Standard Terms and Conditions for Astronic Purchase Orders
Doc 431 Rev D
Supplier agrees to comply with all applicable us laws and regulations specifically including; and not limited to the requirements of the arms export control act, 22 U.S.C. 2751-2799 (http://www.pmddtc.state.gov/regulations_laws/aeca.html), including the international traffic in arms regulations (ITAR), 22 CFR 120-130 (http://www.pmddtc.state.gov/regulations_laws/itar.html), the export administration act, 50 U.S.C. APP.2 2401-2420 (http://tac.bis.doc.gov/deacchart.htm), and export administration regulations 15CRR 730-774 (http://cryptome.org/ear-data.htm).
The supplier agrees to notify Astronic if any deliverable under this contract is restricted by export control laws or regulations.
Purchase Order Acceptance and Amendments
This purchase order constitutes an offer by Astronic (buyer) to purchase from the seller the goods and/or services referenced in this purchase order exclusively under the above mentioned export control statement; and the terms and conditions; as listed below.
- DFARS 252.204-7012 (Safeguarding Covered Defense Information and Cyber Incident Reporting)
- DFARS 252.225-7014 (http://farsite.hill.af.mil/reghtml/regs/far2afmcfars/fardfars/dfars/dfars252_220.htm); as applicable,
- FAR 52.203-8 (http://www.acquisition.gov/far/current/html/52_200_206.html#wp1137653),
- EO 13224(http://www.state.gov/s/ct/rls/fs/2002/16181.htm),
- Priorities and allocations system regulation 15 CFR 700 (http://www.access.gpo.gov/nara/cfr/waisidx_07/15cfr700_07.html),
- Astronic Quality, Doc 429 Rev B (attachment 1),
- Fraud or Falsification – Article 42, Doc 430 Rev A (attachment 2).
- DFARS 252.246.7007 Counterfeit Parts Avoidance System as applicable.
- DFARS 252.225-7008, 252.225-7009), as applicable to Conflict Minerals
Acceptance of this purchase order is expressly limited to these terms and conditions. No amendment modification or wavier of any of these terms and conditions shall be effective against the buyer except as shall be set forth in writing signed by buyers authorized representative. Terms and/or conditions proposed by seller in its acceptance or otherwise which are additional to or different from these terms and conditions are rejected to without further notification from buyer and shall not become a part of this purchase order. All specifications, drawings, and other data referred to in this purchase order or submitted by seller to buyer prior to the date of this purchase order concerning goods or services purchased are hereby made a part of the purchase order as if fully set forth herein.
If a defense priorities and allocation system priority is set forth herein, this is a rated order certified for national defense use and the supplier shall follow all requirements of the defense priorities and allocation system regulation (15 cfr 700).
Certificates of Compliance
All purchase orders from buyer (Astronic) require certificates of compliance (cocs) as noted on face of the purchase order. All machine/custom parts will require full certificates of conformance; which would include and not limited to raw material certificates; first article inspection reports; outside processing certificates example: paint; chemical film; heat treat etc… test reports.
All certificates are to include date code/ lot traceability where applicable. All cocs must be signed, titled and dated. Manufactures certificates may be requested or required for “cots” (Components Off the Shelf); as listed on face of purchase.
This order is buyers offer to seller and acceptance is strictly limited to buyers standard terms and conditions contained herein sellers beginning of performance shall conclusively evidence such acceptance. Sellers’ terms and conditions are expressly excluded.
Buyers’ standard terms and conditions and quality clauses are posted on http://www.astronic-ems.com.
Acceptance and acknowledgement required: yes
We hereby accept the order subject to the terms and conditions referenced herein.
Note: failure to return this acknowledgement does not preclude supplier from the performance of this order.
Date: __________________ Signature/Title _________________________________________________
Acknowledge and return this page
Doc 429 Rev D
Astronic has adopted these Quality Requirements as the basic standards requirements for all Astronic subcontractors, hereafter known as the Suppliers. These requirements have been adapted from the ISO9001/AS9100 Quality Management Systems, Aerospace and are to be considered as a contractual document in accompaniment with the purchase order.
In the event of any conflict, the requirements of the Purchase Order have precedence over this document. The Quality Requirements are intended to be in addition to, but not in derogation of, the procurement action.
If a Supplier cannot comply with any applicable quality requirement listed within the procurement action, it is the responsibility of the Supplier to identify the requirement in question, notify Astronic of the situation that needs attention and pursue the issue until a resolution has been obtained prior to the acceptance of the Astronic Purchase Order.
Distributors are considered to be a direct Supplier to Astronic and a representative of the manufacture. Therefore
Distributors will be responsible to comply with all the procurement requirements including the Quality Requirements as determined at the time of acceptance of the Astronic Purchase Order.
QR1 – The Supplier’s Quality Management System is to conform to one or more nationally and/or internationally recognized system such as, but not limited to, ISO9000, AS9100, MIL-I-45208, MIL-Q-9858 at its latest revision and as applicable to the types of products and/or services being provided to Astronic.
QR2 – The Supplier’s documentation, data, inspection/test records and certification of conformance are to be kept in English and legible.
QR3 – The Supplier’s documentation, data, inspection/test records and certification of conformance are to be maintained for a minimum of 7 years after the requirements of the procurement have been fulfilled.
QR4 – The Supplier shall assume the responsibility of all lower-tier subcontract activities and records applicable to the Astronic Purchase Order, including key characteristics where required.
QR5 – The Supplier shall notify Astronic of any nonconforming product and arrange a means where the Supplier receives Astronic approval to the disposition of the nonconforming product.
QR6 – The Supplier shall notify Astronic of any changes in the processes, products, or services, including changes of their external providers or location of manufacture, and, where required, obtain Astronic approval prior to the implementation of said changes.
QR7 – The Supplier shall provide to Astronic, Astronic’s customer, and the regulatory authorities the right of access to all facilities involved in the order and to all applicable documentation and records.
QR8 – The Supplier shall certify that components used to satisfy this order are purchased directly from OEMs, OCMs or Authorized Distributors of OEMs or OCMs and ensure the parts thus procured are not Counterfeit items. The supplier is not authorized to deliver any item procured from sources other than OEMs, OCMs, or Authorized Dealers without written authorization from Astronic. Where applicable, the supplier shall flow down to and ensure compliance with the requirements of this Quality Requirement.
QR9 – The Supplier shall ensure that all persons interacting with the product or service contracted for are aware of their contributions to both the conformity and safety of products and persons and the importance of ethical behavior.
Fraud and Falsification – Article 42
Doc 430, Rev A
- This purchase order and activities hereunder are within the jurisdiction of the department of Energy and/or the Navy. Any knowing and willful act to falsify, conceal or alter a material fact, or any false, fraudulent performance of work under this purchase order may be punishable in accordance with applicable Federal Statutes.
- Seller agrees that all employees engaged in the performance of this purchase order will be, if they have not been previously, informed in order that there is a risk of Federal criminal penalties associated with any falsification, concealment or misrepresentation in connection with work performed under this purchase order. Seller agrees that a signed statement shall be, if it has not been previously, obtained from said employees prior to their commencing performance of work under this purchase order that they have been so informed. Such statements shall be retained by the seller for at least three years after final payment on this purchase order. An acceptable form for such a statement is substantially as follows:
“This company/division/ department/branch performs work under these contracts affects the national security of the United States and the requirements of these contracts are designed to ensure that essential attributes of the work are carefully checked or inspected and that records accurately reflect the results of all work.. Any falsification, concealment or alteration of any material facts, or any false, fraudulent or fictitious statement or representation in connection with the work under any contract within the jurisdiction of the Government is not only prohibited by company policy, but may also be punishable under Federal Law. Please acknowledge by your signature that you have read and understand the above.”
- Seller must also agree to include the following statement preprinted on each manufacturing, inspection or test record used in conjunction with the subject subcontract.
“Note: The recording of false, fictitious or fraudulent statements or entries on this document may be punishable as a felony under Federal Statue.”
- Seller shall include all provisions of this Article including this sentence in all lower-tier contracts under this order. Any inability or unwillingness of a lower-tier supplier to comply with this provision should be documented in writing and submitted to the Prime Contractor.