Supplier & Vendor Terms

OrbitExSpace Inc. ("OrbitExSpace", "we", "us") works with a select group of suppliers and vendors who provide components, materials, services, or expertise that support our engineering work. This page sets out the baseline terms and expectations that apply to suppliers and vendors engaging with OrbitExSpace. A separate written agreement will govern each engagement and may include additional or different terms.

Suppliers are engaged through a defined onboarding process that includes identification of the supplier, confirmation of applicable quality and certifications, export-control screening of the goods or services, and a written agreement that sets out the scope, pricing, delivery, quality requirements, and allocated risk. We do not begin work with a supplier until the required steps are complete.

Suppliers must deliver goods and services that meet the specifications, drawings, standards, and quality requirements set out in the applicable purchase order or agreement. Suppliers must maintain a quality management system appropriate to the goods or services provided, maintain traceability of materials and processes, and promptly report nonconformances.

We reserve the right to audit supplier quality systems and to reject goods that do not conform. Flow-down of applicable requirements to sub-tier suppliers is the supplier's responsibility.

Suppliers must comply with all applicable export control laws, including the U.S. Export Administration Regulations (EAR) and the International Traffic in Arms Regulations (ITAR), where applicable. Goods, software, or technical data that are controlled may not be transferred, exported, or re-exported without authorization. Suppliers must cooperate with OrbitExSpace in obtaining any required authorizations and must screen their own personnel for eligibility to access controlled items.

Suppliers must conduct their business ethically and in compliance with applicable law. This includes: prohibiting bribery and corruption in any form; not using forced, child, or trafficked labor; respecting the human rights and dignity of workers; complying with environmental laws; and maintaining a safe workplace. Suppliers must flow these expectations to their own suppliers where relevant.

Information shared by OrbitExSpace with a supplier — including designs, specifications, technical data, and business information — is confidential and may be used only to perform the agreement. Suppliers must protect such information with at least the same care they apply to their own confidential information and must not disclose it to third parties without our prior written consent. Intellectual property developed in the course of an engagement is governed by the written agreement.

Suppliers must maintain insurance coverage appropriate to the goods or services provided, including commercial general liability and, where applicable, product liability, professional liability, and workers' compensation. Suppliers indemnify OrbitExSpace for losses arising from their breach of the agreement, defective goods or services, or infringement of third-party intellectual property, as set out in the applicable agreement.

Suppliers must maintain records sufficient to demonstrate compliance with the agreement, including quality records, export-control records, and records of flow-down to sub-tier suppliers. We may audit these records on reasonable notice during the term and for a period thereafter.

We may terminate a supplier engagement for convenience or for cause as set out in the applicable agreement. On termination, suppliers must return or destroy OrbitExSpace confidential information and complete or transition any work-in-progress as directed.

OrbitExSpace Inc.
Los Angeles, California
procurement@orbitexspace.com