Common use of COUNTERFEIT PARTS PREVENTION Clause in Contracts

COUNTERFEIT PARTS PREVENTION. With regard to any electronic parts procured by or on behalf of Seller for the Goods, Seller shall meet the following additional requirements: (i). Seller shall implement a counterfeit electronic parts detection and avoidance system consistent with the requirements of the latest dated version of SAE standard AS5553, as of the effective date of this contract. (ii). Seller shall include the substance of this article, including this flowdown requirement, in all subcontracts awarded by Seller for work under this Contract. Seller shall not furnish to Buyer any Goods under this Contract that are “Counterfeit Goods,” defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an Original Equipment Manufacturer or Original Component Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re-worked, re- marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes. Notwithstanding the foregoing, Goods or items that contain modifications, repairs, rework, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked, shall not be deemed Counterfeit Goods. Counterfeit Goods shall be deemed nonconforming to this Contract. Seller shall implement an appropriate strategy to ensure that Goods furnished to Buyer under this Contract are not Counterfeit Goods. Seller’s strategy shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. Seller shall promptly notify Buyer in writing when discrepancies in Seller's process, including any violation of or deviation from Seller’s approved inspection/quality control system, or Goods are discovered or suspected regarding Goods delivered or to be delivered under this Contract, including the quantity and specific identity of any impacted Goods. Whenever Seller receives, either before or after shipment of Goods under this Contract, notification that any of the Goods, including any component, part, or material thereof, is the subject of a Government-Industry Data Exchange Program (“GIDEP”) alert, Seller shall promptly furnish such information to Buyer. Seller shall participate in GIDEP under the latest revision of GIDEP Requirements Guide, NAVSEA S0300-BUGYD-010. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Buyer under this Contract, Seller promptly, but in no case later than thirty (30) days from discovery, shall notify Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Buyer-approved Goods that conform to the requirements of this Contract. For confirmed Counterfeit Goods, GIDEP notification shall also be made no later than sixty (60) days after discovery. Seller shall be liable for all costs related to the replacement of Counterfeit Goods and any testing or validation necessitated by the installation of authentic Goods after Counterfeit Goods have been replaced. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and shall ensure that all such subcontractors comply with the requirements of this article.

COUNTERFEIT PARTS PREVENTION. With regard to any electronic parts procured by or on behalf of Seller for the Goods, Seller shall meet establish and maintain a Counterfeit Parts Prevention and Control Plan that meets the following additional requirements: (i)intent of AS5553 Counterfeit Electronic Parts, Avoidance, Detection, Mitigation, and Disposition. Seller Prohibition - The seller shall implement a counterfeit electronic parts detection ensure that only new and avoidance system consistent with authentic materials are used in product to be delivered to Pioneer Circuits. The seller agrees and shall ensure that Counterfeit Parts are not contained in products delivered through the requirements implementation of policies that include prevention methods to protect against the latest dated version use of SAE standard AS5553Counterfeit Parts. Prevention - The seller shall only purchase products, as of to be delivered or incorporated in an assembly to Pioneer, directly from the effective date of this contract. (ii). Seller shall include the substance of this article, including this flowdown requirement, in all subcontracts awarded by Seller for work under this Contract. Seller shall not furnish to Buyer any Goods under this Contract that are “Counterfeit Goods,” defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an Original Equipment Manufacturer or Original Component Manufacturer (collectively, “OCM) /Original Equipment Manufacturer (OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re-worked, re- marked, re-labeled, repaired, refurbished), or otherwise modified from through an OCM/OEM design but not disclosed authorized distributor. The seller shall maintain Original Component/Equipment Manufacturer (OEM) certificates for all Electronic, Electrical and Electromagnetic components and devices including those items in assemblies or subassemblies delivered as such or are represented as proof of this purchase order. OCM/OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes. Notwithstanding the foregoing, Goods or items that contain modifications, repairs, rework, or re-marking as a result Certificates of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked, shall not be deemed Counterfeit Goods. Counterfeit Goods Conformance shall be deemed nonconforming to this Contractavailable upon request. Seller shall implement an appropriate strategy to ensure that Goods furnished to Buyer under this Contract are not Counterfeit Goods. Seller’s strategy shall include, but is not limited to, Notification - In the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. Seller shall promptly notify Buyer in writing when discrepancies in Seller's process, including any violation of or deviation from Seller’s approved inspection/quality control system, or Goods are discovered or suspected regarding Goods delivered or to be delivered under this Contract, including the quantity and specific identity of any impacted Goods. Whenever Seller receives, either before or after shipment of Goods under this Contract, notification that any of the Goods, including any component, part, or material thereof, is the subject of a Government-Industry Data Exchange Program (“GIDEP”) alert, Seller shall promptly furnish such information to Buyer. Seller shall participate in GIDEP under the latest revision of GIDEP Requirements Guide, NAVSEA S0300-BUGYD-010. If Seller event seller becomes aware or suspects that it has furnished Counterfeit Goods Parts under this Purchase Order, the seller should promptly disclose such item(s) to the Buyer and replace such itern(s) with item(s) acceptable to Buyer at no increase in price, cost or fee. Remedies - In the event that Products delivered under this ContractPurchase Order are, Seller promptlyor include, but Counterfeit Parts, The seller shall promptly investigate, analyze and report in no case later than thirty (30) days from discovery, writing to the buyer. The parties shall notify Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Buyer-approved Goods that conform to agree upon the appropriate course of action. Flow Down - The seller shall flow the requirements of this Contractprovision to its sub- tier suppliers at any tier for the performance of this Purchase Order. For confirmed Counterfeit Goods, GIDEP notification Assembly- The assembly seller shall also be made no later than sixty (60) days after discovery. Seller shall be liable for all costs related to the replacement of Counterfeit Goods maintain a counterfeit prevention program and any testing or validation necessitated by the installation of authentic Goods after Counterfeit Goods have been replaced. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and shall ensure that all such subcontractors comply with flow the requirements down to all their sub-tier suppliers to prevent the inadvertent use of counterfeit parts and materials. Compliance with these requirements are in no way to be interpreted as relieving the seller from their responsibility to assure that Counterfeit Parts are not contained in products delivered. Any deviations from this articleclause must be approved in advance, in writing, by Pioneer.

COUNTERFEIT PARTS PREVENTION. With regard Seller represents and warrants that only new and authentic materials are used in products required to any electronic parts procured be delivered to Buyer and that the Work delivered contains no Counterfeit Parts. No material, part, or component other than a new and authentic part is to be used unless approved in advance in writing by or on behalf Xxxxx. To further mitigate the possibility of Seller for the Goodsinadvertent use of Counterfeit Parts, Seller shall meet only purchase authentic parts/components directly from the following additional Original Equipment Manufacturers (“OEMs”), Original Component Manufacturers (“OCMs”) or through the OEM’s/OCM’s authorized dealers. Seller represents and warrants to Buyer that all parts/components delivered under this Contract are traceable back to the OEM/OCM. Seller must maintain and make available to Buyer, at Buyer’s request, OEM/OCM documentation that authenticates traceability of the parts/components to the applicable OEM/OCM. Purchase of parts/components from Non-Franchised Sources is not authorized. Seller must present complete and compelling support for its request and include in its request all actions to ensure the parts/components thus procured are legitimate parts. Xxxxx’s approval of Seller request(s) does not relieve Seller’s responsibility to comply with all Contract requirements: (i), including the representations and warranties in this paragraph. Seller shall implement maintain a documented system (policy, procedure, or other documented approach) that provides for prior notification and Buyer approval before parts/components are procured from sources other than OEMs/OCMs or the OEM’s/OCM’s authorized dealers. Seller shall provide copies of such documentation for its system for Buyer’s inspection upon Xxxxx’s request. Seller, if supplying electronic part(s), and/or component(s), which include software as applicable, must maintain a counterfeit electronic parts detection and avoidance system consistent process that complies with the requirements of the latest dated version of SAE standard AS5553, as of the effective date of this contractCounterfeit Electronic Parts, Avoidance, Detection, Mitigation, and Disposition. (ii). Seller shall include the substance of this article, including this flowdown requirement, in all subcontracts awarded by Seller for work under this Contract. Seller shall not furnish If it is determined that counterfeit parts or suspect counterfeit parts were delivered to Buyer any Goods under this Contract that are “Counterfeit Goods,” defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an Original Equipment Manufacturer or Original Component Manufacturer (collectivelyby Seller, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re-worked, re- marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes. Notwithstanding the foregoing, Goods or items that contain modifications, repairs, rework, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or suspect counterfeit parts management plans, and that have not been misrepresented or mismarked, shall will not be deemed Counterfeit Goodsreturned. Counterfeit Goods shall be deemed nonconforming Buyer reserves the right to this Contract. Seller shall implement an appropriate strategy quarantine any and all suspect counterfeit parts it receives and to ensure that Goods furnished to Buyer under this Contract are not Counterfeit Goods. Seller’s strategy shall include, but is not limited to, notify the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. Seller shall promptly notify Buyer in writing when discrepancies in Seller's process, including any violation of or deviation from Seller’s approved inspection/quality control system, or Goods are discovered or suspected regarding Goods delivered or to be delivered under this Contract, including the quantity and specific identity of any impacted Goods. Whenever Seller receives, either before or after shipment of Goods under this Contract, notification that any of the Goods, including any component, part, or material thereof, is the subject of a Government-Government Industry Data Exchange Program (“GIDEP”) alert, and other relevant government agencies. Seller shall promptly furnish such information reimburse Buyer for the full cost of the suspect counterfeit parts and Seller assumes responsibility and liability for all costs associated with the delivery of suspect counterfeit parts, including, but not limited to, costs for identification, testing, and any corrective action required to Buyerremove and replace the suspect counterfeit parts. The remedies in this Section shall apply regardless of whether the warranty period or guarantee period has ended, and are in addition to any remedies available at law or in equity. If the procurement of materials under this Contract is pursuant to, or in support of, a Contract, subcontract, or task order for delivery of goods or services to the Government, the making of a materially false, fictitious, or fraudulent statement, representation or claim or the falsification or concealment of a material fact in connection with this Contract may be punishable, as a Federal felony, by up to five years’ imprisonment and/or substantial monetary fines. In addition, trafficking in counterfeit goods or services, to include military goods or services, constitutes a Federal felony offense, punishable by up to life imprisonment and a fine of fifteen million dollars. Seller shall participate in GIDEP under the latest revision of GIDEP Requirements Guide, NAVSEA S0300-BUGYD-010. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Buyer under this Contract, Seller promptly, but in no case later than thirty (30) days from discovery, shall notify Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Buyer-approved Goods that conform to flow the requirements of this Contract. For confirmed Counterfeit Goods, GIDEP notification shall also be made no later than sixty Section (60“COUNTERFEIT MITIGATION”) days after discovery. Seller shall be liable for all costs related to the replacement of Counterfeit Goods and any testing or validation necessitated by the installation of authentic Goods after Counterfeit Goods have been replaced. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and shall ensure that all such subcontractors comply with at any tier for the requirements performance of this articleContract.

COUNTERFEIT PARTS PREVENTION. With regard Seller represents and warrants that only new and authentic materials are used in products required to any electronic parts procured be delivered to Buyer and that the Work delivered contains no Counterfeit Parts. No material, part, or component other than a new and authentic part is to be used unless approved in advance in writing by or on behalf Xxxxx. To further mitigate the possibility of Seller for the Goodsinadvertent use of Counterfeit Parts, Seller shall meet only purchase authentic parts/components directly from the following additional Original Equipment Manufacturers (“OEMs”), Original Component Manufacturers (“OCMs”) or through the OEM’s/OCM’s authorized dealers. Seller represents and warrants to Buyer that all parts/components delivered under this Contract are traceable back to the OEM/OCM. Seller must maintain and make available to Buyer, at Buyer’s request, OEM/OCM documentation that authenticates traceability of the parts/components to the applicable OEM/OCM. Purchase of parts/components from Non-Franchised Sources is not authorized. Seller must present complete and compelling support for its request and include in its request all actions to ensure the parts/components thus procured are legitimate parts. Xxxxx’s approval of Seller request(s) does not relieve Seller’s responsibility to comply with all Contract requirements: (i), including the representations and warranties in this paragraph. Seller shall implement maintain a documented system (policy, procedure, or other documented approach) that provides for prior notification and Buyer approval before parts/components are procured from sources other than OEMs/OCMs or the OEM’s/OCM’s authorized dealers. Seller shall provide copies of such documentation for its system for Buyer’s inspection upon Xxxxx’s request. Seller, if supplying electronic part(s), and/or component(s), which include software as applicable, must maintain a counterfeit electronic parts detection and avoidance system consistent process that complies with the requirements of the latest dated version of SAE standard AS5553, as of the effective date of this contractCounterfeit Electronic Parts, Avoidance, Detection, Mitigation, and Disposition. (ii). Seller shall include the substance of this article, including this flowdown requirement, in all subcontracts awarded by Seller for work under this Contract. Seller shall not furnish If it is determined that counterfeit parts or suspect counterfeit parts were delivered to Buyer any Goods under this Contract that are “Counterfeit Goods,” defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an Original Equipment Manufacturer or Original Component Manufacturer (collectivelyby Seller, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re-worked, re- marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes. Notwithstanding the foregoing, Goods or items that contain modifications, repairs, rework, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or suspect counterfeit parts management plans, and that have not been misrepresented or mismarked, shall will not be deemed Counterfeit Goodsreturned. Counterfeit Goods shall be deemed nonconforming Buyer reserves the right to this Contract. Seller shall implement an appropriate strategy quarantine any and all suspect counterfeit parts it receives and to ensure that Goods furnished to Buyer under this Contract are not Counterfeit Goods. Seller’s strategy shall include, but is not limited to, notify the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. Seller shall promptly notify Buyer in writing when discrepancies in Seller's process, including any violation of or deviation from Seller’s approved inspection/quality control system, or Goods are discovered or suspected regarding Goods delivered or to be delivered under this Contract, including the quantity and specific identity of any impacted Goods. Whenever Seller receives, either before or after shipment of Goods under this Contract, notification that any of the Goods, including any component, part, or material thereof, is the subject of a Government-Government Industry Data Exchange Program (“GIDEP”) alert, and other relevant government agencies. Seller shall promptly furnish such information reimburse Buyer for the full cost of the suspect counterfeit parts and Seller assumes responsibility and liability for all costs associated with the delivery of suspect counterfeit parts, including, but not limited to, costs for identification, testing, and any corrective action required to Buyerremove and replace the suspect counterfeit parts. The remedies in this section shall apply regardless of whether the warranty period or guarantee period has ended, and are in addition to any remedies available at law or in equity. If the procurement of materials under this Contract is pursuant to, or in support of, a Contract, subcontract, or task order for delivery of goods or services to the Government, the making of a materially false, fictitious, or fraudulent statement, representation or claim or the falsification or concealment of a material fact in connection with this Contract may be punishable, as a Federal felony, by up to five years’ imprisonment and/or substantial monetary fines. In addition, trafficking in counterfeit goods or services, to include military goods or services, constitutes a Federal felony offense, punishable by up to life imprisonment and a fine of fifteen million dollars. Seller shall participate in GIDEP under the latest revision of GIDEP Requirements Guide, NAVSEA S0300-BUGYD-010. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Buyer under this Contract, Seller promptly, but in no case later than thirty (30) days from discovery, shall notify Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Buyer-approved Goods that conform to flow the requirements of this Contract. For confirmed Counterfeit Goods, GIDEP notification shall also be made no later than sixty section (60“COUNTERFEIT MITIGATION”) days after discovery. Seller shall be liable for all costs related to the replacement of Counterfeit Goods and any testing or validation necessitated by the installation of authentic Goods after Counterfeit Goods have been replaced. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and shall ensure that all such subcontractors comply with at any tier for the requirements performance of this articleContract.