Terms & Conditions
Quality Clauses
Control of Contamination & Foreign Object Damage (FOD):
The Supplier shall establish, document and maintain a program to control and eliminate Foreign Object Damage (FOD) and/or contamination during the Supplier’s manufacturing, assembly, test and inspection operations. When applicable, the Supplier’s FOD control program shall include controls to preclude FOD or contamination at the Supplier’s sub-tier sources. The Supplier’s FOD program is subject to on-site review and approval by CWDS.
By delivering Items to Buyer, Seller shall be deemed to have certified to Buyer that such Items are free from any foreign materials that could result in FOD.
Counterfeit Parts / Material Prevention: Seller shall establish and maintain a Counterfeit Parts / Material Prevention and Control Plan elements to ensure that Counterfeit Work is not delivered to Buyer. The purpose of Seller’s Plan shall be to develop a robust process to prevent the delivery of counterfeit commodities and control commodities identified as counterfeit.
Supplier shall ensure that all employees are trained on their importance of contribution to product conformity, safety and ethical behavior.
Any drawings or attachments provided are for the sole use of the intended recipient(s) and may contain legally privileged and confidential information. It may contain Export-Controlled Technical Data or information within the definition of the International Traffic in Arms Regulations (ITAR) (Title 22, U.S.C., Sec 2751 et seq.) and is subject to the export control laws of the United States Government. Transfer of this data by any means to a foreign person, whether in the U.S. or abroad, without an export license or other approval from the U.S. Department of State, is prohibited. It is the responsibility of each Individual in control of this Data to abide by all U.S. Export Compliance Laws as required. This Information can be viewed only by authorized personnel of Desemco LLC and its approved service providers and may be used only as permitted by Desemco LLC and its policies. If you are not the intended recipient, you are hereby notified that any review, use, distribution, copying or disclosure of this documentation or attachments is strictly prohibited and is subject to criminal and civil penalties.
SPOR: SUPPLIER TO NOTIFY DESEMCO OF ANY SUSPECTED NONCONFORMING PRODUCTS. SUPPLIER AGREES TO NOTIFY DESEMCO ABOUT CHANGES IN PRODUCT: DEFINITION, DESIGN, MATERIAL, GENERAL PART CHARACTERISTICS, AND/OR CHANGES IN PROCESSES. SUPPLIER SHALL PROVIDE MATERIAL CERTIFICATION WITH EACH SHIPMENT. SUPPLIER IS REQUIRED TO NOTIFY DESEMCO IF ANY WORK IS OUTSOURCED AND TO FLOW DOWN ALL SPOR REQUIREMENTS TO THAT VENDOR. SUPPLIER MUST BE ISO9001 OR AS9100 CERTIFIED. ALL PROCESSING SUPPLIERS MUST BE NADCAP APPROVED AND APPROVED BY DESEMCO CUSTOMER WHEN REQUIRED. SUPPLIERS MUST COMPLY WITH ALL APPLICABLE FAR REGULATIONS. ALL PRODUCTS MUST BE PROCURED, SUPPLIED, MANUFACTURED OR PROCESSED TO LATEST REV SPECS UNLESS OTHERWISE NOTIFIED IN PURCHASE ORDER. DESEMCO, ITS CUSTOMERS AND REGULATORY AUTHORITIES SHALL HAVE THE RIGHT OF ACCESS TO THE APPLICABLE AREAS OF FACILITES INVOLVED IN THE ORDER AND ALL APPLICABLE RECORDS. QUALITY AND INSPECTION RECORDS SHALL BE RETAINED ON FILE BY SUPPLIER FOR A MINIMUM OF TEN YEARS BEGINNING WITH THE DATE THE ORDER WAS COMPLETED. RECORDS SHALL BE COMPLETELY LEGIBLE AND REPRODUCIBLE.
Terms and Conditions
- All prices quoted are subject to adjustment to reflect our prices in effect at the time of order, unless price is quoted as firm-fixed pricing (FFP).
- Orders are subject to acceptance and approval by Seller. Once an order is acknowledged by Seller it cannot be cancelled, terminated or modified by the Buyer in whole or in part except with the Seller’s written consent, and then only upon terms and conditions then to be agreed upon.
- The Buyer shall determine the suitability of the Products and Services for the Buyer’s use and/or application. The Buyer shall be solely responsible for the accuracy of the Buyer’s designs, drawings, specifications and other data supplied to the Seller by the Buyer, even if the Seller examines, inspects, studies or comments to the Buyer regarding any such designs, drawings, specifications or other data.
- Buyer agrees to indemnify, defend and hold Seller harmless in all liability claims, legal fees, damages, costs, expenses and claims of infringement upon intellectual property rights, arising from 3rd party litigation.
- Seller, upon request, may furnish to Buyer such technical advice as it may be able to supply with reference to the use by Buyer of any parts or services delivered hereunder. Seller, however, assumes no obligation or liability for the advice given or results obtained. Buyer expressly agrees that it will implement any advice thus given as its own risk and agrees to indemnify and hold harmless Seller against any liability, costs or expenses resulting therefrom.
- Buyer shall inspect material for any damage, defect or shortage promptly on receipt of material. The products supplied shall be deemed inspected and accepted within thirty (30) days after delivery thereof, unless notification is received in writing by the seller within the thirty (30) day period. In any event, Buyer’s exclusive remedy for shortage or damaged or defective parts (whether or not occurring as a result of Seller’s alleged negligence) or any other cause whatsoever shall be return of the purchase price of the parts or services in respect of which the claim is made, or, at Sellers option, the repair or replacement of parts or services.
- All deliveries are FOB Origin, unless otherwise agreed upon prior to issuance of Contract or Purchase Order.
- The Buyer shall not be entitled to assign, charge, subcontract or transfer the Contract or any part of it without the prior written consent of the Seller.
- All delivery dates are approximate; seller does not accept delivery penalties.
- By ordering for shipment any parts or services under this contract, Buyer agrees to all the terms and conditions contained herein.