General Purchasing Terms and Conditions

1Applicability and Order of Precedence

1.1These terms apply to every Purchase Order (“PO”) issued by East Coast Aviation LLC (“ECA”) to a supplier (“Seller”). The PO, its QA Requirement codes, and these terms form the entire agreement for that order.

1.2If documents conflict, the order of precedence is: (a) the PO, including its QA Requirement codes and any customer requirements stated on it; (b) these terms; (c) Seller’s quotation or acknowledgment. Terms printed on Seller’s documents that conflict with the PO or these terms do not apply unless ECA agrees to them in writing.

1.3Seller accepts the PO and these terms by acknowledging the order, shipping product, or starting work.

1.4Each PO is governed by the version of these terms in effect on the PO date. ECA may revise these terms; a revision does not apply to a PO issued before the revision date.

2Quality System and Competence

2.1Seller shall maintain a documented quality system appropriate to its role (for example AS9120, AS9100, ISO 9001, or an equivalent standard recognized for the product supplied), and shall tell ECA promptly if its certification expires, is suspended, or is withdrawn.

2.2Seller shall ensure that persons performing work on ECA orders are aware of their contribution to product conformity and product safety, and of the importance of ethical behavior.

2.3ECA may review Seller’s quality system on reasonable notice, including through the access rights in Section 9.

3Source, Product Status, and Required Manufacturer

3.1Seller shall supply only product that is new and unused, in its original manufacturer’s condition, unless the PO expressly states otherwise.

3.2Seller shall obtain product only from the original manufacturer or from sources authorized by the manufacturer, and shall supply documentation that traces the product to that source.

3.3Where the PO names a manufacturer, part number, revision, specification, or Qualified Products List (QPL) source, Seller shall supply exactly that product. Substitution of manufacturer, part number, or revision is not permitted without ECA’s prior written approval.

3.4If the revision or specification cited on the PO is superseded, unclear, or cannot be met, Seller shall notify ECA before accepting the order or shipping.

4Counterfeit and Suspect Unapproved Parts Prevention

4.1Seller shall maintain controls appropriate to its role to prevent counterfeit and suspect unapproved parts from entering the product it supplies to ECA, including purchasing only from approved sources (Section 3.2) and verifying incoming product and documentation.

4.2Seller shall not deliver counterfeit or suspect unapproved parts. If Seller suspects or learns that product supplied or to be supplied to ECA may be counterfeit or suspect unapproved, Seller shall notify ECA immediately, in writing, and shall retain the product and related records until ECA gives instructions.

4.3ECA may quarantine, hold, or return any product suspected of being counterfeit or suspect unapproved. Product returned to Seller for this reason shall be kept separate from other stock until the question is resolved. ECA may report confirmed or suspected cases to its customers, regulators, and the authorities concerned.

4.4Seller shall flow the requirements of this Section to its own suppliers (Section 11).

5Certification and Documentation

5.1Seller shall ship, with each shipment, the documentation required by the PO and its QA Requirement codes (for example certificate of conformance, manufacturer’s certificate of conformance, FAA Form 8130-3 or EASA Form 1, test reports), legible and complete.

5.2A certificate of conformance shall identify at least: the part number, PO number, specification and revision (where applicable), quantity, serial or lot numbers (where applicable), the issuing company name and address, and the name or signature of an authorized person and the date. Statements that qualify the certification (for example “to the best of our knowledge”) are not acceptable.

5.3The markings and date codes on the product shall agree with the documentation supplied. Seller shall resolve any difference with ECA before shipment.

5.4ECA may reject product shipped without the required documentation or with documentation that is incomplete or does not match the product.

6Traceability and Records

6.1Seller shall maintain traceability of product supplied to ECA to the original manufacturer or processing source by lot, batch, date code, or serial number, as applicable.

6.2Seller shall keep records of the order, inspection, test, and certification for at least seven (7) years after delivery, and shall make them available to ECA, its customers, and regulatory authorities on request.

7Shelf Life, Marking, Packaging, and Preservation

7.1For shelf-life limited product, Seller shall ship product that meets the minimum remaining shelf life stated on the PO (see QA Requirement code Q96 where used) and shall show the manufacturer, lot number, manufacture date, and expiration date on the product or its documentation.

7.2Seller shall preserve, package, and label product so that it is protected from damage, contamination, and deterioration during handling, storage, and shipment, and so that manufacturer markings and identification remain legible. Special storage or handling needs (for example temperature control) shall be stated when quoting and on the shipment.

7.3Seller shall include the safety data sheet and any export or hazardous-material information required for the product.

8Notification of Changes and Nonconformities

8.1Seller shall notify ECA promptly, in writing, of: (a) any nonconforming product that has been shipped or may have been shipped to ECA; (b) changes to the product, its manufacturer, its source, or its manufacturing or processing that may affect conformity, form, fit, function, or documentation; and (c) changes in Seller’s certification or approval status.

8.2Seller shall not make a change described in 8.1(b) to product ordered by ECA without ECA’s prior written approval where the PO or a customer requirement calls for approval of changes.

9Right of Access

9.1ECA, its customers, and applicable regulatory authorities may, on reasonable notice, enter the premises of Seller and of Seller’s suppliers that are involved in the order, to verify product, to review records, and to audit the quality system, at no charge to ECA.

10Inspection, Rejection, Return, and Corrective Action

10.1ECA inspects incoming product at receiving. Acceptance at receiving does not relieve Seller of responsibility for nonconformities discovered later, including those found by ECA’s customers.

10.2ECA may reject product that does not conform to the PO, these terms, or the applicable specification or documentation requirements. Seller shall, at ECA’s choice, replace, correct, or give credit or refund for rejected product, and shall bear the cost of return shipment and re-delivery.

10.3When ECA issues a Supplier Corrective Action Request (SCAR), Seller shall respond with root cause and corrective action within the time stated on the SCAR. A missing or inadequate response may lead to suspension or disqualification of Seller from ECA’s Approved Supplier List.

10.4Product returned to Seller for rework or replacement remains subject to the documentation and traceability requirements of this document.

11Flow-Down to Sub-tier Suppliers

11.1Seller shall flow down to its own suppliers the requirements of the PO and these terms that apply to the product, including Sections 3 to 9, and shall verify that those requirements are met.

12Delivery and Shipping

12.1Seller shall deliver the quantity ordered by the date on the PO. Partial or early shipments are permitted only if agreed in writing. Seller shall notify ECA promptly if a delivery date or quantity cannot be met.

12.2Each shipment shall include a packing slip showing the PO number, part number, revision (where applicable), quantity, and number of packages, with the required documentation attached.

12.3For orders shipped directly to an ECA customer (drop shipment), Seller shall ship all required documentation with the product to the customer and send a copy to ECA at the time of shipment.

13Prices, Invoicing, and Changes to the Order

13.1Prices are as stated on the PO. Price, quantity, or delivery changes require ECA’s written agreement. Seller’s invoices shall quote the PO number.

13.2ECA may change or cancel all or part of an order by written notice at any time before delivery. ECA and Seller shall agree in good faith on any reasonable, documented cost already incurred by Seller for work specific to the order.

13.3ECA may also cancel all or part of an order after delivery, by written notice, for product that does not conform to the PO, these terms, or the documentation requirements, or that was delivered after the PO date and is rejected for that reason. ECA will return the cancelled product at Seller’s cost, and Seller shall give credit or refund for it in accordance with Section 10.2.

14Export Control and Compliance with Law

14.1Seller shall comply with applicable laws and regulations, including U.S. export control and sanctions laws. Seller shall state on the shipping documents the country of origin and any export classification or tariff code that applies to the product.

15Confidentiality

15.1Seller shall use information and drawings provided by ECA or its customers only to perform the order and shall not disclose them to others without ECA’s written consent.

16Warranty

16.1Seller warrants that product supplied conforms to the PO, to the applicable specification, and to the documentation supplied, is genuine, and is free from defects in material and workmanship. Warranty period: one (1) year from the date of delivery, or the manufacturer’s factory warranty where one applies, whichever is longer.

17Governing Law and Disputes

17.1These terms and each PO are governed by the laws of the State of Georgia. The parties shall first try to resolve a dispute through good-faith discussion before taking other action.

18General

18.1Seller shall not assign the PO or subcontract the work without ECA’s written consent, except for purchases from Seller’s own suppliers in the normal course.

18.2If any provision of these terms is held unenforceable, the remaining provisions continue in effect. A failure by ECA to enforce a provision is not a waiver of it.