Key changes in the Mercedes-Benz Special Terms 2025 and the Daimler Truck Special Terms 12/2024

Mercedes-Benz AG (“MBAG”) and Daimler Truck AG (“DTAG”) published new versions of their “Special Terms” at the end of last year. The Mercedes-Benz Special Terms 2025 (“MBST 2025”) succeed the previous MBST 2020 and the Mercedes-Benz Special Terms Software 2022. The Daimler Truck Special Terms 12/2024 (“DTST 12/2024”) replace the previous DTST 12/2021. The Special Terms are agreed with suppliers and include extensive regulations on the organisation of the supply relationship and the associated processes. They relate, for example, to the procurement and handling of tools, the supply of spare parts, quality assurance, delivery call-offs and purchase obligations, the handling of field recourse processes and various compliance requirements.

Overview of key changes in the MBST 2025

Of the numerous changes in the new MBST 2025, we would like to emphasise the following elements in particular: 

• Integration of regulations on software: The MBST 2025 include detailed regulations on software for the first time. They concern the delivery of stand-alone software and embedded software contained in vehicle parts. The regulations largely correspond to the previous Mercedes-Benz Special Terms Software 2022 (“MBST-SW 2022”), which have now been integrated into the general MBST 2025.
   
• Extension and tightening of the regulations on quality assurance and warranty (MBST 14/08; MBST 18/07): The chapters on quality assurance and warranty are considerably more extensive than in the MBST 2020 due to the integration of the software-related regulations. In terms of content, the following changes have been made, among others:
  • The supplier shall be obliged to carry out performance tests and other safeguards prior to the start of series production which correspond to the agreed ramp-up capacities and demonstrate the ability to deliver under the conditions of series production.
  • As part of the regulations on field recourse, the supplier’s obligations to analyse damaged parts and failures are extended and tightened. For example, the MBST 2025 expressly stipulate that MBAG can provide the supplier with a larger number of damaged parts for mandatory analysis than before and without restriction to certain reference markets if this serves to remedy defects more quickly and comprehensively or to clarify new damage patterns or potential long-term defects. In order to speed up the failure analysis and rectification process, the supplier is also obliged to operate an analysis site in Europe and to make separate arrangements for the US and Chinese markets. 
  • MBAG grants itself the right to audit the supplier’s failure analysis process.
     
• Stricter regulations for tools (MBST 31/12): The MBST 2025 also tighten the supplier’s obligations with regard to the handling of tools owned by MBAG. For example, at MBAG’s request, the supplier must in future provide written evidence that the relevant tools are used exclusively for production for MBAG. In addition, changes to tool locations require prior notification and approval by MBAG and the supplier is subject to information and cooperation obligations in the event of tax audits. Under certain conditions, MBAG is granted a security interest of tools that are not the property of MBAG in the event of interruption of supply.
   
• Provision of digital product data in the development process (MBST 01/13): The MBST 2025 contain a broad obligation on the supplier to provide MBAG with component-specific product data (CAD and E/E data) so that MBAG can fulfil its verification obligations arising from certain existing and future EU regulations and technical standards.
   
• Obligations regarding the handling of containers (MBST 28/17): In the area of logistics, the supplier is obliged, among other things, to clarify inventory differences in containers and to bear the related processing costs of MBAG. 
   
• New version of the regulations on product compliance (MBST 36/14): For general compliance requirements in the areas of sustainability, human rights and the environment, the MBST 2025 refer to MBAG’s “Responsible Sourcing Standards”. The latter thus become part of the contract via the MBST 2025 agreement, unless they have already been agreed otherwise. The MBST 2025 significantly expand the regulations on compliance with technical product requirements (“Technical Compliance”) in all sales markets and throughout the entire product life cycle. They now also contain detailed specifications for the maintenance of a “technical compliance management system” at the supplier, including the obligation to pass them on to sub-suppliers, as well as additional requirements with regard to cyber security for delivery items that are relevant for ensuring cyber security at vehicle level.

Specifics in the DTST 12/2024

The changes in the DTST 12/2024 are significantly less extensive than those in the MBST 2025. In contrast to the MBST 2025, the regulations on software have not been integrated into the DTST 12/2024. The DTST 12/2024 are even more streamlined overall than their previous version.

Significant changes to DTST 12/2024 compared to the previous regulation primarily relate to the following topics:

• Explicit inclusion of consequential damage in the warranty costs in the case of a (standard) field recourse.
• The provision previously contained in DTST 12/2021 for an arbitration expert to clarify the existence of a defect in the event of a field recourse has been omitted from the DTST 12/2024. 
• In the new chapter “DTST 43/01 - Information Security”, detailed obligations regarding IT security have been included for the first time. In particular, these include strict information obligations towards DTAG as well as the obligation to train employees and a certification obligation. In addition, DTAG reserves the right to carry out a review by way of an audit.

Recommendations for action

Suppliers of vehicle parts who have supply relationships with MBAG or DTAG and/or are planning future projects with them are well advised to familiarise themselves with the various new regulations and their (potential) effects on their own set-up at an early stage and in an exchange between all affected specialist departments. 

There will often be a need for action in several respects: Firstly, suppliers should determine in advance whether and, if so, to which regulations changes should be sought in negotiations and how these can be justified and spelled out.

To the extent that provisions of MBST 2025 and DTST 12/2024 are acceptable or negotiations have no prospect of success, preparations may have to be made to adapt processes and tasks within your own organisation.

Finally, adjustments to existing and/or future contracts with your own sub-suppliers will often times have to be considered in order to pass on the new requirements of MBST 2025 and DTST 12/2024 in your own supply chain and avoid liability gaps to the detriment of your own company.