Terms and Conditions

1. Definitions
   • Certificate of Conformance (COC): A certificate of conformance (COC) is a statement – sometimes issued as a certificate, but not always – prepared and provided by a supplier with each shipment of parts, which provides assurance all PO or contractual requirements are met.
   • Notice of Escape (NoE): Notice of Escape (NoE) is a process used to formally notify 3D Composites of shipment escapes of NC product.
   • Purchase Order (PO): The PO is a document which states the general requirements of an order being placed with the supplier. It includes the part number being ordered the revision, quantity, etc. The PO also contains specific requirements which may not be covered in this manual.
   • Purchaser: 3D Composites, LLC (3DC)
   • Special Processes: Special processes are those manufacturing, fabrication or assembly processes where the outcome or quality of the process cannot be determined (unless destructive testing is performed) until after the parts or assemblies are placed into service, use or designated environments. Welding, plating and bonding are examples of special processes.
2. Acronyms
   • AS / Aerospace Standard
   • ASTM / American Society for Testing and Materials
   • BFE / Buyer Furnished Equipment
   • CFE / Customer Furnished Equipment
   • COA / Certificate of Analysis
   • COC / Certificate of Conformance
   • CRB / Certification Registration Body
   • DPD / Digital Product Definition
   • DVBE / Disabled Veteran Business Enterprises
   • ESD / Electro-Static Discharge
   • FAI / First Article Inspection
   • IAQG / International Aerospace Quality Group
   • IEC / International Electro-technical Commission
   • ISO / International Organization for Standardization
   • LGBT / Lesbian, Gay, Bisexual Transgender
   • MBE / Minority Business Enterprises
   • Nadcap / formerly NADCAP, the National Aerospace and Defense Contractors Accreditation Program
   • NC / Non-Conforming
   • NOC / Notice of Change
   • NoE / Notice of Escape
   • PO / Purchase Order
   • QA / Quality Assurance
   • QC / Quality Control
   • QMS / Quality Management System
   • SAE / Society of Automotive Engineers
   • SB / Small Business
   • SQMS / Software Quality Management System
   • VB / Veteran Business Enterprise
   • WBE / Women’s Business Enterprises
3. 3D Composites, customers, and customers’ government/regulatory agencies have the right of entry into a supplier’s facility and/or facilities of their subcontractors. Entry provides for access to quality system documentation and quality records as well as the ability to conduct audits, and verify product and processes.
4. Sellers observe RoHS (Restriction of Hazardous Substances) Directive 2002/95/EC which restricts the use of six hazardous materials found in electrical and electronic products. RoHS impacts the entire electronics industry. Manufacturers need to understand the requirements of the RoHS Directive to ensure their products, and their components comply. 3DC retains the right to ask for a COC pertaining to these standards and regulations.
5. Seller commits any material violation of law by the seller relating to basic working conditions and human rights, including laws regarding slavery and human trafficking, may be considered a material breach of any existing 3DC contract of agreement which may result in the cancellation of any open orders between 3DC and the seller.
6. Sellers comply with the handling of ozone-depleting substances per Environmental Protection Agency 40 CFR Part 82 which classifies these substances as; Class I, including, but not limited to, chlorofluorocarbons, halons, carbon tetrachloride, and methyl chloroform; or Class II, including, but not limited to, hydro chlorofluorocarbons. The seller labels products which contain or are manufactured with ozone-depleting substances in the manner and to the extent required by 42 U.S.C. 76711j (b), (c), and (d) and 40 CFR Part 82, Subpart E, as applicable:
   • Warning – Contains 1______, a substance(s) which harm(s) public health and environment by destroying ozone in the upper atmosphere.
   • Warning Manufactured with 1______, a substance(s) which harm(s) public health and environment by destroying ozone in the upper atmosphere.

   Legend: 1 Seller inserts the name of the substance(s)

7. Suppliers and all members of their supply chain which provide product to 3DC are compliant to applicable Quality Management System (QMS) and regulatory requirements.
8. Distributors performing purchase, storage, splitting and sale of products without affecting product conformance are compliant or certified to AS 9120 in lieu of AS9100 compliance.
9. Supplier certificate(s) of registration to applicable QMS assessments must be issued by a Certification Registration Body (CRB).
10. Suppliers permit 3DC to access all data within OASIS, Nadcap and/or other applicable databases. Access includes registration documentation, certification, audit reports, findings, corrective actions, etc.
11. 3DC reserves the right to input significant and/or frequent escape data and major audit findings regarding suppliers into the relevant database records for those suppliers.
12. The supplier is responsible to provide each member with notification of any changes in the certification registration and/or accreditation or major audit findings within (2) business days of receiving notification of the change or finding. Examples of changes in registration include, but are not limited to new certification suspension, or expiration.
13. Suppliers not compliant or certified/registered/accredited to applicable standard(s) are subject to removal from the Approved Supplier List. If 3D Composites elects to continue business with the supplier, the supplier is subject to QMS, Process, Product, and/or special process audits to ensure conformance to 3D Composites,3DC customers and/or regulatory requirements. Suppliers may be required to reimburse 3DC for the cost of conducting these audits until compliance and/or certification, registration or accreditation is achieved.
14. Control of Records: Electronic imaging of records in lieu of storing actual inspection records is permissible. All electronic records are subject to control through applicable sections of AS9100 (or its equivalent).

    Retain QMS records for a minimum of 12 years over the life of the contract or as specified on the PO. Records which are the property of, or pertain to, 3D Composites contracts or POs, are not disposed of without 3DC’s consent. These records must be made available to 3DC at any time, upon request.

    Record entry correction must be done by crossing-out the incorrect data, signing/stamping and dating the new entry. Whiteouts or complete blot-outs of incorrect entries are not permissible. Write “N/A” for fields not requiring any entry or data.

15. Production Process Verification: First article inspection(s) (FAI) are performed on a representative sample of the first production run, and in accordance with AS9102. In addition, a full or partial (Delta) FAI is performed for affected characteristics when any of the following changes occur:
    • Change in design
    • Change in manufacturing source(s), process(es), inspection method(s) location(s) of manufacture, tooling or material(s)
    • Natural or man-made event (disaster), which may affect any manufacturing process(es).
    • Lapse in production for two years or as specified by PO.

    At any time, a supplier may be requested to perform a complete FAI in lieu of a Delta FAI.

    Note: Digital Product Definition (DPD) Requirements:

    In the event the 2D drawing does not include sufficient definition required to manufacture/inspect the parts and DPD is available it is up to the supplier to notify the applicable 3DC buyer and request DPD. The supplier is required to extract DPD from the model sufficient for manufacturing and inspection of the product. DPD design characteristics required for product realization are extracted, verified, and included in the FAIR.

    Example: 3D geometry, drafts, radii, etc. not specifically called out on the 2D drawing require being extracted from the 3D model for manufacturing and inspection, and must be documented on the FAIR.

16. Control and Disposition of Non-Conforming Product: Suppliers and its supply chain have an established procedure for advance notification to 3D Composites for concession to ship nonconforming product. Suppliers and its supply chain have an established procedure for advanced approval for nonconforming product disposition.
17. Supplier Notification: Suppliers and its supply chain have an established procedure to notify 3D Composites of changes in product and/or process, changes of suppliers, changes of manufacturing facility location and, where required, obtain organization approval.
18. Supplier Flow-down Requirements: The supplier is required to flow-down to all sub-tier suppliers 3DC’s Terms and Conditions or as specified on the Purchase Order or customer requirements.
19. Notice of Escape (NoE): If an NC product is determined to have shipped to 3DC, the supplier and/or any involved subcontractor(s) provides disclosure to the applicable 3DC buyer in addition to any contract or regulatory authority reporting requirements. This disclosure happens within 24 hours of the discovery of the shipment of an NC product. The disclosure must contain the following information, at a minimum:
    • Part Number
    • Customer/Organization Name
    • Part Name
    • Quantity Affected
    • Date First Manufactured
    • Date Last Manufactured
    • Date Delivered
    • Description of the NC
    • Description of the Root Cause
    • Description of the Corrective Action
    • Proposed disposition of the NC
    • Name, signature and phone number of the member of QA who made the decision to notify the customer
20. Confidentiality: Suppliers will not disclose any information concerning this order to any third party except as herein specified without first obtaining the written consent of 3DC.
21. Pricing & Discounts: The Prices set forth in the PO include all charges for supplier’s packing and crating and for transportation to F.O.B. point and are not subject to supplier’s revision. Specified prices are not subject to increases or additional charges for any reason. Supplier will separately invoice 3DC for all amounts payable. Unless otherwise specified, 3DC will make payment within 30 days after the later of 3DC’s receipt of Supplier’s correct invoice at the specified remit to address or 3DC’s acceptance of the Goods. Suppliers represent the price or prices specified in the PO do not exceed the current selling prices for substantially similar items to any other purchaser taking into account the quantities ordered. If suppliers offer discount terms to 3DC, it is understood the cash discount period is from the receipt of goods at the contracted location, not indexed to the date of a supplier’s invoice. 3DC may pay supplier’s invoice before delivery and complete inspection or test of the article and hereby avail itself of the cash discount. By such payments, 3DC does not waive its right to reject the materials and may charge the account of a supplier for any loss, shortage, defect or failure in performance, delay, or other default.
22. Delivery: Time is of the essence in Supplier’s performance under this PO. Supplier will ship the Goods from the specified shipment point no later than the specified shipment date and will deliver the Goods to 3DC at the specified destination no later than the specified delivery date. Supplier will properly package the Goods to protect against damage during shipment handling and storage. Supplier will not be liable for delays that are beyond its reasonable control provided it gives 3D Composites prompt written notice of the delay and takes commercially reasonable measures to mitigate the delay.
23. Warranty: Suppliers expressly warrant all of the materials or services furnished under the PO conform to applicable specifications, drawings, part numbers, samples or other description given; they are fit and sufficient for the intended use specified therein; they are merchantable, of good quality and free from defects, whether patent or latent, in materials and workmanship. A supplier warrants it has good title to the materials supplied and they are free and clear from all liens and encumbrances.
24. Counterfeit Goods: Suppliers shall implement an appropriate strategy to ensure that Goods furnished to 3DC under this contract are not Counterfeit Goods. Suppliers strategy shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (a) the OEMs original certificate of conformance for the item; (b) sufficient records providing unbroken supply chain traceability to the OEM; or (c) test and inspection records demonstrating the item’s authenticity.

    Counterfeit Goods delivered or furnished to 3DC under this contract are deemed nonconforming. If Supplier becomes aware or suspects that it has furnished Counterfeit Goods to 3DC under this contract, Supplier promptly shall notify Buyer and replace, at Supplier’s expense, such Counterfeit Goods with OEM or Buyer-approved Goods that conform to the requirements of this contract. Supplier shall be liable for all costs related to the replacement of Counterfeit Goods and any testing or validation necessitated by the installation of authentic Goods after Counterfeit Goods have been replaced. The remedies contained in this article are in addition to any remedies 3DC may have at law, equity, or under other provisions of this contract.

    Supplier bears responsibility for procuring authentic Goods or items from its subcontractors and shall ensure that all such subcontractors comply with the requirements of this article.

25. Suppliers will ensure that persons are aware of: their contribution to product or service conformity; their contribution to product safety; the importance of ethical behavior.

Revision 3/14/2018