifically named source propositions support the bounded distinction or question.
Truck 2 DD250s have consecutive transport suffixes 27025–27048 and eight K8-2 category B units per crate at $36,807.22/$294,457.76. Origin CQA is checked, origin ACCEPTANCE and destination/receiver blocks are blank; origin signatures carry 25/28 April 2025 dates with some handwritten ambiguity. Typed name/title fields are blank.supportsWhere are completed acceptance/receipt records, title-release evidence and the full Modification 4 needed to test the 2025 certifications?
Specifically named source propositions support the bounded distinction or question.
Truck 1 invoice 20230829-HII-1014, dated 25 April 2025, lists 192 units and gross $7,121,825.57, credit $5,127,714.41 and due $1,994,111.16. Crate 5 prices three K8-1 category B units at $40,441.71/$121,325.13; its attached DD250 instead prints $40,440.71 with handwritten amount $121,322.13. Both versions are preserved.supportsThe truck 1 three-dollar gross discrepancy matches three units priced one dollar higher on the invoice than on its crate-5 DD250. The sheet tracks the lower gross; whether a corrected bill was issued remains unresolved.
Specifically named source propositions support the bounded distinction or question.
The spreadsheet combines 392 original drones valued $14,954,400 with 1,608 closeout drones valued $43,759,159.81, displayed as $43,759,160 in the commission section. It uses the rounded $58,713,560 total across 2,000 drones, takes a 1,000-drone basis of $29,356,780 and applies 8%, displaying approximately $2,348,542. This is the supplied computation, not a determination that its averaging method implements the operative first-1,000 clause.supportsWhat does this exhibit establish about the Fairwinds demand and the underlying deliveries?
Specifically named source propositions support the bounded distinction or question.
Fairwinds invoice CYBLUX-1001B dated 9 July 2025, signed Kyle Kolwicz as COO, bills Cyberlux $2,348,542.40, NET30, as an 8% fee on the first 1,000 K8 variant drones sold and delivered, using $29,356,780.00 as the contract value. It references the agreement executed 7 June 2023 and includes payment instructions; no paid receipt is attached.supportsWhat does this exhibit establish about the Fairwinds demand and the underlying deliveries?
Specifically named source propositions support the bounded distinction or question.
The four Cyberlux invoices certify under Modification 4 section 5 that listed goods were delivered compliantly, the 15 February 2025 termination settlement proposal and supporting statements were made in good faith with accurate/complete data to Cyberlux best knowledge and belief, and goods are free of third-party liens, claims or encumbrances. Goodman signs the first two and Isely the last two. These are corporate certifications, not independent proof of clear title or contractual satisfaction.supportsWhat does this exhibit establish about the Fairwinds demand and the underlying deliveries?
Specifically named source propositions support the bounded distinction or question.
The first amendment is dated 4 May 2023 and signed 6 June 2023. It restricts Fairwinds government-document control to mutually agreed prime/reseller circumstances, permits other arrangements if Fairwinds cannot meet customer requirements, and replaces 10% with 8% for the first cumulative 1,000 awarded units. Other teaming terms remain unchanged.supportsThe July commission calculation averages revenue across 2,000 drones and takes half, whereas the instruments use first-1,000 formulations (awarded, sold, or Wirth’s delivered description). The invoice establishes an asserted computation, but this record does not resolve which unit sequence/value contractually controls.
Specifically named source propositions support the bounded distinction or question.
For truck 1 the spreadsheet uses gross $7,121,822.57, credit $5,127,712.25 and due $1,994,110.32, whereas the invoice uses $7,121,825.57/$5,127,714.41/$1,994,111.16. These are differences of $3.00/$2.16/$0.84; no corrected invoice or reconciliation is included.supportsThe truck 1 three-dollar gross discrepancy matches three units priced one dollar higher on the invoice than on its crate-5 DD250. The sheet tracks the lower gross; whether a corrected bill was issued remains unresolved.
Specifically named source propositions support the bounded distinction or question.
The strategic agreement characterises the parties as independent contractors and the relationship as a bona fide agency under FAR 52.203-5; it represents reasonable fees, relevant knowledge and an eight-year continuing relationship, and disclaims improper influence. These are contractual representations, not independent findings of regulatory compliance. It describes contract review and FAR/DFAR/subject-matter support.supportsWhich service-performance, clearance and government-direction records establish that the contingent contractual role and commission conditions were satisfied?
Specifically named source propositions support the bounded distinction or question.
The strategic scope allocates Fairwinds clearance, technical-board, classified-business and reseller work; Cyberlux development and later prime opportunities; reciprocal most-favoured pricing; DATRON research; pre-sales cost support; and agency-facing opportunities. Its reseller preference is best-efforts and subject to a US-government representative directing otherwise. These allocated roles are not proof they were performed.supportsWhich service-performance, clearance and government-direction records establish that the contingent contractual role and commission conditions were satisfied?
Specifically named source propositions support the bounded distinction or question.
Truck 3 invoice 20230829-HII-1016 is dated 6 May 2025 for shipment on 2 May. It lists 192 units: 68 K8-2 and 124 K8-1, gross $7,517,539.00, credit $5,412,628.08 and due $2,104,910.92. Larson Isely signs as Chief Operating Officer; Aaron Goodman remains the printed point of contact.supportsShared invoice number and equal totals for trucks 3/4 are not adequate deduplication keys: shipment dates, transport references and model ordering differ. Treating one as redundant would discard a distinct asserted delivery.
Specifically named source propositions support the bounded distinction or question.
The Strategic Business Development, Service and Supply agreement is dated 4 May 2023 and signed by both parties on 7 June 2023. Section 3.3 specifies 8% on the first 1,000 K8 drones sold for consulting/business support where government requires a different contracting entity. The document includes best-efforts rights of first refusal, an ownership/merger exception for DTC/Agile, 30-day termination notice and accrued or substantially completed opportunity fees payable after receipt.supportsWhat does this exhibit establish about the Fairwinds demand and the underlying deliveries?
Specifically named source propositions support the bounded distinction or question.
Truck 4 DD250s identify 24 crates and origin CQA signatures dated 5 May 2025, with separate ACCEPTANCE/destination/receiver fields blank. Crates 1–15 have eight K8-1 each, crate 16 has four of each model and crates 17–24 have eight K8-2 each: 124 K8-1 and 68 K8-2 total. Individual seal numbers and transport references distinguish the forms.supportsWhere are completed acceptance/receipt records, title-release evidence and the full Modification 4 needed to test the 2025 certifications?
Specifically named source propositions support the bounded distinction or question.
Fairwinds invoice CYBLUX-1001B dated 9 July 2025, signed Kyle Kolwicz as COO, bills Cyberlux $2,348,542.40, NET30, as an 8% fee on the first 1,000 K8 variant drones sold and delivered, using $29,356,780.00 as the contract value. It references the agreement executed 7 June 2023 and includes payment instructions; no paid receipt is attached.supportsThe July commission calculation averages revenue across 2,000 drones and takes half, whereas the instruments use first-1,000 formulations (awarded, sold, or Wirth’s delivered description). The invoice establishes an asserted computation, but this record does not resolve which unit sequence/value contractually controls.
Specifically named source propositions support the bounded distinction or question.
Truck 1 comprises 24 individual DD250 crate records. Each has origin CQA checked and the separate origin ACCEPTANCE box blank; destination quality/acceptance and receiver blocks are blank. The origin signature dates are 24 April 2025. Distinct crate/transport/seal fields are retained; handwritten name spelling is not confidently resolved.supportsThe 2025 origin CQA marks must not be converted into acceptance or destination receipt. Unlike the 2023 forms, the separate acceptance and receiver fields are blank. This limits what these particular forms establish; it does not prove that acceptance or receipt never occurred elsewhere.
Specifically named source propositions support the bounded distinction or question.
Truck 2 DD250s have consecutive transport suffixes 27025–27048 and eight K8-2 category B units per crate at $36,807.22/$294,457.76. Origin CQA is checked, origin ACCEPTANCE and destination/receiver blocks are blank; origin signatures carry 25/28 April 2025 dates with some handwritten ambiguity. Typed name/title fields are blank.supportsThe 2025 origin CQA marks must not be converted into acceptance or destination receipt. Unlike the 2023 forms, the separate acceptance and receiver fields are blank. This limits what these particular forms establish; it does not prove that acceptance or receipt never occurred elsewhere.
Specifically named source propositions support the bounded distinction or question.
The Strategic Business Development, Service and Supply agreement is dated 4 May 2023 and signed by both parties on 7 June 2023. Section 3.3 specifies 8% on the first 1,000 K8 drones sold for consulting/business support where government requires a different contracting entity. The document includes best-efforts rights of first refusal, an ownership/merger exception for DTC/Agile, 30-day termination notice and accrued or substantially completed opportunity fees payable after receipt.supportsWhat operative interpretation, unit sequence and payment evidence reconcile first-1,000 commission language with the 2,000-unit average used in the July invoice?
Specifically named source propositions support the bounded distinction or question.
For truck 1 the spreadsheet uses gross $7,121,822.57, credit $5,127,712.25 and due $1,994,110.32, whereas the invoice uses $7,121,825.57/$5,127,714.41/$1,994,111.16. These are differences of $3.00/$2.16/$0.84; no corrected invoice or reconciliation is included.supportsWas truck 1 repriced or corrected, and how were the repeated truck 3/4 invoice number and truck 2 heading reconciled in the buyer ledger?
Specifically named source propositions support the bounded distinction or question.
Truck 3 DD250s have transport suffixes 27049–27072, origin CQA signatures dated 29 April 2025, and blank separate ACCEPTANCE/destination/receiver fields. Crates 1–8 contain eight K8-2 each; crate 9 contains four of each model; crates 10–24 contain eight K8-1 each. Their printed category B unit prices are $36,807.22 and $40,440.71.supportsThe 2025 origin CQA marks must not be converted into acceptance or destination receipt. Unlike the 2023 forms, the separate acceptance and receiver fields are blank. This limits what these particular forms establish; it does not prove that acceptance or receipt never occurred elsewhere.
Specifically named source propositions support the bounded distinction or question.
Four 2023 DD250s for shipments 2–5 list 72, 120, 128 and 72 drones respectively, totalling 392, at $40,500 K8-1 and $36,900 K8-2 prices. Origin ACCEPTANCE and receiver signatures are present, dated 16 November, 29 November, 8 December and 12 December 2023. The last two forms share a CXX transport suffix but have different quantities/dates; their shipment-date fields are blank. They name Dover destination/Poland marking, unlike the 2025 forms.supportsThe 2025 origin CQA marks must not be converted into acceptance or destination receipt. Unlike the 2023 forms, the separate acceptance and receiver fields are blank. This limits what these particular forms establish; it does not prove that acceptance or receipt never occurred elsewhere.
Specifically named source propositions support the bounded distinction or question.
Truck 3 DD250s have transport suffixes 27049–27072, origin CQA signatures dated 29 April 2025, and blank separate ACCEPTANCE/destination/receiver fields. Crates 1–8 contain eight K8-2 each; crate 9 contains four of each model; crates 10–24 contain eight K8-1 each. Their printed category B unit prices are $36,807.22 and $40,440.71.supportsShared invoice number and equal totals for trucks 3/4 are not adequate deduplication keys: shipment dates, transport references and model ordering differ. Treating one as redundant would discard a distinct asserted delivery.
Specifically named source propositions support the bounded distinction or question.
Truck 4 invoice also carries number 20230829-HII-1016 and date 6 May 2025, but identifies Shipment 4 on 5 May and transport suffixes 27073–27096. It lists 192 units, the same $7,517,539.00/$5,412,628.08/$2,104,910.92 totals as truck 3, and Larson Isely as signing COO. Its crate sequence differs; repeated invoice number/totals do not make these the same shipment.supportsWas truck 1 repriced or corrected, and how were the repeated truck 3/4 invoice number and truck 2 heading reconciled in the buyer ledger?
Specifically named source propositions support the bounded distinction or question.
Fairwinds invoice CYBLUX-1001B dated 9 July 2025, signed Kyle Kolwicz as COO, bills Cyberlux $2,348,542.40, NET30, as an 8% fee on the first 1,000 K8 variant drones sold and delivered, using $29,356,780.00 as the contract value. It references the agreement executed 7 June 2023 and includes payment instructions; no paid receipt is attached.supportsWhat operative interpretation, unit sequence and payment evidence reconcile first-1,000 commission language with the 2,000-unit average used in the July invoice?
Specifically named source propositions support the bounded distinction or question.
Truck 1 comprises 24 individual DD250 crate records. Each has origin CQA checked and the separate origin ACCEPTANCE box blank; destination quality/acceptance and receiver blocks are blank. The origin signature dates are 24 April 2025. Distinct crate/transport/seal fields are retained; handwritten name spelling is not confidently resolved.supportsWhat does this exhibit establish about the Fairwinds demand and the underlying deliveries?
Specifically named source propositions support the bounded distinction or question.
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