General Quality Agreement - Customer Specific Requirements

1 [Legal entity Supplier], [Place of Registration/ Headquarter]. [VAT Number/ Registration Number]. [Country]. [Legal entity of Continental Corporation]. [Place of Registration/ Headquarter]. [Country]. General Quality Agreement Table of Contents Page 1 Introduction 3. Definitions 3. Parties to this Agreement 3. Scope 3. Background / Area of Application 4. Validity 4. 2 General System Requirements 5. Management System Requirements 5. SupplyOn usage 5. Sub-Supplier Control 5. Audits 5. Supplier Performance Indicators and Rating 6. Escalation Process 7. Record Retention / Archiving Period 8. Design for environment 8.

2 Contingency plans 8. 3 Advanced Quality Planning 9. Feasibility Commitment, Supplier Component Review (SCR) 9. Advanced Product Quality Planning (APQP) 9. Engineering Prototype Sample Submissions 9. FMEA 9. Measurement System Analysis (MSA) 10. Special Characteristics 10. Qualification 11. Manufacturing Process Review 11. Production Part Approval Process (PPAP) 11. Product and Process Release Information 12. 4 Ramp up Process 13. Pre-Production and Sample Part Requirements 13. Safe Launch Concept 13. 5 Serial Production 14. Deviation Approval for Product or Process Deviations 14. Process Capability and Control 14.

3 Annual Re-Qualification 15. Certificates of Conformance 15. Problem Solving Methods 15. Non Conforming Components / Corrective Actions 16. Changes to Approved Products and Processes (PCN) 16. Identification and traceability 16. Incoming Inspection 17. Shelf-Life 17. 6 Reference 18. 7 Reference to ISO/TS 16949 19. 8 Abbreviations 20. 9 Record of Changes 21. Designation General Quality Agreement Rev. B. Document key Pages A2C00053611 AAAB 2 of 22. General Quality Agreement 1. Introduction Definitions Party or Parties shall mean individually or collectively Continental and/or Supplier, or any Participating Related Company/Companies individually or as contracting parties to an Agreement concluded pursuant to this GQA, as the case may be.

4 Parties to this Agreement This GQA shall apply to the Parties including the Participating Related Companies of the Parties. Related Companies shall mean any company which, through ownership of voting stock or otherwise, directly or indirectly, is controlled by, under the common control with, or in control of a Party hereto, the term "control" meaning the ownership of more than 50 % of such company's voting rights. Related Companies may accede to, become bound by, and avail themselves of the rights and remedies of this GQA by signing or otherwise entering an Individual Agreement . Such Participating Related Company shall then be bound mutatis mutandis as Continental and Supplier by the terms and conditions of this GQA as having entered into the GQA by itself.

5 For the avoidance of doubt, a Participating Related Company will not become jointly and severally liable for the obligations of any other Party or Participating Related Company. Scope The purpose of this document is to communicate Continental Requirements with respect to the Quality and environmental management system of those companies that supply production goods and/or services to Continental. It is the Suppliers' obligation to ensure that all Quality rules set out in this Agreement are transmitted, implemented and committed to by the members of Supplier's sub-supplier panel. Continental expects zero defects for every quoted contract-product and a commitment from our Suppliers to implement appropriate systems and controls to ensure the 100% on-time delivery of conforming, defect free products.

6 Designation General Quality Agreement Rev. B. Document key Pages A2C00053611 AAAB 3 of 22. General Quality Agreement Background / Area of Application Continental Supplier Quality and Environmental System Requirements are based upon the latest edition of ISO/TS 16949 Quality System Requirements and ISO 14001 Environmental System Requirements . Although this does not alter or reduce any other Requirements of the contract, it is intended to provide a concise understanding of our Quality and environmental expectations. By signing this GQA the Supplier hereby acknowledges that this GQA applies to all components and services supplied by him to any Continental location world-wide.

7 Validity As of the Effective Date this GQA embodies all the terms and conditions of the contract between the Parties with respect to the subject matter hereof and supersedes and cancels all previous agreements and understandings. There are no verbal statements which have not been embodied herein. Relevant incorporated documents (see Annex 1) shall become applicable with signature of the GQA. New or revised incorporated documents will be provided via the SupplyOn service Document Manager . They become valid if there is no objection received in writing within a three month period from the facility for taking notice of the documents.

8 In case of conflicting rules between the rules of this Agreement and any other Agreement /. document, the order of precedence of the documents is as follows: 1. Strategic Supplier Contract 2. Component specification / drawing 3. General Quality Agreement (GQA). (i) Category Quality Requirements (ii) Quality Process Requirements (iii) Continental General Specifications 4. Sourcing Agreement 5. Purchase Order Deviations from the order of precedence are possible if the Parties expressly agree to deviate in individual agreements and reflect that Agreement by adding the following wording to each provision: The following provision shall apply in expressed deviation to Chapter of the.

9 Designation General Quality Agreement Rev. B. Document key Pages A2C00053611 AAAB 4 of 22. General Quality Agreement 2. General System Requirements Management System Requirements Present and potential suppliers to Continental must operate within a comprehensive Quality system. Suppliers shall provide written confirmation and objective evidence of third party certification to an active version of ISO/TS 16949. Suppliers who are not ISO/TS 16949 (latest issue) certified must have a working plan to become compliant to ISO/TS 16949 available for review, unless the supplier has an approved exemption from Continental waiving such a plan.

10 Suppliers are required to install environmental systems in their facilities that are compliant to ISO. 14001. Suppliers who are not certified must have a working plan to become compliant to ISO 14001. available for review, unless the supplier has an approved exemption from Continental waiving such a plan. Certified suppliers must record their initial and renewal certifications in the Business Directory of the SupplyOn Platform within 10 days of receiving the certificate from their registrar. SupplyOn usage Supplier shall register to SupplyOn and actively use the following services: Sourcing, Document Manager, Performance Monitor, Project Management, Problem Solver.