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Terms and Conditions of Purchase

These Terms and Conditions of Purchase (the “Terms”) shall apply to business transactions with companies, legal entities under public law and special funds under public law and shall govern our worldwide purchasing transactions

Terms and Conditions of Purchase (PDF 0.2 MB)

1. General

Our Terms apply to the exclusion of any terms and conditions of the supplier conflicting or deviating from our Terms unless we have expressly agreed to them in writing. Acceptance of or payment for the supplier’s goods and services (the “Goods”) shall not constitute an agreement of any such terms and conditions even if the acceptance or payment is made with knowledge of conflicting or supplementary terms and conditions of the supplier. Any terms and conditions of the supplier previously agreed that conflict with or supplement these Terms shall no longer be deemed agreed.

2. Conclusion of and Modifications to the Contract

2.1
Orders, contracts, and order releases as well as variations and supplements thereto must be made in writing.

2.2
Oral agreements of any kind, including subsequent variations and supplements to our Terms must be confirmed by us in writing to become effective.

2.3
Any communication required in writing by these Terms may be sent by telefax, remote data transmission or email.

2.4
Cost estimates shall be binding and shall not be compensated unless expressly agreed otherwise.

2.5
We shall be entitled to cancel any order that is not accepted by the supplier within two weeks from the date of its receipt.

2.6
As part of an agreed planning system for purchase orders and order releases, order releases shall become binding provided the supplier does not reject them within two working days of their receipt.

2.7
The Packaging Specifications and the Logistics Manual of Robert Bosch GmbH shall apply (see under https://www.bosch.com/company/supply-chain/information-for-business-partners/#logistics-regulations-and-standards “Logistics Supplier Manual”).

2.8
For work and services, the supplementary Terms and Conditions of Purchase for Work and Services of Robert Bosch GmbH shall apply (see under https://www.bosch.com/company/supply-chain/information-for-business-partners/#purchasing-terms-and-conditions “Global Supplementary Terms & Conditions”)

2.9
Within a reasonable period of time following our request, the supplier shall submit to TISAX testing (www.tisax.de) in accordance with the test target required by us and provide us with the test result.

3. Delivery

3.1
Agreed delivery periods and delivery dates are binding. Relevant for compliance with agreed delivery dates or delivery periods shall be the receipt of the Goods by us. Unless delivery “free at factory gate” is agreed (DAP® or DDP® as per Incoterms 2020), the supplier shall make the Goods available in good time and shall factor in the time needed for loading and shipment as agreed with the carrier.

3.2
If the supplier is responsible for assembly or installation, the supplier shall bear all the necessary cost such as travel expenses, provision of tools and daily allowances.

3.3
If the supplier fails to meet agreed delivery dates, the statutory provisions shall apply. The supplier must immediately notify our ordering department if it anticipates difficulties with respect to production, the supply of precursor material, compliance with the agreed timescale or similar circumstances that could interfere with supplier’s ability to deliver on time or to deliver the agreed quality.

3.4
The unconditional acceptance of a delayed delivery or service as well as a joint determination of a different delivery date that takes the delay into account, shall not constitute a waiver of any claims for the delayed delivery or service; this applies until we have fully paid all amounts owed for the particular delivery or service.

3.5
The supplier shall not deliver ordered Goods by instalments unless expressly agreed or we can reasonably be expected to accept them.

3.6
Quantities, weights and measurements of the Goods identified by us during incoming goods inspection shall determine supplier’s compliance with contractually agreed values, subject to different quantities, weights or measurements being proved by the supplier.

The supplementary Terms and Conditions of Purchase for Software of Robert Bosch GmbH, as well as the supplementary Terms and Conditions for Products related to Open Source Software shall apply to software in addition to these Terms (see under https://www.bosch.com/company/supply-chain/information-for-business-partners/#purchasing-terms-and-conditions “Global Supplementary Terms & Conditions”).

3.7
Unless otherwise stipulated in the Supplementary Terms and Conditions of Purchase for Software, we shall be granted a non-exclusive, worldwide, unlimited, and irrevocable right to use the licensed software upon delivery. We shall be entitled to sublicense, rent, lease, or transfer the right to use the software in any other form to our affiliates within the meaning of§ 15 AktG (German Companies Act), as well as to our subcontractors who are in charge of manufacturing our products and therefore require a right to use the software. We shall further be entitled to distribute the software to customers as part of a hardware product including a respective sublicence to use insofar as this is necessary for the use of the hardware.

3.8
We also have the right to use provided software, including any documentation, with the agreed performance characteristics and to the extent necessary for the use of the product in accordance with the agreement. We also have the right to make copies as necessary for backup and archive purposes.

4. Force Majeure

4.1
In the event of acts of God, operational disturbances without fault, riots, any action taken by a government or public authority or other circumstances not within our reasonable control such as pandemics, we shall, for the duration of such event, not be liable for a delay or failure to accept delivery of the goods or performance of services. Either party shall be obliged to promptly provide to the other party all reasonable information, and to temporarily adapt their obligations in good faith to the altered circumstances, in particular to possibly altered market conditions. During such events and for a period of two weeks thereafter, we shall be entitled, without prejudice to any other rights we may have, to rescind from the contract in whole or in part, provided a contractual adjustment is not possible, and provided that such events are not of inconsiderable duration.

4.2
The provisions of clause 4.1 above shall also apply in the case of labor disputes.

5. Dispatch Note and Invoice

The instructions included in our orders and order releases shall apply. Invoices shall be addressed to the invoice address specified in the order or order release and shall be sent as a single copy showing the invoice number and other allocation references; the invoice must not be enclosed with the shipments.

6. Pricing and Transfer of Risk

Unless otherwise agreed, the prices are “Free Carrier (named place)“ (FCA® Incoterms 2020) including packaging. Value added tax (VAT) is not included. The supplier shall bear all risks of loss or damage to the goods until they are loaded onto the means of transport provided by us or by our representative, or, if agreed, until the goods are received at the agreed delivery location.

7. Payment Terms

Unless otherwise agreed, the invoice shall be paid within 30 days after receipt of a duly issued invoice to the invoice address as instructed by us.

Payment shall be made subject to invoice verification and after receipt of the goods or performance of the service.

8. Notification of Defects

8.1.
Our incoming goods inspection shall be limited to obvious damages, in particular transport damage, and discrepancies in identity or quantity of the Goods, except as otherwise agreed in the Quality Assurance Agreement.

8.2.
We will give notice of any defects found immediately after their discovery.

8.3.
To this extent, the supplier waives the objection of delayed notification of defects.

9. Claims for Defects

9.1
Unless otherwise stated below, the statutory provisions for defects as to quality and defects of title shall apply.

9.2
We have the right to select the type of subsequent performance. Place of performance for such remedy shall be the intended location of the Goods. This shall be the place where the Goods are located at the time of the warranty claim. Only in the event of disproportionate expenses.

9.3
In the event the supplier fails to commence rectifying the defect following our request to do so and following expiry of a reasonably short grace period, we shall be entitled, in urgent cases (in particular to prevent imminent danger or greater damage to the Goods), to rectify the defect ourselves or have it rectified by a third party at the supplier’s cost.

9.4
The supplier shall indemnify us and hold us harmless from any claims for the violation of third party rights by the Goods, unless the supplier can prove not to be liable for the violation. Immediately upon request, the supplier shall provide us with all information and documents on his goods and services that are required for the defense against such third party claims. Further, the supplier shall provide reasonable support in proving that the Goods are free from third-party rights, such as e.g. research on third party IP rights, and shall, on request, make respective documents and analyses available.

9.5
The limitation period for indemnity claims shall be three years. The limitation period for indemnity claims shall begin at the end of the year in which the claim arose and in which we became aware, or without gross negligence ought to have become aware, of the circumstances supporting the claim and of the person liable. Any longer statutory limitation periods shall take precedence. This shall also apply to the aforementioned right to access information and documents.

9.6
The limitation period for claims for defects shall be three years unless the Goods have been used according to their conventional purpose for a construction, and have caused the defectiveness thereof. In the latter case, a limitation period for claims for defects shall be 66 months. The limitation period shall commence - except in the event of fraudulent misrepresentation - upon completion of delivery of the Goods (transfer of risk). Any longer statutory limitation periods shall take precedence.

9.7
For claims based on defects of title, clause 9.5 (limitation period for indemnity claims) shall apply accordingly. Any longer statutory limitation periods shall take precedence.

9.8
If the supplier effects its obligation of subsequent performance by supplying replacement goods, the limitation period of such replacement goods shall begin anew upon their delivery, unless the supplier explicitly and correctly made the reservation when effecting the subsequent performance that the replacement goods were delivered as mere good will and to avoid disputes, or to continue the business relationship.

9.9
The supplier shall bear all costs for transport, travel, labor, installation, dismantling and material arising in the context of the subsequent performance. If, as a result of defective Goods, we incur costs and expenses in connection with the repair or replacement of the defective Goods, and we were entitled to reasonably make them, in particular costs and expenses for sorting, for an incoming goods inspection exceeding the regular scope, for an examination and analysis of the defect, as well as costs for the involvement of external or internal staff, the supplier shall bear these costs unless he is not liable for the defect. A contributory negligence on our part shall be considered according to § 254 BGB (German Civil Code) when determining the compensation.

9.10
Insofar as our customers are automotive manufacturers and use a reference market procedure or a similar, in the automotive industry common, procedure for determining and settling warranty claims for defective Bosch products, this procedure shall also apply to the relationship between the supplier and us if the defect is attributable to the supplier’s products.

9.11
The supplier shall be liable for the fault of its sub-suppliers as it is for its own faults.

10. Product Liability and Recall

10.1
In the event of a product liability claim, the supplier is obliged to indemnify us and hold us harmless from such claims if and to the extent the damage was caused by a defect in the Goods supplied by the supplier. In cases of liability based on fault, this shall only apply if the supplier is at fault. Insofar as the cause of the damage falls within the area of responsibility of the supplier, the supplier shall bear the burden of proof not to be at fault.

10.2
In the cases of clause 10.1 above, the supplier shall bear all costs and expenses, including any legal fees, except such costs are in total not necessary and reasonable.

10.3
In all other respects, the statutory provisions shall apply.

10.4
Prior to any recall action which is partially or wholly caused by a defect in the supplier’s Goods, we shall notify the supplier, give the supplier the opportunity to collaborate, and discuss with the supplier the efficient initiation of the recall action, except such notification of or collaboration with the supplier is not possible due to the particular urgency. The costs of the recall action shall be borne by the supplier to the extent that a recall action is caused by a defect in the Goods supplied by the supplier, except the supplier is not liable for the defect. A contributory negligence on our part shall be considered in accordance with § 254 BGB when determining the costs to be borne by the supplier.

11. Rescission and Termination

11.1
In addition to the statutory rights of rescission, we shall be entitled to rescind from the contract if there is or threatens to be a fundamental deterioration to the financial circumstances of the supplier that jeopardises the performance of any supply obligation to us.

11.2
We further have the right to rescind from the contract if

  • the supplier meets the criteria for insolvency;
  • the supplier suspends payment of its debts;
  • the supplier meets the criteria for imminent insolvency pursuant to § 18 InsO (German Insolvency Act) or over-indebtedness of the supplier becomes apparent;
  • the supplier files a petition for institution of insolvency proceedings or comparable debt settlement proceedings over its assets or business operation; or
  • a petition for institution of insolvency proceedings over the assets of the supplier is dismissed for lack of funds.

11.3
In the event of a contract for performance of recurring obligations, clauses 11.1 and 11.2 shall apply by analogy provided that the right to rescind from the contract shall be substituted by an extraordinary right to terminate the contract with immediate effect.

11.4
If the supplier partially performed, we are only entitled to rescind from the whole contract if we have no interest in the partial performance.

11.5
If we rescind from or terminate the contract by virtue of the foregoing contractual rescission or termination rights, the supplier shall compensate us for the loss or damage incurred as a result, unless the supplier did not cause the rights to rescind from or terminate the contract to arise.

11.6
This clause 11 shall not affect any statutory rights or claims available to us.

12. Conducting Work

12.1
Suppliers who carry out work on our factory premises in fulfillment of the agreement must observe the statutory laws and regulations as well as our plant regulations. The supplier shall nominate a key contact responsible for the order who shall ensure compliance with supervision and control duties. The key contact shall align with our coordinator prior to carrying out any work, shall implement appropriate safety precautions and shall inform us and third parties affected about risks resulting from one another. The supplier shall be responsible for the instruction and safety of its employees and subcontractors as well as for the elimination of risks for third parties. The supplier shall only use suitable and sufficiently qualified employees and safe working equipment on our premises. Any accidents occurring on our premises must be reported to us immediately.

12.2
Suppliers which obtain access to IT systems of Bosch to fulfill their contractual obligations, have to limit the number of employees with access to IT systems of Bosch as much as possible and to inform Bosch upon request about their names in writing. They may neither to change independently any access rights granted to its employees nor to transfer such rights to a third party. While executing admin tasks, they may assign or change access rights only in accordance with existing regulations. They shall keep access to data as limited as possible and shall keep record of the access. They must ensure that while accessing the IT systems of Bosch by using their IT systems, unauthorized third parties cannot access the IT systems of Bosch nor by connections of their IT systems to other foreign networks.

12.3
Supplier may assign only sufficiently qualified employees who have committed themselves to comply with the regulations regarding data security, data protection and confidentiality, and who have been trained to it on a regular basis. Supplier ensures that its employees fulfil their tasks with due diligence, while accessing IT systems of Bosch refrain from any attempt to access applications and/or data which they do not need to access in order to fulfil their tasks, do not change or transfer access rights without proper authorization, and access the internet via the IT systems of Bosch only if this is necessary to fulfil the contractual obligations.

13. Provision of Materials

Materials, parts, containers and special packaging provided by us against payment or free of charge (“Provisions”) remain our property; if payment is owed, this shall apply until full payment has been made. Provisions shall only be used in accordance with the contractually intended purpose. The processing and assembly of Provisions shall only take place on our behalf. The parties acknowledge that we shall be co-owner of the products manufactured with the Provisions in proportion to the value of the Provisions in relation to the value of the whole product; such co-owned products shall be kept safe for us by the supplier. We retain co-ownership on the products manufactured using our Provisions until all our claims arising out of the supply of Provisions have been satisfied in full. The supplier is entitled to sell the products manufactured using our Provisions in its ordinary course of business subject to retention of title. The supplier hereby assigns to us all claims, including ancillary rights, arising or to arise from such resale in full. The assigned claims shall secure the claims we have accrued by supplying the Provisions. The supplier is entitled to enforce the assigned claims. We may revoke the supplier’s rights pursuant to this clause 13 if the supplier fails to duly perform its contractual obligations, is in default of payment, suspends its payments, or if the supplier files a petition for institution of insolvency proceedings or of similar debt settlement proceedings over its assets. Further, we may revoke the supplier’s rights under this clause 13 if its financial circumstances deteriorate fundamentally or threaten to do so or if the supplier meets the criteria for insolvency or over-indebtedness. Upon request of the supplier, if the value of the securities issued exceeds the value of our claims by more than 10 % in total, we shall release securities of our choice to this extent.

14. Documentation and Confidentialty

14.1
The supplier shall keep all business and technical information made available by us (including features which may be derived from objects, documents or software provided and any other knowledge or experience) confidential as long as and to the extent that it is not proven public knowledge, and it may disclose such information only to those employees and representatives who necessarily need to know it for the contractual purpose, and who are themselves committed to confidentiality; the information remains our exclusive property. Without our prior written consent, such information must not be duplicated or commercially exploited, except for deliveries to us. At our request, the supplier shall immediately and in full return or destroy all information originating from us (if appropriate also including any copies or records made) and items provided by us. We reserve all rights to such information (including copyright and the right to file applications for intellectual property rights such as patents, utility models, semiconductor protection, etc.). In the event third parties provided the information to us, the reservation of rights shall also apply for the benefit of such third parties.

14.2
“Supplier shall comply with and duly process the Component Supply Chain Chart (CSCC) which can be found on https://www.bosch.com/company/supply-chain/information-for-business-partners/#quality-regulations-and-standards under “Specific quality documents for Mobility Solutions”. For the avoidance of doubt, all information regarding applicable information of the supply chain shall be filled in to the best knowledge of supplier and updated, if necessary. Furthermore, upon Bosch request, Supplier shall support Bosch with any and all information regarding the supply chain in case of a respective governmental request. For the supply of Contract Products to BOSCH, SUPPLIER shall use best efforts to oblige its (sub-)suppliers in a similar way and have them also use best efforts to oblige its suppliers in a similar way and shall be responsible if the SUPPLIER did not succeed and is in such case obliged to get such information on its own and provide it to BOSCH.”

14.3
Products manufactured on the basis of documentation drafted by us such as drawings, models and the like, or based on our confidential information, or manufactured with our tools or with copies of our tools , shall neither be used by the supplier itself nor offered or supplied to third parties. This also applies analogously to our print orders.

15. Export Control,Customs and Withholding Tax

15.1
The supplier shall inform us in its business documents, or by other means of communication as specified by us (e.g. platforms), about any applicable requirements or restrictions for the (re-) export of the items (goods, software and technology) under applicable export control and customs regulations, as well as under the export control and customs regulations of the country of origin of the items. .

The supplier shall send the following information on items subject to (re-) export license requirements or restrictions to ExportControl.CTX2@bosch.com in good time prior to the first delivery:

  • Bosch material number,
  • Product description,
  • All applicable export list numbers including the Export Control Classification Number pursuant to the U.S. Commerce Control List (ECCN)
  • Country of origin of the items under commercial policy (non- preferential origin)
  • HS Code of the items,

Supplier shall inform Bosch without delay in case of any changes of export license requirements export list numbers (including ECCN) for his items due to amendments of technical parameters, amendments of export control or customs laws or official directives.

Supplier shall provide the ECCN (including EAR99) to Bosch for all items subject to U.S. export controls.

15.2
The supplier is obliged to implement measures as appropriate for its business model to secure the supply chain as defined by the WCO SAFE Framework of Standards, and in particular, to support us in taking necessary measures to achieve and keep the authorization as Authorized Economic Operator (AEO). The supplier is obliged to provide appropriate evidence, e.g. authorizations or declarations such as security declarations, declarations within the scope of C-TPAT or similar programs. We, or a third party instructed by us, shall be entitled to examine the supplier’s evidence as set forth under this clause at the supplier’s premises.

15.3
The supplier is obliged to inform us about the Goods’ non-preferential origin and shall indicate the same on the invoice. Upon our request, the supplier shall issue a certificate of origin. The supplier ensures to provide details about the required preferential origin and to enclose the required proof of origin with all deliveries from any member state of a free trade agreement/preferential agreement. For deliveries within the European Union (EU), the supplier shall issue a long-term supplier declaration in accordance with the relevant EU implementing regulation within a period of 21 days following our request. For initial deliveries, the supplier shall provide the information about the non-preferential and preferential origin in writing at the latest at the time of the first delivery. It shall notify us about subsequent changes immediately in writing.

15.4
For deliveries across customs borders, the supplier is obliged to include all required documents with the delivery, such as commercial invoice, delivery note and all information necessary for a complete and correct import customs declaration. The following should be noted for the issuance of invoices:

  • Costs not included in the goods price (e.g. costs for research and development, license fees, tooling costs, Provisions of the buyer relating to the shipment) shall be listed separately and in addition to the goods price.
  • In case of free of charge deliveries, the supplier is obliged to indicate a value on the pro forma invoice that reflects the Goods’ fair market price and add the statement „For Customs Purpose Only”.

15.5
The supplier shall support us by all available means to reduce or minimize our payment obligations regarding customs duties or costs for customs clearance.

15.6
The supplier shall support us by all available means, including providing requested information and documentation, in the event of Customs’ detention.

If we pay royalties to foreign suppliers, we are in principle obliged to withhold withholding taxes in accordance with Section 50a of the German Income Tax Act

15.7
If we pay royalties to foreign suppliers, we are in principle obliged to withhold withholding taxes in accordance with Section 50a of the German Income Tax Act.

15.8
Withholding tax on royalties shall not be deducted or shall be reduced if, prior to payment of the remuneration, the supplier submits a withholding tax exemption certificate from the German Federal Central Tax Office stating that the remuneration is subject to a reduced withholding tax rate or remains completely tax-free in the Federal Republic of Germany due to an existing double taxation agreement between the country where the supplier has its seat and the Federal Republic of Germany.

15.9
If the exemption or reduction is not obtained at the due date, we will withhold the tax imposed by law from royalties payable and remit to the competent tax authorities such taxes.

15.10
We are obliged to present an original tax payment certificate to the supplier.

15.11
Furthermore, we are obliged to withhold withholding taxes for payments made to foreign suppliers located in a non-cooperative jurisdiction for tax purposes according to the EU list pursuant to Section 10 of the German Tax Haven Defense Act. We will withhold the tax imposed by law from the payment and remit to the competent tax authorities such taxes.

15.12
Unless otherwise agreed in the delivery or quotation documents, any transfer of software, software know-how, technology or other data (e.g. cartographical data) across customs borders shall take place by electronic means only (e.g. email or per download). This clause shall not apply to “embedded software” (software that is physically integrated in hardware).

15.13
Notwithstanding any other rights and without any liability to the supplier, we are entitled to withdraw from the affected contract or to terminate it without notice in case the supplier repeatedly fails to fulfil its obligations under section 15.1-15.6.

16. Compliance, Social Responsibility and Sustainability

16.1
In its trade dealings with us, the supplier undertakes not to offer or give, or request or accept, any incentive in breach of applicable anti-corruption legislation, neither in its business affairs nor when dealing with public officials.

16.2
In its trade dealings with us, the supplier undertakes not to make any agreements with other undertakings or to participate in concerted practices which have as their object or effect the prevention, restriction or distortion of competition under applicable antitrust regulations.

16.3
The supplier guarantees payment of fair wages and equal remuneration for work of equal value without distinction of any kind, and to comply with the applicable laws governing the general minimum wage; the supplier shall commit its sub-suppliers accordingly. On request, the supplier shall prove compliance with the foregoing guarantee. In the event of a breach of the foregoing guarantee to comply with the applicable laws governing the general minimum wage, the supplier shall indemnify us and hold us harmless from all third party claims and is obliged to reimburse any fines imposed on us in this context.

16.4
The supplier shall comply with the applicable statutory provisions and regulations governing the environmental protection, health and safety at work, treatment of employees and the protection of human rights. Further, the supplier shall observe the requirements of the Code of Conduct for Business Partners (see under https://www.bosch.com/company/supply-chain/information-for-business-partners/#responsibility-and-sustainability ) and the Principles of the Global Compact initiative of the United Nations ( www.unglobalcompact.org) and procure for its sub-suppliers to act in accordance with the same. These essentially concern the protection of universal human rights, elimination of forced labor and abolition of child labor, elimination of discrimination in respect of employment and occupation, and environmental responsibility.

To reduce adverse effects on human health and environment, the supplier shall implement and further develop an environmental management system in accordance with or comparably similar to ISO 14001. Further, the supplier shall comply with the Bosch Policy for Conflict Raw Materials and consider it in its supply management (see under https://www.bosch.com/company/supply-chain/information-for-business-partners/#responsibility-and-sustainability ).

16.5
The supplier shall take all organizational and technical measures which are appropriate, but at least customary in the industry, to ensure the confidentiality, authenticity, integrity and availability of its business operations and performance of its contractual obligations to BOSCH (Cyber Security Requirements). Supplier shall commit its subcontractors and sub-suppliers to at least equivalent requirements in order to ensure its preceding obligations towards BOSCH.

16.6
The supplier shall respond to inquiries to compliance, social responsibility and sustainability in the supply chain as well as Cyber Security Requirements within reasonable time and in line with stipulated formalities. In the event of a suspected violation of the obligations under clauses 16.1 to 16.4, the supplier shall promptly investigate any potential violations and inform us of investigative measures undertaken, and, where warranted, notify us of the affected suppliers. If the suspicion proves to be warranted, the supplier must inform us within a reasonable period of time of the measures undertaken internally within its organization in order to to remedy the current violation and prevent future violations. If the supplier fails to comply with these obligations within a reasonable period of time, we reserve the right to rescind from contracts with the supplier or terminate them with immediate effect.

16.7
In the event of severe violations of the law by the supplier and in the event of violations of clauses 16.1 to 16.5, we reserve the right to rescind from existing contracts or terminate them without notice.

16.8
If the supplier has provably entered into an agreement which constitutes an unlawful restriction of competition or unfair conduct (hereinafter "infringement of competition") and which relates to products or services which we have purchased from the supplier during the period of the infringement of competition (hereinafter "affected products"), the supplier shall be obliged to pay us liquidated damages in the amount of 15% of the (net) purchase turnover generated with the affected products. The supplier reserves the right to prove in individual cases that no or only significantly less damage has been incurred. However, further contractual and/or statutory claims on our part, in particular the assertion of higher damages, shall remain unaffected.

17. Place of Performance

Unless otherwise agreed, the place of performance is the place where the Goods are to be delivered as per the contract, or where the service is to be rendered.

18. Controls

18.1
Bosch records each access to IT systems if necessary and reviews its permissibility on a sample check basis. Additionally, Bosch conducts risk analyses, screenings against anti-terror and sanctions lists as well as business partner checks. In this regard, Bosch may collect, evaluate and/or transfer to external service providers. If necessary, the data

  • for the security of infrastructure, in particular for the collection and evaluation of electronic data in case of security incidents, for analyses and correction of faults and technical errors at the IT systems of Bosch, or for evaluation of cost regarding the used resources for the purpose of internal cost transfer of IT costs,
  • for locking of electronic data for the purpose of evaluation in case of violation of the Commandment of Compliance, or in the case of legal proceedings, official orders, or legal defense, where Bosch has an obligation or legitimate interest with respect to the evaluation of business data - insofar as there is a contractual agreement with the supplier in this respect.

18.2
Supplier is obliged to inform its employees accordingly before transferring their data to Bosch. More information regarding this topic is available here: https://www.bosch.com/company/supply-chain/information-for-business-partners/#global-supplementary-terms-and-conditions.

19. Miscellaneous

19.1
If any provision of these Terms and of any supplemental agreements is or becomes invalid, this shall not affect the validity of the rest of the Terms. The parties shall agree to a replacement provision that, to the greatest extent possible, achieves the intended commercial result of the original provision.

19.2
The contractual relationships shall exclusively be governed by German law excluding the conflict of law provisions and the UN Convention on Contracts for the International Sale of Goods (CISG).

19.3
The place of jurisdiction for all legal disputes arising directly or indirectly out of contractual relationships based on these Terms shall be Stuttgart. The local court of Stuttgart (Amtsgericht Stuttgart, 70190 Stuttgart) has jurisdiction over cases brought before the local court. We further have the right, at our discretion, to initiate legal action against the supplier at the court of the supplier’s registered office or b branch office, or at the court of the place of performance.

Edition 01/2024