VENDOR TERMS & CONDITIONS

consumables

Section Number: 8.4.2  •  Revision Date: 22 Oct 25  •  Revision Number: 11 

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QMS
AS9100D Section 8.4.2 – Control of Externally Provided Products and Services
Standard Reference(s): AS9100D Clause 8.4.2 / FAA 14 CFR Part 145.211
8.4.2.2 - Vendor Terms and Conditions for Consumables
​

1. Order Acknowledgment

• Vendor shall confirm purchase order receipt within 24 hours.
• Confirmation must include part number, lot/batch number (if applicable), pricing, and estimated
  ship date.​ ​

2. Pricing

• Prices must reflect current agreed terms or vendor quote.
• Any deviation must be pre-approved in writing by the buyer.​​

​3. Shelf Life and Expiration
All shelf-life limited consumables (e.g., adhesives, sealants, paints) must:

• Be shipped with a minimum of 80% remaining shelf life.
• Include clearly labeled expiration date and date of manufacture on product and packaging.
• Shipments not meeting shelf-life requirements may be rejected.​

4. Documentation Requirements
All consumables must be accompanied by:

• Certificate of Conformance (C of C) from the manufacturer or authorized distributor
• Safety Data Sheet (SDS)
• Batch/Lot number traceability
• Technical Data Sheet (if not already on file)​

5. Packaging and Labeling

• Products must be in OEM packaging, sealed, and tamper-evident.
• Labels must include:
  • Part number
  • Lot or batch number
  • Manufacture and expiration dates (if applicable)
  • ​PO number​

6. Shipping and Delivery

• Incoterms: FOB Destination, unless otherwise agreed.
• Vendor must notify buyer immediately if delivery cannot meet the requested schedule.
• Deliveries must include a detailed packing list with all required traceability info.
• Vendor is responsible for properly packaging and labeling all shipments to ensure safe transport.
• All hazardous materials must be identified, classified, packaged, marked, and documented in compliance with applicable DOT, IATA, ICAO, and FAA regulations.
• Vendor shall be solely responsible for correct hazmat identification and documentation. Buyer will not be liable for penalties, delays, or damages resulting from vendor’s failure to comply with hazardous materials shipping requirements

​
​7. Quality Assurance and Compliance

• Vendor must operate under a documented quality system (e.g., ISO 9001, AS9100, or FAA AC 00- 56B compliance).
• No substitutions allowed without prior written consent.
• All products must be free of counterfeit, expired, or damaged goods.

​
8. Returns and Discrepancies

• Buyer may return incorrect, expired, damaged, or nonconforming material at vendor’s expense.
• Return Material Authorization (RMA) must be issued within 3 business days of request.

​​
9. Warranty

• Consumables are warranted to be free from defects and to perform to specification until expiration or shelf life end.
• Vendor is responsible for replacement or refund of defective materials at no cost, including shipping.

​
10. Record Retention

• Vendor must retain records related to the purchase, certification, and traceability of goods for at least 7 years. 

11. Change Notification
Vendor must notify buyer in writing prior to:

• Change in formulation, supplier, or place of manufacture
• Regulatory reclassification
• Quality system status change (e.g., loss of ISO/FAA certification)

​
12. Right of Access

• Buyer, customer, and regulatory authorities (e.g., FAA) retain the right to access vendor’s premises and relevant records.

13. Payment Terms

• Standard terms are Net 30 days from receipt of invoice and conforming goods.
• Supplier will submit invoices electronically to Advanced Helicopter Services accounts payable, with respect to payment terms.​

​ACCOUNTS PAYABLE (AP):
Advanced Helicopter Services
Attn: Accounts Payable
17986 County Rd 94B
Woodland, CA 95695
Email address: [email protected]

• Payment shall be based on receipt of a proper invoice which shall include the following supporting information:
  1. Name and address of Supplier;
  2. Invoice date and invoice number;
  3. PO number
  4. Supplier's number or other authorization for supplies delivered or services performed (including order number);
  5. Item reference, Description, quantity, unit of measure, unit price, and extended price of supplies delivered or services performed, as applicable;
  6. Shipping (if applicable) and payment terms;
  7. Payments will be submitted via ACH/Wire transferred. Submit bank wire information to AP email for verification 

14. Indemnification

• Vendor agrees to indemnify and hold harmless the buyer from claims or liabilities related to product nonconformance, regulatory issues, or failure to meet agreed terms.​

​
15. Force Majeure

• Neither Party shall be liable for failing to perform its obligations under this Contract or for delay in performing where such failure or delay in performance is due to Force Majeure.
• Force Majeure means any event which is beyond the reasonable control of a Party including but not limited to acts of war (declared or not declared), civil war, riots, acts of terrorism, natural disasters, floods, earthquake, fires, unusually severe weather, disruption of essential services such as electrical power and broadband network including Internet, quarantine or any precaution taken against contagious, epidemic or pandemic disease, restraints of Government or any competent authority, laws, orders or regulations, industrial actions such as strike, machinery breakdown, computer virus, delays or accidents in the supply of essential raw material or in the dispatch of item related to the engine or in the shipment of the same or an exceptional combination of such events.
• If a situation of Force Majeure occurs, the affected Party shall notify the other Party within fifteen (15) days of the occurrence of such situation. Such notification shall include at a minimum, the date on which such event commenced, the reasons and the nature thereof, and the estimated duration of the delay. The affected Party shall regularly update the other Party regarding the status of the event and any mitigating action being taken.
• In the event of Force Majeure the time for performance shall be extended for a period equal to the time lost by reason of the Force Majeure event.
• These provisions shall not however relieve a Party from using all commercially reasonable efforts to mitigate the effects of the Force Majeure, to remove such causes and to resume performance with reasonable dispatch whenever the cause of the Force Majeure stops or is removed.
• Notwithstanding the foregoing, Force Majeure shall not suspend the liability for failure to perform any payment obligation hereunder.​

​
​16. Governing Law

• These terms are governed by the laws of the state in which the FAA Part 145 repair station (buyer) is located.

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QMS Section 8.4 – Supplier Controls 

ROTABLE PARTS

Section Number: 8.4.2  •  Revision Date: 22 Oct 25  •  Revision Number: 11 ​

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QMS
AS9100D Section 8.4.2 – Control of Externally Provided Products and Services
Standard Reference(s): AS9100D Clause 8.4.2 / FAA 14 CFR Part 145.211
8.4.2.3 - Vendor Terms and Conditions for Rotable Parts
​

1. Order Acknowledgment

• Vendor must acknowledge the purchase order within 24 hours of receipt.
• Acknowledgment must confirm:
  • Part number
  • Serial number (if available)
  • Condition (new, overhauled, repaired, etc.) o Delivery ETA ​

2. Acceptable Part Condition
Unless otherwise specified, all rotables must be:

• New, New Surplus, Overhauled, Repaired, or Serviceable with supporting certification
• In compliance with FAA-approved data
• Traceable to an OEM, approved distributor, or FAA/EASA repair station
  Note: Buyer reserves the right to reject parts with unauthorized PMA or DER repairs unless previously approved in writing.

​
3. Certification Requirements
Each rotable must be delivered with the appropriate, current, and traceable documentation:

• FAA Form 8130-3 with original or dual release (or EASA Form 1)
• Work order or teardown report if overhauled, repaired, inspected or bench-tested
• C of C and traceability chain (if new)
• ATA106 or equivalent documentation as required
• Incomplete or missing documentation will result in rejection. 

4. Traceability and Serial Numbers

• Serial numbers must be clearly listed on the packing slip and match those on the component and certification paperwork.
• Traceability to the last approved source (OEM, MRO, or distributor) must be retained for 7 years minimum.

​
5. Warranty

• Minimum warranty is:
  • 6 months in service or
  • 12 months from delivery, whichever occurs first
• Vendor must replace or repair defective parts at no cost, including shipping.

6. Core Exchange (if applicable)

• For exchange orders:
  • Core return terms must be clearly stated on the PO and sales invoice.
  • Buyer has 30 business days (unless otherwise agreed upon) to return core.
  • Core condition requirements (e.g., BER penalty) must be disclosed before order acceptance.
    
  • Late or unacceptable cores will trigger agreed penalty or price adjustment.

7. Packaging and Handling

• All rotables must be packaged to:
  • Prevent damage and FOD
  • Include desiccants and appropriate cushioning
  • Label exterior with part number, serial number, and PO number
• Electrostatic-sensitive items must be in ESD-safe packaging.

8. Shipping and Delivery

• Unless otherwise agreed, terms are FOB Destination.
• Shipping must include:
  • Packing slip
  • Required certification and trace documents
  • Shipment tracking and serial number match to PO
• Vendor is responsible for properly packaging and labeling all shipments to ensure safe transport.
• All hazardous materials must be identified, classified, packaged, marked, and documented in compliance with applicable DOT, IATA, ICAO, and FAA regulations.
• Vendor shall be solely responsible for correct hazmat identification and documentation. Buyer will not be liable for penalties, delays, or damages resulting from vendor’s failure to comply with hazardous materials shipping requirements

9. Nonconformance and Return Policy

• Buyer may reject and return any:
  • Incorrect parts
  • Parts with damage, expired documentation, or missing trace
• RMA must be issued within 3 business days of buyer’s notification.
• Nonconforming parts are returned at vendor’s expense.
• Dispute Resolution: If the vendor contests the Buyer’s determination of nonconformance, both parties agree to promptly engage in good-faith discussions to resolve the matter. If no resolution is reached within ten (10) business days, the dispute shall be escalated to senior management of both parties. Should the matter remain unresolved, the parties agree to submit the dispute to binding arbitration under the rules of the American Arbitration Association (AAA), with the costs of arbitration allocated as determined by the arbitrator. ​

10. Right of Access

• Buyer, customers, and regulatory authorities (e.g., FAA) reserve the right to access vendor premises and relevant documentation.
• Access will be reasonable and during normal business hours.

​
11. Change Notification
Vendor must notify the buyer in advance of:

• Changes in part condition, traceability, or origin
• Changes in manufacturing or repair source
• Changes in quality management certification (e.g., FAA, EASA, ISO)

12. Record Retention

• Vendor shall retain all records related to rotable transactions, including C of C, 8130-3, teardown reports, and trace, for a minimum of 7 years. ​

13. Counterfeit Parts Prevention

• Vendor shall have a documented process to prevent counterfeit or unapproved parts.
• Any suspected counterfeit part will be reported to the FAA and GIDEP and may result in permanent
  vendor disqualification.

​
​14. Payment Terms

• Net 30 days from receipt of conforming product and invoice unless otherwise agreed. 
• Supplier will submit invoices electronically to Advanced Helicopter Services accounts payable, with respect to payment terms.​

​ACCOUNTS PAYABLE (AP):
Advanced Helicopter Services
Attn: Accounts Payable
17986 County Rd 94B
Woodland, CA 95695
Email address: [email protected]

• Payment shall be based on receipt of a proper invoice which shall include the following supporting information:
  1. Name and address of Supplier;
  2. Invoice date and invoice number;
  3. PO number
  4. Supplier's number or other authorization for supplies delivered or services performed (including order number);
  5. Item reference, Description, quantity, unit of measure, unit price, and extended price of supplies delivered or services performed, as applicable;
  6. Shipping (if applicable) and payment terms;
  7. Payments will be submitted via ACH/Wire transferred. Submit bank wire information to AP email for verification 

15. Indemnification

• Vendor agrees to indemnify the buyer for any losses, costs, or regulatory actions resulting from nonconforming, misrepresented, or undocumented parts.

​
16. Force Majeure

• Neither Party shall be liable for failing to perform its obligations under this Contract or for delay in performing where such failure or delay in performance is due to Force Majeure.
• Force Majeure means any event which is beyond the reasonable control of a Party including but not limited to acts of war (declared or not declared), civil war, riots, acts of terrorism, natural disasters, floods, earthquake, fires, unusually severe weather, disruption of essential services such as electrical power and broadband network including Internet, quarantine or any precaution taken against contagious, epidemic or pandemic disease, restraints of Government or any competent authority, laws, orders or regulations, industrial actions such as strike, machinery breakdown, computer virus, delays or accidents in the supply of essential raw material or in the dispatch of item related to the engine or in the shipment of the same or an exceptional combination of such events.
• If a situation of Force Majeure occurs, the affected Party shall notify the other Party within fifteen (15) days of the occurrence of such situation. Such notification shall include at a minimum, the date on which such event commenced, the reasons and the nature thereof, and the estimated duration of the delay. The affected Party shall regularly update the other Party regarding the status of the event and any mitigating action being taken.
• In the event of Force Majeure the time for performance shall be extended for a period equal to the time lost by reason of the Force Majeure event.
• These provisions shall not however relieve a Party from using all commercially reasonable efforts to mitigate the effects of the Force Majeure, to remove such causes and to resume performance with reasonable dispatch whenever the cause of the Force Majeure stops or is removed.
• Notwithstanding the foregoing, Force Majeure shall not suspend the liability for failure to perform any payment obligation hereunder.​

​16. Governing Law

• These terms are governed by the laws of the state in which the FAA Part 145 repair station (buyer) is located.

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QMS Section 8.4 – Supplier Controls 

SPARE PARTS

Section Number: 8.4.2  •  Revision Date: 22 Oct 25  •  Revision Number: 11 ​

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QMS
AS9100D Section 8.4.2 – Control of Externally Provided Products and Services
Standard Reference(s): AS9100D Clause 8.4.2 / FAA 14 CFR Part 145.211
8.4.2.1 - Vendor Terms and Conditions for Spare Parts
​

1. Order Acknowledgment

• Vendor must acknowledge receipt of purchase order within 24 hours.
• Order confirmation must include part number, quantity, pricing, lead time, and shipping details.

​​
​2. Pricing

• Pricing must be consistent with the approved quote or vendor agreement.
• All pricing must include any applicable fees (e.g., certification, handling, packaging).

​
3. Lead Time and Delivery

• Vendor must meet promised lead times. Any delays must be communicated in writing.
• All shipments must include:
  • Packing slip with buyer’s PO number
  • Quantity shipped
  • Part numbers
  • Serial numbers (if applicable)
  • Certification documents

4. Shipping and Packaging

• Incoterms: FOB Destination, unless otherwise agreed.
• Items must be properly packaged to prevent damage.
• Electrostatic-sensitive items must be protected appropriately.
• Shipment must be clearly labeled with part number, lot/serial number (if applicable), and PO number.
• Vendor is responsible for safely packaging and labeling all shipments to ensure safe transport.
• All hazardous materials must be identified, classified, packaged, marked, and documented in
  compliance with applicable DOT, IATA, ICAO, and FAA regulations.
• Vendor shall be solely responsible for correct hazmat identification and documentation. Buyer will not be liable for penalties, delays, or damages resulting from vendor’s failure to comply with hazardous materials shipping requirements.

5. Traceability and Certification

• All parts must be:
  • New, serviceable, or overhauled per contract terms
  • Accompanied by FAA Form 8130-3, EASA Form 1, or dual release certificate if required
  • Traceable to the approved source (OEM, OCM, authorized distributor, or certified repair station)
• No PMA, surplus, or non-certificated parts will be accepted without prior written approval.

6. Quality Assurance

• Vendor must have a documented quality system aligned with FAA AC 00-56B, AS9100, or equivalent.
• The buyer reserves the right to audit the vendor’s quality system and inspect facilities.
• Vendor must notify buyer of any known nonconforming product or changes to the certificate of
  conformity.

​
7. Counterfeit Parts Prevention

• Vendor shall have a documented process for counterfeit parts detection and prevention.
• Any suspected counterfeit or unapproved parts will be reported to the FAA and GIDEP, and may
  result in vendor disqualification.
• Vendors are required to cooperate with investigations or requests for documentation if a counterfeit issue arises.

8. Warranty

• Minimum 12-month warranty from the date of installation or 18 months from delivery, whichever comes first.
• Vendor agrees to replace, repair, or credit any defective or nonconforming item at no cost, including shipping.

9. Returns, RMAs, and Restocking

• Nonconforming parts are returned at vendor’s expense.
• Restocking fees (if any) must be pre-approved and noted on the quote or agreement.

10. Compliance with Regulations

• Vendor shall comply with all applicable aviation regulations including:
  • ​FAA FAR 145, 43, and 21
  • DOT, OSHA, ITAR/EAR, and international equivalents
  • All certifications must be original and unaltered
• Vendor must maintain and retain records for a minimum of 7 years.

11. Change Notification

• Vendor must notify the buyer in writing of any changes to:
  • ​Product design or manufacturing location
  • Quality management system certification status
  • Supplier used for manufacturing or service​

​12. Payment Terms

• Unless otherwise agreed, payment terms are Net 30 days from receipt of invoice and conforming goods.
  
• Supplier will submit invoices electronically to Advanced Helicopter Services accounts payable, with respect to payment terms.​

​ACCOUNTS PAYABLE (AP):
Advanced Helicopter Services
Attn: Accounts Payable
17986 County Rd 94B
Woodland, CA 95695
Email address: [email protected]

• Payment shall be based on receipt of a proper invoice which shall include the following supporting information:
  1. Name and address of Supplier;
  2. Invoice date and invoice number;
  3. PO number
  4. Supplier's number or other authorization for supplies delivered or services performed (including order number);
  5. Item reference, Description, quantity, unit of measure, unit price, and extended price of supplies delivered or services performed, as applicable;
  6. Shipping (if applicable) and payment terms;
  7. Payments will be submitted via ACH/Wire transferred. Submit bank wire information to AP email for verification

13. Right of Access

• Buyer, regulatory authorities, and customers retain the right of access to applicable areas of vendor facilities and records involved in the order.

​
14. Indemnification

• Vendor shall indemnify the buyer against any loss or liability arising from defects, regulatory noncompliance, or breach of warranty.

15. Force Majeure

• Neither Party shall be liable for failing to perform its obligations under this Contract or for delay in performing where such failure or delay in performance is due to Force Majeure.
• Force Majeure means any event which is beyond the reasonable control of a Party including but not limited to acts of war (declared or not declared), civil war, riots, acts of terrorism, natural disasters, floods, earthquake, fires, unusually severe weather, disruption of essential services such as electrical power and broadband network including Internet, quarantine or any precaution taken against contagious, epidemic or pandemic disease, restraints of Government or any competent authority, laws, orders or regulations, industrial actions such as strike, machinery breakdown, computer virus, delays or accidents in the supply of essential raw material or in the dispatch of item related to the engine or in the shipment of the same or an exceptional combination of such events.
• If a situation of Force Majeure occurs, the affected Party shall notify the other Party within fifteen (15) days of the occurrence of such situation. Such notification shall include at a minimum, the date on which such event commenced, the reasons and the nature thereof, and the estimated duration of the delay. The affected Party shall regularly update the other Party regarding the status of the event and any mitigating action being taken.
• In the event of Force Majeure the time for performance shall be extended for a period equal to the time lost by reason of the Force Majeure event.
• These provisions shall not however relieve a Party from using all commercially reasonable efforts to mitigate the effects of the Force Majeure, to remove such causes and to resume performance with reasonable dispatch whenever the cause of the Force Majeure stops or is removed.
• Notwithstanding the foregoing, Force Majeure shall not suspend the liability for failure to perform any payment obligation hereunder.

​
16. Governing Law

• These terms are governed by the laws of the state in which the FAA Part 145 repair station (buyer) is located.

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QMS Section 8.4 – Supplier Controls