Terms and Conditions
of Purchase



1. Acceptance

These terms and conditions shall govern Purchase Orders for any goods and services (the “Product”) purchased by Joe Gibbs Manufacturing Solutions (JGMS) from Vendor and shall become a binding agreement when accepted by Vendor either by signing and returning the acknowledgement copy or by commencement of performance by Vendor. No variance in any of terms, conditions, delivery, quantity, or specifications shall be binding upon acceptance of any Purchase Order unless expressly approved by both parties in writing, separately and on each occasion and the failure of JGMS to specifically object to any or all terms and conditions suggested by the Vendor shall not be deemed an acceptance of such terms and conditions. Any terms and conditions of sale of the Vendor shall have no force and effect and Vendor expressly waives the use of its own general terms and conditions. Vendor will grant JGMS, their customer, and regulatory authorities the right of reasonable access to Vendor’s facilities, subject to Vendor’s safety, security, and export control requirements.



2. Documentation and Trace Paperwork

Any Product purchased by and sent to ¬¬¬JGMS shall be received with all relevant documentation as per current law and/or regulations and/or any Purchase Order’s instruction. Unless otherwise agreed in the Purchase Order, JGMS requires the following documentation for each Product listed on the Purchase Order:

  1. Parts: Certificate of Conformance
  2. Raw Material: Certificate of Conformance/Material Test Reports/Chemical Analysis
  3. Special Process work: Certificate of Conformance, (Heat Treat, NDT, Welding, Painting, etc.)
  4. SHELF-LIFE LIMITED ITEMS MUST HAVE A MINIMUM OF 80% SHELF LIFE REMAINING AND THE LIMIT DATE MUST BE ON THE VENDOR’S PAPERWORK.
  5. MATERIAL SAFETY DATA SHEETS (MSDS) AND TECHNICAL DATA SHEETS MUST BE SUPPLIED WITH ALL CHEMICAL PRODUCTS.
  6. Other Quality Requirements:

    • Must implement a quality management system.
    • Must utilize sound product safety principles to enhance product and employee safety.
    • Notify the customer (JGMS) of nonconforming processes, products, or services and obtain written approval for their disposition, separately and on each occasion.
    • Have a process for Counterfeit Parts Prevention or fraudulent material.
    • Notify the customer (JGMS) of changes to processes, products, or services, including changes of their external providers or location of repair services, separately and on each occasion.
    • Must retain documented information for a period of 7 years for purchased parts/materials and services.
    • Must allow reasonable right of access by JGMS, our customers, and regulatory authorities to applicable areas of the facilities and to applicable documented information, subject to Vendor’s safety, security, and export control requirements.
    • Must ensure that employees are aware of:
      • their contribution to product or service conformity.
      • their contribution to product safety.
      • their importance of ethical behavior.



3. Packing Requirements

Products shall be packed or otherwise prepared for shipment to secure the lowest transportation rates to meet carrier’s requirements and in accordance with good commercial practice and any regulations and/or laws applicable with respect to the Product being shipped.

Packing sheets must accompany each shipment.

IMPORTANT: Purchase Order number, part number, and part serial number (where applicable) must appear on all shipping labels, packing slips, transport documents, invoices and marked shipments or papers. In addition, JGMS will retain the right to refuse such shipments or may return those which do not meet JGMS shipping requirements at Vendor’s expense.



4. Shipping

Vendor shall make good faith best efforts to deliver the Product(s) in as timely a manner as is commercially feasible for any Purchase Order. . Shipments to JGMS will be in accordance with Incoterms Ex-Works, Vendor’s Newton, Kansas warehouse. The receipt given to the carrier shall not be considered as definitive acceptance of the Product.



5. Warranties

The Vendor warrants that the Product(s) to be supplied under the Purchaser Order are new unless otherwise stated in the Purchase Order and are free from defects whether patent or latent, in design, material or workmanship. In the event the Vendor is aware of a problem with its Product(s) including defective or incorrect Product to be supplied to JGMS, Vendor shall immediately upon such determination notify JGMS Purchasing Department. If Vendor’s Product(s) fail due to material or workmanship, Vendor agrees to promptly repair or replace at no charge.



6. Inspection and Acceptance

Inspection and acceptance will be destination unless otherwise provided. Risk of loss will be in accordance with the Incoterms designation of Ex-Works, Vendor’s Newton, Kansas warehouse. Notwithstanding the requirements for any JGMS inspection and test contained in specifications applicable to the Purchase Order except where specialized inspections or tests are specified by performance solely for JGMS, the Vendor shall perform or have performed the inspection and test required to substantiate that the supplies and services provided under the Purchase Order conforms to the drawings, specifications and other requirements listed herein, including if applicable the technical requirements for the manufacturers part numbers specified herein. Vendor has the requirement to flow down to sub-tier suppliers the applicable requirements in the purchasing documents, including key characteristics where required.

If JGMS suspects that the Product is defective, JGMS shall immediately notify Vendor and allow Vendor a reasonable opportunity to inspect or test the Product. If the parties then agree that the Product is defective, JGMS may, at its own discretion and without prejudice of any rights it may have under these terms and conditions and/or at law, either i) refuse the delivery and request replacement Product with no additional charge or ii) accept the Product with a reasonable price reduction or, iii) cancel all or part of the Purchase Order with reimbursement of all sums paid.