
HOT SHOT FABRICATION
CUSTOMER QUOTATION TERMS & CONDITIONS
Revision 1.0 | October 12, 2026
These Terms & Conditions ("Terms") govern quotations, order acknowledgments, and accepted sales of goods and services by Hot Shot Fabrication ("HSF" or "Seller") to its customers ("Customer" or "Buyer"), unless expressly modified by a written agreement signed by authorized representatives of both parties.
1. Quotation Validity
Unless otherwise specified, HSF quotations remain valid for thirty (30) calendar days from the quotation date.
Pricing and delivery commitments may be revised after expiration due to material costs, supplier pricing, availability, changes in manufacturing requirements, or other relevant conditions.
2. Order Acceptance and Contract Documents
Customer Purchase Orders are subject to HSF's written acceptance. HSF's acceptance is expressly limited to, and conditional upon Customer's assent to, the applicable quotation, these Terms, and any expressly accepted written modifications, to the extent permitted by law.
HSF objects to conflicting or additional Customer terms unless expressly accepted in writing by an authorized HSF representative.
A mutually signed master agreement takes precedence to the extent expressly provided by that agreement. Otherwise, mutually approved written amendments control first, followed by the accepted HSF quotation and order acknowledgment, these Terms, and referenced technical documentation within its technical scope.
Conflicts affecting technical, safety, quality, or regulatory requirements shall be resolved in writing before affected work proceeds.
3. Pricing and Scope of Work
Pricing is based on the quantities, drawings, material specifications, revisions, processes, and technical requirements provided at the time of quotation.
Unless expressly included, quoted prices exclude additional engineering, programming revisions, special inspection, first article documentation, testing, tooling, outside processing, packaging, freight, insurance, applicable taxes, duties, and customer-specific quality documentation.
Minimum order charges, tooling charges, and nonrecurring engineering charges will be identified when applicable.
Changes to the quoted scope may require revised pricing and delivery schedules.
4. Payment Terms
Payment terms shall be those expressly specified on the accepted HSF quotation or order acknowledgment. No standard Net 30, deposit, or other payment arrangement shall be assumed unless stated in writing.
HSF reserves the right to require deposits, progress payments, or advance payment when specified in the quotation or otherwise agreed before order acceptance.
Invoices shall be paid in accordance with the agreed payment schedule without unauthorized deductions or offsets.
Balances remaining unpaid after the agreed due date may accrue a late finance charge of 1.5% per month (18% per annum), calculated as simple interest on the unpaid principal balance, or the maximum rate permitted by applicable law, whichever is lower, provided the charge is part of the parties' agreement.
HSF may suspend further manufacturing, deliveries, or new orders for material payment defaults after appropriate written notice, subject to applicable law and contractual obligations.
Customer shall be responsible for reasonable, legally recoverable costs of collecting delinquent balances, including attorney fees where authorized by contract or law.
5. Engineering Changes and Additional Work
Any change to drawings, tolerances, materials, quantities, part revisions, finishing requirements, inspection requirements, packaging, or delivery schedules after quotation acceptance may result in additional charges and revised lead times.
Changes must be submitted to HSF in writing and approved before implementation.
Customer shall be responsible for reasonable costs arising from approved changes, including:
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Material already purchased.
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Completed and partially completed manufacturing work.
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Reprogramming, setup, engineering, and tooling modifications.
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Additional inspections or testing.
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Noncancelable supplier or processing commitments.
HSF is not obligated to commence revised work until scope, pricing, and delivery impacts are resolved in writing.
6. Drawings, Specifications, and Manufacturing Requirements
HSF shall manufacture products to the agreed drawings, specifications, revision levels, and written acceptance requirements.
Customer is responsible for providing complete, accurate, and current technical requirements and identifying critical characteristics, special processes, and product-specific regulatory or quality requirements.
Unless expressly agreed otherwise, HSF provides manufacturing services and does not assume engineering design responsibility or independent verification of the suitability of Customer's design for its intended application.
Unspecified tolerances, special inspection criteria, and additional requirements shall not be deemed included solely because they are customary for a particular industry.
7. Aerospace, Defense, and Quality Requirements
HSF operates under ISO 9001 and AS9100 quality management requirements.
Applicable customer-specific quality clauses, First Article Inspection requirements, special-process approvals, source inspection, testing, traceability, product safety, record retention, and regulatory flow-downs must be identified and accepted as part of the order.
Additional requirements introduced after order acceptance may affect price and schedule.
Customer shall disclose applicable export-controlled technical data and identify specific contractual or regulatory requirements, including applicable FAR or DFARS provisions.
HSF shall comply with mandatory applicable law and with customer-specific contractual requirements expressly accepted in writing.
8. Lead Times and Delivery
Quoted lead times are estimates unless expressly identified as firm contractual commitments.
Lead times begin upon HSF's acceptance of the order and receipt of all required items, including, as applicable:
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Approved drawings and specifications.
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Complete technical documentation.
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Required Customer approvals.
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Customer-furnished materials or tooling.
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Any agreed deposit or advance payment.
HSF shall use commercially reasonable efforts to meet delivery commitments.
HSF is not liable for delays beyond its reasonable control, including material shortages, transportation disruptions, government actions, natural disasters, labor disruptions, or supplier and outside-process delays beyond HSF's reasonable control, provided HSF makes reasonable mitigation efforts.
Delivery and transfer of risk shall follow the shipping or delivery terms stated in the accepted quotation or agreement; where silent, applicable law governs.
9. Customer-Supplied Materials and Tooling
Customer-furnished materials, components, equipment, tooling, or fixtures shall be adequately identified and suitable for the intended operation.
HSF shall exercise reasonable care in handling Customer property but is not responsible for defects, processing difficulties, or delays caused by defective, nonconforming, or unsuitable customer-furnished materials.
Unless otherwise agreed, Customer shall provide adequate replacement or excess material to accommodate agreed manufacturing scrap allowances. Any responsibility for scrap caused by HSF's failure to meet agreed workmanship standards remains subject to the applicable agreement and law.
Customer retains ownership of its supplied property, subject to lawful possessory rights and any separate written agreement.
10. Inspection and Acceptance
HSF shall conduct inspections and verification activities required by the accepted drawings, specifications, quotation, and applicable quality requirements.
Customer shall inspect delivered goods within a commercially reasonable time and promptly notify HSF in writing of any claimed shortage, visible damage, or nonconformance. As an administrative reporting target, notice of readily discoverable issues should be provided within ten (10) business days of receipt.
This reporting target does not waive valid claims for latent defects or rights that cannot be limited by law.
Customer shall provide supporting documentation and allow HSF a reasonable opportunity to investigate and, where appropriate, repair, replace, or otherwise resolve verified nonconformance.
Customer shall not charge HSF for third-party repairs, sorting, or corrective work without prior written authorization, except where otherwise required by law or an expressly accepted agreement.
11. Workmanship Warranty
The duration, scope, and any project-specific conditions of HSF's workmanship warranty shall be as expressly stated on the accepted quotation.
HSF warrants that the manufactured goods shall conform to the agreed drawings and specifications at delivery, subject to applicable contract terms and law.
Any additional post-delivery workmanship warranty applies only for the period and scope specified in the quotation. If no period is specified, these Terms do not create a separate fixed-duration post-delivery warranty.
Warranty claims must identify the affected products and describe the claimed defect. HSF shall have a reasonable opportunity to inspect the affected goods.
For a valid workmanship warranty claim, HSF's remedies, to the extent permitted by law, shall be limited to repair, replacement, or refund of the affected products, at HSF's option.
The workmanship warranty does not extend to defects caused solely by Customer design errors, unsuitable Customer-provided materials, misuse, improper storage, unauthorized alterations, or damage occurring after risk of loss has passed, except to the extent attributable to HSF's breach.
EXCEPT FOR THE EXPRESS WARRANTIES STATED IN THE ACCEPTED QUOTATION AND THESE TERMS, HSF DISCLAIMS IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
12. Limitation of Liability
To the maximum extent permitted by applicable law, HSF shall not be liable for indirect, special, incidental, or consequential damages, including lost profits, business interruption, production downtime, or loss of business opportunity.
HSF's aggregate liability arising from a particular order shall not exceed the amount paid or payable for the specific products or services giving rise to the claim, except where such limitation is prohibited by applicable law or modified by an expressly accepted written agreement.
The limitations in this section are intended to apply independently of the warranty remedy provisions to the fullest extent permitted by law.
Nothing in these Terms excludes liability that cannot lawfully be excluded.
13. Order Cancellation and Termination
Customer orders involving custom machining, fabrication, raw material procurement, engineering, tooling, or outside processing may be canceled only through written notice and HSF's written acknowledgment.
Upon cancellation, Customer shall be responsible for reasonable, documented costs and commitments incurred through the effective cancellation date, including:
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Completed manufactured products.
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Work in progress and labor already performed.
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Raw materials and purchased components.
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Noncancelable supplier orders or processing commitments.
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Engineering, programming, setup, and tooling costs already incurred.
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Reasonable handling, storage, and other directly attributable cancellation costs.
HSF shall make commercially reasonable efforts to mitigate avoidable cancellation expenses.
No automatic percentage-based cancellation penalty shall apply unless separately agreed in writing.
Cancellation does not relieve Customer of payment obligations incurred before termination.
14. Tooling, Programming, and Intellectual Property
Customer-provided drawings, designs, CAD models, and proprietary technical information remain the property of Customer or the applicable rights holder.
Unless otherwise agreed in writing, HSF retains ownership of its proprietary manufacturing methods, CNC programs, tooling methods, production processes, setup techniques, and independently developed manufacturing know-how.
Ownership of custom tooling, fixtures, or engineering deliverables separately purchased by Customer shall be identified in the quotation or other written agreement.
Each party shall protect the other's confidential information and use it solely for the authorized business purpose.
15. Export Controls and Confidentiality
Each party shall comply with applicable United States export-control laws and regulations, including ITAR and EAR, as applicable.
Customer shall identify controlled data and communicate necessary restrictions before transmission. HSF shall implement applicable access and handling controls for identified regulated technical data.
Neither party shall knowingly transfer controlled technical information in violation of applicable law.
16. Taxes, Freight, and Additional Charges
Unless included in the quotation, applicable sales or use taxes, shipping, insurance, special packaging, duties, and similar charges may be billed separately as permitted by the agreement and applicable law.
Any additional work or services outside the accepted quotation require written authorization and agreed pricing.
17. Force Majeure
Neither party shall be liable for delay or nonperformance, other than payment obligations already accrued, to the extent caused by events beyond that party's reasonable control, provided the affected party promptly notifies the other and uses commercially reasonable efforts to mitigate the effects.
If such an event materially prevents continued performance, the parties shall reasonably cooperate to determine appropriate schedule adjustments or termination terms consistent with applicable law.
18. Governing Law and Severability
These Terms shall be governed by the laws of the State of Colorado without regard to conflict-of-law principles.
Disputes shall be resolved in courts of competent jurisdiction located in Colorado unless otherwise agreed in writing.
If any provision is held unenforceable, the remaining provisions shall remain effective to the extent permitted by law.
END OF CUSTOMER QUOTATION TERMS & CONDITIONS
HOT SHOT FABRICATION
PURCHASE ORDER TERMS & CONDITIONS
Revision 1.0 | October 12, 2026
These Purchase Order Terms & Conditions ("Terms") apply to all purchases of materials, products, machining, fabrication, finishing, special processing, and services by Hot Shot Fabrication ("HSF" or "Buyer") from its vendors and subcontractors ("Supplier").
1. Purchase Order Acceptance
Acceptance of a Purchase Order ("PO") by written acknowledgment, commencement of performance, or shipment constitutes acceptance of these Terms to the extent permitted by applicable law. HSF expressly objects to any additional or conflicting Supplier terms unless expressly accepted in writing by an authorized HSF representative. Any negotiated master agreement signed by both parties shall take precedence as provided in that agreement.
2. Order of Precedence
If discrepancies occur among contractual documents, the following order of precedence applies, subject to mandatory applicable law:
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Mutually executed written amendments or agreements specifically governing the PO.
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The HSF PO, including expressly identified customer-specific requirements and mandatory flow-down clauses.
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These HSF Purchase Order Terms & Conditions.
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Referenced drawings, specifications, and technical documents, which control technical design, dimensions, material, workmanship, and acceptance requirements within their respective scope.
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Other documents expressly incorporated into the PO.
Supplier shall notify HSF of any conflict, ambiguity, missing revision, or inconsistent requirement before proceeding with affected work. HSF shall provide written clarification. No Supplier-generated interpretation may authorize a deviation from applicable technical or regulatory requirements.
3. Purchase Order Requirements
Supplier shall provide products and services strictly in accordance with the PO, including applicable:
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Part numbers, descriptions, quantities, materials, and delivery requirements.
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Drawing numbers, revision levels, specifications, and work instructions.
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Critical items, key characteristics, and special requirements.
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Material origin, traceability, certification, and testing requirements.
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Quality clauses, inspection requirements, and customer flow-downs.
Supplier shall promptly notify HSF of missing, unclear, or conflicting requirements before commencing affected work.
4. Pricing and Payment
PO pricing is firm unless otherwise specified. Additional charges, minimum fees, expedited fees, material surcharges, and price adjustments require advance written HSF approval.
Payment shall be made according to the terms specified on the PO following receipt of a correct invoice and conforming goods or services. Invoices shall reference the applicable PO number.
5. Quality Management System
Supplier shall maintain a documented quality management system appropriate to the products and services provided. ISO 9001 or AS9100 certification shall be required only when expressly specified on the PO or applicable customer requirements.
HSF reserves the right to request evidence of applicable certifications, processes, procedures, and quality controls. Supplier shall promptly notify HSF of any suspension, expiration, or loss of a certification required for the work.
6. Personnel Competence and Product Safety
Supplier shall ensure personnel performing work affecting product conformity are competent, appropriately trained, and qualified or certified where required.
Personnel shall understand:
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Their contribution to product and service conformity.
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Their contribution to product safety.
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The importance of ethical behavior.
Welding, nondestructive testing, special processing, inspection, and other qualification-controlled work shall be performed by qualified personnel when required by the PO or applicable specifications.
7. Manufacturing and Process Control
Supplier shall use the approved technical requirements, production methods, equipment, and inspection practices necessary to achieve conformity.
When required by the PO, Supplier shall obtain HSF approval of products, services, production methods, processes, equipment, and product release before proceeding.
Where design or development responsibility is expressly delegated to Supplier, Supplier shall establish and maintain applicable design and development controls and obtain required HSF approvals. No design authority is delegated merely by issuance of a PO.
8. Material Certification and Traceability
Supplier shall provide the certifications and records identified on the PO, including, as applicable:
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Material Test Reports or Mill Test Reports.
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Certificates of Conformance.
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Heat and lot identification and traceability.
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Chemical and mechanical test results.
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Special process certifications.
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Inspection and test reports.
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Country-of-origin or domestic material certifications.
Traceability shall be maintained through applicable manufacturing and subcontracting operations.
Domestic-source, specialty-metal, and DFARS requirements apply when identified on the PO, required by applicable law, or expressly flowed down by contract.
9. Approved Special Processes and Subcontractors
Where required by HSF or its customer, Supplier shall use designated or approved sources for special processes, including heat treatment, chemical conversion coating, anodizing, plating, welding, nondestructive testing, and similar services.
Supplier shall not substitute an approved processor or subcontractor without prior written HSF approval.
Supplier remains responsible for the conformity of work performed by all approved sub-tier providers.
10. Inspection, Testing, and Product Release
Supplier shall perform the inspections and tests necessary to demonstrate conformity to applicable requirements.
When specified on the PO, Supplier shall provide:
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First Article Inspection documentation.
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Dimensional inspection reports.
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Production process verification records.
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Functional or performance testing results.
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Statistical sampling and acceptance records.
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Test coupons, specimens, or other verification samples.
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Source inspection or pre-shipment approval.
Sampling methods or statistical acceptance techniques shall meet the applicable specifications or HSF's documented requirements.
HSF may require review or approval of specified certifications, inspections, methods, or release documentation before shipment.
11. Nonconforming Products and Corrective Action
Supplier shall immediately notify HSF upon discovering any suspected or confirmed nonconforming product, process, material, or service affecting an HSF order.
Supplier shall:
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Identify, segregate, and control affected items.
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Prevent unauthorized use or shipment.
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Provide affected part numbers, quantities, lot numbers, and a description of the nonconformance.
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Obtain written HSF authorization before applying any use-as-is, repair, or other disposition requiring approval.
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Implement corrective action and provide supporting documentation when requested.
HSF may reject nonconforming products and require correction, replacement, or refund at Supplier's expense, as permitted by the contract and applicable law. Supplier shall not charge HSF for unauthorized rework.
12. Counterfeit Part Prevention
Supplier shall maintain appropriate controls to prevent counterfeit, fraudulent, or suspect components and materials from entering the supply chain.
Supplier shall purchase from original manufacturers, authorized distributors, or other HSF-approved sources when required, maintain applicable traceability, and promptly report suspected counterfeit items.
Reclaimed, used, or substituted materials or components are prohibited unless expressly authorized by HSF in writing.
13. Changes to Processes, Materials, or Manufacturing Location
Supplier shall notify HSF and obtain written approval before implementing changes affecting applicable PO requirements, including changes to:
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Materials or specifications.
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Manufacturing or special processes.
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Approved equipment or production methods.
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Subcontractors or special-process sources.
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Manufacturing facility or geographic production location.
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Product configuration or approved design.
No change relieving Supplier of a contractual requirement shall be effective without written HSF authorization.
14. HSF-Initiated Changes and Customer Order Modifications
HSF may request changes to quantities, drawings, specifications, processes, delivery schedules, or other PO requirements through an authorized written change notice or revised PO.
Supplier shall acknowledge the proposed change and provide any resulting cost, schedule, inventory, or work-in-process impact before implementing it, unless HSF expressly directs otherwise.
Supplier shall promptly identify:
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Completed items.
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Work in process.
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Materials already purchased.
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Noncancelable commitments.
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Proposed disposition of affected materials or products.
Any price or schedule adjustment requires written agreement. Supplier shall take commercially reasonable steps to minimize costs associated with changed or canceled work.
Supplier shall not initiate additional affected work following a written stop-work instruction. HSF shall remain responsible only for otherwise recoverable, reasonable, substantiated costs and noncancelable commitments incurred before the effective stop-work or cancellation instruction, subject to the PO and applicable law.
15. Delivery and Shipping
Supplier shall meet delivery dates specified on the PO and immediately notify HSF of anticipated delays, shortages, or production interruptions.
Supplier shall not substitute products, split shipments where prohibited, or alter delivery arrangements without authorization.
Products shall be appropriately identified, protected, packaged, and shipped in accordance with PO and product preservation requirements.
HSF may cancel unperformed portions of an order for material delivery failure, subject to applicable law and written contractual commitments.
16. Verification, Audit, and Right of Access
HSF, its customers, and applicable regulatory authorities shall have reasonable access, consistent with applicable security and export-control restrictions, to relevant facilities, processes, products, and documented information at any level of the supply chain.
Such access may include quality audits, source inspections, manufacturing reviews, verification, validation, and review of applicable records.
Supplier shall flow down equivalent access provisions to relevant sub-tier providers.
Inspection, audit, verification, or approval by HSF or its customer does not relieve Supplier of its responsibility for conformity.
17. Records Retention and Disposition
Supplier shall retain applicable quality and manufacturing records for a minimum of ten (10) years following completion of the applicable order, or longer if required by the PO, customer contract, or applicable law.
Records shall remain legible, identifiable, retrievable, and protected against unauthorized alteration, loss, or destruction.
Before destroying or disposing of required records, Supplier shall notify HSF and obtain written authorization. Upon request, Supplier shall provide available records to HSF or its authorized representatives.
18. Supplier Performance Monitoring
HSF reserves the right to monitor supplier performance using measures including:
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Product and service quality.
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Nonconformance and corrective action history.
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On-time delivery.
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Responsiveness and communication.
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Compliance with PO requirements.
Performance may affect Supplier's status on HSF's approved supplier list and eligibility for future orders, consistent with applicable commitments.
19. Flow-Down Requirements
Supplier shall communicate all applicable PO, customer, technical, quality, regulatory, confidentiality, and product safety requirements to its relevant sub-tier providers.
Supplier is responsible for ensuring that applicable requirements are implemented throughout its supply chain.
Where FAR, DFARS, or other government-contract clauses apply, the specific applicable clauses or requirements shall be identified in the PO or accompanying flow-down documentation, except to the extent directly required by law.
20. Confidentiality, Technical Data, and Export Controls
All drawings, CAD models, specifications, programs, technical information, tooling, and other proprietary materials provided by HSF or its customers shall be treated as confidential and used only to fulfill the applicable PO.
Supplier shall comply with applicable ITAR, EAR, and other export-control requirements.
Where HSF identifies technical data as ITAR-controlled, Supplier shall restrict access to authorized U.S. persons unless disclosure to a foreign person is lawfully authorized and approved in writing by HSF. Supplier shall not transfer controlled data to an unauthorized person, foreign location, or cloud service.
Supplier shall use appropriate physical and electronic safeguards and promptly report suspected unauthorized access or disclosure.
21. Supplier Communication
Supplier shall identify an authorized primary contact responsible for PO acknowledgment, technical clarification, delivery updates, and quality notifications.
Contractual changes, deviation approvals, and required notifications shall be documented in writing through HSF's designated purchasing or quality representative.
22. HSF Property and Intellectual Property
Drawings, software, tooling, fixtures, equipment, and other property furnished by HSF or its customers remain the property of their respective owners.
Supplier shall protect, identify, and use such property only for authorized HSF work. Supplier shall not disclose, reproduce for unrelated purposes, or transfer it to others without written authorization.
23. Warranty and Remedies
Supplier warrants that delivered products and services conform to the agreed specifications, are free from defects in Supplier's materials and workmanship, and comply with applicable PO requirements.
Supplier shall be responsible for substantiated nonconformance attributable to its work. Available remedies may include repair, replacement, refund, and other recovery permitted under the PO and applicable law.
Receipt, inspection, or payment by HSF does not waive claims for latent defects or otherwise undiscovered nonconformances.
24. Governing Law and Severability
These Terms shall be governed by the laws of the State of Colorado without regard to conflict-of-law rules. Disputes shall be resolved by courts of competent jurisdiction in Colorado, unless the parties agree otherwise in writing.
If any provision is found unenforceable, the remaining provisions shall remain effective to the extent permitted by law.
END OF PURCHASE ORDER TERMS & CONDITIONS
