- PURCHASE ORDER TERMS AND CONDITONS
- ENTIRE AGREEMENT: This Purchase Order, these Terms and Conditions, Orizon Quality Document SQC-001 (available at Orizonaero.com) (the “Quality Terms”), any specifications or drawings, and any Special Terms and Conditions incorporated into and attached hereto, constitute the sole and entire agreement between the parties concerning the subject matter hereof. No other terms or conditions shall be binding unless accepted in writing by Orizon or referenced on the face of this Purchase Order. In case of any discrepancies or questions, the Seller shall refer to Orizon for instructions or interpretation. If the Seller’s proposal is incorporated in this Agreement by reference on the face hereof, such proposal shall be effective only to the extent that its terms are consistent with the other terms of this Purchase Order. No course of prior dealing shall be relevant to supplement this Agreement.
- PARTIES, AGENCY AND DEFINITIONS: “Seller” means the person, firm or corporation to which this Purchase Order is addressed. “Orizon” means Orizon Aerostructures and any of its Affiliates (as stated on the face of this order), and the company that is executing this agreement. The term “Owners” refers to Orizon. The terms “Agreement” and “Purchase Order” as used herein are synonymous. The terms “Goods” refers to the items and related documentation referenced on the face of this Purchase Order and shall include any incidental services performed by Seller under this Agreement.
- ACCEPTANCE OF PURCHASE ORDER: Written confirmation or delivery of any items ordered constitutes acceptance hereof by Seller and establishes a binding contract between Orizon and Seller which shall supersede any other agreements covering the subject matter of this Agreement made prior to the date of this Purchase Order. Seller has five (5) days to respond to Orizon with any modifications to the Purchase Order or Purchase Order will be deemed acceptable to Seller. Any other provisions proposed by Seller’s acceptance or any agreement modifying this order shall not be binding unless agreed to in writing by a duly authorized representative of Orizon.
- WARRANTIES: Seller warrants that all Goods delivered under this Agreement will be free from defects in materials and workmanship, that all Goods will conform to the requirements of this Agreement including but not limited to the applicable descriptions, specifications and drawings, and to the extent such Goods are not manufactured pursuant to detailed designs, that there are no liens, claims or encumbrances against said Goods. Seller shall assign qualified and competent personnel to the performance of any incidental services required by this Agreement, and Seller and such personnel shall use their best efforts to perform the services described in this Agreement, in the most expeditious and professional manner consistent with the interest of Seller warrants that the services will be performed in conformance with the highest standards of care and practice appropriate to the nature of the services rendered.
- INVOICES AND PAYMENT: Unless otherwise provided in this Agreement, no invoices shall be issued nor payments made prior to delivery. Individual invoices must be issued for each shipment under this order. Discount invoices will be payable based on applicable discount, period computed from the date of delivery of the Goods ordered or the date of the receipt of the correct invoice, whichever is later. Applicable freight, taxes, or duties shall be shown on invoices as separate items. No sales or use tax shall be added to any invoice for parts used in the manufacturing process without Orizon’s approval. If Seller is to invoice Orizon for freight charges, a copy of the prepaid freight bill must accompany the invoice before payment can be made. Unless freight and/or other charges are itemized, any discount will be taken on the full amount of invoices. All payments are subject to adjustment for shortage or rejection.
- ACCOUNTING: For two (2) years from the date(s) of delivery of Goods hereunder, Seller shall maintain books and records as are necessary to verify billings to Orizon. Such records shall be made available, as mutually agreed, at Seller’s facilities for audit and inspection by Orizon. Any such audit shall be at Orizon’s expense and conducted during Seller’s normal working hours.
- DELIVERY SCHEDULE: Deliveries shall be strictly in accordance with the schedules set out or referred to in this Agreement and in the exact quantities ordered. Time is of the essence. Whenever it appears Seller will not meet its delivery schedule, Seller shall, upon request of Orizon and in addition to any other rights or remedies provided to Orizon, ship via expedited routing with the difference between the expedited routing and order routing costs to be borne by Seller. The right is reserved also to cancel this Purchase Order if not filled within the time and in accordance with the terms of this Agreement. However, Seller shall not be liable for delays in delivery due to causes not reasonably foreseeable which are beyond its reasonable control, such as acts of God, governmental acts or war or riot (Force Majeure). In the event of any such unforeseeable delay beyond the Seller’s control, Seller shall notify Orizon of the causes and the status of resolution of the Force Majeure situation and if the Force Majeure situation lasts for more than five (5) business days, the parties will meet (even if via telephone) to ascertain going forward plans and remediation efforts to resolve impact to Orizon. Orizon reserves the right to return any product that is delivered earlier than seven (7) days of the Purchase Order delivery date. Any early deliveries that Orizon returns to Seller will be paid for by Seller.
- INSPECTION: The Goods are subject to final inspection and acceptance by Orizon at destination notwithstanding any prior payment or inspection at source. Acceptance of Goods by Orizon shall not be deemed to alter or affect the obligations of Seller or the rights of Orizon under any provision of this Agreement.
- REJECTION: The making or failure to make any inspection of or payment for or acceptance of the Goods, shall in no way impair Orizon’s right to reject nonconforming Goods or to avail itself of any other remedies to which Orizon may be entitled, notwithstanding Orizon’s knowledge of the nonconformity, its substantiality or the ease of its discovery. Orizon shall notify Seller within a reasonable time following discovery of nonconformity if any Goods delivered hereunder are rejected. Seller must pay all transportation charges both ways on rejected material. No replacement or correction of defective Goods may be made by Seller unless agreed to in writing by Orizon.
- CHANGES: Orizon may at any time, by written order, make changes within the general scope of this Agreement, in any one or more of the following: (a) drawings, design or specifications, (b) method of shipment or packing, (c) place of inspection, delivery or acceptance, (d) quantities, (e) delivery schedules. If any such changes cause an increase or decrease in the cost of or the time required for the performance of any part of the work under this Agreement, an adjustment shall be made in the price to reflect any additional costs or savings and/or an adjustment shall be made in the delivery schedule to reflect any increase or decrease in time and this Agreement shall be modified in writing accordingly. Any claim for adjustment under this clause must be asserted within thirty (30) days from the date the change is ordered.
- PACKING AND SHIPPING: All goods must be suitably packed and prepared for shipment and must be packed so as to secure lowest transportation rates consistent with Orizon’s best interests and comply with carrier regulations. No charges will be paid by Orizon for packing, crating or cartage unless stated in the order. All shipments to be forwarded on one day via one route must be consolidated. Purchase order number, item number and equipment and/or tag number(s) must appear on all shipping papers, packing lists and containers. One copy of packing list must be included with each shipment. Seller is to use carrier and method as listed on face of Purchase Order. Any exceptions to the carrier and method must be approved by Orizon or Orizon reserves the right to bill Seller for the expense. Orizon, at its sole discretion, may require Advance Ship Notices (ASN) to be complete before shipments can take place. No charges will be paid to Orizon for the ASN process. All shipments currently scheduled via ASN that do not utilize the ASN process, at Orizon’s discretion, may be returned to Seller, at Seller expense.
- TERMINATION: Orizon may, by written notice to Seller, terminate or suspend the whole or any part of this Agreement, and the whole or any part of any other order to the Seller for the same or similar Goods constituting a series of the orders or agreements in the event of the default as defined herein or as otherwise defined by law, provided that Orizon shall pay to Seller the reasonable value of all Goods actually delivered and accepted by Orizon, which conform to the terms of this Agreement. Default is defined as the failure of the Seller to deliver the items covered by this Agreement within the time specified herein and in accordance with the terms of this Agreement, the suspension of Seller’s business, the insolvency of Seller, the appointment of trustee or receiver for Seller’s property or business or any assignment by Seller for the benefit of creditors.
- RESPONSIBILITY FOR PROPERTY: Unless otherwise provided in this order Seller upon delivery to it or manufacture or acquisitions by it of any materials, parts or other property, which are owned or leased by Orizon, assumes the risk of and shall be responsible for any loss thereof or damage thereto until returned to Orizon. Seller shall not use any such property for any purposes other than in performance of this Agreement. Seller, in accordance with the provisions of this Agreement, but in any event upon completion thereof, shall return such property to Orizon in the condition in which it was received accept for reasonable wear and tear and accept to the extent that such property has been incorporated in Goods delivered under this Agreement, or has been reasonably consumed in performance of work under this Agreement.
- PATENT PROTECTION: With respect to all Goods delivered under this Agreement and related processes or procedures, except Goods manufactured pursuant to detail designs developed and furnished by Orizon, Seller shall obtain for Orizon the right to use any patented Goods, any to follow related patented processes or procedures, without cost to Orizon and shall indemnify, defend and save owners and their agents, employees, officers, and directors harmless from and against all claims, suits, loss, damage and expenses, including attorney’s fees, on account of infringement or alleged infringement of any United States or foreign patent, arising out of the manufacture, sale or use of such Goods by Seller, the owners or any of their agents or employees.
- INDEMNIFICATION: Seller hereby releases and agrees to defend, indemnify and hold harmless Orizon, its subsidiaries, affiliates and their respective employees, directors, officers, agents and subcontractors, from and against all liability, claims, damages, losses, costs and expenses resulting from any and all injuries to, or death of, any and all persons and for loss of, or damage to, property, and for loss of use thereof, to the extent arising, directly or indirectly, out of or in connection with Seller’s goods purchased hereunder. Seller agrees to provide to Orizon with a certificate of insurance if requested liability insurance of not less than 1,000,000 dollars in aggregate coverage. Said liability insurance shall be maintained during the duration of this agreement.
- ASSIGNMENTS: No assignment of any rights, including rights to monies due or to become due hereunder, or delegation of any duties under this order shall be binding upon Orizon until its written consent has been obtained.
- TITLE AND RISK OF LOSS: Unless otherwise provided in this Agreement, Seller shall have title to and bear the risk of loss or damages to the Goods purchased hereunder until delivered in conformity with this Agreement at the FOB point specified on the face hereof, and upon such delivery title shall pass from Seller and Seller’s responsibility for loss or damage shall cease except for loss or damage resulting from Seller’s negligence. Passing of title upon such delivery shall not constitute acceptance of Goods by Orizon.
- COMPLIANCE WITH LAWS: Seller warrants that in the performance of this Agreement, it has complied with or will comply with all applicable federal, state, and local laws and ordinances and all lawful orders, rules and regulations thereunder.
- PROPRIETARY INFORMATION: The owners shall at all times have title to and Seller shall treat as proprietary all drawings, specifications, designs, processes, reports, data and other technical information furnished or disclosed to Seller by Orizon in connection with this Agreement. Seller shall use such items only in the performance of this Agreement and shall promptly return all copies of any such material and information to Orizon upon termination or upon Orizon’s request.
- GOVERNING LAW: The rights and obligations of the parties arising out of this Agreement shall be governed in all respects by the laws of the state of Missouri without regard to its conflict of law provisions.
- PRODUCT FLOW DOWN: Purchasing, quality and engineering requirements are flowed down to suppliers along with key characteristics. Proper documentation shall be accessible to Orizon at their request. Supplier is required to be aware of their contribution to the conformity of product or service that is being contracted with Orizon, their contribution to the products safety and the importance of ethical behavior always.
- CERTIFICATION: A Certificate of Conformance (C of C) shall be created for each delivery against a purchase order and shall include inspection reports and certification required to satisfy all quality assurance provisions.
- RECORDS: Supplier shall maintain quality records for each purchase order for a minimum of 10 years.
- ITAR: The information provided by Orizon may be subject to U.S. export control laws and regulations, including the International Traffic in Arms Regulations (ITAR). Seller may not export or re-export any information, technical data, or supplies except in strict compliance with all U.S. export control laws and regulations, including ITAR. Technical data that are controlled by the ITAR shall not be released to foreign nationals, including employees, companies or other entities, whether within or outside of the United States, unless the Seller shall first obtain the written consent of Orizon, and shall obtain the appropriate license or other advance approval from the U.S. Government. Seller’s obligation to adhere to the ITAR shall survive the expiration or termination of this Purchase Order. Seller hereby agrees to defend and indemnify Orizon from and against any liability that Orizon may incur as a result of Seller’s violation of any U.S. export or re-export control law or regulation.
- DEMIL: All technical information provided to supplier, including detail engineering drawings must be returned to Orizon on completion of the purchase order. Any drawings or technical information provided by the government on this Purchase Order must be controlled and then Demilitarized in accordance with DoDM 4160.28-M-V1,V2,V3. Any destruction must be witness by a government representative.
- ACCESS: Supplier shall grant Orizon employees and Orizon customers’ full access to supplier facilities and records. Access may be requested to verify product, review process quality requirements or to audit quality procedures or production systems. Supplier shall support reasonable requests for access and facilitate access to verify product or systems.
- CONFLICT MINERALS: Orizon is required to remain compliant with Section 1502 of the U.S. Wall Street Reform and Consumer Protection Act. All Orizon approved suppliers are required to conduct due diligence on the presence of Conflict Minerals in their supply chain and provide accurate reporting and certifications on the presence of Conflict Minerals in products delivered to Orizon. Suppliers who are unwilling or not capable of providing the information or unwilling to implement procedures which assure only conflict free products are delivered to Orizon may be removed from Orizon’s approved supplier status.
- FEDERAL ACQUISITION REGULATION (FAR) AND DEFENSE FAR SUPPLEMENT (DFARS) FLOWDOWN PROVISIONS: If any of the products are defense articles as defined in 22 C.F.R. § 120.6, then the following terms are incorporated into these terms and conditions: Clause 58 (or any successor clause) of the NORTHROP GRUMMAN CORPORATION TERMS AND CONDITIONS FIRM FIXED PRICE ORDER FOR NON-COMMERCIAL ITEMS – U.S. GOVERNMENT CTM-P-ST-001 (Rev. 08/12/2020).
- SUPPLIER QUALITY TERMS: Seller acknowledges that it has received a copy of, and shall comply with, the Quality Terms. Orizon may, in its sole discretion, amend the Quality Terms at any time.
- PURCHASE ORDER TERMS AND CONDITONS
PO Revision 7 – 01/11/2021
SUPPLIER QUALITY CLAUSES
QC1 SUPPLIERS QUALITY SYSTEM:
The supplier shall implement and maintain a Quality System, which conforms, as a minimum, to the requirements of AS9100, or to the extent imposed by the provisions of applicable drawings, specifications, and purchase orders.
QC2 SQR0002 Advance Supplier Quality Requirements – Vought
QC3 ISO9001/Current Revision Quality Management System
QC4 NADCAP – Current and effective certification required.
QC5 If a supplier does not conform to the requirements of AS9100, and the service provided is only for machining, the following will apply: 1) ORIZON shall provide all raw material, 2) ORIZON shall perform tool prove inspection, first article inspection, and 100% inspection, 3) ORIZON shall be responsible for the special processing of the part, and 4) ORIZON shall not allow any portion of this purchase order to be subcontracted without ORIZON’s documented approval.
QC6 RIGHT OF ENTRY:
ORIZON Aerostructures, their representatives, customer(s) and any regulatory agencies shall have “Right of Access” to the supplier facility and at any level of the supply chain, and quality records for the purpose of audit, surveillance and /or verification of quality of work, documentation or material. The supplier shall insure that this requirement is flowed to their supply chain.
QC7 RETENTION OF RECORDS:
The supplier shall maintain records for review by ORIZON Aerostructures, customer(s)/regulatory agency for minimum of (10) years, records for F-35 traceable parts will be maintained for a minimum of 30 years, and readily retrievable upon request. Records shall include material certification, special processing certifications, work order/traveler, test reports, inspection reports, calibration records and first articles.
QC8 CERTIFICATION OF COMPLIANCE:
Each shipment of material under this purchase order must be accompanied by a certification of conformance that verifies compliance with applicable specifications on, drawing or purchase order for each lot/batch number for traceability. Certification shall be dated and signed by a responsible individual whose signature can be considered binding on your company. Failure to include the certification with your shipment may classify your product as non-conforming resulting in the return of the material at your expense.
QC8.1 CERTIFICATION FOR PARTS IDENTIFIED AS CRITICAL:
In addition to the requirements in QC8, for all F-35 parts identified as (Fracture, Maintenance, Safety, Durability, Mission Abort Critical) the C of C shall include the manufacturing plan revision letter or number.
QC9 ITAR / EXPORT COMPLIANCE:
Supplier shall comply with the most current export control and sanctions laws, regulations, and orders applicable at the time of the export, re-export, transfer, disclosure or provision of Goods, Software, Technology or Services including, without limitation, the (i) Export Administration Regulations (“EAR”) administered by the Bureau of Industry and Security, U.S. Department of Commerce, 15 C.F.R. parts 730-774; (ii) International Traffic in Arms Regulations (“ITAR”) administered by the Directorate of Defense Trade Controls, U.S. Department of State, 22 C.F.R. parts 120-130; (iii) Foreign Assets Control Regulations and associated Executive Orders administered by the Office of Foreign Assets Control, U.S. Department of the Treasury, 31 C.F.R. parts 500-598; and (iv) laws and regulations of other countries (collectively, “Export Control Laws”).
QC10 FIRST ARTICLE INSPECTIONS:
On first part (new part) orders, a detailed first article inspection report is required and shall be compliant to AS9102 requirements and produced in Net-Inspect. The report must be furnished with first shipment of the product to ORIZON Aerostructures for verification, unless otherwise specified. The first article report and the part used should be packaged separately (when appropriate), clearly identified, and shipped with production parts on the first delivery of a new product. ORIZON Aerostructures reserves the right to witness the actual inspection or to require spot checks to verify data. The supplier shall notify the applicable ORIZON Aerostructures Purchasing Agent three (3) working days prior to the date on which the parts will be ready for FAI.
QC10.1 FIRST ARTICLE INSPECTIONS FOR COMMERCIAL PART NUMBERS:
First Article reporting shall be accomplished per the QC10 requirements as well as those found in MAA1-10042-2 at current revision level.
QC11 FIRST PIECE INSPECTION:
Supplier must perform mandatory first piece inspection for each line item article on this purchase order prior to producing the remaining balance of the line item.
QC 12 SOURCE INSPECTION:
ORIZON Aerostructures source inspection must be conducted at the supplier facility prior to shipment. When the PO items are ready for inspection, the supplier shall notify the ORIZON Aerostructures purchasing agent three (3) working days prior to the date on which the parts will be ready for source inspection. All non-conforming material or parts shall be properly segregated from the acceptable material or parts presented for source inspection. Drawings and/or other pertinent data as required by PO must be available to the ORIZON Aerostructures quality representative at the time the product is presented. Acceptance at source does not relieve the supplier from responsibility for the quality of delivered product.
QC13 ORIZON Aerostructures source inspection must be conducted at your facility before process. When the PO items are ready for inspection; the supplier shall notify the ORIZON Aerostructures purchasing agent three (3) working days prior to the date on which the parts will be ready for source inspection. All first article submissions for parts contracted by any Orizon Facility shall be accomplished using Net-Inspect including balloon drawings and certifications unless written authority to waive Net-Inspect is received from Orizon Quality Personnel. Contact your SCM focal for questions and support.
QC14 GOVERNMENT SOURCE INSPECTION:
Government source inspection must be conducted at the supplier facility prior to shipment. When the PO items are ready for inspection, the supplier shall notify the government source inspector that normally services their facility three (3) working days prior to the date on which the parts will be ready for source inspection. Orizon should contact the GSI and schedule source inspection as the contract holder.
QC15 SPECIAL PROCESSING:
All special processing required via a government, ASTM, or process specification shall be performed by ORIZON Aerostructures approved suppliers only. Seller of special processes are required to perform processes to the latest revision at the time of processing unless directed otherwise by Orizon purchase order or engineering definition. Certificate of Compliance must contain process specification and revision level including specification departures. It is the responsibility of the supplier to request and to insure the supplier has and understands all required specifications. Should the prime supplier elect to subcontract special processing, the prime must receive written approval from Orizon for the subcontractor selected prior to the processing of the items. All requirements of ORIZON Aerostructures imposed on the prime shall be flowed down to the subcontractor by the prime. Each shipment must include a report/certification that includes the name and address of the processing source as well as a statement verifying that all required process certifications and chemical/physical test reports, directed on the PO, are on file at the supplier’s facility and/or have been provided with the shipment as required. This quality clause applies to (but is not limited to) NDE, NDI, Welding, Heat Treat, X-Ray, Precision Cleaning, Applied finishes, etc. In addition, the supplier must reference the ORIZON Aerostructures PO and part number on their certification.
Heat Treat – Provide a copy of the chart(s)when requested, that confirm that treat time and temperature requirements have been met. . In addition, the supplier must reference the PO and part number on their certification. Supplier must provide evidence of hardness testing in accordance with applicable specifications.
QC16 CHEMICAL/PHYSICAL MATERIAL TEST REPORTS:
A chemical/Physical test report is required for this Purchase Order. It shall reference chemical composition and/or physical properties, lot/batch number, list the parameters tested, the results obtained. It shall be signed by the Materials Suppliers Authorized Quality Representative and indicate the Representative’s title.
QC17 CASTING/FORGINGS MATERIAL TEST REPORTS:
In addition to chemical/physical test reports as stated above, certification for magnetic particle inspection, radiographic inspection, fluorescent penetrate inspection, ultrasonic inspection, pressure test, and grain flow shall be submitted with order as required per noted specifications.
QC18 SHELF LIFE OF MATERIALS:
The supplier shall identify each container of material with the date of manufacture and shelf life, type of material, lot or batch number and other pertinent information. Material which does not show at least ¾ (75%) of the indicated shelf life will not be accepted. If a manufacturer/ distributor cannot provide material in compliance with this policy, two requirements are mandatory for acceptance: 1) a pricing concession will be made to ORIZON Aerostructures for the expired shelf life. 2) The supplier must obtain written approval from ORIZON Aerostructures Purchasing and Quality departments prior to shipment of aged materials. ORIZON Aerostructures Material. Quality and Engineering Managers all must approve any exceptions to this clause. Material Safety Data Sheets must be provided.
QC19 SPECIALITY METALS:
Product supplied to Orizon Aerostructures shall be in compliance with the Certain Articles Containing Specialty Metals requirements cited in DFARS Preference for Domestic Specialty Metals. All materials used in the manufacturing processes performed by Orizon Aerostructures and its supply base shall be in compliance with the restriction and acquisition of specialty metals cited in DFARS 252.225- (7001, 7007, 7009, 7013, 7016, 7021, 7033, 7048). Orders having a government priority rating shall be identified and scheduled in accordance with the defense priorities and allocations system (DPAS).
QC20 MAINTENANCE & FRACTURE CRITICAL:
Items on this purchase order are designed and classified as one of the following Critical Part Categories. As such, the Supplier is required to control them through the governing design specifications:
Airframe Structure Integrity Plan (ASIP) per 2ZZP00006 and 2ZZP00076
Fracture Critical Traceable, Fracture Critical Material Traceable (i.e. traceability required) per 2ZZP00006 and 2ZZP00076
Fracture Critical Non-Traceable parts (i.e. traceability not required) per 2ZZP00006 and 2ZZP00076
Maintenance Critical Non-Traceable; (i.e. traceability not required) per 2ZZP00006 and 2ZZP00076
Maintenance Critical Material Traceable parts per 2ZZP00006 and 2ZZP00076
Mechanical and Electrical/Electronic Subsystem Integrity Plan (MESIP) per 2ZZP00006 and 2ZZP00076
Safety Critical Material Traceable or Safety Critical Installation Traceable parts (including installation hardware) per 2ZZP00006 and 2ZZP00076
Safety Critical Non-Traceable parts (applicable only to designated tubes and tube assemblies and associated installation brackets in fluid systems plumbing components) per 2ZZP00006 and 2ZZP00076
Mission-Abort Critical or Mission-Abort Critical Installation Traceable parts per 2ZZP00006 and 2ZZP00076
Durability Critical parts (Installation Traceable and Non-Traceable) per 2ZZP00006 and 2ZZP00076
Durability Critical (DC) Part. Part control required per S326-00112
Fracture Critical Part (FC) Part. Part control required per S326-00112
Fracture Critical Traceable (FCT) Part. Part control required per S326-00112. Serialization and traceability required per S326-00113.
QC21 NON-CONFORMING PRODUCT/MATERIAL:
All reference requirements including specifications and drawings shall be the latest revision in effect at the date of the purchase order. Supplier is not delegated Material Review Board (MRB) Authority. All Non-conforming product must be submitted and disposition by ORIZON Aerostructures Quality prior to shipment to ORIZON Aerostructures, and must be accompanied, if disposition “Acceptable or Rework”, with a rejection report and a copy of the disposition defining the non-conformances. Suppliers are required to notify ORIZON Aerostructures on all known non-conformances, which have already shipped to ORIZON Aerostructures and/or ORIZON Aerostructures customers. Seller shall provide written notification to both Orizon Purchasing and/or Quality within one business day when a nonconformance is determined to exist or is suspect to exist on product shipped or already delivered to Orizon. At a minimum, written notification shall include: Orizon P.O. Number, part number, quantity, ship date, description of defect, and lot number(s). Written notification shall also include root cause and corrective action.
QC22 CHANGE NOTIFICATION:
Suppliers are required to notify ORIZON Aerostructures in writing prior to any proposed process, product or supplier changes. Facility locations and ownership changes must also be reported to ORIZON Aerostructures in a timely manner.
QC23 HANDLING, PACKAGING, PRESERVATION AND DELIVERY:
The supplier shall use appropriate methods of handling, packaging, and preservation of items to prevent damage of product in process and during delivery. Failure to comply could result in the need for a credit memo to be issued. Maintain a FOD prevention program in accordance with National Aerospace Standard NAS-412.
QC24 BOEING APPROVED SOURCE:
Any/All processes must be performed by Boeing Approved Sources per D1-4426. Accessing D1-4426 via the web is the only acceptable method to maintain compliance to Boeing requirements. Processing shall be performed to the latest revision as defined in the Product Standards Data System (PSDS). URL: http:www.boeing.com/companyoffices/doingbiz/d14426/
The PSDS accountability pages site can be found at the following URL: http://www.boeing.com/companyoffices/doingbiz/bps/
This clause shall be included in the seller’s subcontracts for work performed under this purchase contract that involves D1-4426 processes. A certificate of conformance and/or equivalent process certificate, signed by an authorized agent of the processor/seller shall be maintained. The certificate shall include contract number, part number(s), Trace number (as applicable), Process specification number w/ revision, applicable Process Specification Departures (PSD’s), processing date(s), and name and address of the processor(s) performing each of the D1-4426 processes. Buyer approval of any processor shall not relieve seller of seller’s requirement to comply with the terms of this contract.
In accordance with Boeing document D6-51991 (latest revision) the following definitions apply:
MLA: Manufacturing License Agreements – Authorizes a US manufacturer to supply
manufacturing knowledge (related to defense) to a foreign party. All foreign recipients must be named as parties to (or as “authorized sub-licensees” under) the agreement.
MA: Manufacturing Agreement- an agreement whereby a US person grants a foreign
person an authorization to manufacture defense articles abroad and which
involves or contemplates:
- The export of technical data or defense articles or the performance of a defense service: or
- The use by the foreign person of technical data or defense articles previously exported by the US person
TAA: Technical Assistance Agreement – An agreement for the performance of a
defense service(s) or the disclosure of technical data, as opposed to an agreement granting a right to manufacture defense articles. Assembly of defense articles is included under this section, provided production rights or manufacturing know-how are not conveyed. Should such rights be transferred, a Manufacturing License Agreement (MLA) is required.
QC25 NORTHROP GRUMMAN APPROVED SOURCE:
Northrop Grumman Integrated Systems Supplier Quality & Technical Performance approves and maintains the list of approved special processors (ASPL) for NGIS aircraft programs. This list can be sorted by supplier name, process specification, process category, state and country. Please note that NGIS approved processors for the F-35 Program can be located by clicking F-35 under Process Category. This web site also lists the NDT technique approvals, one by processor and the other by part number. In addition, this web site provides a short cut to Boeing and Lockheed web site for F/A-18 and F-35 Programs, respectively for Processor(s) performing each of the D1-4426 Processes. Buyer approval of any processor shall not relieve seller of seller’s requirement to comply with the terms of this contract.
QC26 VOUGHT APPROVED SOURCE:
When special processes listed in Vought “Approved Special Processors List” (ASPL) are required by drawing, specification, Purchase Order, or other media, the Supplier shall ensure that the processing source for these requirements, including those performed by the supplier, are listed on the Vought ASPL prior to any processing of hardware. As a prerequisite for Vought ASPL approval, Special Processors require Nadcap/Nucap accreditation.
QC27 LYCOMING APPROVED SOURCE:
SQA 2000 (Lycoming’s Supplier Quality Assurance Manual) establishes quality system requirements that apply to Manufactures, Distributors, and Special Processors providing parts/services for ORIZON Owasso and Lycoming Engines. All suppliers must be approved by Lycoming Engines. Suppliers are required to requests the latest revision of SQA 2000 from ORIZON Owasso’s Quality Department.
QC28 CESSNA APPROVED SOURCE:
A list of all processes requiring Cessna Supply Chain Quality approval can be found at the following website: www. supplier.cessna.com/cgi-bin/quality/capability_view.pl. Any suppliers performing work to the specifications at the website above will require approval by Cessna Supply Chain Quality prior to conducting any processing. Requests can be made at the above website to add additional suppliers to Cessna’s approved special processor list. Additions will be made at the discretion of Cessna. However, Cessna reserves the right to rescind approval of special processors at any time at Cessna’s sole discretion. Some special processes require that the supplier obtain additional facility qualifications from Cessna Materials and Process Engineering (M&P). M&P approval requirements are contained within the applicable process specification. Special Processors must have a quality management system that is compliant to (AS/EN/JISQ) 9100 Quality Management Systems – Aerospace – Requirements or accredited to Nadcap AC7004 QMS.
QC29 METEROLOGY SYSTEM REQUIREMENTS:
A calibration system in conformance with ANSI/NCSL Z540-1 must be maintained that is traceable to NIST and provides identification of calibration status. Adequate process controls, records, and certifications shall also be sufficiently maintained to satisfy purchase order requirements. A “Certificate of Calibration” traceable to each item furnished by ORIZON Aerostructures for calibration is required with your return shipment to ORIZON Aerostructures.
QC30 PROCESS INSPECTION REPORTS:
The supplier shall include with each shipment process inspection reports that contains drawing, revision, inspection results for 100% of characteristics identified in the engineering drawing for the entire lot of parts being shipped and serial numbers (where applicable). The inspection report shall list the actual ranges of measured characteristics for that lot of parts only. Inspection records adequate to assure the Quality level of production process shall be maintained by the supplier. Failure to include data with your shipment may classify your product as non-conforming, resulting in the return of the material at your expense.
QC31 MATERIAL SAMPLES:
A material sample must be furnished to ORIZON Aerostructures with the first shipment of the product, unless otherwise specified. The size of the sample shall be determined by ORIZON Aerostructures or the material specification. The sample shall be cut or molded from the same material lot as the product supplied. In addition the supplier must reference the PO, part number, Lot number (if applicable), Serial Number (if applicable) on their certification. If a sample does not pass its material specification tests, the product supplied with the sample shall be considered unacceptable and may be returned to the supplier.
QC32 LOCKHEED MARTIN APPROVED SOURCE:
Lockheed Martin approves and maintains the list of approved special processors per (QCS-001 and EMAP). This list can be sorted by supplier name, process specification, process category, state and country. Buyer approval of any processor shall not relieve seller of seller’s requirement to comply with the terms of this contract.
Supplier shall ensure all outgoing Special Processing purchase orders for LMA products contain a statement with the words: “Processing to be accomplished in performance of this purchase order is directly related to a Lockheed Martin Aeronautics Company purchase order and must be accomplished in accordance with process specification(s) on this purchase order and Lockheed Martin Aeronautics Company Appendix QJ”.
The outgoing purchase orders must also include:
A statement that sub-tier Process Source must file and maintain a copy of all purchase orders containing the above statement and make these available for review by the Buyer, upon request.
A statement that sub-tier Process Source must submit a Certificate of Conformance (“C of C”) with a unique certification number in accordance with paragraph F “Certificate of Conformance”.
A statement requiring sub-tier Process Source to identify specification(s), title, specific revision level(s) and drawing(s) requirement(s) to be performed by a QCS-001 source.
Supplier shall ensure the Processing Source prepares a Certificate of Conformance asserting that the items contained with this shipment are in total compliance with the requirements of this PO. A copy of the C of C shall be included in the delivery package, with process specification exceptions (e.g. pre-clean, stress-relief/bake, etch, etc.) annotated on the C of C. The Process Source C of C prepared for each shipment shall include the following data elements/information:
- Title, specification number (including revision letter) and QCS-001 process code of the process,
- Name and address of the process facility,
- Buyer’s assigned processor number,
- Date the C of C was issued,
- Purchase order and purchase order part number,
- Quantity of parts (to include quantity accepted/rejected),
- Signature and title of authorized quality agent of Process Source,
- Fracture durability classification or serialization per customer PO.
QC32.1 LOCKHEED MARTIN “ENGINEERING SPECIFICATION REQUIREMENTS”:
SELLER shall comply with latest revision, as of the effective date of this Contract, for all specifications or other document incorporated herein, unless a specific revision number is referenced. If a specific revision number is references SELLER shall comply with the specified revision. The requirements set forth in the databases, specification or other documents herein are incorporated into this Contract by reference.
Note: For F-35 Program, applicable specifications and standard part/hardware drawings are identified in Product Data Management (PDM) database. Seller shall use the latest revision located in the Joint Strike Fighter Data Library (JDL) Released Data Vaults for product build and acceptance.
If Seller does not have access to PDM and/or JDL, Seller shall use the specification and drawing revision provided by Buyer.
QC33 HONDA APPROVED SOURCE:
Subcontracting of special processes must be done with HACI approved special processors. The supplier shall contact HACI Procurement to confirm approved sources, and contact HACI Quality Assurance for details of the qualification process for new special processors.
QC34 COUNTERFEIT PARTS:
The supplier shall have a counterfeit detection process that is similar to, and meets the intent of SAE Standard AS5553, Counterfeit Electronic Parts, Avoidance, Detection, Mitigation, and Disposition.
QC35 100% DIMENSIONAL CHECK (NG I1032.001):
Supplier mandatory 100% inspection of all high-risk consequence material. As a minimum, mandatory 100% dimensional inspection of all characteristics on one part that is manufactured in the same production run is required due to the critical nature of the part on this purchase order line item. The supplier shall use their normal inspection processes on the balance of the lot. Evidence of the above must be available upon request.
All suppliers are required to submit written DPD/MBD procedures and existing O.E.M customer approvals to Orizon for review and acceptance prior to accepting or beginning work on parts designated with DPD/MBD design authority. Suppliers shall meet the requirements set forth in Orizon Procedure (QAP 123) – provided by Orizon.
QC37 HARDNESS AND CONDUCTIVITY:
If required per the engineering/ drawing, Final Product Acceptance for all detail parts must include temper verification per LMA-PC009 and/or applicable engineering requirements. The required range must be listed along with the range of measured values at the appropriate place on each work order and/or, where applicable, be transferred from process certifications.
3.4.1 ALUMINUM PRODUCT AND PART REQUIREMENTS
When wrought aluminum products are being evaluated, conductivity tests are considered more appropriate than hardness tests except that 6XXX series aluminum alloys shall be verified using both hardness and electrical conductivity testing. Hardness test on finished aluminum parts fabricated from 2XXX and 7XXX series aluminum alloys is acceptable with prior approval from Lockheed M&P. Hardness testing shall comply with requirements in 3.2 and conductivity testing shall comply with requirements in 3.3.
If required per the engineering/ drawing, Final Product Acceptance for all detail parts must include temper verification per applicable engineering requirements. Inspection of temper must be accomplished after the final machining operation on fully tempered material and/or the final heat treatment operation, where applicable. The required range must be listed along with the range of measured values at the appropriate place on each work order and, where applicable, be transferred from process certifications. For clad materials, the type of instrument used to verify compliance must also be listed. Sampling of hardness and conductivity inspections may be allowed for certain alloys or tensile ranges if permitted by the governing customer documents or the corresponding heat treatment specification.
QC38 COBHAM APPROVED SOURCE:
Subcontracting of special processes shall be completed by Cobham approved special processors and adhere to the CRSCM Code of Conduct. The supplier shall assure procurement to confirm approved sources, and contact Cobham Quality Assurance for details of the qualification process for new special processors. All deliverables will be manufactured and produced per customer requirements, customer provided engineering/specifications and purchase orders.
QC39 NOT ACTIVE
QC40 ANODIZE VISUAL REQUIREMENTS FOR F-35:
All parts made from extrusions, forgings, plate, and machined and formed parts shall
be viewed without magnification for color uniformity after anodizing. The presence of
dark areas or bands may indicate local strength variations (soft spots). Evaluate the
dark areas for electrical conductivity in accordance with NDTS-1500, LMA-PC009,
5PTPCG09, 5PTPTL19. Parts that pass the conductivity test are acceptable.
QC41 SIKORSKY CH-53:
Retention of records:
Quality Assurance Records shall be maintained on file at the supplier’s facility and available upon request to customers of Orizon. Supplier shall retain such records for a period of not less than ten (10) years for the date of the final payment under the applicable order for all products with the exception of those Products identified as Flight Safety. Supplier shall retain records related to Flight Safety Products of not less than 40 years.
In accordance with Sikorsky SSQR-01, “Sikorsky Supplier Quality Requirements”, all parts will require an Orizon/Spirit approved Supplier Inspection Plan prior to documenting the part inspection for FAI. Evidence of inspection Plan approval will be a part number revision specific Sikorsky/Spirit approval letter. An Inspection Plan approval letter will be required for each part presented to Source Inspection for FAI.
The approved Inspection Plan will be used to perform and document the results of the First Article Inspection. The Inspection Plan will also be used to perform and document the results of the recurring inspection efforts on all subsequently manufactured parts. It is the intent that most of the Inspection Plan documents become a part of the suppliers approved and controlled manufacturing/inspection plan for the part.
The supplier is required to submit their Inspection Plan documents for approval on each part. The intent is for the Inspection Plan to be submitted well in advance of the actual First Article Inspection. The completed Inspection Plan Documentation (excluding actual measured data) shall be submitted to Orizon/Spirit as soon as available, but not later than thirty (30) days prior to scheduled delivery (unless an alternate timeline has been coordinated with Orizon/Spirit). Initial Inspection Plan submittals or changes shall be coordinated through the Suppliers Orizon Supply Chain procurement agent, respecting a secure file transfer process.
NOTE: Required Inspection Plan documentation and format is clearly defined within Sikorsky Aircrafts SSQR-01, “Sikorsky Supplier Quality Requirements”.
Aviation Unique Requirements:
Supplier shall immediately notify Orizon upon receipt of any GIDEP Alert related to goods. Supplier shall provide Orizon a list of all effected goods by Purchase Order, Part Number, Invoice Number, Serial Number and any other identifying number as applicable. Supplier shall immediately replace the effected goods at its sole expense including any installation and removal costs for suppliers supplies so affected goods still under warranty. If Orizon receives GIDEP Alert for goods, Orizon shall immediately notify supplier and supplier shall proceed with its obligations as stated herein.
Spirit and Sikorsky Approved Process Sources:
Suppliers of products will utilize processes and processors approved by Sikorsky.
Special processes are identified by a “Q” code in Sikorsky specification (SS) 7777 M&P Index. When Sikorsky drawings required special processes, the supplier will assure that all special processes are performed by sources that are included or approved for inclusion, in the “Approved Source List of Special Processes and Laboratories” which can be found at www.Sikorsky.com, supplier resources, supplier portal or by contacting your Orizon Quality. All special process sources used shall be approved for the process at the time parts are processed
Certifications: All Documentation must show clear traceability and exchange at each sale for each specific lot of material. This includes but not limited to material and hardware.
For all process conducted by Sikorsky approved sources, original certifications shall be maintained at the supplier’s facility. In the event of loss, duplicate originals are an accepted alternative, as long are they are physically endorsed by the Sikorsky approved source.
In accordance with Sikorsky Aircraft SSQR-01, these original certifications are required to be presented at each source inspection event for review and proper management of acceptance of all product quantities associated with the certification.
First Article Inspection:
The approved inspection plan (ICL) shall he maintained and coordinated through Spirit/Orizon for all part revisions and new parts. Any changes to the inspection plan by supplier will require customer approval prior to completing FAI. Changes include but are not limited to: method of inspection, planning changes or production method changes. All supporting documents shall be provided with FAI reports. Supporting documents shall consist of but are not limited to, material certs, process certs, bubbled drawings, acceptance reports, acceptance test reports, production planning and or any other documentation related to the FAI product being inspected. Delta FAI’s shall have applicable supporting documentation as necessary. All FAI reports and supporting documents must be uploaded on Net-Inspect.
Acceptance of Detail Parts:
Final product acceptance for all detail parts must include 100% inspection of temper (Conductivity 100% and Rockwell Hardness (high and low conductivity readings) for aluminum alloys and CRES alloys. Sampling of hardness inspections may be allowed for certain alloys or tensile ranges if permitted by the governing customer documents or the corresponding heat treatment specification.
All standard hardware must be compliant to Sikorsky Form SS9998 (Standard Parts Index). Any standards hardware that is not compliant with Sikorsky Form SS9998 must be approved in writing by Spirit/Orizon. Any questions, including if you need a copy of the applicable version of Sikorsky Form SS9998, should be directed to Orizon Quality contact.
QC 42 SAAB:
Control of records:
Records shall be retained for the operational service life of the aircraft plus 10 years (unless earlier disposal is authorized by the Purchaser). No records shall be destroyed without written approval from the Purchaser. The Supplier shall establish and maintain a configuration management system in order to ensure that all delivered products are according to the ordered and agreed configuration.
The Supplier shall establish, implement, and maintain a Quality Plan reflecting
as a minimum:
- Quality objectives for the product
- Methods and processes needed for fulfillment of the requirements in the
- Required verification, validation, monitoring, measuring, inspection and test
- Records needed to provide evidence that the requirements are met
- Configuration management.
The depth of the Quality Plan shall depend on the work to be carried out. The Quality Plan shall be kept updated and be available to the Purchaser. The format and content of the Quality Plan could follow the guidelines as detailed in EN ISO 10005.
The Supplier shall be responsible for the conformity of all products purchased from Subcontractors, including products from sources defined by the Purchaser. The Supplier shall have a process for authorization, control and management of its Subcontractors. Approved Subcontractors shall be documented and registered (ASL). Subcontractors’ performance shall periodically be reviewed. The results of these reviews shall be used as a basis for establishing the levels of controls to be implemented.
The Supplier shall perform First Article Inspection (FAI) in accordance with EN9102. The Purchaser reserves the right to review and approve the FAI.
The Supplier shall comply with the requirements stated in the latest issue of D1-4426 Approved Process Sources, which is found at http://www.boeingsuppliers.com/quality.html#/process.
When production processes cannot be fully verified by subsequent inspection and testing of the product or the process require pre-qualification of the process capability, the following requirements shall apply:
- The special processes to be implemented shall be identified
- The Supplier shall verify that all aspects of special process (e.g. material, personnel, procedure and software) produce repeatable results
- The Supplier shall maintain a list of special processes
- Special processes shall be qualified prior to using or sub-contracting the process
- During the production phase, any change to those operations and parameters shall be subject to change proposal. This proposal shall be accompanied by justification defining the advantage of the change and justification that is has no adverse effect on the output of the process. If the Supplier utilizes special processes according to requirements defined by the Purchaser the processes shall be qualified and approved by the Purchaser. The Purchaser will also periodically review the processes.
Identification and traceability:
The Supplier shall identify and mark the products in accordance with Purchaser requirements as detailed in the Purchase Order, technical documents and drawings. As required in the Contract, the Supplier shall establish and maintain a configuration management system in order to ensure traceability of the material and the product during the production process.
Materials and Supplies provided by the Purchaser shall be used only in fulfilment of the Contract for which they were supplied. All jigs and tools provided by the Purchaser shall be inspected by the Supplier prior to use. Any deviations from specifications shall be reported to the Purchaser.
In accordance with Contract requirements the Supplier shall establish and maintain procedures to assure safe storage and periodically recertify jigs and tools provided by the Purchaser.
The Supplier shall with each delivery submit a Certificate of Conformity to the Purchaser. The Certificate shall identify the product and shall, include:
- description, part number, quantity, serial/batch number for all parts delivered
(parts, assemblies, sub-assemblies, etc.)
- reference to the Purchase Order and Packing List
- any information that identifies particular data or limitations such as
deviations reports/waivers/concessions, shortages, outstanding work, etc
- Airworthiness/Qualification status
- statement that the product conforms to all requirements on the Purchase
- information of life limited parts
- shelf-life data
- any additional information required by the materiel specification.
Note: For Purchase Orders to Distributors the following amendment shall apply. A copy of the manufacturer’s certificate/test report shall be enclosed. If, in exceptional cases, the manufacturer’s certificate/test report cannot be made available these circumstances have to be approved by Purchaser.
Control of monitoring and measuring devices:
The Supplier shall establish and maintain a process for controlling and managing monitoring and measuring devices. The Supplier shall maintain a register of monitoring and measuring devices.
This shall also be applied for equipment supplied by the Purchaser.
Control of nonconforming product:
The Supplier shall establish and maintain an effective system for controlling nonconforming products. This shall include the documentation of all nonconformities, the segregation of all nonconformities from the production operation, and the appropriate material review board and disposition.
Urgent Reporting of Safety Issues
The Supplier shall promptly report any condition or observation regarding its delivered Products that is considered to adversely affect flight safety, airworthiness, safety of personnel, and/or product reliability in connection with the products intended use.
Purchaser request for Corrective Actions
A Corrective Action Request will be issued by the Purchaser whenever serious concerns are raised regarding the conformity of products or conformity to contractual requirements. Unless an earlier response is requested, Suppliers receiving a formal request from the Purchaser must respond to the request within fifteen (15) calendar days of the receipt. The response must state the corrective actions implemented (or planned) and date of introduction. If the final corrective actions cannot be determined within fifteen (15) calendar days, an interim response shall be submitted detailing current status of the corrective action investigations.
Nonconforming Supplies Received at the Purchaser’s Facilities
Non-conforming supplies received by the Purchaser without Purchaser’s authorization will be subject to rejection and disposition in accordance with procedures of the Purchaser. To facilitate receiving at the Purchaser or other designated destinations, any approved major Concession/Production Permit,
shall be stated on the Certificate of Conformity.
Faults Reporting and Investigation (Delivered Items)
For each rejected item (including on site repairs) the Supplier will receive an External Service Order. The requirement for investigations will be clearly indicated in the External Service Order and/or corresponding Repair Order if the Item(s) are to be returned to the Supplier for repair. If an investigation is required, the Supplier shall provide a report to the Purchaser detailing the results of the investigation and corrective actions, duly signed by the Supplier’s Quality Assurance authorized representative. Where indicated, the format of the report shall comply with the Purchaser’s requirements. The report shall be made available within 28 days of receipt of the rejected item. However, should the investigation be protracted an interim report will be acceptable, but in any case, the final report shall be available to the Purchaser within 90 days
QC 43 QARBON:
In addition to engineering requirements this part must comply with Triumph Aerostructures LLC Standard Purchase Order Terms and Conditions and subsequent specified documents. Requirements may be accessed at https://www.triumphsupplysource.com/suppliers under [Supplier Provisions], [Triumph Company Terms and Conditions], then select the appropriate Triumph LLC. Company. Specific areas of attention are as noted.
Supplier Quality Assurance Requirements (SQAR)
Part Marking Requirement
Shipping and Documentation Requirements
SCMP 3.7 DPD
SQR 003 Nonconformance handling
SQR009 Quality Acceptance Sampling
SQR010 Supplier Hardness Conductivity testing
SQR011 Supplier Quality Requirements FAI
SCMP 4.1 Preferred Performer Program
Net Inspect Training
Supplier Quality Assurance Manual (SQAM001)
Special Process Requirements
Non-Destructive Test (NDT) Submittal Requirements
Manufacturing Plan Submittals For Critical Parts
Drawings Specifications and Quality Requirements
(clauses revision-12 4/28/2022)