Terms and Conditions
- Product Sold Terms & Conditions
- Purchase Order Terms & Conditions
- Purchase Order Quality Requirements
Product Sold Terms & Conditions
Acceptance of Purchase Order, Repair Order, or Contract:
Any order by an organization or person ("Buyer") for goods (an "Order"), if accepted, is accepted subject to these Terms and Conditions of Sale ("T&Cs"), which are incorporated into any acceptance, acknowledgment, invoice, and other document issued by Herber Aircraft Service, Inc., or HAS ("Seller") in response to such Order (each a "Response"), and any reference thereto shall include these T&Cs. No waiver, alteration, or modification of these T&Cs shall be valid unless expressly agreed to in writing by Seller and specified as superseding these T&Cs. Any order to purchase goods or receive services shall constitute the Buyer's assent to these Terms and Conditions.
The T&Cs constitute the entire Agreement between the parties, and any different, additional, or conflicting terms or conditions set forth in Buyer's purchase order or any other document issued by Buyer are expressly objected to by Seller and the terms hereof, including those contained in the applicable response, shall exclusively govern the purchase and sale of the goods covered by the response unless there is another manually signed agreement between the parties, which shall control to the extent there is a conflict between the terms of such Agreement and these T&Cs. For the avoidance of doubt, it is the intent of the parties that Section 2-207 of the Uniform Commercial Code concerning the Battle of the Forms shall not apply to the performance of any Order by Buyer or Seller or to the sale of goods from Seller to Buyer.
In addition, it is the intent of the parties that provisions of neither the Uniform Commercial Code nor the United Nations Convention on Contracts for the International Sale of Goods shall form any part of the Contract between the parties. These T&Cs shall apply to all orders and releases and are the exclusive terms governing the relationship of the parties. Seller is not willing to contract with Buyer except in accordance with these T&Cs. Buyer's acceptance of these T&Cs and Seller's performance of the Order (in whole or in part) is expressly limited to and conditioned upon, Buyer's acceptance of these T&Cs, which may not be changed or waived except in writing signed by both parties.
Without limitation on any other means by which Buyer may signify its acceptance of these T&Cs, Buyer's performance hereunder, in whole or in part; acceptance of any Supplier submission relating to goods; intellectual property used in the performance of repairs, issuance of releases or delivery schedules; acceptance of any goods; payment for any goods; or any other conduct recognizing the existence of a contract or business relationship with Seller, constitutes Buyer's acceptance of these T&Cs.
Without limitation on the foregoing, Seller's performance on an Order shall not be considered acceptance of any counter-offer or terms provided by Buyer, and Seller will not be bound by, hereby objects to, and rejects, any additional provision or any provision at variance with these T&Cs that may appear in Buyer's purchase order, standard terms and conditions, including terms and conditions referenced in Buyer's purchase order, acknowledgments, form agreements, supplier or quality manuals, notices or in any other document or communication from Buyer to Seller, or any updates or amendments thereto, whether Seller has been notified of such provisions, or however such provision may be communicated or referenced (including any provisions contained on Buyer's website, EDI platforms, electronic mail, or any other medium), and whether appearing in hard copy, electronic, or graphic form, or with respect to any online bids or online quote packages that purport to require acceptance of terms and conditions in order to access the bid or quote documents. It is the responsibility of the Buyer to provide Terms and Conditions and then specify which terms and clauses apply to the Contract. No email, EDI, online access to bids or quote packages, or website communications or exchanges shall constitute a modification of, or objection to, these T&Cs or any other part of Seller's offer to sell goods.
Unit of Measure (UOM): Each or per linear foot.
Purchase Order, Repair Order, or Contract Type: Firm Fixed Price (FFP).
Currency: This quote is bid in US dollars.
Minimum Buy Order: US $250.00.
Certification Supplied: Standard Packing Slip Certificate of Conformance (CoC).
Quote Validity: This quote is valid for a period of thirty (30) days from the date of submittal and will be subject to updates thereafter.
Delivery: HAS is a distributor, and deliveries are based on manufacturers' availability and may be subject to delivery updates. HAS will‚, in good faith‚, endeavor to ship by the estimated shipping date but shall not be responsible for any delay or any damage arising from its failure to ship by the estimated shipping date.
Shipping: All goods are sold Ex-Works at Seller's facility ("Shipping Point") Incoterms 2020. Seller's obligation to deliver the goods shall be fulfilled when it has delivered the same in good condition to a carrier at the Shipping Point. Unless otherwise specified, Buyer shall pay or reimburse Seller for all transportation, freight, insurance, loading, packaging, and handling charges, taxes, duties, fees, storage, and all other charges applicable to the goods. Buyer shall not be responsible for any taxes based on Seller's income. Buyer shall insure each shipment of goods with a reputable insurer for a minimum of 100% of the full invoice value of such shipment and shall name Seller as an additional insured. Dates for delivery (including any Buyer "need" or "request" or "required" dates) are estimates made by Buyer and Seller, are not guarantees, and are determined from the date of Seller's receipt of a written purchase order. In no event shall Seller be responsible for penalties, costs, expenses, obligations, or damages of any kind if the Buyer requested delivery, need, or required date(s) are not met. Overtime and other expenses incurred to hasten delivery at Buyer's request or demand shall be added to the quoted contract prices and paid by Buyer. Shipment of goods that are available for delivery can be deferred beyond the date for delivery only with the Seller's written consent.
Lien/Security: Seller retains a vendor's lien on all goods sold to Buyer until such goods are paid for in full. Buyer hereby grants Seller, and Seller hereby reserves a purchase money security interest in and to the goods sold to Buyer together with all proceeds thereof to secure Buyer's performance and payment. Buyer agrees upon Seller's request to do all acts and execute all documents reasonably necessary to assist Seller's perfection and maintenance of any such security interest and right of possession, including, but not limited to, executing and filing documents with the appropriate governmental agency.
Orders: Buyer shall submit a purchase order ("Purchase Order") for the goods, which shall, at a minimum, include: (a) part number of the goods ordered; (b) quantity; (c) contract price of the goods; (d) requested delivery or need date; and (e) shipping instructions and shipping address, including a statement that the goods will be shipped "EXW Shipping Point" or "EXW Origin" and if the Purchase Order states otherwise, the shipping terms shall be Ex-Works Shipping Point.
All Purchase Orders are subject to acceptance by the Seller. Buyer shall be responsible for all additional costs resulting from errors made in connection with telephone or handwritten Purchase Orders accepted by Seller, and any errors related to such a Purchase Order must be disputed within 72 hours from Seller's receipt of the Purchase Order. Confirming Purchase Orders are not accepted by Seller unless an executed Sales Order Acknowledgement is returned to the Buyer.
Blanket Purchase Orders: If Buyer's Order is in the form of a Blanket Purchase Order, Buyer agrees that each shipment release shall be treated as a separate sales transaction hereunder, that all shipment releases shall be non-cancelable and, unless agreed in writing by Seller, all scheduled shipment releases to the Buyer under such Blanket Purchase Order shall not exceed 12 months from the Seller's Order acknowledgment date to Buyer.
Source Inspection: The Seller shall not be responsible for the delivery date when the Buyer has required or requests an external inspection of goods. It is the responsibility of the Buyer to schedule external inspections of goods during the Seller's normal business hours.
Acceptance: Buyer shall conduct any incoming inspection tests on the goods within five working days of delivery. In the event of any shortage, damage, or non-conformity with Seller's warranty in or to a shipment of goods or pricing discrepancies, Buyer shall promptly give notice, but in no event later than within ten working days of delivery thereof, to Seller and shall furnish such written evidence or other documentation as Seller reasonably may deem appropriate. If such evidence indicates, in Seller's reasonable judgment, that such shortage, damage, or non-conformity in Seller's warranty was the responsibility of Seller and existed at the time of delivery of the goods to the carrier, Seller shall promptly deliver additional or substitute goods to Buyer; provided, however, that Seller may, in its sole discretion, require Buyer to return all damaged or non-conforming goods prior to delivery of substitute goods. If Buyer fails to timely give Seller such written notice, the goods shall be deemed to conform to the warranty, and Buyer shall be deemed to have accepted the goods and shall pay for the goods in accordance herewith.
Goods devoid of an FAA 8130-3 or equivalent certification: Unless the goods are accompanied by an FAA 8130-3 tag or equivalent certification provided by a duly authorized representative, the goods are manufactured to an Industry or Aerospace OEM standard, which may have a dual use. Therefore, HAS is not offering goods for installation on FAA-type certificated goods unless the installer has FAA-type certificate approval or other regulatory approval to authorize the part or next higher assembly airworthiness (Ref AC-21-29c).
Freight Charges: All freight is paid for by the Buyer. The Buyer can provide a freight collect charge number or prepaid and add it to the purchase order.
Packaging standards: Goods will be packaged in accordance with standard industry practices for US domestic shipments only.
Special Packaging: For special packaging, additional costs may apply and will be defined at the time of quote.
Taxes, Duties, and Insurance: Contract prices include all applicable federal, state, and local taxes, duties, tariffs, and similar fees imposed by any government shall be included at the time of quote to Buyer.
Payment Terms: Unless the Herber Aircraft Service Finance Department has extended credit terms to Buyer in writing‚ or unless other terms are included in delivery documents issued by HAS for the goods‚, payment terms are net 30 days in United States currency. Payment Terms that have been modified on the purchase order will not be accepted by HAS, and all payment terms must be approved in writing by the HAS Finance Department. HAS reserves the right to modify or withdraw credit terms at any time without notice and to require guarantees‚ security‚ or payment in advance of the amount of credit involved. If Buyer fails to fulfill the terms of payment, HAS may defer further shipment to Buyer or‚ at its option‚ cancel the unshipped portion of Buyer's Order. The Buyer agrees to pay interest on all past due invoices at the highest contractual rate allowable under the laws of the State of California.
Accounts Receivable: Send all invoices to HAS Accounting, email Accounting@herberaircraft.com.
Credit Application: First-time Buyers, please submit a credit application to HAS Sales Representative. US-based credit references are needed. Attach three (3) credit references and/or re-sale card, if applicable, with a Request for Quote (RFQ).
Prepaid: For Buyers defined as "Prepaid" and have prepayment terms established by HAS, the following applies:
All initial prepayments must be received by HAS before Purchase Order is placed, and Order Acknowledgement is sent to the Buyer.
Minimum sales order $250.00 paid by credit card/ACH
Sales Order $250 up to $9,999.00.
Balance due five (5) business days PRIOR to the shipment date.
Sales Order $10,000 up to $99,999.00
50% upfront deposit at the time of booking.
The remaining Balance (50%) is due five (5) business days PRIOR to the shipment date.
Sales Orders over $100,000, prepayment terms TBD. Contact HAS Sales Representative.
Credit Cards: Credit Card Payments apply to US Buyers Only. A Processing Fee of 3% will be added to your Order if paid with a credit card. If you have Net 30 payment terms and pay by Credit Card, Net 10 payment terms will apply. The fee will be invoiced upon final shipment.
Wire Transfer Fee: A $25.00 charge will apply for wire transfer payments.
Additional Buyer Charges:
"Late Payment Holding Fee" is defined as a fee charged by HAS to the Buyer when a shipment is held due to a) Buyer does not meet the required prepayment amount, or b) Buyer has not made a payment on a previous invoice. This fee will be $30.00 a day until HAS receives the Balance due for shipment. Late Payment Holding Fee will be billed on the last day of each calendar month until the final payment is received.
"Shipment Holding Fee" is defined as a fee charged by HAS to the Buyer when the Buyer places a long-term HOLD on the shipment date(s). This fee will be ADDED to the sales order, and the amount will be due upon future shipment date(s) placed. Fee defined as 20% of sales order amount.
Returns: No goods shall be returned to Seller without Seller's prior written authorization to Buyer to make such returns and must be returned within 30 days of such authorization at Buyer's cost. If Buyer returns goods in the manner required under the previous sentence, and if the returned goods are in new, unused, unopened, and undamaged condition, the returned goods will, subject to the applicable handling charge, be accepted by Seller for return. No returns will be accepted without a Return Material Authorization Number (RMA) issued by HAS. Used or discontinued goods or parts or goods specially manufactured (including using Buyer's designated or provided materials) will not be accepted for credit unless specifically agreed to by Seller in its sole discretion. The Buyer's sole remedy for returns of goods shall be a credit for the purchase price less any handling charges. Returned goods are subject to a minimum of 20% handling charge. Returns found to be free of defects will be held for 30 days, and if the Buyer does not provide Seller repair or return instructions, the Seller will scrap the goods.
Buyer's Specifications: Buyer shall be solely responsible for ensuring that all materials, specifications, drawings, information, advice, recommendations, or requests provided to Seller by Buyer or any of its agents are accurate and suitable to meet Buyer's specifications. Seller's examination or consideration of any such materials, specifications, drawings, information, advice, recommendations, or requests shall not result in any liability on the part of Seller. Buyer shall be responsible for all field testing, verifying, and assuring the accuracy of all Buyer-provided materials, designs, and specifications provided to Seller to ensure the reliability and functionality of the goods as it pertains to the user experience. Buyer is solely responsible for the accuracy and content of all design specification materials, printed and electronic in origin, provided to Seller as necessary to produce the goods, including but not limited to engineering specifications (such as 2D/3D CAD data files), manufacturing, finishing, inspection, packaging, and shipping specifications.
Abandonment of Buyer Property: The Buyer shall not abandon any property sent to Herber Aircraft Service for evaluation, testing, etc. If, after a period of 90 days (from the date that the property was received) and Herber Aircraft Service has not been provided disposition direction from the Buyer, HAS will attempt to contact that Buyer via email. If the Buyer's direction has not been provided after a period of 90 days from the date on which the communication commenced, HAS reserves the right to consider the property forfeited. HAS may at any time thereafter destroy or otherwise dispose of the property. In that event, no action or proceeding shall be brought or maintained against HAS with respect to the property.
Cancellation: No Purchase Order may be canceled without prior written approval from HAS. We manufacture and distribute custom parts for specific applications and cannot resell parts made for Buyer applications. If a cancellation request is accepted in writing, there will be a minimum of 50% of the contract price and cancellation fee invoiced.
Force Majeure: HAS shall not be liable for any failure to perform its obligations under this Agreement resulting directly or indirectly from or contributed to by any acts of God‚ acts of Buyer‚ acts of civil or military authority, priorities‚ fire‚ strikes, or other labor disputes‚ accidents‚ floods‚ epidemics‚ pandemics, war‚ riot‚ delays in transportation‚ lack of or inability to obtain raw materials‚ components‚ labor‚ fuel or supplies‚ or other circumstances beyond HAS's reasonable control.
Aircraft on Ground (AOG) Support Services: HAS provides AOG service 24 hours per day, seven days per week, by telephone at 1-310-242-0089. The Buyer must provide the Tail Number of the affected aircraft upon RFQ. The fee for this service is $500.00 per Order for in-stock distribution items and $1,000.00 for Hose Assemblies and Harnesses. Pricing will be at the current list price plus 50%.
Seller Warranty and Buyer Support: HAS warrants goods that are distributed by HAS to the extent of the Manufacturer's warranty. The Manufacturer makes the final determination of any such warranty claims. HAS warrants that the articles manufactured by HAS, and which are supplied hereunder, are free from defects in material and workmanship, that all items will conform to applicable specifications and drawings; and, to the extent such items are not manufactured pursuant to detailed designs furnished by Buyer, that all items will be free from defects in design and suitable for the intended purposes. The warranties of HAS, together with its service warranties and guarantees, apply to the original purchaser. Any defective article must be returned with all original packaging and documentation and a prior authorized Return Material Authorization (RMA) to HAS facility at 1401 East Franklin Avenue, El Segundo, CA 90245-4307, USA, or some other location HAS may designate with prior notification to HAS, within twelve (12) months after the date of shipment from HAS. The extent of the obligation of HAS under the foregoing warranty is expressly limited to the repair or replacement of any defective article, and, in no event shall HAS be liable for consequential damages. The Buyer shall notify HAS in writing within five (5) days after discovery of any defect detected during the warranty period. Shipping any defective goods to HAS will be at Buyer's cost. Once an RMA has been issued, there is a 30-day period to return the material, excluding international shipping delays. Materials not shipped within the 30-days period will forfeit the warranty claim; proof of shipping within the 30-day period will be accepted.
Buyer Warranty: Buyer represents, warrants, and covenants to Seller that the goods as manufactured in accordance with Buyer's design and manufacturing specifications do not and shall not violate any applicable laws, rules, or regulations or a patent, copyright, trade secret, or other proprietary rights of any third party. Buyer represents, warrants, and covenants to Seller that all Buyer Provided Materials are free from defects in materials and workmanship and are suitable for any work to be performed by Buyer in accordance with Buyer's specifications accepted by Seller. Seller shall have no liability or responsibility to Buyer for any damage, destruction, or diminishment in value to or with respect to any Buyer Provided Materials, either before, during, or after the performance of Seller's work unless caused solely and directly by Seller's negligence or intentional misconduct. Buyer shall provide a no defect in materials or workmanship warranty with respect to each good sold to an end Buyer for a period not less than the then remaining warranty period related to such good and afforded to Buyer pursuant to Section 32 (Seller Warranty) above. Except with respect to the remedies provided by Seller to Buyer under Section 32, any other warranties or representations, or remedies for breach thereof, which Buyer may provide to its end Buyers shall be the sole responsibility of Buyer, and Seller shall not be bound thereby. Unless Buyer receives OEM prior written consent, Buyer will not sell OEM goods produced by the Seller to end-users or intermediaries that sell to end-users that are other than the disclosed OEM or government contract disclosed at the Seller's purchase order acceptance.
Hose and Harness Repair Warranty: HAS warrants, for a period of ninety (90) days from the date of shipment, all labor, and parts for those goods repaired at HAS facility. In the event a defect covered by these warranties becomes apparent within the warranty period, HAS shall correct all such defects and incorporate such correction in any such good purchased hereunder which has not been delivered to the Buyer. As to each defect, HAS shall be relieved of all obligations and liability under this warranty if The good has not been operated under normal use unless the Buyer furnishes reasonable evidence that such operation was not a cause of a defect; or the good has been repaired, altered, or modified by Buyer or others and such repair, alteration or modification was not accomplished in accordance with accepted standard Engineering and Maintenance practices. In no event shall Herber Aircraft Service, Inc. be liable for any claims, penalties, loss, damage, or expenses arising from prior modifications of hose or harness lengths and prior hose or harness repairs. Herber Aircraft Service, Inc., cannot be responsible for the "as received" lengths of such hoses or harnesses. The foregoing warranty is in lieu of all other warranties, expressed or implied, arising by operation of law or otherwise.
Consequential: Notwithstanding any other provisions in the Contract to the contrary, HAS shall not be liable for any consequential or incidental damages, however, occasioned, including, without limitation, any losses, liabilities, or damages resulting from the Buyer's general requirements or specific requirements and needs, whether HAS at the time of contracting or later had reason to know of any such requirements or needs. Notwithstanding any other provisions in the Contract to the contrary, HAS shall not be liable for any injury to any person or property resulting directly or indirectly, from any breach of warranty (express or implied), for punitive damages, or for any damages in respect of loss of anticipatory profits.
Buyer Indemnification: Buyer shall hold harmless, indemnify and defend (at Seller's request) Seller for any and all damages, liabilities, costs and expenses (including any costs of litigation, including but not limited to, attorneys' fees and any other costs and expenses), fines, or losses in connection with any threatened or actual claims, actions, demands, investigations, or suits, including, but not limited to, claims or suits by third parties, arising out of any of the following: (a) any claim based upon an allegation that the goods (to the extent they conform with Buyer's design and manufacturing specifications) infringes a patent, copyright, trade secret or other proprietary right, and to pay the amount of any settlement, or the costs and damages awarded, with respect to such claim, (b) Buyer's negligent or willful acts, or those of its employees and/or agents, (c) such goods being repaired or altered by persons other than Seller (unless expressly authorized in writing by Seller), (d) from goods produced by Seller according to Buyer's specifications, (e) any violations of export control laws by Buyer, or (f) Buyer's breach of any provision in these T&Cs.
Confidentiality: "Confidential Information" means any of Seller's (a) business information, specifications, and all related writings, drawings, designs, and similar works or any other information which is disclosed by Seller and labeled or marked as confidential, proprietary, or its equivalent, or (b) oral or visual information that is designated confidential, proprietary or it's equivalent at the time of its disclosure, or (c) Seller's manufacturing processes and suppliers used for the procurement of materials, parts, or components incorporated into the goods, whether or not such information is marked as confidential or proprietary. All Confidential Information shall be the exclusive property of Seller, and Seller retains all its rights, title, and interest. Buyer agrees to use Confidential Information for the exclusive purpose of performance under the Purchase Order and not to disclose or provide any Confidential Information to any third party, and to take all necessary measures to prevent any such disclosure by its employees, agents, contractors, or consultants. Upon request of Seller or completion of the Order, Buyer shall return all Confidential Information to Seller and provide certification of such return.
Governing Law‚ Venue, Limitation of Actions: This Agreement is performed in Los Angeles County, California, and shall be governed by laws of the State of California without regard for its conflict of laws rules and specifically excludes the UN Convention on Contracts for the International Sale of Goods. No action for breach of this Agreement or any covenant or warranty arising under this Agreement‚ shall be brought more than one year after the cause of action has occurred. Buyer agrees that any legal action or proceeding by Buyer against HAS with respect to this Agreement will be brought in a court of competent jurisdiction located in Los Angeles County‚, California‚, USA.
Export Control Compliance: Buyer represents and warrants that it is not designated on, or associated with, any party designated on any of the US government restricted parties lists, including without limitation, the US Commerce Department Bureau of Industry and Security ("BIS") Denied Persons List; Entity List or Unverified List; the US Treasury Department Office of Foreign Assets Control ("OFAC") Specially Designated Nationals and Blocked Person List; or the US State Department Directorate of Defense Trade Controls ("DDTC") Debarred Parties List. The Buyer shall comply with all applicable US economic sanctions and export control laws and regulations, including, without limitation, the regulations administered by OFAC, the Export Administration Regulations administered by BIS, and the International Traffic in Arms Regulations administered by DDTC. Seller may terminate this Order and discontinue any ongoing supply to or business with Buyer immediately, without notice and without liability, upon Seller becoming aware that Buyer is named on any restricted party list. Buyer and HAS shall comply with all applicable export control laws and regulations, including but not limited to the Arms Export Control Act, International Traffic in Arms Regulations (ITAR), and the Export Administration Regulations (EAR), including obtaining any licenses or permits thereunder and any other applicable government directives related to export control. Neither Party shall transfer any export-controlled information (e.g., technical data) from the US to any non-U.S. person, country, government, or entity without first complying with all the requirements of the ITAR or EAR, as applicable. Any Party requesting USG authorization to export export-controlled information provided by the other Party under this Agreement must first obtain the disclosing Party's written consent. Written consent by the disclosing Party, however, shall not relieve the other Party of its obligations to comply with US Export Regulations.
If an Export License is required, please complete the Statement by Ultimate Consignee and Purchaser, BIS-711 Form, and Herber Export Compliance Questionnaire and return to HAS.
For all orders that DO NOT require an Export License, please complete the below and add it to Purchase Order.
Ultimate Destination (Country): |
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End Username: |
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End Use (Application): |
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I/We will comply with the applicable laws and regulations regarding export-controlled items defined or sold under this Contract, and shall not export, re-export, transfer, divert or disclose any Goods or Proprietary Information to any destination restricted or prohibited by US Export Laws, or without the appropriate export license or approval from the US Government. |
Survivability: All provisions set forth herein regarding the warranty, confidential information, indemnification, liability, and limits thereon, and any other provisions that survive by their terms will survive any termination or expiration of any Response delivered in connection herewith pursuant to the terms of such sections. In the event that any provision of these T&Cs is held to be illegal, invalid, or unenforceable under any present or future law, rule, or regulation, such provision shall be deemed stricken from these T&Cs, but such illegality, invalidity, or unenforceability shall not invalidate any of the other provisions of these T&Cs. Buyer represents and covenants that it has, and will continue to, comply with all laws and regulations related to the goods sold hereunder, including, but not limited to, export control laws. This sale transaction shall be governed, construed, and enforced solely by the laws of the State of California. Buyer may not assign, including by operation of law, its obligations hereunder without Seller's written consent.
Right of Access: At no additional cost to Seller, the Goods may be subject to inspection, surveillance, and testing at reasonable times and places, including Seller's subcontractors' locations. Only Buyer listed on the PO, FAA, and other regulatory authorities, has the right to visit Seller's and Seller's subcontractors' locations during operating hours to inspect, review and assess progress and performance under this Contract, including, but not limited to, production, schedule, and quality. Any Buyer representative shall be allowed access to all areas used for the performance of the Contract. The Buyer may perform inspections, surveillance, reviews, and tests so as not to unduly delay the work.
PURCHASE ORDER TERMS AND CONDITIONS
This Purchase Order ("Order") constitutes the entire contract between the seller named herein (''Seller") and Herber Aircraft Service, Inc. and/or Aviation Component Services, Inc. ("Buyer") regarding the goods or services described herein (the "Products"). The following terms and conditions apply to this Order, in addition to any terms on the face of the Order or in any plans, specifications, or other documents incorporated by reference.
PRICE: This Order shall not be filled at higher prices than stated herein. If pricing is omitted from this Order the price shall be the lower of the price last quoted or paid by Buyer. Buyer shall not be responsible for any charges for packing, storage or freight unless specified herein.
ACCEPTANCE BY SELLER: This Order shall be considered accepted by Seller the earlier of (a) shipment of the Products in whole or in part, or (b) 15 days after issuance by Buyer, absent written notification to Buyer of non-acceptance.
PACKAGING AND SHIPPING: Routing of shipments to Buyer shall be as provided herein or as Buyer directs, and packaging and marking of shipments shall be in accordance with good commercial practice or as Buyer directs. When transportation costs are for Buyer's account. Seller shall secure the lowest available transportation cost and bear the cost of any expedited freight charges due to late delivery by Seller.
INSPECTION AND QUALITY: Seller shall meet the quality requirements of Buyer as set forth in its specifications or as noted herein. Buyer has the right to inspect the Products at Seller's plant or upon receipt, at Buyer's option. Should Buyer not inspect the Products that action shall not be deemed acceptance of Products not conforming to Buyer's specifications or to have waived any of Buyer's rights or remedies arising by virtue of any defects or nonconformance to Buyer's specifications.
PAYMENT: Buyer's payment terms as noted herein shall commence upon receipt of Seller's invoice or receipt of the Products, whichever is later.
RISK OF LOSS: Notwithstanding any provision to the contrary, title to and risk of loss of the Products shall remain with Seller until the Products are delivered at the FOB point specified herein, or if no FOB point is specified, when the Products are delivered to Buyer at its facility.
TIMELY DELIVERY: Time is of the essence in the fulfillment of this Order. Shipment and delivery to Buyer shall be made in accordance with this Order. Buyer is not required to accept partial shipments or incomplete delivery, and acceptance of any part of this Order shall not bind Buyer to accept future deliveries.
SELLER'S WARRANTY: Seller shall deliver the title to the Products free and clear of all liens of any kind. The Products shall be free from defects in design, material, and workmanship for three (3) years from the delivery date. The Products shall be new and not reconditioned. Buyer is relying on Seller's skill and judgment in providing Products for Seller's use, and such Products shall be suitable for their particular use and merchantable.
REMEDIES: In the event of Seller's breach of any of the terms hereof, Buyer, in addition to any rights or remedies available by law, may, at its sole election, (a) require Seller to repair or replace any defective Products at its expense. including shipping, or (b) cancel any deliveries hereunder and return any such Products to Seller, freight collect, with no liability to Buyer.
CANCELLATION: Buyer, in its sole discretion and without cause, may terminate this Order, in whole or in part, at any time without incurring liability to Seller for lost profits, or any other costs or damages, other than the proportionate value of the purchase price for work completed or Products delivered. Seller's warranty and Seller's liability for defective or nonconforming work or Products shall survive termination and remain in full force and effect.
PATENTS: It is anticipated that the Products will be possessed, used. and/or sold by Buyer. If, as a result of any of these acts, legal action is brought against Buyer claiming infringement of any patent, trademark, trade name, or copyright, Seller shall, at its expense, defend such action and indemnify and hold harmless Buyer from and against all claims, damages, losses, or costs and expenses (including attorney' s fees) in connection with such action.
LABOR AT BUYER'S FACILITY: If this Order covers the performance of labor by Seller on Buyer's premises, Seller shall indemnify and save and hold Buyer harmless against all claims and liabilities for injury or death to any person or damage to property arising from Seller's actions hereunder. Seller shall obtain and pay for liability and property damage insurance in amounts acceptable to Buyer insuring against such injuries, death, or property damage, and shall furnish Buyer with insurance certificates evidencing such insurance, which certificates shall provide that the coverages evidenced therein shall not be canceled except on 30 days written notice to Buyer.
COMPLIANCE WITH LAWS: Seller warrants that it will comply with all federal, state, and local laws, ordinances, and the like applicable to its performance hereunder. Seller hereby indemnifies and saves Buyer harmless from and against any and all claims, damages, demands, and costs Buyer may suffer in the event Seller fails to comply with the provisions of this paragraph.
BUYER-OWNED PROPERTY: If the Products supplied by Seller are produced in accordance with specifications, drawings, or other information furnished by Buyer, such information shall remain in Seller's strict confidence and shall be returned to Buyer without Seller retaining copies, at Buyer's request, upon completion or cancellation of this Order.
GOVERNING LAW: This Order shall in all respects be construed and governed by the laws of the State of California, USA and those of the USA.
QUALITY MANAGEMENT SYSTEM: Your organization shall use and maintain a Quality or Inspection and Test system that complies with your Herber Aircraft Service/Aviation Component Services-approved Quality Management System. NOTE: Herber Aircraft Service, Inc. and/or Aviation Component Services, Inc. has approved your Quality or Inspection and Test system as part of our original evaluation. This requirement is intended to assure your organization maintains the currently approved processes and procedures for our products at a minimum. Reducing any of the Quality or Inspection and Test system elements from the baselines established during our initial evaluation requires notification to Buyer.
COUNTERFEIT PARTS: When items on this order are being procured through an Original Equipment Manufacturer (OEM), the OEM shall only purchase parts and materials directly from other OEMs or their authorized distributors. Procurement of parts or materials through other sources must be authorized by Buyer. When items on this order are being procured through a distributor, the supplier certifies by acceptance of this order that they are authorized by the OEM(s) to distribute the items being supplied.
All items delivered on this order shall have a direct (no intermediate custody aside from transportation) chain of custody between the OEM and APL, or the OEM, supplier, and APL. Finished goods that have had intermediate ownership shall not be supplied without prior written authorization by Herber Aircraft Service.
CHANGE NOTIFICATION: During the execution of this procurement and prior to delivery of a product, your organization shall provide notification to Buyer of any change in product design, plant location, materials, or production and/or scope of processes that may affect the procured item as originally specified or quoted. You shall also provide notification to Buyer of any pending business shutdowns or closures which may affect order completion.
FLOW DOWN TO EXTERNAL PROVIDERS: If in order to satisfy the requirements of this procurement, products or services must be procured/subcontracted to a lower-tier supplier, the applicable requirements of Buyer’s procurement shall then be flowed down to those lower-tier suppliers. Products that are considered stock or off-the-shelf items, or when no lower-tier suppliers will be utilized, this clause can be considered as "Not Applicable" to the procurement.
RIGHT OF ACCESS: As a result of your organization supporting products and/or services to Buyer, you shall provide a right of access to Buyer, our customer, and regulatory authorities to all facilities involved in the order and to all applicable records.
NOTE: Access requirements need only to be considered after a reasonable cause for the need for access can be provided and with proper authority and planning with the supplier.
CONTRIBUTION TO PRODUCT OR SERVICE CONFORMITY: If Seller has shipped product under the procurement that has been subsequently identified as either having a nonconformance or suspected nonconformance, Seller shall notify Buyer’s procuring agent/purchasing representative immediately. Notification to Buyer is also required for any product with a known defect prior to shipment for proper disposition and authorization to ship ONLY if that product is needed to fulfill the procurement.
All nonconforming materials shipped to Herber Aircraft Service must be clearly identified and segregated from conforming material. Identification must be immediate and contain the required details of the nonconformity.
CONTRIBUTION TO PRODUCT SAFETY: By accepting this order, Seller understands and communicates, by whatever processes you feel appropriate, the importance of product safety. The product shall perform to its design or intended purpose without causing an unacceptable risk of harm to persons or damage to property. Every individual within the organization shall understand the importance of product safety.
IMPORTANCE OF ETHICAL BEHAVIOR: By accepting this order, Seller understands and communicates, by whatever processes you feel are appropriate, awareness to your staff of their contribution to the safety, quality, and long-term reliability of the products and services you provide, and the importance of ethical behavior.
MISCELLANEOUS:
The waiver of any term, condition, or provision hereof shall not be construed to be a waiver of any other such term, condition, or provision, nor shall such waiver be deemed a waiver of a subsequent breach of the same term, condition, or provision.
Seller may not assign its rights or obligations hereunder without Buyer's prior written consent, which shall not be unreasonably withheld.
Buyer's clerical errors in transmitting this Order, whether in mathematical computations or otherwise, may be promptly corrected by Buyer whenever discovered.
The entire understanding of Buyer and Seller with respect to the transaction contemplated herein is contained in this document, and any prior understandings, agreements, and representations, oral or written, shall be deemed superseded by this document. Any modification hereof must be in writing and executed by Buyer and Seller to be valid and binding on Buyer and Seller.
QA - QUALITY CLAUSES THAT MAY APPLY TO ALL PRODUCTION ORDERS (PO LEVEL)
Unless QZ002 is invoked, all of the following Q-Clauses, beginning with "QA," are applicable to all materials and can be applied to any product PO.QA001. Quality System
BACKGROUND: An acceptable quality system is essential for doing business with Buyers. It provides the infrastructure and procedure for consistent, sustained, acceptable quality. Additionally, the Buyer, either through self-direction or as required by its Customer, needs the ability to review records, data, inspection methods, and manufacturing processes as a result of issues or customer requirements to ensure the sustained quality of parts being provided. This clause includes a provision for ensuring access to review, audit, assess and verify as necessary.
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QA002. Advance Notification of Potential Product Issues
BACKGROUND: Issues known by sellers but not effectively communicated to Buyers cause non-conformances and customer dissatisfaction. Lack of information from sellers and sub-tier sellers related to upstream issues prevents expected product quality or reliability, on-time shipment of orders, and timely fulfillment of requirements. Buyer may request further action, such as the use of the Supplier Nonconformance Report (SNR) Form F-ENG-004 or other processes as a result of notifications. This is an advanced notification of potential issues.
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QA003. Certificates of Conformance (COC)
BACKGROUND: Certificates of conformance (COC) provide to Buyer an acknowledgment from the Seller that the Seller has reviewed, understands, and meets all requirements of the PO. It means any questions about any requirements have been resolved. It assures Buyer that Seller has procured, manufactured, processed, or tested the purchased product as expected by Buyer in accordance with these Q-clauses and as otherwise agreed to in the PO.
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At a minimum, C of Cs shall include the following:
1.Seller's name
2.Buyer Part number and dash number as listed on the PO (If a Buyer PN was not requested, provide the Seller or Manufacturer name and part number.)
NOTE: Substitutions for parts listed on the PO are prohibited
3.Buyer Drawing revision level (when applicable)
4.Buyer Purchase Order (PO) number
5.A statement attesting that goods and services are of the quality specified and conform to the PO requirements, including specifications, drawings, specified raw and purchased materials, preservation, packaging, packing, marking requirements, physical item identification, and applicable Government and Buyer specifications or equivalent wording.
Note: For Distributor items, the requirements are verification of OEM and OEM Part Number
6.If a Supplier Disposition Request (SNR) applies to a PO and Line Item, include the applicable Buyer-approved HAS-type SNR Number resulting from any SNR on the C of C. A copy of the HAS SNR may also be attached. It is prohibited to mix parts in a shipment covered under an SNR with parts not covered under the SNR.
It is preferred to have a printed name, date, signature, or stamp of the Seller's authorized representative on the C of C. Pre-printed or electronic signatures are acceptable.
QA004. Seller Sub-Tier Supplier Management
BACKGROUND: Sellers are required to manage their suppliers. This clause provides guidance and minimum requirements for assuring product requirements have appropriately flowed throughout the supply chain.
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QA005. Seller Corrective Action
BACKGROUND: When either Seller or Buyer Identifies an issue, containment, investigation, or other similar requirements, Seller shall promptly perform the required corrective action. This clause is needed to ensure that the Seller has a system that works effectively and expeditiously and prevents current or future production or deliveries of products with non-conformances.
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1.Provide and fulfill the containment plan within three (3) working days of receipt of the corrective action request.
2.Root Cause (RC) determination (along with the method of determination), acceptable to Buyer, within thirty (30) calendar days of issuance of the corrective action request (or if receipt of returned defective hardware is agreed to by QE).
3.Written Corrective Action Plan (CAP), acceptable to Buyer, including actions to be taken, dates of implementation, and criteria for verifying effectivity. Additionally, similar products shall be evaluated for these corrective actions. Such CAPs shall include the results of the evaluation. The CAP shall be submitted for written approval by the Buyer QE representative within ten (10) working days of delivery of the RC determination.
4.Verification of Effectiveness (VOE) Report. The VOE Report shall include the criteria for acceptance, the expected results, and the actual results observed. The VOE Report information shall be included in the CAPA response.
Buyer may issue an extension on an exception basis provided sufficient written justification is provided. Extensions may be granted for any corrective action phase provided the extension is requested prior to the due date of that phase.
Buyer reserves the right to perform source inspection and reviews until Buyer is satisfied that the accepted corrective action has been effectively implemented.
QA006. Non-conforming Material
BACKGROUND: This clause conveys the expectation that the Seller shall have a documented system and procedure for handling non-conforming products whether or not the Seller is certified to a standard QMS (AS9100 or ISO9001). The system and procedure ensure that a product with non-conformances does not get shipped to the Buyer through intermingling, lack of investigation, or lack of a disposition process that ensures approval for certain conditions.
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Seller shall not ship parts until Buyer provides written authorization. Seller shall include the CAPA number resulting from the SNR on the C of C when suspect part(s) are shipped. A Copy of the CAPA may also be attached. The affected parts shall be clearly identified with the CAPA number.
QS - QUALITY CLAUSES ASSIGNED BASED ON SPECIFIC PART REQUIREMENTS (LINE LEVEL)
The Seller is responsible for complying with each "QS" Q-Clause assigned. These Q-Clauses are assigned to parts based on specific part requirements. Often, these requirements can be found on drawings, specifications, or other requirements documents. However, Buyer reserves the right to impose these Q-Clauses as deemed necessary, whether or not listed as a requirement in another document.QS001. Government Inspection
BACKGROUND: This clause is usually imposed for Critical Safety Items (CSI). However, it is applied whenever the Buyer's Customer needs the right of access for parts that require source inspection.
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QS002A. Quality System; Certification to ISO9001
BACKGROUND: Commitment to certification shows a commitment to quality. The quality of every purchased part is important. Sellers may be asked to meet the requirement of ISO 9001 certification in order to provide the product to the Buyer.
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QS002B. Quality System; Certification to AS9100
BACKGROUND: Commitment to certification shows a commitment to quality. The quality of every purchased part is important. Sellers providing a product that has a very high level of significance will be required to hold certification to AS9100.
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QS003. Seller Engineering Change Notification
BACKGROUND: When the Buyer sources a product, it is tested to the configuration at the time of that purchase. The expectation is that the configuration will not change. However, Buyer understands there are valid reasons to make updates and changes. It is imperative that the Buyer be able to timely evaluate any such proposed updates and changes and assess the impact of those proposed updates and changes on Buyer products and to Buyer customers, and if necessary, make any changes or updates to Buyer products at integration and test.
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Changes that require written Change Notification include:
1.Form - The end item's geometrically measured configuration, density, and weight or other parameters that uniquely characterize the item, component, or assembly. Form, as applied to software changes, denotes the language, language level, and media.
2.Fit - The ability of the delivered end item to physically interface, interconnect with, or become an integral part of another item.
3.Function - The action or actions that an end item is designed to perform.
4.Firmware - The combination of a hardware device and computer instruction or computer data that resides as read-only software on the hardware device. The software cannot be readily modified under program control.
5.Functional Characteristics - Quantitative performance parameters and constraints, including operational and logistic parameters and their respective tolerances. Functional characteristics include all performance parameters, such as range, speed, lethality, reliability, maintainability, and safety.
6.Material - A generic term associated with systems, equipment, finishes, stores, supplies, and spares, including related documentation, manuals, computer hardware, and software.
7.Functional configuration Identifications -The initial approved technical documentation for a critical item defining:
1.All necessary functional characteristics,
2.Verification demonstrating achievement of specified functional characteristics,
3.Necessary interface characteristics and associated critical items,
4.Critical item functional characteristics and lower-level critical items, if any, and
5.Design constraints such as envelope dimensions, component standardization, use of inventory items, and integrated logistic support policies.
8.Interchangeability - Any change impacting the delivered end items' functional or physical equivalence, performance, reliability, and maintainability to the previously delivered end item for identical purposes.
9.Interoperability - Any change to the component, assembly, or system that may prevent or impede the end item's ability to accept services to and from other systems or may impede or prevent the end item from operating with the other systems effectively and efficiently.
10.Changes in Sub-tier Sellers - Any change, addition, or deletion of a subordinate supply chain seller providing content to the purchased end item component or assembly delivered to the Buyer.
11.Changes in test or inspection methods - Any change in techniques used as a basis for product, component, or system acceptance.
12.Changes in Bulk Materials - Any new source for raw materials with special characteristics from new or existing Suppliers. Any change in product appearance attributes where there is no appearance specification. Any changed parameters in the same process (e.g., outside Part Failure Modes and Effects Criticality Analysis (PFMECA) parameters of the approved product, including packaging. Any change outside of the Design Failure Modes and Effects Criticality Analysis (DFMECA) (e.g., product composition, ingredient levels, etc.) of the approved product.
13.Any of the above-noted changes originated by Seller's suppliers and sub-tier suppliers.
1.Seller shall include the following with any Change Notification.
2.Documentation updates that affect cost, warranty, or contract milestones.
3.Affected part number(s) including Lot#(s), date code(s), or S/N(s) open POs,
4.Technical description of the change and technical impact
5.Reason or rationale for change
6.Financial impacts on the Buyer (if any)
7.Details of potential impacts to both Seller or Buyer WIP, stores, or Buyer fielded products.
8.The revised specification or drawing
QS004A. First Article Inspection (FAI) and Report (FAIR)
BACKGROUND: First Article Inspection (FAI) or Reporting (FAIR)is a verification that all requirements are met and the results of the inspection are documented completely, providing a detailed record. Because this is performed on one item, it is effective in confirming that a tool or process has the ability to make parts within specified requirements. However, FAI does not relieve the Seller from making subsequent parts to requirements. Therefore, the Seller should have an inspection plan in place to ensure all parts meet requirements and prevent escapes of non-conformances to the Buyer. Because the Buyer will validate some or all features on the same part, the Seller uses for FAI, tagging the part is essential. The FAIRs do not need to be submitted with each shipment once the FAIR is received and accepted by the Buyer receiving inspection.
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The first article item shall be clearly identified by a tag attached to the item or a label applied to the item's bag indicating the item was used to conduct and complete Seller's FAI. A copy of the FAIR and any applicable certifications shall accompany the First Article part. The Buyer reserves the right to verify any or all of the characteristics documented on the FAIR at the Seller's facility.
1.Requirements:
1.Follow AS9102 (latest version), using forms 1, 2, and 3, or equivalent
2.Clearly identify, with a unique tag, the part used to conduct the FAI.
3.Submit FAIR with the first article part.
It is preferred that a bubbled drawing be provided with the FAIR.
Once the first article and the FAIR are accepted by the Buyer, Seller shall not deviate from the process, change suppliers, or manufacturing facility locations without the written authorization of the Buyer. Buyer reserves the right to request additional FAIRs due to special circumstances.
QS004B. First Article Inspection Planning & Reporting for Critical Safety Items (CSI)
Seller shall submit a First Article Inspection Plan (FAIP) to the Buyer within fourteen (14) calendar days of the PO award. The FAIP shall list the intended methods used to verify compliance with the specific drawing dimensions, values, and requirements. Once the FAIPR has been delivered, revisions that occur shall be delivered to the Buyer five (5) working days prior to the start of the FAI.FAIR shall be submitted in accordance with the latest version of Aerospace Standard 9102. FAIRs shall be submitted on the first production lot on the first order with this Q-clause invoked on the PO. The FAIR shall be documented on forms 1, 2, and 3. As specified in the Standard, Supplier forms are acceptable as long as they meet the intent of AS9102 (current version). After the first production run with this Q-clause invoked, full and partial (delta) FAIs and FAIRs shall be conducted and submitted for reasons as specified in the Standard. FAIRs shall consist of recorded actual drawing attributes, specification values (including tolerances), and requirements (dimensional, test data, processes, drawing notes, etc.).
The first article item shall be clearly identified by a tag attached to the item or a label applied to the bag indicating the item was used to conduct and complete the Seller's FAI. A copy of the FAI and any applicable certifications shall accompany the First Article item. The Buyer reserves the right to verify any or all of the characteristics documented on the FAI report at the Seller's facility.
Requirements:
1.Follow AS9102 (latest version), using forms 1, 2, and 3, or equivalent.
2.Clearly identify, with a unique tag, the part used to conduct the FAI.
3.Submit FAIR with the first article part.
Once the first article and FAIR are accepted by the Buyer, the Seller shall not deviate from the process, change suppliers, or manufacturing facility locations without the written authorization of the Buyer. Buyer reserves the right to request additional FAIRs due to special circumstances.
QS005. Critical Safety Item (CSI)
BACKGROUND: This clause will apply to POs that include items that have been identified by the Buyer customer as Critical Safety Items(CSI). The Buyer or the Buyer's Customer has imposed a number of requirements that must be met in order for the Seller to sell this product to the Buyer and the Buyer's Customer.
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QS006. Source Inspection
BACKGROUND: Source inspection is used to meet a contractual requirement with a customer of Buyer in order for Buyer to eliminate the risk of receiving non-conforming parts or to verify features that cannot be verified at Buyer receiving inspection. All certification and test reports should be amassed and presented with the parts or promptly upon request to ensure a thorough and timely Source Inspection.
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QS007A. Traceability Requirements: Serialization Not Required
BACKGROUND: Traceability enables faster investigation and containment should an issue arise. Any component or raw material can be the root of an issue. Maintaining the traceability of unique Batches or Lots of materials and subcomponents that go into a product is essential for containment activities. For clarity, duplication does not refer to pieces within a lot. Duplication refers to the reuse of a lot, batch, date, or heat codes for completely different lots.
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Tape and reel products may contain a maximum of two Lot and Date Codes per reel without authorization. Both Lots and Date Codes shall be listed on the corresponding shipper and on the immediate packaging.
If the end item traceability includes serial numbers, or if the only method of traceability is serialization and neither QS007B nor QS007C is identified as a requirement on the PO, Seller shall ensure all serial numbers for each part in this shipment are identified on the shipper.
QS007B. Traceability Requirements: Serialization Required
BACKGROUND: Traceability, especially serial numbers, provides the Buyer and its Customers a means for tracking the number of Customers required metrics for the Buyer product. Additionally, serialization enables faster investigation, and more detailed containment should an issue arise. Buyer scanning equipment drives the format requirements. Please note: Auto-correct has been known to replace a "hyphen" with an "end dash," which is a longer symbol and will cause a scan failure.
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Serialized shipments shall have a serial number(s) listed on the corresponding shipper. Duplication of serial numbers is prohibited. Serial numbers shall be easily accessible for scanning and visual verification unless otherwise noted on the applicable drawing(s). The preferred method of serialization, where practical, is the use of bar codes applied directly to the part, using machine-readable marks, either linear (no-UID) or 2D (UID) barcodes in accordance with the latest revision of MIL-STD-130.
QS007C. Traceability Requirements: Serialization for Systems and Kits
BACKGROUND: Traceability, especially serial numbers, provides the Buyer and its Customers a means for tracking the number of customers required metrics for the Buyer product. Additionally, serialization enables faster investigation, and more specific containment should an issue arise. Buyer scanning equipment drives the format requirements. Please note: Autocorrect has been known to replace a "hyphen" with an "end dash," which is a longer symbol and will cause a scan failure.
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QS008A. Certification of Material(s): Retention
BACKGROUND: Material certifications are requested when material specifications are key to the product or are a buyer-customer requirement. This Q-Clause is a notification that a Material Certification is required but does not need to be submitted with the parts. The certification package is stored by the Seller and made available upon request from the Buyer. This applies to parts, components of sub-assemblies, and assemblies as defined on the Buyer drawings, BOMs, and specifications.
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Certificates shall include:
1.Actual recorded values for raw materials, material chemical, and physical characteristics as noted on the Buyer drawing(s) and Bill of Materials (BOMs).
2.Process Specifications as noted on the Buyer drawing(s) and BOM(s)
3.Verification the specified material(s) and subcomponent(s) meet requirements (including both product number and source).
If the Buyer requests the certification package, the Seller shall provide the certification package within two (2) working days of the request.
QS008B. Certification of Material(s): Metallic Materials (except Titanium); Submission
BACKGROUND: Material certifications are requested when material specifications are key to the product. This Q-Clause is a notification that delivery to the Buyer of a Certification of Material is required to be submitted with the parts. The certification package will be submitted with each shipment and will also be retained by the Seller. This applies to parts, components of sub-assemblies, and assemblies as defined on the Buyer drawings, BOMs, and applicable specifications used in the completion of the PO.
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Certificates shall include:
1.Actual recorded values for raw materials, material chemical, and physical characteristics as noted on the Buyer drawing(s) and Bill of Materials (BOMs).
2.Process Specifications as noted on the Buyer drawing(s) or BOM(s)
3.Verification the specified material(s) and subcomponent(s) meet requirements (including both product number and source).
If the drawing does not define a specific raw material specification, contact Buyer Procurement for direction.
If the Buyer requests the certification package after delivery, the Seller shall provide the certification package within two (2) working days of the request. Refer to the Terms and Conditions for the period required for record retention.
QS008C. Certification of Material(s): Titanium; Submission
BACKGROUND: Material certifications are requested when material specifications are key to the product. For Titanium, the impact of the specification limits is even more significant. This Q-Clause is a notification that delivery to the Buyer of a Certification of Material is required to be submitted with the parts. The certification package will be submitted with each shipment and will also be retained by the Seller. This applies to parts, components of sub-assemblies, and assemblies as defined on the Buyer drawings, BOMs, and applicable specifications used in the completion of the PO.
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If the drawing does not define a specific titanium specification, contact Buyer Procurement for directions.
If a retained copy is requested, the Seller shall provide the certification within two (2) business days of the request.
QS008D. Certification of Material(s): Non-Metallic Materials and Modified Subcomponents; Submission
BACKGROUND: Material and process certifications are requested when material specifications are key to the product. This Q-Clause is a notification that delivery to the Buyer of a Certification of Material is required to be submitted with the parts. The certification package will be submitted with each shipment and will also be retained by the Seller. This applies to parts, components of sub-assemblies, and assemblies as defined on the Buyer drawings, BOMs, and applicable specifications used in the completion of this order.
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QS009. Foreign Object Debris & Damage (FOD) Prevention
BACKGROUND: Foreign object debris and damage (FOD) can negatively impact the function and performance of a product. Numerous examples can be found in any industry.
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QS010. Calibration
BACKGROUND: The purpose of this clause is to ensure that the Buyer purchased calibrated measuring equipment, calibration services, and items that are to be provided in a calibrated state are built to, or calibrated in, a manner that meets certain standards.
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Seller shall submit, for each calibrated item, one reproducible record of actual calibration results, including applicable graphic and tabular data. Records shall be traceable to the individual item tested by part number, serial number, and Customer's order number for the item shipped. The Seller's calibration certificate shall include a unique calibration tracking number, tolerance range, and, when applicable, environmental conditions for each parameter calibrated. The certificate shall also state the operating error per specification, the degree of correction of tolerance condition, and remaining uncorrected out of tolerance condition, if applicable.
QS011. Electrostatic Sensitive Devices (ESD)
BACKGROUND: This clause is applied to eliminate the risk of ESD on sensitive devices.
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For Electrostatic Sensitive Devices delivered under the PO, the Seller shall ensure that these devices are packaged and identified to provide adequate electrostatic protection in accordance with the Original Equipment or Component Manufacturers' (OEM or OCM) Electrostatic Sensitive Devices material storage and handling protocols.
QS012A. Special Processes: Sub-Tier Supplier Approval
BACKGROUND: This clause applies when a known or potentially problematic process is required to complete the product being purchased. It helps to align processes and expectations. The Buyer requires approval of sub-tier supplier(s) performing certain special processes in order to prevent non-conformances.
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QS012B. Special Processes: Certifications
BACKGROUND: Material and process certifications are requested when material specifications are key to the product. This Q-Clause is a notification to the Seller that a Certification of Material is required to be submitted to the Buyer with the parts. The Certification of Materials package will be submitted to the Buyer with each shipment, and a copy will also be retained by the Seller and made available to the Buyer upon request. This applies to parts, components of sub-assemblies, and assemblies as defined on the Buyer drawings, BOMs, and applicable specifications used in the completion of the PO.
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1.Seller or its sub-tier seller name details
2.PO number under which the parts were processed.
3.Part Number and Revision
4.The special process performed.
5.Specification or Standard for each special process(es) performed.
NOTE: Verification testing results noted in the specification shall be retained and made available to the Buyer within three (3) working days of the Buyer's request or with the shipment if indicated on Purchase Requisitions and POs.
QS013. Welding Process Requirements
BACKGROUND: Because of the significance of welding to the aerospace industry, Buyer is taking additional steps to ensure welding Sellers meets the necessary requirements to weld and test for Buyer. Welding Sellers who do not obtain the required Buyer approval will not be able to supply the Buyer with the welded product.
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Seller and its sub-tier supplier(s) shall permit Buyer to perform surveys or audits to verify compliance with the welding and qualification requirements. If the Seller uses sub-tier suppliers to perform welding or test services, the requirements specified by the Buyer's drawing or specifications, PO, and other requirements documents. This Q-Clause (QS016) shall be flowed down to its sub-tier supplier(s), and the Seller shall ensure full compliance with these requirements by its sub-tier supplier(s). Any in-process weld rework or correction performed on Herber Aircraft Service material shall be documented by the supplier's non-conforming material process. The maximum allowable weld rework attempts to an individual flay, indication, or location are two (2).
Table 1. Requirements for Welding Processes on Buyer Product
Welding Process Specification | Requirement & Test Reference | Approvals | Document Packages Required For Approval or Acceptance |
AWS D17.1, Specification for Fusion Welding for Aerospace Applications, Class A Class B |
Fusion Weld Pre And Pos Qualification Process Per Section 7 | Submit to: Buyer's Authorized Procurement Representative Approval Granted by: The Buyer's Quality Engineer and Engineering Weld Authority. Approval Notification: Provided to Seller via a signed Approval Letter |
Initial Qualification Submittal & Changes to WPS:
As required per AWS D17.1 |
AWS D17.1, Specification for Fusion Welding for Aerospace Applications, Class C |
Per section 7. | Visual Inspection by Supplier CWI (approval granted through Buyer Weld Authority). | Initial Submittal: Certification of Inspection by CWI stamp). WPS, if requested by Buyer. |
QS014A. Test Data: Collection and Submission
BACKGROUND: This clause enables the Buyer to verify product test results when determined significant or necessary to do so by the Buyer.
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QS014B. Test Data: Retention
BACKGROUND: Buyer does not require delivery of test data with its purchased products unless delivery is specified or Buyer later determines that such delivery is required. Sometimes, data is required to support investigations, etc. In those cases, Seller shall provide the test data for their product to Buyer promptly upon Buyer's request.
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QS015. Data Storage and Sanitization
BACKGROUND: Buyer has a vested interest in knowing which memory within a product that it uses or incorporates into its products is volatile and nonvolatile. This information enables the Buyer to create procedures that will address how to prevent information that is proprietary or sensitive in other ways (e.g., classified) from being accessed by unauthorized individuals.
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QS016A. Part Marking: Supplier Identification
BACKGROUND: This is a requirement for federal acquisitions.
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Seller shall mark parts with their cage code (preferable) or assigned (Six digits) vendor code near the part number and revision in accordance with the identification and application requirements on the engineering drawing.
QS016B. Part Marking: Unique Identification (UID) and Grading Report
BACKGROUND: This clause is driven by Customer requirements and applicable federal regulations, including the Federal Acquisition Regulations (FARs) or Defense Federal Acquisition Regulation Supplement (DFARS). Reports are used to ensure Unique Identification (UID) printing has not degraded and that the Customer will be able to read the label upon receipt.
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QS016C. Part Marking: Unique Identification (UID) and Verification Performed by Buyer
BACKGROUND: This clause is driven by customer requirements and applicable federal regulations, including the FARs or Defense Federal Acquisition Regulations Supplement (DFARS). This clause is assigned when the marking is required but when the Seller is unable to comply with the requirement. It is used as a notice that UID marking is required and that because Seller is unable to comply with the requirements, Buyer will apply the UID marking.
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QS017. Rework Report
BACKGROUND: Rework reports are used as part of the product log for the Buyer's top-level assembly.
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In the event that the item is replaced with a new item rather than being reworked and Seller will not be submitting a rework report, Seller shall provide a statement on the C of C or pack slip indicating that the item was replaced.
QS018. Packaging, Handling, and Shipping
BACKGROUND: This clause is intended to ensure parts arrive in conforming condition. It also ensures packaging and storage do not induce a non-conformance. This clause applies when normal shipping and storage introduce a risk of non-conformance or when parts must be stocked individually at Buyer, as determined by Buyer or its Customer. This includes, but is not limited to, Titanium, plastic materials such as Torlon and Nylon, and other environmentally sensitive or shipping-sensitive parts and assemblies.
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For PWBs, package as follows per the type of finish, either 1. or 2. below:
1.HASL Finish: Each PWB shall be sealed individually using a moisture barrier bag, desiccant material, and humidity indicator card. Reference IPC-1601.
2.Silver or Gold Finish: Each PWB shall be sealed individually using a moisture barrier bag and humidity indicator card. Reference IPC-1601. Desiccant material should not be utilized.
If not specified, Seller may use specially designed shipping containers and good commercial practices as deemed necessary to prevent shipping damage. Parts are to be individually labeled. At a minimum, the label shall include the following information: Part number and part revision status. Packaging requirements contained on the Engineering drawing take precedence.
QS019. Specialized Tooling
BACKGROUND: See clause below.
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Specialized Buyer tooling is required to perform the PO. Contact Buyer procurement representative.
QS020. Age Sensitive Materials
BACKGROUND: This clause is necessary when the Buyer must provide the material subject to a limited shelf-life or aging to the Customer. It is necessary to ensure the product is usable when received by the Customer.
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Note: For date codes expressed as a quarter and year as the date of manufacture (i.e., Q1, 2008), the Buyer will use the first month and day of the specified quarter to receive materials and calculate the remaining shelf life.
QS021. Service Bulletin, Field Bulletin, Airworthiness Directives
BACKGROUND: This clause is applied to address Civil Aviation Authority requirements imposed on the Buyer to reduce the risk of airworthiness, reliability, maintainability, and safety issues. It is primarily directed at OEM products provided by both the OEM directly, as well as distributors of OEM products. Notifications may be passed along to Buyer Customers.
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QS022. GIDEP Alerts
BACKGROUND: GIDEP Alerts are essential across manufacturing to ensure products function as intended. This sharing of information prevents observed product anomalies and issues that result in increased costs for both suppliers and customers.
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QS023. Seller or Distributor
BACKGROUND: This clause will only be applied to parts provided by distributors. It is intended to ensure OEMs are correct for the part being procured.
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