Lewis Engineering Purchase Order Terms and Conditions For Aerospace Product The following Purchase Order Quality Clauses shall apply to all Goods and Services furnished by Supplier to Lewis Engineering Inc (hereinafter referred to as “LEI”). Revision in affect at time of Supplier acceptance of Purchase Order shall apply. Supplier is to request a copy from LEI of any and all specifications called out herein, as applicable. 1. Right of Entry – LEI, the LEI customer, and regulatory agencies shall be allowed right of access to applicable areas at all levels of the supply chain, involved in this order, and to all applicable records. 2. Quality Management System – Suppliers shall produce product or complete process/service per their respective Quality Management System (AS9100, AS9120, NADCAP, ISO 9001, ANSI- Z540.3, ISO 17025, etc.). Supplier shall notify LEI if supplier’s QMS certification or compliance status changes. The current revision of ASQR-01, SQOP 01-01, PW-QA 6101, HSM17, HSM19, and HSM236 is invoked when LEI PO states that product is UTC end use, or when any of these UTC Member Companies are the end-user: Pratt & Whitney (P&W, P&W Canada, P&W AeroPower), United Technologies Aerospace Systems (UTAS), Sikorsky, Hamilton Sundstrand (HS), or Goodrich. Contact LEI for current revision of these specifications. Supplier shall flow down to all subsequent subtier suppliers all applicable requirements included in LEI’s purchase order, including any key characteristics (per clause 25). 3. Quality Records – Suppliers shall maintain quality/inspection records, including traceability throughout all stages of manufacturing, and those records must remain readily retrievable upon request by LEI. All Quality records associated with work/product completed for LEI shall be retained and available for forty (40) years from date of work/manufacture. 4. Material Suppliers – For Source Control drawings/specifications, material/processes supplied against this contract must be from approved sources of the end item users (LEI’s customer noted on the PO). 5. Materials Receiving Inspection – Seller certifies that receiving inspection has been performed on purchased materials to ensure compliance with all drawings and specifications, and test reports and/or raw material certifications are on file available for review by LEI upon request. 6. Specification Revisions and Notification of Changes – The product being manufactured and/or service being performed must be completed per Purchase Order and Engineering Drawing. When UTC Member Company is end-user, specification revisions shall be per HSM17 and PW-QA 6101. At no time shall any other revisions be used without the express, written permission of an authorized representative of LEI. Supplier shall notify and obtain approval from LEI regarding any changes in product, process, or manufacturing location. Suppliers may not subcontract work to other suppliers without written LEI approval. When such approval is granted, all terms and conditions of the LEI purchase order shall be applicable to sub-tier suppliers. Supplier must obtain preauthorization from LEI before sending product that has been accepted by end-customer on a conditional basis (i.e. UTAS Conditional Advanced Disposition (CAD, eQN, or equivalent)). If LEI provides authorization, supplier is to include a copy of the end-customer’s conditional approval (i.e. copy of UTC Member Company dispositioned CAD/NCM/eQN/equivalanet) with certification paperwork. Supplier is also to make note of the NCM/CAD/eQN on the Certificate of Conformance and/or ESIR/iLot/eCoC/UTAS-FRM-0034-00/equivalent provided to LEI with the product. 7. Approved Processing Sources – UTC Member Company approved suppliers on the UTC 80 Report must be used for any Process/Material Specifications called out on the 80 Report. 8. Manufacturing Routings – Seller certifies that shop travelers/manufacturing work orders will reflect and indicate work requirements, including non-destructive inspection. Evidence of conformance to work requirements shall be maintained. Travelers/manufacturing work orders shall be on file available for review upon request. 9. Control of Non-Conforming Product – Non-conforming products will be segregated, tagged and controlled to prevent unintended use. If it is discovered that nonconforming product has been delivered to LEI, LEI shall be immediately notified of such nonconformities. LEI grants no MRB authority to the supplier. Revision 03/10/2016 Lewis Engineering Purchase Order Terms and Conditions For Aerospace Product 10. Handling, Packaging, Preservation and Delivery – The subcontractor shall use appropriate methods of handling, packaging and preservation to prevent damage of product in process and during delivery. 11. First Article Inspection Report (FAIR) Requirements • Castings and forgings (where UTC member-company is design-holder) – A completed FAIR per AS9102, ASQR-01, HSM236 and HSER33531 shall be provided to LEI with the first shipment. Casting and forging suppliers shall perform (and provide to LEI) a “delta” FAIR to the above requirements upon any circumstance that would invalidate the original FAIR. Original and delta FAIRs shall be approved by applicable UTC member-company prior to providing product to LEI. • Assembly, subassembly and detail parts - A completed FAIR per AS9102, ASQR-01, HSM236 and HSER33531 shall be provided to LEI with the first shipment. Suppliers shall perform (and provide to LEI) a “delta” FAIR to the above requirements upon any circumstance that would invalidate the original FAIR. NOTE: These requirements apply to all levels of assembly, and/or detail parts that are specified and/or defined on an assembly drawing. • Raw material and Standard COTS items (i.e. AN, NAS, AMS, AS, etc.) – FAIR not required, however CoC is still required per Clause 12. See HSM236 for definition of raw material and COTS. 12. Certificate of Compliance (C of C) & Product Documentation/Certifications– Seller shall certify that all parts which are supplied conform to drawing and purchase order requirements, applicable specifications, finishes, dimensions, etc. and records are on file subject to examination by LEI. A Certificate of Compliance or UTAS Form UTAS-FRM-0034-00 (see Clause 13 below) shall accompany each shipment and shall include, as applicable: a. b. c. d. e. f. g. h. i. Product identification Quantity Mill source Heat treat lot(s) Services or processes that have been performed Reiteration of PO verbiage relating to drawing number/notes, special processing specifications, etc. Each applicable material, process specification, Tech Sheet, and Frozen Process, including revision of each, as called out on the drawing and on PO Signature of authorized representative of the Seller Reference to any CADs or end-customer conditional dispositions All traceability Documentation / Certifications (i.e. material, heat treat, finish, etc.) must accompany each shipment and must be legible. The supplier shall have traceability for all raw materials, and processing lots, throughout the manufacturing process, inventory storage points, and within all levels of the supply chain back to the original source. 13. UTAS-FRM-0034-00 – For suppliers who are designated by UTC to release hardware and special processes (i.e. DQR or DSQR), Supplier to Supplier Releases shall be completed by the DQR or Authorized UTC Delegate and shall utilize the current revision of form UTAS-FRM-0034-00. This Form shall be sent with the parts being shipped to LEI, along with all appropriate Certifications and information required by LEI. UTAS-FRM-0034-00 shall be handled as a Quality Record by the supplier and be retained per ASQR-01 requirements. 14. Drop Ship & Concurrent Outside Operations: When LEI orders raw material and has it dropped-shipped from material supplier to secondary supplier for further processing (value-add), Material supplier is required to provide LEI with material cert packet for review and approval, prior to sending material to secondary supplier. 15. Test Reports – The original mill or foundry chemical and mechanical test reports for material used in fulfilling this order must be maintained for a period of ten (10) years, or as specified on the purchase order. The heat lot number of each test report must be traceable to the material. Any reprocessed raw material must be traceable to the original mill test report and must include objective evidence of compliance (e.g., mechanical tests) to the Revision 03/10/2016 Lewis Engineering Purchase Order Terms and Conditions For Aerospace Product materials reprocessed condition. Copies of the test reports must be submitted with each shipment. When LEI provides material, the supplier must ensure that a statement is included on the shipment certification and/or shipper identifying “LEI Supplied Material”. All documents must be legible. 16. Traceability / Lot Shipment Requirements – Lots shall not be commingled. Products shall be delivered to LEI with traceability through all levels of the supply chain. Traceability and identification of the delivered product to raw material shall be maintained. Where LEI furnishes raw material to the supplier, no substitutions shall be made. 17. Additional Requirements for Suppliers of Conversion Coating Processing - If PO states that end-user is a UTC-member company, UTC Aerospace Systems requires all approved special process suppliers to procure conversion coating materials from QPL- 81706. When procuring approved material from the QPL, suppliers need to ensure the purchased materials were manufactured by the specific manufacturer, manufacturing location, exact product description and product form as listed on QPL-81706. Suppliers shall also have documentation on file for each batch of material validating the material and manufacturing location, product description and form match what is listed on the QPL. These requirements apply to all UTC business units, unless otherwise approved by the business unit (written waiver), engineering drawing requirements, process specification, and/or process specification addendum. 18. Product Verification –Verification by LEI shall not absolve the Seller of the responsibility to provide acceptable product, nor shall it preclude subsequent rejections by LEI. In the event that a supplier non-conformance becomes evident by Buyer or any subsequent Customer, the Seller will retain liability for the non-conformance and will be obligated to pay for all direct and indirect costs associated with the non-conformance. The Parties acknowledge that the nature and actual amount of costs associated with a non-conformance are uncertain and difficult to calculate. Therefore, LEI may choose, in its sole discretion and/or as a pass through from LEI’s customer, to require Seller to pay LEI liquidated damages. The parties further acknowledge that such payments are not intended as a penalty, but are, in lieu of the actual damages measured by such costs. 19. Shelf Life – When services from the supplier include using materials with a limited shelf life, the supplier shall include the expiration date of the materials used and batch identification on the required certifications. 20. Control of LEI Property - Seller shall ensure control of LEI property, which includes storage, safeguard and recovery. This includes, but is not limited to tooling, calibrated items, CNC programs, drawings, LEI generated documents, and LEI aids. 21. Configuration Control – Seller shall ensure configuration control, and conformity to requirements, with all documentation referenced on purchase order. 22. Tool Calibration Requirements – Items for calibration shall be calibrated according to ANSI/NCSL Z540.3 or ISO 17025. Certificates of calibration shall list the standards used for the calibration and such items shall be traceable to NIST. 23. Source Inspection – If specified on the PO, Government or LEI source inspection is required prior to shipment from your facility. Upon request, seller shall provide personnel and equipment to assist buyer’s representative during inspection of items. On site product acceptance by LEI and/or customer personnel does not absolve the seller of the responsibility to provide conforming product, nor shall it preclude subsequent rejections by LEI. 24. Export/Import Compliance – Each Party shall perform under this Agreement in compliance with all applicable export control laws and regulations, including without limitation the U.S. Department of Commerce’s Export Administration Regulations 15 CFR 730-774 (“EAR”) and, to the extent applicable, the U.S. Department of State’s International Traffic in Arms Regulations 22 CFR 120-130 (“ITAR”). Seller agrees that no technical data, information or other items provided by LEI will be provided to a foreign subsidiary or parent company of Seller and/or foreign national employees of Seller, without the express written authorization of LEI and the Seller obtaining of the appropriate export license, technical assistance agreement, or other requisite documentation for ITAR-controlled technical data or items. Seller shall immediately notify LEI if it becomes listed on any Excluded Revision 03/10/2016 Lewis Engineering Purchase Order Terms and Conditions For Aerospace Product or Denied Party List of an agency of the U.S. Government or has had its export privileges denied, suspended or revoked. 25. Government/Defense Contract Related Items - If PO flows rating for national defense use (i.e. “DPAS Rating DO-A1”), Seller is required to follow all the provisions of the Defense Priorities and Allocation System regulations (15 CFR part 700). If PO states that end-user is a UTC-member company, then Seller is also required to comply with UTC Government Terms and Conditions located at www.utc.com under the “Supplier” tab. 26. Change in Quantity or Delivery- Notification of quantities to be shipped and changes in the delivery schedule are required. Shipments more than 3 working days early require written authorization from LEI. Supplier is responsible for following shipping instructions on PO (acct#, carrier, service). If supplier fails to follow shipping instructions, the supplier agrees that LEI may debit for freight cost. 27. FSC/SPC/Key Characteristic Data- If PO flows Flight Safety Characteristics (FSC), Statistical Process Control (SPC), and/or Key Characteristics (KPC/KC/CTQ), inspection is 100% and inspection results for each piece shall be recorded and forwarded to LEI with product delivery. 28. DQR- If supplier is Hamilton Sundstrand Designated Quality Representative (DQR), then supplier shall provide hard copy of eSIR documentation, along with other required product documentation/certifications. 29. Flight Safety- If PO states that part/process is for “Flight Safety,” then HSC16199 and ASQR-09.1 is invoked. See clause 25 for inspection data requirements. 30. Inspection of Castings- If PO states that end-user is a UTC-member company, then AMS 2175 is invoked. 31. Return Material Authorization - LEI may request Return Material Authorization (RMA) number for product that is found to deviate from contractual requirements. If RMA number is not provided to LEI within 10 business days of request, product will be returned without an RMA number. 32. Order of Precedence – The order of precedence, in circumstances of conflicting requirements, shall be: contract (purchase order), drawing(s) referenced, specification(s) referenced, these Aerospace terms and conditions. In circumstances where supplier T&Cs conflict with LEI T&Cs, LEI T&Cs shall take precedence. By accepting LEI Purchase Order, supplier accepts these Aerospace Terms and Conditions in their entirety. If any exceptions are agreed upon, those exceptions shall be noted on the LEI Purchase Order. Revision 03/10/2016