Wahl Clipper Corporation

Section 1

§1.0  Scope and Purpose

This Quality Agreement applies to all suppliers providing goods or services to Wahl Clipper Corporation’s Sterling, Illinois manufacturing facility. Suppliers serving other Wahl facilities should confirm applicable quality requirements with their Wahl Quality representative.

This agreement is provided to suppliers during the onboarding process and is incorporated by reference into Wahl’s Terms of Purchase (www.wahl.com/terms). It informs the supplier about Wahl Sterling’s quality assurance principles, the procedure for incoming inspection, general packaging and identification regulations, and the PPAP/sampling process for new product submission.

For parts or materials with special quality requirements, Wahl Sterling may issue a supplementary test plan or part-specific quality specification. Any such supplement takes precedence over this Agreement for the specific characteristic or attribute addressed, unless explicitly stated otherwise.

Section 2

§2.0  Quality Management System

The Supplier shall establish, implement, and maintain a documented quality system that demonstrates control over processes, materials, and outputs affecting the quality of goods delivered to Wahl Sterling. ISO 9001 is the recognized reference standard for quality management systems; suppliers are encouraged to align their systems to ISO 9001 principles and, where applicable, to pursue formal certification.

Formal ISO 9001 certification is not a universal requirement for all suppliers. Where a supplier holds current certification from an accredited body, copies of valid certificates shall be provided upon request. Suppliers shall notify Wahl Sterling of any suspension, expiration, or significant change to certification status within 5 business days of the change occurring.

Regardless of certification status, all suppliers are expected to demonstrate — through documentation, records, and process controls — that their quality system is capable of consistently meeting Wahl’s specifications and requirements.

Section 3

§3.0  Technical Documents

The released engineering drawing is the authoritative source of record for all dimensional tolerances, material requirements, finish specifications, and Critical to Function (CTF) characteristics. Requirements not expressed on a released, controlled drawing carry no inspection authority unless formally captured in a supplementary Quality-owned document as defined in §3.2. Verbal instruction, informal redlines, and supplier-originated interpretations do not constitute a specification and may not govern accept/reject decisions.

All technical documents — drawings, material specifications, test plans, work instructions, and packaging standards — are controlled and released by Wahl Engineering or Quality. Amendments to and deviations from controlled technical documents are not permitted without Wahl’s prior written approval.

§3.1 Critical to Function (CTF) Characteristics

Wahl Sterling identifies Critical to Function (CTF) characteristics on engineering drawings using designated callout notation. CTF characteristics are dimensions, tolerances, material properties, or attributes whose non-conformance would directly compromise the function, safety, or regulatory compliance of the finished product.

CTF designations must be present on the released engineering drawing before a PPAP submission will be accepted and before serial production may begin. A drawing that identifies a characteristic as functionally critical verbally or informally — but does not carry the CTF callout notation — is incomplete. PPAP submissions for parts with undesignated CTF characteristics will be rejected pending drawing update.

This is a joint responsibility:

CTF characteristics carry elevated controls throughout the quality system. See §4.0 Critical Characteristics Controls for PPAP, serial production, and traceability requirements that apply to every CTF-designated attribute.

§3.2 Quality-Owned Inspection Standards

Certain product attributes cannot be fully and unambiguously defined by dimensional tolerance on an engineering drawing — examples include cosmetic surface finish, color match, texture, edge condition, and assembly fit characteristics governed by feel or sound. For these attributes, relying on drawing notation alone creates inspection ambiguity and inconsistent results.

When an attribute of this type is part of Wahl Sterling’s acceptance criteria, Wahl Sterling Quality shall develop and maintain a documented Inspection Standard for that attribute. The Inspection Standard is the binding inspection reference for the characteristic it governs and supplements — but does not replace — the engineering drawing.

Each Wahl Sterling Inspection Standard must:

• Define the attribute being evaluated in specific, objectively observable terms — eliminating judgment calls that vary between inspectors
• Establish the inspection method, step sequence, and any physical reference samples, limit samples, or purpose-built gauges required to perform the evaluation
• Produce consistent accept/reject decisions when applied independently by different qualified inspectors — any attribute for which trained inspectors cannot achieve repeatable agreement is not acceptable as a finished standard and must be revised until repeatability is demonstrated
• Carry a document number, revision level, owner, and effective date under Wahl Sterling’s document control system
• Be reviewed and updated whenever the product design, process, or acceptance criteria change

Physical reference items — master samples, limit samples, or reference plaques — used within an Inspection Standard are maintained under the custody of Wahl Sterling Quality. Quality is responsible for their identification, controlled storage, and periodic revalidation to confirm they remain representative of the approved standard. Deteriorated or uncontrolled reference samples may not be used for inspection.

Where an Inspection Standard governs a CTF-designated attribute, the PPAP submission package must reference the applicable standard by document number and confirm that the supplier has received and acknowledged a copy. Where a conflict exists between the engineering drawing and an Inspection Standard, the Quality team must formally resolve and document the conflict before inspection of that attribute may proceed.

§3.3 Inspection Gauge Management

All gauges and measurement instruments used to make accept/reject determinations on Wahl Sterling product — whether operated by the supplier or by Wahl — must be maintained under a documented calibration program with defined inspection intervals.

Supplier-operated gauges: Calibration frequency and inspection criteria are established by the gauge manufacturer’s instruction documentation or by the gauge qualification record generated at PPAP. The supplier is responsible for maintaining calibration currency and retaining calibration records. An instrument with an expired calibration status renders any inspection results produced with it invalid for accept/reject disposition; affected lots must be re-inspected with a calibrated instrument before shipment. Gauges provided by Wahl Sterling for use at the supplier’s facility remain Wahl property, must be stored and handled per Wahl’s instructions, and must be returned in calibrated condition upon request.

Wahl Sterling-operated gauges: Wahl Sterling Quality maintains a gauge calibration register covering all instruments used in incoming inspection and in-process quality activities. Calibration intervals are set per the instrument manufacturer’s specification or the internal gauge qualification record, whichever is more stringent. Measurement capability baselines established through Gauge R&R at PPAP are the reference for ongoing gauge performance; any change to gauge setup, use method, or physical condition that could affect measurement uncertainty requires requalification before the gauge is returned to service.

A gauge with expired calibration, unresolved damage, or an open Gauge R&R finding may not be used for accept/reject inspection until the condition is resolved and documented by Wahl Sterling Quality.

Section 4

§4.0  Critical Characteristics Controls

CTF characteristics identified on Wahl engineering drawings are subject to the following elevated requirements at every stage of the supplier’s quality system:

§4.1 At PPAP / First Article

• CTF characteristics must be individually identified in the Process FMEA with a Severity rating reflective of their functional impact.
• The Control Plan must specify the inspection method, frequency, gauge, and acceptance criteria for every CTF characteristic. 100% inspection or a validated statistical sampling plan with documented rationale is required.
• A Measurement System Analysis (Gauge R&R) is required for every measuring instrument used to control a CTF characteristic. Gauge R&R must demonstrate acceptability (% Contribution ≤10% preferred; ≤30% conditional with justification).
• Process Capability studies for CTF characteristics must demonstrate the minimum Cpk values below.

The PPAP submission package must explicitly identify all CTF characteristics present in the part and confirm that each has been addressed in the PFMEA, Control Plan, Measurement System Analysis, and Capability Study. The Part Submission Warrant (PSW) shall not be approved by Wahl Sterling Quality if any CTF characteristic is absent from these documents or if Cpk / Ppk results are below the required threshold. The supplier must resolve deficiencies and resubmit before serial production release.

§4.2 During Serial Production

• CTF characteristics must be monitored using Statistical Process Control (SPC) or equivalent documented process controls throughout the production run.
• Any exceedance of a CTF control limit — even if the part is still within drawing tolerance — must be reported to Wahl Sterling Quality immediately. The supplier must contain production and submit a root cause response within 2 business days.
• Parts with a CTF characteristic out of tolerance may not be shipped under any circumstance without a written deviation approved by Wahl Sterling Quality and Engineering.

§4.3 Traceability

All production lots containing CTF-designated characteristics must be traceable to specific production dates, shifts, tooling, and material lots. Records must be retained per §13.0 Records Retention.

Section 5

§5.0  Change Management

Engineering changes to Wahl-designed parts require written approval from the Wahl Engineering or Quality team. A Wahl Buyer or Sourcing representative may acknowledge a change for commercial coordination purposes but does not constitute engineering approval. The supplier must receive written confirmation from Wahl Quality or Engineering before implementing any change.

Changes to the supplier’s own designs that affect form, fit, function, material composition, manufacturing process, or sub-supplier source shall require the written approval of Wahl Sterling prior to introduction. Suppliers are responsible for identifying changes that meet these criteria and proactively submitting them for review before implementation.

After an approved change has been made, a note to the Wahl Sterling incoming inspection department shall be enclosed with the first delivery of the goods stating: “Delivery in accordance with change dated [date].”

Suppliers must communicate any additional costs or delivery date impacts resulting from a drawing change to their Wahl Buyer in writing within 5 business days of receiving written change approval, and prior to shipment of the affected parts. The notification must identify: the drawing revision that triggered the change; the cost or schedule impact; and proposed resolution. Shipment of changed parts without prior written communication of impacts constitutes acceptance of no change to cost or delivery terms.

Section 6

§6.0  Quality Assurance Responsibilities

Quality assurance is a joint task of the supplier and Wahl Sterling.

During and after manufacturing, the Supplier shall:

• Perform incoming inspection of its own deliveries
• Conduct systematic in-process inspection
• Perform complete dispatch inspection
• Ensure process capability to guarantee only conforming deliveries are shipped
• Record test criteria per the approved Control Plan

Section 7

§7.0  Defects Discovered by the Supplier

Any deviations from the order and the technical documents shall be reported to the Wahl Buyer and the Wahl Sterling Quality team. The report must include:

• The quantity of products affected
• The nature of and reason for the nonconformance
• Actions planned or already taken to rectify the defect and prevent recurrence
• The effects on the delivery date

The supplier must send samples of the affected product. Wahl Sterling will communicate its disposition decision within 5 business days of receiving the supplier’s written notification and required sample parts. For time-sensitive production situations, suppliers should contact their Wahl Buyer directly to expedite the disposition review.

If the nonconformance is approved as a deviation, the supplier must identify the affected products and enclose a nonconformance report referencing Wahl Sterling’s approval with the shipment.

Section 8

§8.0  Sampling / Production Part Approval Process (PPAP)

The Sampling / PPAP process defined in this section is the authoritative source for all new product submissions by suppliers to Wahl Sterling. The Supplier Handbook references this section for PPAP requirements. Questions about PPAP should be directed to the Wahl Sterling Quality team.

Before the start of the first series delivery of a part, a sampling package and sample parts shall be submitted to Wahl Sterling’s incoming inspection department for assessment. The sampling package is a series of documents that require formal certification and sign-off by the supplier and approval and sign-off by Wahl Sterling.

The form that summarizes this package is called the Part Submission Warrant (PSW). The supplier-responsible person (typically the Quality Engineer or Quality Manager) certifies the package is complete. The customer-responsible person (Wahl Sterling Quality Engineer or Manager) approves it.

§8.1 Required PPAP Submission Package

The PPAP submission package must contain the following documents. All CTF characteristics must be explicitly identified and addressed in each applicable document:

1. Design Records — Copy of the released engineering drawing. If Wahl is responsible for design, supplier must confirm a Wahl drawing was received with the Purchase Order. If supplier is responsible for design, this is a drawing released in the supplier’s release system.
2. Authorized Engineering Change Documents — A document showing a detailed description of any engineering change. May be an Engineering Change Notice, customer PO, or other engineering authorization.
3. Process Flow Diagram — Copy of the Process Flow indicating all steps and sequence in the fabrication process, including incoming components.
4. Process FMEA (PFMEA) — Copy of the Process Failure Mode and Effect Analysis, reviewed and signed off by supplier and customer. Follows the Process Flow steps. CTF characteristics must be individually identified with appropriate Severity ratings.
5. Control Plan / In-Process Control — Follows the Flowchart/PFMEA steps. Specifies how potential issues are checked in incoming quality, assembly process, and finished product inspection. Must specify inspection method, frequency, and gauge for all CTF characteristics.
6. Measurement System Analysis (MSA/Gauge R&R) — Gauge R&R for critical and high-impact characteristics confirming gauges are calibrated and capable. Required for all instruments controlling CTF characteristics (% Contribution ≤10% preferred).
7. Dimensional Results — List of every dimension noted on the ballooned drawing, showing: characteristic, specification, measurement result, and pass/fail assessment.
8. Records of Material / Performance Tests — Summary of every test performed on the part. Includes material certifications (steel, plastics, plating, etc.) as specified on the print.
9. Initial Process Studies — Statistical Process Control charts for critical characteristics. Demonstrates stable variability running near nominal. CTF characteristics: Cpk ≥ 1.67 required. Standard characteristics: Cpk ≥ 1.33 required.
10. Appearance Approval Report (AAR) — Copy of the AAI form signed by the customer. Applicable for components affecting appearance only.
11. Master Sample — Sample signed off by customer and supplier, used to train operators on subjective inspections (visual, noise, etc.).
12. Part Submission Warrant (PSW) — Form summarizing the whole sampling package. Shows reason for submission and the level of documents submitted. If any deviations exist, the supplier must note them on the PSW or inform Wahl that PPAP cannot be submitted.

§8.2 PPAP Submission Cases

Section 9

§9.0  Incoming Inspection

Wahl Sterling uses risk-based incoming inspection sampling. Specific sampling plans and inspection levels are determined by Wahl Quality based on supplier history, product risk, and applicable standards. Wahl’s incoming inspection does not relieve the supplier of responsibility for the quality of delivered product.

Series deliveries may not be made until initial sample parts have been released. Decisions on acceptance or rejection of series deliveries are made based on sampling checks per Wahl Sterling Quality procedures.

Section 10

§10.0  Defects Detected by Wahl Sterling

Upon discovery of a nonconforming product, the Wahl Sterling Quality team will issue a quality notice to the supplier. The Wahl Sterling Quality team will coordinate disposition decisions:

• Use as-is under approved deviation
• Return to supplier
• Replacement by supplier
• Rework at Wahl Sterling at supplier’s expense
• Scrap at Wahl Sterling at supplier’s expense

If the nonconforming part may be used after rework at Wahl Sterling, the supplier shall reimburse rework costs at Wahl Sterling’s current published rate.

Any costs incurred from nonconforming products and/or increased inspection work arising from recurring quality defects shall be covered by the supplier.

Repeated or unresolved quality failures will be escalated to Wahl Sterling Sourcing and may affect the supplier’s status, scorecard rating, and continued business relationship per the SRC-005 — Supplier Performance Guide.

Section 11

§11.0  Packaging, Surface Protection, and Identification

The Supplier shall ensure that all products are packaged to prevent damage, corrosion, and contamination during transit and storage. Packaging must be dry, clean, and appropriate for the material being shipped.

Each pallet and packaging unit must be externally identified with a label (minimum DIN A5 size) specifying:

Detailed physical packaging and labeling specifications (pallet configuration, carton marking, barcode formats, and shipment preparation) are defined in the Supplier Handbook §5.0 Supplier Shipping Instructions and §3.8 Direct Import and Drop Ship Orders.

Section 12

§12.0  Manufacturing Scrap Rate

The Supplier shall manage manufacturing scrap in accordance with industry-standard quality expectations for the applicable commodity. Wahl Sterling applies commodity-specific acceptance rates based on process capability standards, typically reflecting ≥99.7% conformance (approximately 3-sigma process performance). Specific acceptance thresholds for individual parts or material types may be established in supplementary quality specifications or test plans.

Where Wahl-supplied material is used in the manufacturing process, the Supplier must report material usage and scrap to the Wahl Sterling Quality or Sourcing team on a frequency agreed at time of contract. Scrap rates exceeding the agreed threshold must be reported immediately with a root cause analysis.

Ongoing scrap and quality performance are managed through the Wahl Supplier Performance Rating system. Suppliers performing below established thresholds will be subject to formal corrective action and scorecard impact.

Section 13

§13.0  Nonconforming Product and Corrective Action

The Supplier shall immediately notify the Wahl Sterling Quality team of any actual or suspected nonconforming product. Nonconforming product notifications and corrective action submittals are directed to the Wahl Sterling Quality team. Contact information will be provided at the time of onboarding and updated as personnel changes occur.

The Supplier shall contain nonconforming product and prevent further shipment pending disposition by Wahl Sterling.

Corrective actions shall be submitted using a structured methodology (8D or DMAIC). Wahl Sterling will provide the required corrective action form at time of notification. Suppliers may use their own 8D or DMAIC documentation if it captures equivalent information; confirm format acceptability with the Wahl Sterling Quality team.

The following response timelines apply from the time of initial nonconformance notification:

• Immediate (same business day): Notify Wahl Sterling Quality of the nonconformance. Stop shipment of suspect product.
• Within 24 hours: Implement initial containment action and confirm status to Wahl Sterling Quality.
• Within 2 business days: Submit preliminary root cause assessment and interim corrective action plan.
• Within 10 business days: Submit full 8D or DMAIC corrective action report, including verified root cause and permanent corrective actions with owners and due dates.
• Within 30 business days: Provide evidence of corrective action implementation and initial effectiveness data. Wahl Sterling may request follow-up verification at 60 or 90 days for critical or repeat nonconformances.

Timelines may be adjusted by mutual agreement for complex root cause investigations. Any timeline extension must be requested in writing and approved by the Wahl Sterling Quality team prior to the original due date.

The Supplier shall bear all costs associated with nonconformance, including rework, scrap, sorting, and logistics, unless otherwise agreed.

Section 14

§14.0  Audits and Right of Access

Wahl Sterling reserves the right to conduct:

• Quality system audits
• Process audits
• Product audits

Audits will be scheduled with a minimum of 5 business days’ advance notice under normal circumstances. In the case of serious quality events, regulatory risk, or repeat escapes, Wahl Sterling reserves the right to conduct an audit with less notice or without advance notice. The Supplier shall provide access to relevant facilities, processes, and records and cooperate fully with audit activities.

Audit findings shall be responded to within 30 business days of receiving the formal audit report, unless a shorter timeline is specified in the report for critical findings. The response must include: acknowledgment of each finding, root cause where applicable, and a corrective action plan with owners and target completion dates. Any finding classified as a major nonconformance requires a full 8D or DMAIC response on the same timeline as an NCR corrective action (see §13.0).

Section 15

§15.0  Continuous Improvement

The Supplier is expected to actively pursue continuous improvement across quality, delivery, and cost. Continuous improvement is not a passive expectation — it is a condition of the ongoing supplier relationship.

Specific expectations include:

• Reduction of defects and process variation over time, tracked against baseline PPM established at PPAP or at the start of the supplier relationship
• Process capability improvement for CTF characteristics toward Cpk ≥ 2.0 as a long-term target
• Proactive communication of improvement initiatives, including process, tooling, or material changes that could benefit quality — not only changes that require approval
• Annual submission of a supplier self-assessment or quality improvement plan upon Wahl Sterling request, summarizing performance against the prior year and identifying focus areas for the coming period

Wahl Sterling may request structured improvement plans based on scorecard performance, recurring defect types, or significant escape events.

Improvement plans must include: root cause analysis, corrective actions with owners and due dates, and measurable targets.

Section 16

§16.0  Records Retention

Records include, but are not limited to:

• Inspection and test results
• Calibration records
• Training records
• Corrective action reports
• PPAP documentation
• Material certifications