The Seller is required to comply with the Buyer’s Supplier Code of Conduct, as published here and updated from time to time.
This Code sets out the standard of ethical conduct, values and principles the Buyer requires. The Seller is to adhere to it when dealing respectively with employees, agents, suppliers, other third parties and customers on the Buyer’s behalf.
The Buyer is entitled to request the necessary data and information from the Seller for implementing this Code and for ensuring its own due diligence at any time. This includes, but is not limited to, requesting the Seller to complete a self-assessment or disclose relevant policies or procedures. The Buyer reserves the right to verify compliance of the Seller with this Code. Especially, it may regularly, at least two times per calendar year without reason, and additionally in case of incidents, conduct on-site audits itself and/or order third party audits during the regular opening hours of the Seller. The audits will be announced upfront within a reasonable period of time. In case of an incident or alleged breach of this Code, under consideration of the severity of the violation, the audit may be made without prior announcement. Also, if the requested data and information is only available at sub-supplier level, the Buyer is entitled to influence the Seller to request the relevant data from the sub-supplier. The Seller should review both its own operations and the operations of supply chain partners to verify and ensure compliance with this Code.
The Seller is obliged to immediately report to the Buyer any suspected violations of this Code both within its own business and within the business activities of its supply chain. The Buyer is allowed to request additional information related to the incident. The notification must be made in compliance with the legitimate interests of the Seller or its sub-supplier as well as in consideration of the rights of its workers, notably data privacy and the protection of trade secrets. The Seller must work closely with the Buyer to gain sufficient information and understand the situation.
In case of a violation, the Seller must cooperate with the Buyer and follow the process defined by the Buyer to prevent, end or, if preventing or ending are not immediately possible because of the underlying root causes beyond the reasonable control of the Seller, mitigate the violation as soon as possible.
In cases of severe or repeated breaches of the requirements that the Seller does not sufficiently address, the Buyer reserves the right to suspend or terminate the business relationship and any agreements with the Seller. The degree of fault of the Seller is taken into account. Before termination, the Buyer will inform the Seller of its intention and will give the Seller a reasonable period of time to remedy or, if not possible in a reasonable period of time, to minimise the breach of the requirements. If the violation occurs because of intent or serious negligence of the Seller and the Buyer, under consideration of all circumstances, cannot reasonably be expected to continue the business relationship, it can terminate the business relationship without prior notice.