GENERAL TERMS AND CONDITIONS FOR THE VENDOR/ SUPPLIER

General: As a supplier to Seaboard Manufacturing, Inc., hereinafter referred to as Seaboard Manufacturing, it is understood that your organization agrees to meet all required specifications which may include adhering to the latest AS9100 Standard. As a supplier it is expected to ensure: each person(s) are aware of their contribution to product or service conformity; each person(s) are aware of their contribution to product safety; each person(s) are aware the importance of ethical behavior; approval of competence, including any required qualification of person(s). These requirements are, therefore, to be considered as terms and conditions to all purchases.

1. Where required on the Seaboard Manufacturing Purchase Order, its suppliers must use Seaboard Manufacturing customer-approved special process sources. These sources will be communicated to you by Seaboard Manufacturing in advance or with the Purchase Order.
2. Seaboard Manufacturing is to be contacted (by the supplier) in the event of nonconforming product / material. Arrangements for the approval of supplier nonconforming product / material must be as directed by a Seaboard Manufacturing authorized manager or designee.
3. Furthermore, the supplier is required to notify Seaboard Manufacturing of any changes to a product and/or process and to obtain approval of such change from an authorized Seaboard Manufacturing manager or designee.
4. Seaboard Manufacturing, their customers, and regulatory authorities retain the right of access to all supplier facilities involved with Seaboard Manufacturing orders and to all associated / applicable records.
5. Seaboard Manufacturing requires that all applicable customer / regulatory / AS9100 requirements for the supplier to flow-down to your supplier / sub-tier suppliers (includes requirements in the purchasing documents and key characteristics.
6. Seaboard Manufacturing performs inspection activities to ensure that purchased product meets purchase requirements. They may include:
   1. Receiving inspections (of supplier products/services/documents) may be / are performed by a designated Seaboard Manufacturing employee. Seaboard Manufacturing verifies the authenticity of the appropriate certificate of conformity, material certificates, etc. and other accompanying documentation by review and comparison (as is appropriate) to the drawing and/or industry specifications or by other means. When necessary, Seaboard Manufacturing may inspect or audit at the supplier’s facility.
   2. All incoming finished parts, raw material stock, forgings, special tooling or any item that is used in the manufacture of Seaboard Manufacturing parts must be boxed or protected during shipping. Seaboard Manufacturing retains the right to refuse any shipment because of damage that may occur because of improper packaging, etc. and return it to the supplier for replacement at the supplier’s cost.
   3. Furthermore, products are inspected to ensure they meet requirements (dimensions, etc.) and the results are recorded (as appropriate). All special processes (anodizing, heat treat, zinc plating, etc.) will require a Certificate of Conformity.
7. When appropriate, Seaboard Manufacturing may delegate the inspection authority to one of its approved suppliers. Seaboard Manufacturing will communicate the inspection requirements and maintain a record of those approved to carry out such inspections.
8. When Seaboard Manufacturing or its customer intends to perform verification at the supplier’s premises, Seaboard Manufacturing will first state the intended verification arrangements and the method of product release. This information will be communicated on the Seaboard Manufacturing Purchase Order or via another acceptable purchasing arrangement.
9. Where specified in the contract, Seaboard Manufacturing’s customer or customer’s representative will be afforded the right to verify at the supplier’s and Seaboard Manufacturing’s premises that subcontracted product conforms to specified requirements. Verification by the customer is not used by Seaboard Manufacturing as evidence of effective control of quality by the supplier and shall not absolve Seaboard Manufacturing nor its supplier of the responsibility to provide acceptable product, nor shall it preclude subsequent rejection by the customer.
10. To prevent the purchase of counterfeit or suspect / unapproved products, to ensure product identification and traceability, and for other reasons, Seaboard Manufacturing will institute controls that include the requirement of Material Certificates, Certificates of Conformity, and / or other supporting documentation from its suppliers as is appropriate. These requirements may be specified on Seaboard Manufacturing Purchase Order or may otherwise be communicated to the supplier.
11. Records are available for review by Seaboard Manufacturing and regulatory authorities in accordance with contract or regulatory requirements for 5 years.
12. Seaboard Manufacturing may also require specific actions where timely and / or effective corrective actions to a supplier issue(s) are not achieved. These actions may include but are not limited to any or all of the following: withholding payment until the issue is resolved, removal of the supplier from Seaboard Manufacturing’s Approved Supplier List, and legal actions.
13. The supplier shall immediately notify Seaboard Manufacturing and explain any circumstances, including labor dispute, which may delay the timely performance of the Purchase Order and shall continue to notify Seaboard Manufacturing of any significant changes in delivery status.

A-840-002