Terms and Conditions of Sale

Last updated: 20 October 2026

These Terms and Conditions of Sale ("Terms") govern all quotations issued by, and all orders placed with, Spektralis Ltd. (Business ID 516933686), trading as Gravitas Energy ("Gravitas", "Seller") for Gravitas battery packs and related accessories ("Products"). By placing an order, accepting delivery of Products, or making payment, the customer ("Customer") accepts these Terms.

01Quotations and Orders

Quotations are valid for thirty (30) days from the quotation date, or until the expiry date stated on the quotation if different. Prices, specifications and availability may change until Gravitas confirms an order in writing. An order becomes binding only on Gravitas's written order confirmation.

02Prices and Payment

Unless the quotation states otherwise, prices are in US dollars and payment is 100% prepayment before dispatch. Prices exclude taxes, duties, tariffs, customs fees, freight and insurance unless the quotation states that they are included. Where shipping is shown as "TBD" on a quotation, the shipping cost will be confirmed in writing before dispatch and is payable by Customer.

03Shipping and Delivery

Delivery is made under the Incoterms® 2020 rule stated on the quotation or order confirmation. Lead times are estimates, confirmed together with shipping, and are not a guarantee unless agreed in writing.

Gravitas packs are lithium-ion batteries and are regulated as dangerous goods in transport (UN 3480, Class 9). Gravitas ships them in accordance with the applicable dangerous-goods rules (including IATA DGR for air, IMDG for sea and ADR for road) and provides the UN 38.3 test summary on request. DG packaging, documentation and surcharges are charged to Customer as quoted. Customer must make sure that any onward shipment, re-export or carriage (including by hand or in checked baggage) follows the same rules.

04Title and Risk of Loss

Risk of loss or damage passes to Customer under the agreed Incoterms rule. Title passes to Customer on full payment. If Products are held at Customer's request pending shipping instructions, Gravitas may charge reasonable storage costs and risk passes to Customer from the date Products were ready for dispatch.

05Inspection and Claims

Customer must inspect Products on receipt. Visible transit damage, shortages or wrong items must be noted on the carrier's delivery document and reported to Gravitas in writing, with photos, within seven (7) days of delivery. Other non-conformities found on incoming inspection must be reported within fourteen (14) days of delivery. Products may not be returned without a return authorization (RMA) number from Gravitas, and returns must be shipped as dangerous goods by Customer at its cost unless the claim is accepted.

06Cancellations and Changes

Orders may not be cancelled, rescheduled or changed without Gravitas's prior written agreement. Because packs are built to order, Customer is liable for all costs Gravitas incurs as a result of an agreed cancellation or change, including committed cells and materials.

07Limited Warranty

Gravitas warrants each pack against defects in workmanship (pack assembly, welding, wiring, connectors and BMS installation) for six (6) months from the date of delivery. In practice this covers packs that are dead on arrival or that fail because of an assembly fault.

The warranty does not cover the cells themselves, their performance or their capacity; normal capacity fade and wear; damage from crashes, impact, puncture, water or fire; charging, discharging, storage or transport outside the specification and the Gravitas Lithium-Ion Battery Safety & Handling Guide; over-discharge or over-current; use with incompatible chargers or equipment; opening, repair, modification, re-wrapping or connector changes not authorized by Gravitas; or collateral damage to any aircraft, payload or property.

Customer must notify Gravitas in writing within the warranty period, with the pack serial number, a description of the fault and supporting data (for example charger logs or flight logs) where available. Gravitas will, at its option, repair, replace or credit the affected pack; this is Customer's sole remedy. Repair or replacement does not extend the original warranty period. If no workmanship defect is found, Customer pays return shipping and reasonable testing costs.

EXCEPT FOR THE EXPRESS WARRANTY ABOVE, GRAVITAS DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Flight time, endurance and payload results depend on the platform and operating conditions and are not warranted.

08Safe Use, Handling and Charging

Packs must be stored, handled, installed, charged and discharged strictly in accordance with the Gravitas specification and the Gravitas Lithium-Ion Battery Safety & Handling Guide, including the stated charge voltage and current, maximum continuous and peak discharge current, minimum cell voltage, temperature limits and storage state of charge. Damaged, swollen, punctured or overheated packs must be taken out of service immediately and disposed of through a recognized battery-recycling channel. Customer is responsible for training its personnel and for safe use, storage and integration of the Products after delivery.

09Intended Use and Customer Responsibility

Products are designed for integration into unmanned aerial vehicles and similar systems by competent professional users. Customer is solely responsible for the suitability of a pack for its platform, the integration, the airworthiness of the aircraft, compliance with aviation and operating rules, and all flight operations. Use of the Products in any aircraft is at Customer's own risk. Customer must not open, modify, repair, rebuild or re-cell packs, or change their BMS, wiring or connectors, without Gravitas's written approval; doing so voids the warranty and transfers all related risk to Customer.

Products are not designed or authorized for life-support systems, human implantation, nuclear facilities, manned aircraft, or any other application where failure could cause catastrophic harm, unless Gravitas agrees in writing. Customer shall indemnify Gravitas against losses arising from a breach of this section.

10Delays in Performance

Gravitas is not liable for any failure or delay caused by events beyond its reasonable control, including fire, flood, accidents, war, terrorism, governmental action, embargoes, strikes, shortages of labor, materials or components, carrier or transport disruption, dangerous-goods carriage restrictions, or delays by suppliers. If a delay exceeds thirty (30) days, either party may cancel the affected part of the order without liability, and any prepayment for the cancelled part will be refunded.

11Export Control and Sanctions

Customer must comply with all applicable export control and sanctions laws and regulations, including those of the United States, Israel, the European Union and the country of destination. Products may not be used, sold, exported, re-exported or transferred except in accordance with those laws. Customer confirms that it is not a sanctioned party, is not owned or controlled by one, and is not located in a sanctioned jurisdiction, and will provide end-use and end-user statements on request. Gravitas may refuse, suspend or cancel any order where it believes these laws may be breached, without liability. Customer shall indemnify Gravitas against losses arising from Customer's breach of this section.

12Limitation of Liability

GRAVITAS'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO ANY ORDER IS LIMITED TO THE PURCHASE PRICE PAID FOR THE AFFECTED PRODUCTS. IN NO EVENT IS GRAVITAS LIABLE FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, PAYLOAD OR OTHER PROPERTY, LOSS OF MISSION, LOSS OF PROFIT OR BUSINESS, THE COST OF SUBSTITUTE GOODS, OR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, HOWEVER CAUSED AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Nothing in these Terms limits liability that cannot be limited under applicable law.

13Intellectual Property

Gravitas pack designs, specifications, labels, documentation and the Gravitas name and marks remain the property of Spektralis Ltd. or its licensors. Cell trademarks (Amprius, SiCore) belong to their owners and are used only to identify the cells inside the packs. No license is granted through the sale of Products. Customer shall not reverse engineer, copy or create derivative works of the packs or their BMS configuration, or remove any labels or markings.

14Order of Precedence

Sales are governed only by these Terms and Gravitas's quotation and order confirmation. Any conflicting or additional terms in Customer's purchase order or other documents are rejected unless Gravitas agrees to them in writing. A separately signed supply agreement between the parties takes precedence over these Terms to the extent of any conflict.

15Governing Law and Venue

These Terms are governed by the laws of the State of Israel, without regard to its conflict-of-law rules. The UN Convention on Contracts for the International Sale of Goods does not apply. The competent courts of Tel Aviv-Yafo, Israel have exclusive jurisdiction over any dispute arising out of or related to these Terms.

16Contact

Questions about these Terms: [email protected]

Gravitas Energy is a trading name of Spektralis Ltd.

Spektralis Ltd., Business ID 516933686
4A HaEtrog St., Rishon LeZion 7553492, Israel
By email: [email protected]