CoC
Code of conduct for Suppliers
1. Introduction (in particular the principles and validity of the Code of Conduct), rights and obligations
For us, f-tronic GmbH (hereinafter also referred to as "we", "us", "our" or "f-tronic"), acting ethically and responsibly is an important part of our business strategy. We align our own business activities with the concept of sustainability and place the highest value on acting in an ecologically and socially responsible manner. We feel a moral obligation to do so, particularly towards society and our environment, and remain firmly convinced that our commitment to these values and principles is also an integral part of our business success. We therefore not only expect such responsible behavior from our employees, but we have also integrated these principles into our procurement procedures and expect our suppliers to conduct their business in an environmentally and socially responsible manner.
Where this Code of Conduct uses only the masculine form to designate persons for reasons of better readability, this abbreviated designation is to be regarded as neutral and gender-neutral.
This Code of Conduct is based on national legal regulations such as the German Supply Chain Due Diligence Act (“LkSG”) and internationally recognized conventions or documents such as the United Nations Universal Declaration of Human Rights (UDHR), the conventions and guidelines of the United Nations (e.g. the International Covenant on Economic, Social and Cultural Rights (ICESCR) and the International Covenant on Civil and Political Rights (ICCPR), Social and Cultural Rights (ICESCR) and the International Covenant on Civil and Political Rights (ICCPR), the "Children's Rights and Business Conduct" principles jointly developed by UNICEF, the UN Global Compact and Save the Children, the conventions and guidelines of the Organization for Economic Cooperation and Development (OECD) and the core labor standards of the International Labor Organization (ILO).
The contracting parties to this Code of Conduct for Suppliers agree that the following provisions shall apply to their future business relationships as an essential obligation and minimum requirement. The contracting parties agree that the provisions contained in this Code of Conduct shall apply to all future deliveries by the supplier to f-tronic GmbH and that they shall apply in addition to the other contractual provisions (e.g. the provisions of a supply contract) that are applicable in connection with the respective delivery. The supplier is obliged to comply with the provisions of this Code of Conduct. The provisions of this Code of Conduct are not to be understood as exhaustive and they neither apply instead of the relevant statutory provisions nor do they affect their validity. In particular, the legal obligations of the supplier and our legal rights due to a breach by the supplier of its obligations arising from this Code of Conduct and/or the statutory provisions shall not be affected by the provisions of this Code of Conduct. The supplier is furthermore obliged to endeavor to oblige its own suppliers to comply with the principles and requirements of this Code of Conduct by means of appropriate agreements. If the supplier has its own code of conduct and insofar as its regulations correspond in content to the principles and requirements of this Code of Conduct, the supplier may also fulfill its aforementioned obligation by endeavoring to oblige its suppliers to comply with its own code of conduct.
In the event that the supplier breaches its obligations under this Code of Conduct, we reserve our rights arising from this breach. In particular, a breach by the supplier of its obligations under this Code of Conduct may constitute a reason for us to temporarily suspend the performance of individual or all contracts concluded with the supplier (e.g. supply contracts) that have not yet been fully performed until the breach has been remedied, or even to terminate them as a last resort. Without prejudice to our further legal or contractual rights and unaffected by the provisions in Section 3 of this Code of Conduct, the following therefore applies: If the Supplier breaches its existing obligations under this Code of Conduct, we shall have the right to suspend the performance of any contract entered into with the Supplier until the breach has been remedied. Furthermore, in the aforementioned case, we are entitled, at our discretion, to terminate a contract concluded with the supplier without notice or to declare our withdrawal from such a contract, which in both cases presupposes that the supplier has been given a reasonable period of time to remedy the breach and that this period has expired without success. However, there is no need to set a deadline if the breach is serious, repeated or persistent. The supplier shall indemnify us against claims by third parties arising from a breach of its obligations under this Code of Conduct. This shall not apply if the supplier is not responsible for the breach of duty.
This contract shall become effective upon signature by both contracting parties.
2. Requirements for Suppliers of f-tronic
2.1 Social responsibility
2.1.1 Prohibition of child labor
Child labor is strictly prohibited and may not be used or supported in any way. The supplier is obliged to comply with the provisions of the core labor standards of the International Labor Organization (ILO) on the minimum age for admission to employment (ILO Convention No. 138) and on the prohibition and elimination of the worst forms of child labor (ILO Convention No. 182). The minimum age for admission to employment must therefore not be below the age at which compulsory schooling ends according to the law of the place of employment. However, under no circumstances may the age of employment be less than 15 years, unless one of the exceptions recognized by the International Labour Organization (ILO) applies (see Article 2 (4), Articles 4 to 8 of ILO Convention No. 138) and the law of the place of employment also provides for this exception. Persons under the age of 18 may not carry out activities that are prohibited under Article 3 of ILO Convention No. 182, which includes in particular work that is harmful to the health, safety or morals of children. If the applicable local law of the place of employment provides for stricter provisions regarding child labor, these stricter provisions shall take precedence. If the supplier discovers a breach of the above obligations in this clause 2.1.1, it must take remedial action and document the measures taken.
2.1.2 Exclusion of forced labor and slavery
No forced or slave labor may be used. Any such comparable work is also prohibited. For example, no work may be performed as a result of debt bondage or human trafficking. All work must be voluntary. Employees must be able to terminate the work or their employment relationship at any time subject to the applicable contractual or statutory notice period. Employees must not be subjected to unacceptable treatment, such as psychological hardship or economic or sexual exploitation or humiliation.
2.1.3 Occupational health and safety (health and safety in the workplace)
A safe and healthy working environment is the responsibility of the supplier. The supplier must take effective preventive measures against accidents at work and work-related health hazards by setting up and applying a health and safety management system appropriate for its company (in particular for its risk propensity). In order to avoid accidents at work and work-related health hazards, the supplier must in particular ensure that employees receive sufficient training and instruction. Sufficient drinking water and sanitary facilities must be made available to employees or they must be granted access to them. Furthermore, the supplier must ensure that the working environment offers sufficient lighting and ventilation as well as an appropriate room temperature.
2.1.4 Freedom of association and the right to collective bargaining
The Supplier shall respect the right of its employees to form and join employee representative bodies, to engage in collective bargaining and to exercise the right to strike, including the right not to do so. Employees must be able to exercise their aforementioned rights without fear of any associated disadvantage. They must not be discriminated against or subject to retaliation for exercising any of the aforementioned rights. Employee representatives must not be unlawfully denied access to other employees. If there are restrictions on the aforementioned rights, for example due to the applicable law, the supplier must endeavor to find alternative ways of interacting with its employees in order to clarify issues relating to working conditions.
2.1.5 Non-discrimination
Any form of discrimination against employees is prohibited. In particular, unequal treatment on the basis of national or ethnic origin, skin color, social background, health status, disability, sexual orientation, pregnancy, age, gender, political opinion, religion or belief is prohibited, unless it is justified by the requirements of the employment. In particular, unequal treatment is deemed to exist if unequal pay is paid for work of equal value. In particular, there must be no unequal treatment in the recruitment or promotion of employees or their further training. The dignity and personal rights of each individual must be respected.
2.1.6 Fair working conditions: Fair pay and working hours
Employees must be informed in a comprehensible and regular manner and in the form prescribed by law, but at least in text form, about what their remuneration consists of. Employees must be paid an appropriate wage. The remuneration must at least comply with the provisions of the applicable laws (in particular the applicable statutory minimum wage) and comply with the usual minimum standards of the industry concerned, whereby the higher amount is decisive. If the applicable law does not specify a statutory minimum wage, the amount of the wage must be determined in such a way that the wage meets the basic requirements specified in the International Labor Organization (ILO) Convention on the Determination of Minimum Wages (ILO Convention No. 131). The statutory social benefits must be granted. Unless otherwise stipulated by applicable law, deductions from wages as a disciplinary measure are not permitted.
Working hours must always comply with the relevant statutory provisions. In the case of industry standards that go beyond this, these stricter requirements must be complied with as a matter of priority. The supplier is obliged to take measures to prevent excessive physical and mental fatigue and must in particular maintain a suitable work organization with regard to working hours and rest breaks.
2.1.7 Prohibition of harmful soil change, water pollution, air pollution, harmful noise emissions or excessive water consumption
The supplier undertakes to comply with the prohibition of causing harmful soil change, water pollution, air pollution, harmful noise emissions or excessive water consumption which are likely to (i.) significantly impair the natural basis for the preservation and production of food, (ii.) deny a person access to safe drinking water, (iii.) impede or destroy a person's access to sanitary facilities or (iv.) harm a person's health.
2.1.8 Prohibition of forced eviction and deprivation of land, forests and waters
The Supplier undertakes to respect international, national, local and traditional rights, in particular the rights of indigenous communities, to land, forests and waters. The Supplier undertakes to comply with the prohibition of unlawful eviction and the prohibition of unlawful deprivation of land, forests and waters if the Supplier acquires, cultivates or otherwise uses land, forests or waters whose use secures the livelihood of a person.
2.1.9 Use of private and public security forces; prohibition of torture
The Supplier undertakes to comply with the prohibition of commissioning or using private or public security forces for the protection of the business project if, due to a lack of instruction or control on the part of the Supplier, (i.) the prohibition of torture and cruel, inhuman or degrading treatment is disregarded when deploying the security forces, (ii.) life or limb is injured or (iii.) freedom of association and union is impaired.
2.2 Ecological responsibility
The Supplier is encouraged to set up and apply an environmental management system, if one does not already exist, e.g. in accordance with the Eco-Management and Audit Scheme (so-called EMAS Regulation, Regulation (EC) No. 1221/2009) or ISO 14001:2015. The Supplier undertakes to comply with all relevant laws and regulations on environmental protection (including international conventions relating to environmental standards). In particular, it shall comply with the relevant provisions with regard to persistent organic pollutants and hazardous waste and substances. Furthermore, the Supplier shall comply with the following regulations. This also applies to the extent that the following regulations go further than the applicable statutory provisions.
2.2.1 Responsible handling of waste and hazardous substances
The supplier must avoid hazards and pollution of the environment due to its waste as far as possible or continuously work towards minimizing them. In order to achieve this, he shall proceed in a planned and consistent manner. The Supplier shall identify the waste and handle, transport, store, reuse or recycle it where possible or otherwise dispose of it safely and in accordance with the relevant regulations. This also applies in particular to chemicals or other substances that could be released and, if released, are likely to endanger the environment.
2.2.2 Responsible management of air emissions, noise emissions, greenhouse gas emissions and waste water
The supplier shall avoid negative effects on the environment due to air emissions, noise emissions, greenhouse gas emissions and waste water (including waste water from sanitary facilities) resulting from the operation (e.g. from the production processes) as far as possible or continuously work towards minimizing them. The Supplier shall manage air and noise emissions, greenhouse gases and waste water in a safe manner and in accordance with the relevant regulations. If treatment is required, the supplier shall treat the aforementioned emissions and waste water in accordance with the relevant regulations. Disposal or discharge of the aforementioned emissions or waste water must also be carried out safely and in accordance with the relevant regulations.
2.2.3 Efficient resource and energy consumption
The supplier must not only avoid or continuously minimize the generation of waste resulting from operations (see section 2.2.1.) and air emissions, noise emissions, greenhouse gas emissions and waste water (see section 2.2.2.) as far as possible. The supplier shall also be responsible with regard to the use of finite natural resources and energy consumption, shall align its resource and energy consumption with the concept of sustainability and shall therefore use resources and energy efficiently. The supplier must avoid or continuously minimize the consumption of resources and energy required for the provision of its services, such as the raw materials required for production.
2.3 Ethical business practices
2.3.1 Fairness in competition; antitrust and competition law
In its business activities, the supplier shall respect the rules of fair and free competition. The supplier undertakes to comply with the relevant antitrust and competition laws. It must refrain from agreements and behavior that have the purpose or effect of restricting free competition. In particular, the supplier shall observe the prohibition on exchanging confidential information relevant to competition with its competitors, entering into price agreements with them or agreeing with them on a division of markets or customers that impairs competition. Furthermore, the supplier shall not dictate to its customers the prices that they charge their own customers, but the supplier's customers must be able to decide the conditions and prices of their own sales themselves. The supplier must comply with the prohibition of unfair business practices. In particular, it must refrain from using aggressive business practices to unduly impair the freedom of choice of its business partners; it must also refrain from making disparaging or denigrating statements about competitors and their products; it must also refrain from misleading business practices (e.g. by making misleading statements in its advertising). The supplier must also behave fairly in its advertising and is subject to the obligation that the information provided there (in particular with regard to the products and services it offers) must be truthful.
2.3.2 Data protection; IT security; confidentiality; artificial intelligence
The supplier undertakes to comply with the relevant data protection laws and the applicable requirements for the security of information technology systems. The supplier shall protect the trade secrets obtained from us against unauthorized acquisition, use and disclosure by taking appropriate confidentiality measures. The applicable statutory provisions on the protection of secrets as well as confidentiality agreements concluded separately with us shall remain unaffected and must be complied with by the supplier. Furthermore, the supplier must comply with the relevant regulations governing the use of artificial intelligence.
2.3.3 Protection of intellectual property
The Supplier shall respect and protect the intellectual property rights of its employees and business partners (including [Company]). This applies in particular to trade secrets, copyrights, trademarks and patents.
2.3.4 Export control, economic sanctions
The supplier shall comply with all applicable export control regulations and sanction regulations. This means in particular that the supplier must refrain from delivering goods or services to countries, persons or organizations where such deliveries are prohibited under the applicable legal provisions.
2.3.5 Integrity; protection against corruption and bribery; donations and sponsoring
We do not tolerate corruption. The supplier undertakes to comply with the prohibition of all forms of corruption, bribery, embezzlement and extortion. He is obliged to comply with at least the legal regulations applicable in this context. The Supplier shall refrain from unlawfully demanding, accepting, offering or granting an advantage for itself, an individual person, a company or a public official in order to influence a business decision or a decision in the public sector (including obtaining an acceleration). The Supplier shall also comply with the applicable legal requirements for donations and sponsoring. The Supplier shall operate suitable systems to comply with its obligations arising from this Section 2.3.5, to identify violations thereof and to prevent such violations.
2.3.6 Avoidance of conflicts of interest
The supplier must avoid conflicts of interest that appear likely to influence business decisions. If a conflict of interest exists - for example with an employee of the supplier or of us - or if there are actual indications of a conflict of interest, the supplier must notify us immediately. Furthermore, the supplier must immediately resolve the recognized actual or potential conflict of interest or ensure that it cannot have any influence on a business decision. This can be done in particular by excluding the involvement of a person affected by a conflict of interest in a business decision.
2.3.7 Prevention of money laundering
The Supplier shall comply with the applicable laws on the prevention of money laundering and terrorist financing.
3. Implementation
The supplier must comply with the human rights and environmental expectations set out in section 2 of this Code of Conduct and take appropriate measures (in particular preventive measures) to implement them. The supplier must appropriately address the human rights and environmental expectations listed in Section 2 of this Code of Conduct with its suppliers along the supply chain.
The supplier is expected to take appropriate measures to identify human rights and environmental risks within the supply chain and violations of the human rights and environmental expectations listed in section 2 of this Code of Conduct.
We encourage the supplier to offer an effective grievance mechanism that is suitable for individuals or groups of individuals to report violations of the law and/or violations of the human rights and environmental expectations set out in section 2 of this Code of Conduct, as well as suspected cases of such violations. In any case, the Supplier is at least obliged to comply with the applicable legal provisions in this regard, insofar as the establishment of such complaint options or channels is required by law.
Insofar as we are obliged to comply with regulatory requirements, in particular under the German Supply Chain Compliance Act (LkSG), because we have concluded a contract with a company that is obliged to comply with such requirements, the supplier must provide us with all information, data and documents necessary to comply with such requirements. This obligation shall apply without prejudice to reasonable measures with regard to the protection of trade and business secrets and compliance with mandatory statutory data protection regulations. In any case, the Supplier shall only disclose its trade and business secrets to fulfill this disclosure obligation and these may only be used to the extent necessary to enable us to comply with the aforementioned regulatory requirements.
If there is a violation of the human rights and environmental expectations listed in Section 2 of this Code of Conduct or if there is a suspicion of such a violation based on factual indications, the supplier must report this and the findings available to it in this context to without delay. Furthermore, in the aforementioned cases, the supplier must immediately take appropriate remedial and preventive measures and also inform us of these. In the event of a violation that cannot be terminated in the foreseeable future, the supplier shall cooperate with us with regard to the creation and implementation of a concept for the termination or minimization of such violations, including a schedule. When fulfilling the above obligations, due account must be taken of the protection of trade and business secrets by means of appropriate measures and mandatory statutory data protection regulations must be complied with.
In the event of such a breach of the human rights and environmental expectations set out in section 2 of this Code of Conduct or the suspicion of such a breach, the supplier shall continue to grant us the right, after reasonable prior notice and during normal business hours, to carry out on-site assessments and inspections at the supplier's business premises and production sites and to inspect the relevant documents. As part of the aforementioned audits, we are also entitled to conduct interviews with selected employees of the supplier. We are obliged to have the aforementioned inspections carried out by an independent external service provider at the supplier's expense if the supplier requests us to do so. We are also entitled to do so without such a request from the supplier, but in this case we must bear the costs caused by the involvement of the audit service provider ourselves - subject to deviating agreements and without prejudice to contractual and statutory rights. In any case, the aforementioned audits shall only relate to compliance with human rights and environmental expectations.
The above provisions in connection with the audits described therein shall apply without prejudice to appropriate measures with regard to the protection of trade and business secrets and compliance with mandatory statutory data protection regulations. In any case, the Supplier shall only disclose its trade and business secrets in order to fulfill its aforementioned obligations in connection with the aforementioned audits and these may only be used to the extent necessary for the purpose of these audits.
We also encourage suppliers to have their compliance with human rights and environmental expectations independently verified and audited as part of a recognized certification system.