Terms & Conditions

Purchase Order Terms and Conditions

1. GENERAL: This Purchase Order, including any documents incorporated herein by reference contains the entire agreement between the parties.  The terms and conditions set forth on the PO as indicated by referencing the number of the T & C as listed on this form are the only terms and conditions applicable hereto.  Any attempt by the seller to supplement, modify, alter, revoke, or amend these terms and conditions or any part of the PO shall not be effective unless specifically agreed to by the Purchaser in writing.

2. QUALITY MANAGEMENT SYSTEM: all suppliers must complete a supplier survey prior to becoming an approved supplier.  The following criteria may be used to determine qualification: ISO/AS CERTIFICATION, A QA survey, sole source, customer requirement, past performance or an onsite survey.

3. ORDER ACKNOWLEDGEMENT: All orders must be confirmed within 48 hours of order receipt unless otherwise specified.  If the acknowledgement is not returned, it will indicate acceptance by the seller of all the terms and conditions set forth in this agreement. If delivery schedule cannot be met a schedule must be attached  to the order acknowledgement

4. CHANGE ORDERS: Any revisions to the specifications, requirements or terms and conditions of this Purchase Order will be by issuance of a written amendment.

5. DELIVERIES:  Time and quantities are expressly made the essence of this order and the purchaser reserves the right to terminate this order as to any and all articles if shipment is not made as required.  Seller shall not be liable for delays due to causes beyond his control and without his fault.

6. PRICE:  The price to be paid for the articles or materials covered by this order shall in no event exceed the applicable maximum price, if any established by government regulation and any provisions or condition of the order which is in violation of any such regulation shall be of no effect.

7. GOVERNMENT CONTRACTS:  If this Purchase Order is a Government subcontract, any applicable provisions of the Federal Statutes, regulations and/or DOC ratings as are mandatory under the Purchaser’s contract shall be incorporated herein and become part of this Purchase Order.

8. TERMINATION:  The Purchaser may terminate this order in whole or in part by notice in writing.  Upon receipt of such notice or at the time specified therein, the Seller shall incur no further costs of performance and shall terminate all orders and subcontracts given by Seller for performance.  The Seller will then deliver and the Purchaser accept and pay the Purchase Order price for all articles completed and ready for delivery in final form and according to specifications.  As to uncompleted articles, if the articles are for use by Purchaser in fulfilling a contract that is subject to termination, settlement shall be made on the basis of and by analogy to Government termination procedures.  If a dispute shall arise as to any sum claimed by the Seller it shall be determined from an audit of the Sellers books by a certified Public Accountant chosen by the Seller and acceptable by the Purchaser.

9. ASSIGNMENT:  This Purchase Order shall not be assigned by the Seller without consent of the Purchaser.

10. INSPECTION:  (A) All material and workmanship shall be subject to inspection by Buyer before and after delivery.  The buyer may require the Seller to replace rejected material or Buyer may accept any materials that conform to the Seller’s warranties and upon discovery of materials not so conforming may reject or keep and rework any such materials not so conforming.  Cost of rework, inspection, transportation, repacking or re-inspection by Buyer will be at Sellers expense.   (B)  Materials to be used in the performance of Government contracts may be inspected and tested at all reasonable times and places either before, during or after manufacture by the Seller or by the Government agency concerned at the Buyers direction.  (C)  If inspection and tests are made on the premises of Sellers or Sellers subcontractor Seller shall furnish, at no additional cost, all reasonable facilities and assistance for the safe and convenient inspection and test required by the inspectors in the performance of their duties.  The foregoing provisions of this article are supplementary to and not in lieu of the provisions of (A) above. (D) Inspection or failure to inspect by the Buyer does not relive the Seller of liability to perform according to the terms of the Purchase Order. (E)  First Article Inspections done in accordance with AS9100 requirements when requested.

11. CERTIFICATE OF COMPLIANCE:  When required the Seller shall furnish a “Certificate of Compliance” (aka Certificate of Conformance) with each shipment that assures full conformity with the QA requirements, applicable drawings and specifications and that test reports and inspection records are on file at the Sellers of Manufacturers facility and are available to the Buyer and or Government for review.  This certificate shall be validated by an authorized representative of the Sellers Quality Department.  Authorized signature is required.

12. PHYSICAL AND CHEMICAL ANAYLSIS: When required the items or service being shipped or performed against this order requires copies of actual chemical and physical test results showing actual readings taken and conformance to applicable specifications.  These documents must be identifiable to the items they represent and shall be included with each shipment.

13. GOVERNMENT SOURCE INSPECTION:  If notified that Government source Inspection is required prior to shipment from your plant to the Buyer the following must be done: Upon receipt of this order promptly notify and furnish a copy of this PO to the Government Representative who normally services your facility so that the appropriate planning may begin.  All parties must be notified a minimum of (1) week prior to the expected inspection date.  If a Government Representative does not service your facility contact the Army, Air Force, Navy or Defense Supply agency inspection office.  In the event one cannot be located notify us immediately.

14. AGE CONTROL, PERISHABLE ITEMS:  Articles delivered under this order shall contain (1) Date of Manufacture (2) Expiration Date (3) Batch or Lot Number.  The remaining shelf life shall not be less than 80% of the total shelf life at the time of delivery.  In addition materials purchased under this clause shall include a copy of the manufacturer’s technical bulletin describing use and precautions as applicable.

15. NONCONFORMANCES:  Supplier must notify the Buyer of non-conforming material/product.  Supplier must make arrangements for approval of supplier non-conforming material.

16. CHANGES PRODUCT/PROCESS:  Supplier must notify Buyer of significant changes in product and/or process definition and where required get approval from Buyer.

17. RIGHT OF ACCESS:  Supplier must grant right of access by the Buyer, the customer, and Authorities to all facilities involved in the order and to all applicable records.

18. FLOWDOWN:  Supplier must flow down to sub-tier suppliers the applicable requirements in the purchasing documents including key characteristics when required.

19.   When required Supplier will secure approval from the Buyer for product, procedures, processes and equipment.

20. If required Purchaser may require proof of qualifications of personnel.

21. If required by flow-down Supplier must have a certified QMS, and may use only designated or approved suppliers.

22. Supplier Records: Records created or maintained by suppliers will be kept a minimum of 7 years, unless indicated on the purchase order. The supplier will notify when they are going to dispose of records that have reached the end of the retention period

23. Test specimens may be requested for approval, verification, investigation, or auditing.

24. Suppliers must have a procedure for preventing the use of counterfeit parts.

25. If required statistical methods may be used for product acceptance.

26. Supplier must maintain design and development control.

27. Special requirements, critical items, or key characteristics will be identified on Barlow’s Purchase Order or related relevant technical data

28. Supplier personnel to be aware of contribution to product and service conformity, product safety, FOD and importance of ethical behavior.

29. Supplier performance will be monitored. Actions will be taken when necessary to correct supplier non-conformities.


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