GE Compliance Obligations. All GE employees are obligated to comply with the requirements - the “letter” - of GE’s compliance policies set forth in The Spirit & The Letter. These policies implement the GE Code of Conduct and are supplemented by compliance procedures and guidelines adopted by GE business components and/or affiliates. A summary of some of the key compliance obligations of GE employees follows: IMPROPER PAYMENTS • Always adhere to the highest standards of honesty and integrity in all contacts on behalf of GE. Never offer bribes, kickbacks, illegal political contributions or other improper payments to any customer, government official or third party. Follow the laws of the United States and other countries relating to these matters. • Do not give gifts or provide any entertainment to a customer or supplier without prior approval of GE management. Make sure all business entertainment and gifts are lawful and disclosed to the other party’s employer. • Employ only reputable people and firms as GE representatives and understand and obey any requirements governing the use of third party representatives. INTERNATIONAL TRADE CONTROLS • Understand and follow applicable international trade control and customs laws and regulations, including those relating to licensing, shipping and import documentation and reporting, and record retention requirements. • Never participate in boycotts or other restrictive trade practices prohibited or penalized under United States or applicable local laws. • Make sure all transactions are screened in accordance with applicable export/import requirements; and that any apparent conflict between U.S. and applicable local law requirements, such as the laws blocking certain U.S. restrictions adopted by Canada, Mexico and the members of the European Union, is disclosed to GE counsel. MONEY LAUNDERING PREVENTION • Follow all applicable laws that prohibit money laundering and that require the reporting of cash or other suspicious transactions. • Learn to identify warning signs that may indicate money laundering or other illegal activities or violations of GE policies. Raise any concerns to GE counsel and GE management. PRIVACY • Never acquire, use or disclose individual information in ways that are inconsistent with GE privacy policies or with applicable privacy and data protection laws, regulations and treaties. • Maintain secure business records of information, which is protected by applicable privacy regulations, including computer- based information. SUPPLIER RELATIONSHIPS • Only do business with suppliers who comply with local and other applicable legal requirements and any additional GE standards relating to labor, environment, health and safety, intellectual property rights and improper payments. • Follow applicable laws and government regulations covering supplier relationships. • Provide a competitive opportunity for suppliers to earn a share of GE’s purchasing volume, including small businesses and businesses owned by the disadvantaged, minorities and women. REGULATORY EXCELLENCE • Be aware of the specific regulatory requirements of the country and region where the work is performed and that affect the GE business. • Gain a basic understanding of the key regulators and the regulatory priorities that affect the GE business. • Promptly report any red flags or potential issues that may lead to a regulatory compliance breach. • Always treat regulators professionally and with courtesy and respect. • Assure that coordination with business or corporate experts is sought when working with or responding to requests of regulators. WORKING WITH GOVERNMENTS • Follow applicable laws and regulations associated with government contracts and transactions. • Be truthful and accurate when dealing with government officials and agencies. • Require any supplier or subcontractor providing goods or services for GE on a government project or contract to agree to comply with the intent of GE’s Working with Governments policy and applicable government contract requirements. • Do not do business with suppliers or subcontractors that are prohibited from doing business with the government. • Do not engage in employment discussions with a government employee or former government employee without obtaining prior approval of GE management and counsel. COMPLYING WITH COMPETITION LAWS • Never propose or enter into any agreement or understanding with a GE competitor to fix prices, terms and conditions of sale, costs, profit margins or other aspects of the competition for sales to third parties. • Do not propose or enter into any agreements or understandings with GE customers restricting resale prices. • Never propose or enter into any agreements or understandings with suppliers that restrict the price or other terms at which GE may resell or lease any product or service to a third party. ENVIRONMENT, HEALTH & SAFETY • Conduct your activities in compliance with all relevant environmental and worker health and safety laws and regulations and conduct your activities accordingly. • Ensure that all new product designs or changes or service offerings are reviewed for compliance with GE guidelines. • Use care in handling hazardous materials or operating processes or equipment that use hazardous materials to prevent unplanned releases into the workplace or the environment. • Report to GE management all spills of hazardous materials; any concern that GE products are unsafe; and any potential violation of environmental, health or safety laws, regulations or company practices or requests to violate established EHS procedures. FAIR EMPLOYMENT PRACTICES • Extend equal opportunity, fair treatment and a harassment-free work environment to all employees, co-workers, consultants and other business associates without regard to their race, color, religion, national origin, sex (including pregnancy), sexual orientation, age, disability, veteran status or other characteristic protected by law. SECURITY AND CRISIS MANAGEMENT • Implement rigorous plans to address security of employees, facilities, information, IT assets and business continuity. • Protect access to GE facilities from unauthorized personnel. • Protect IT assets from theft or misappropriation. • Create and maintain a safe working environment. • Ensure proper business continuity plans are prepared for emergencies. • Screen all customers, suppliers, agents and dealers against terrorist watchlists. • Report any apparent security lapses. CONFLICTS OF INTEREST • Financial, business or other non-work related activities must be lawful and free of conflicts with one’s responsibilities to GE. • Report all personal or family relationships, including those of significant others, with current or prospective suppliers you select, manage or evaluate. • Do not use GE equipment, information or other property (including office equipment, email and computer applications) to conduct personal or non-GE business without prior permission from the appropriate GE manager. CONTROLLERSHIP • Keep and report all GE records, including any time records, in an accurate, timely, complete and confidential manner. Only release GE records to third parties when authorized by GE. • Follow GE’s General Accounting Procedures (“GAP”), as well as all generally accepted accounting principles, standards, laws and regulations for accounting and financial reporting of transactions, estimates and forecasts. • Financial statements and reports prepared for or on behalf of GE (including any component or business) must fairly present the financial position, results of operations and/or other financial data for the periods and/or the dates specified. XXXXXXX XXXXXXX OR DEALING & STOCK TIPPING • Never buy, sell or suggest to someone else that they should buy or sell stock or other securities of any company (including GE) while you are aware of significant or material non-public information (“inside information”) about that company. Information is significant or material when it is likely that an ordinary investor would consider the information important in making an investment decision. • Do not pass on or disclose inside information unless lawful and necessary for the conduct of GE business - and never pass on or disclose such information if you suspect that the information will be used for an improper trading purpose. INTELLECTUAL PROPERTY • Identify and protect GE intellectual property in ways consistent with the law. • Consult with GE counsel in advance of soliciting, accepting or using proprietary information of outsiders, disclosing GE proprietary information to outsiders or permitting third parties to use GE intellectual property. • Respect valid patents, trademarks, copyrighted materials and other protected intellectual property of others; and consult with GE counsel for licenses or approvals to use such intellectual property. GE will only do business with Suppliers that comply with all applicable legal and regulatory requirements. Today’s regulatory environment is becoming more challenging, subjecting GE and its Suppliers to a growing number of regulations and enforcement activities around the world. This environment requires that GE and its Suppliers continue to be knowledgeable about and compliant with all applicable regulations and committed to regulatory excellence. Suppliers that transact business with GE are also expected to comply with their contractual obligations under any purchase order or agreement with GE and to adhere to the standards of business conduct consistent with GE’s obligations set forth in the “GE Compliance Obligations” section of this Guide and to the standards described in this section of the Guide. A Supplier’s commitment to full compliance with these standards and all applicable laws and regulations is the foundation of a mutually beneficial business relationship with GE. GE expects its Suppliers, and any Supplier’s subcontractors, that support GE’s work with government customers to be truthful and accurate when dealing with government officials and agencies, and adhere strictly to all compliance obligations relating to government contracts that are required to flow down to GE’s suppliers. As stated above, GE requires and expects each GE Supplier to comply with all applicable laws and regulations. Unacceptable practices by a GE Supplier include: • Minimum Age. Employing workers younger than sixteen (16) years of age or the applicable required minimum age, whichever is higher. • Forced Labor. Using forced, prison or indentured labor or workers subject to any form of compulsion or coercion or trafficking in persons in violation of the U.S. Government’s zero tolerance policy or other applicable laws or regulations. • Environmental Compliance. Lack of commitment to observing applicable environmental laws and regulations. Actions that GE will consider evidence of a lack of commitment to observing applicable environmental laws and regulations include: — Failure to maintain and enforce written and comprehensive environmental management programs, which are subject to periodic audit. — Failure to maintain and comply with all required environmental permits. — Permitting any discharge to the environment in violation of law or issued/required permits or that would otherwise have an adverse impact on the environment. • Health & Safety. Failure to provide workers a workplace that meets applicable health, safety and security standards. • Human Rights. — Failure to respect human rights of Supplier’s employees. — Failure to observe applicable laws and regulations governing wage and hours. — Failure to allow workers to freely choose whether or not to organize or join associations for the purpose of collective bargaining as provided by local law or regulation. — Failure to prohibit discrimination, harassment and retaliation. — Failure to adopt policies and establish systems to procure tantalum, tin, tungsten, and gold from sources that have been verified as conflict free, or to provide supporting data on your supply chain for tantalum, tin, tungsten, and gold to GE when requested, on a platform to be designated by GE. • Code of Conduct. Failure to maintain and enforce GE policies requiring adherence to lawful business practices, including a prohibition against bribery of government officials. • Business Practices and Dealings with GE. Offering or providing, directly or indirectly, anything of value, including cash, bribes, gifts, entertainment or kickbacks, to any GE employee, representative or customer or to any government official in connection with any GE procurement, transaction or business dealing. Such prohibition includes the offering or providing of any consulting, employment or similar position by a Supplier to any GE employee (or their family member or significant other) involved with a GE procurement. GE also prohibits a GE Supplier from offering or providing GE employees, representatives or customers or any government officials with any gifts or entertainment, other than those of nominal value to commemorate or recognize a particular GE Supplier business transaction or activity. In particular, a GE Supplier shall not offer, invite or permit GE employees and representatives to participate in any Supplier or Supplier-sponsored contest, game or promotion. • Business Entertainment of GE Employees and Representatives. Failure to respect and comply with the business entertainment (including travel and living) policies established by GE and governing GE employees and representatives. A GE Supplier is expected to understand the business entertainment policies of the applicable GE business component or affiliate before offering or providing any GE employee or representative any business entertainment. Business entertainment should never be offered to a GE employee or representative by a Supplier under circumstances that create the appearance of an impropriety. • Collusive Conduct and GE Procurements. Sharing or exchanging any price, cost or other competitive information or the undertaking of any other collusive conduct with any other third party to GE with respect to any proposed, pending or current GE procurement. • Intellectual Property and Other Data and Security Requirements. Failure to respect the intellectual and other property rights of others, especially GE. In that regard, a GE Supplier shall: — Only use GE information and property (including tools, drawings and specifications) for the purpose for which they are provided to the Supplier and for no other purposes. — Take appropriate steps to safeguard and maintain the confidentiality of GE proprietary information, including maintaining it in confidence and in secure work areas and not disclosing it to third parties (including other customers, subcontractors, etc.) without the prior written permission of GE. — If requested by GE, only transmit information over the Internet on an encrypted basis. — Observe and respect all GE patents, trademarks and copyrights and comply with such restrictions or prohibitions on their use as GE may from time-to-time establish. — Comply with all applicable rules concerning cross-border data transfers. — Maintain all personal and sensitive data, whether of GE employees or its customers in a secure and confidential manner, taking into account both local requirements and the relevant GE policies provided to the Supplier.
Appears in 7 contracts
Samples: Master Services Agreement, Master Services Agreement, Master Services Agreement
GE Compliance Obligations. All GE employees are obligated to comply with the requirements - the “letter” - of GE’s compliance policies set forth in The Spirit & The Letter. These policies implement the GE Code of Conduct and are supplemented by compliance procedures and guidelines adopted by GE business components and/or affiliates. A summary of some of the key compliance obligations of GE employees follows: IMPROPER PAYMENTS • Always adhere to the highest standards of honesty and integrity in all contacts on behalf of GE. Never offer bribes, kickbacks, illegal political contributions or other improper payments to any customer, government official or third party. Follow the laws of the United States and other countries relating to these matters. • Do not give gifts or provide any entertainment to a customer or supplier without prior approval of GE management. Make sure all business entertainment and gifts are lawful and disclosed to the other party’s employer. • Employ only reputable people and firms as GE representatives and understand and obey any requirements governing the use of third party representatives. INTERNATIONAL TRADE CONTROLS • Understand and follow applicable international trade control and customs laws and regulations, including those relating to licensing, shipping and import documentation and reporting, and record retention requirements. • Never participate in boycotts or other restrictive trade practices prohibited or penalized under United States or applicable local laws. • Make sure all transactions are screened in accordance with applicable export/import requirements; and that any apparent conflict between U.S. and applicable local law requirements, such as the laws blocking certain U.S. restrictions adopted by Canada, Mexico and the members of the European Union, is disclosed to GE counsel. MONEY LAUNDERING PREVENTION • Follow all applicable laws that prohibit money laundering and that require the reporting of cash or other suspicious transactions. • Learn to identify warning signs that may indicate money laundering or other illegal activities or violations of GE policies. Raise any concerns to GE counsel and GE management. PRIVACY • Never acquire, use or disclose individual information in ways that are inconsistent with GE privacy policies or with applicable privacy and data protection laws, regulations and treaties. • Maintain secure business records of information, which is protected by applicable privacy regulations, including computer- computer-based information. SUPPLIER RELATIONSHIPS • Only do business with suppliers who comply with local and other applicable legal requirements and any additional GE standards relating to labor, environment, health and safety, intellectual property rights and improper payments. • Follow applicable laws and government regulations covering supplier relationships. • Provide a competitive opportunity for suppliers to earn a share of GE’s purchasing volume, including small businesses and businesses owned by the disadvantaged, minorities and women. REGULATORY EXCELLENCE • Be aware of the specific regulatory requirements of the country and region where the work is performed and that affect the GE business. • Gain a basic understanding of the key regulators and the regulatory priorities that affect the GE business. • Promptly report any red flags or potential issues that may lead to a regulatory compliance breach. • Always treat regulators professionally and with courtesy and respect. • Assure that coordination with business or corporate experts is sought when working with or responding to requests of regulators. WORKING WITH GOVERNMENTS • Follow applicable laws and regulations associated with government contracts and transactions. • Be truthful and accurate when dealing with government officials and agencies. • Require any supplier or subcontractor providing goods or services for GE on a government project or contract to agree to comply with the intent of GE’s Working with Governments policy and applicable government contract requirements. • Do not do business with suppliers or subcontractors that are prohibited from doing business with the government. • Do not engage in employment discussions with a government employee or former government employee without obtaining prior approval of GE management and counsel. COMPLYING WITH COMPETITION LAWS • Never propose or enter into any agreement or understanding with a GE competitor to fix prices, terms and conditions of sale, costs, profit margins or other aspects of the competition for sales to third parties. • Do not propose or enter into any agreements or understandings with GE customers restricting resale prices. • Never propose or enter into any agreements or understandings with suppliers that restrict the price or other terms at which GE may resell or lease any product or service to a third party. ENVIRONMENT, HEALTH & SAFETY • Conduct your activities in compliance with all relevant environmental and worker health and safety laws and regulations and conduct your activities accordingly. • Ensure that all new product designs or changes or service offerings are reviewed for compliance with GE guidelines. • Use care in handling hazardous materials or operating processes or equipment that use hazardous materials to prevent unplanned releases into the workplace or the environment. • Report to GE management all spills of hazardous materials; any concern that GE products are unsafe; and any potential violation of environmental, health or safety laws, regulations or company practices or requests to violate established EHS procedures. FAIR EMPLOYMENT PRACTICES • Extend equal opportunity, fair treatment and a harassment-free work environment to all employees, co-workers, consultants and other business associates without regard to their race, color, religion, national origin, sex (including pregnancy), sexual orientation, age, disability, veteran status or other characteristic protected by law. SECURITY AND CRISIS MANAGEMENT • Implement rigorous plans to address security of employees, facilities, information, IT assets and business continuity. • Protect access to GE facilities from unauthorized personnel. • Protect IT assets from theft or misappropriation. • Create and maintain a safe working environment. • Ensure proper business continuity plans are prepared for emergencies. • Screen all customers, suppliers, agents and dealers against terrorist watchlists. • Report any apparent security lapses. CONFLICTS OF INTEREST • Financial, business or other non-work related activities must be lawful and free of conflicts with one’s responsibilities to GE. • Report all personal or family relationships, including those of significant others, with current or prospective suppliers you select, manage or evaluate. • Do not use GE equipment, information or other property (including office equipment, email and computer applications) to conduct personal or non-GE business without prior permission from the appropriate GE manager. CONTROLLERSHIP • Keep and report all GE records, including any time records, in an accurate, timely, complete and confidential manner. Only release GE records to third parties when authorized by GE. • Follow GE’s General Accounting Procedures (“GAP”), as well as all generally accepted accounting principles, standards, laws and regulations for accounting and financial reporting of transactions, estimates and forecasts. • Financial statements and reports prepared for or on behalf of GE (including any component or business) must fairly present the financial position, results of operations and/or other financial data for the periods and/or the dates specified. XXXXXXX XXXXXXX OR DEALING & STOCK TIPPING • Never buy, sell or suggest to someone else that they should buy or sell stock or other securities of any company (including GE) while you are aware of significant or material non-public information (“inside information”) about that company. Information is significant or material when it is likely that an ordinary investor would consider the information important in making an investment decision. • Do not pass on or disclose inside information unless lawful and necessary for the conduct of GE business - and never pass on or disclose such information if you suspect that the information will be used for an improper trading purpose. INTELLECTUAL PROPERTY • Identify and protect GE intellectual property in ways consistent with the law. • Consult with GE counsel in advance of soliciting, accepting or using proprietary information of outsiders, disclosing GE proprietary information to outsiders or permitting third parties to use GE intellectual property. • Respect valid patents, trademarks, copyrighted materials and other protected intellectual property of others; and consult with GE counsel for licenses or approvals to use such intellectual property. GE will only do business with Suppliers that comply with all applicable legal and regulatory requirements. Today’s regulatory environment is becoming more challenging, subjecting GE and its Suppliers to a growing number of regulations and enforcement activities around the world. This environment requires that GE and its Suppliers continue to be knowledgeable about and compliant with all applicable regulations and committed to regulatory excellence. Suppliers that transact business with GE are also expected to comply with their contractual obligations under any purchase order or agreement with GE and to adhere to the standards of business conduct consistent with GE’s obligations set forth in the “GE Compliance Obligations” section of this Guide and to the standards described in this section of the Guide. A Supplier’s commitment to full compliance with these standards and all applicable laws and regulations is the foundation of a mutually beneficial business relationship with GE. GE expects its Suppliers, and any Supplier’s subcontractors, that support GE’s work with government customers to be truthful and accurate when dealing with government officials and agencies, and adhere strictly to all compliance obligations relating to government contracts that are required to flow down to GE’s suppliers. As stated above, GE requires and expects each GE Supplier to comply with all applicable laws and regulations. Unacceptable practices by a GE Supplier include: • Minimum Age. Employing workers younger than sixteen (16) years of age or the applicable required minimum age, whichever is higher. • Forced Labor. Using forced, prison or indentured labor or workers subject to any form of compulsion or coercion or trafficking in persons in violation of the U.S. Government’s zero tolerance policy or other applicable laws or regulations. • Environmental Compliance. Lack of commitment to observing applicable environmental laws and regulations. Actions that GE will consider evidence of a lack of commitment to observing applicable environmental laws and regulations include: — Failure to maintain and enforce written and comprehensive environmental management programs, which are subject to periodic audit. — Failure to maintain and comply with all required environmental permits. — Permitting any discharge to the environment in violation of law or issued/required permits or that would otherwise have an adverse impact on the environment. • Health & Safety. Failure to provide workers a workplace that meets applicable health, safety and security standards. • Human Rights. — Failure to respect human rights of Supplier’s employees. — Failure to observe applicable laws and regulations governing wage and hours. — Failure to allow workers to freely choose whether or not to organize or join associations for the purpose of collective bargaining as provided by local law or regulation. — Failure to prohibit discrimination, harassment and retaliation. — Failure to adopt policies and establish systems to procure tantalum, tin, tungsten, and gold from sources that have been verified as conflict free, or to provide supporting data on your supply chain for tantalum, tin, tungsten, and gold to GE when requested, on a platform to be designated by GE. • Code of Conduct. Failure to maintain and enforce GE policies requiring adherence to lawful business practices, including a prohibition against bribery of government officials. • Business Practices and Dealings with GE. Offering or providing, directly or indirectly, anything of value, including cash, bribes, gifts, entertainment or kickbacks, to any GE employee, representative or customer or to any government official in connection with any GE procurement, transaction or business dealing. Such prohibition includes the offering or providing of any consulting, employment or similar position by a Supplier to any GE employee (or their family member or significant other) involved with a GE procurement. GE also prohibits a GE Supplier from offering or providing GE employees, representatives or customers or any government officials with any gifts or entertainment, other than those of nominal value to commemorate or recognize a particular GE Supplier business transaction or activity. In particular, a GE Supplier shall not offer, invite or permit GE employees and representatives to participate in any Supplier or Supplier-sponsored contest, game or promotion. • Business Entertainment of GE Employees and Representatives. Failure to respect and comply with the business entertainment (including travel and living) policies established by GE and governing GE employees and representatives. A GE Supplier is expected to understand the business entertainment policies of the applicable GE business component or affiliate before offering or providing any GE employee or representative any business entertainment. Business entertainment should never be offered to a GE employee or representative by a Supplier under circumstances that create the appearance of an impropriety. • Collusive Conduct and GE Procurements. Sharing or exchanging any price, cost or other competitive information or the undertaking of any other collusive conduct with any other third party to GE with respect to any proposed, pending or current GE procurement. • Intellectual Property and Other Data and Security Requirements. Failure to respect the intellectual and other property rights of others, especially GE. In that regard, a GE Supplier shall: — Only use GE information and property (including tools, drawings and specifications) for the purpose for which they are provided to the Supplier and for no other purposes. — Take appropriate steps to safeguard and maintain the confidentiality of GE proprietary information, including maintaining it in confidence and in secure work areas and not disclosing it to third parties (including other customers, subcontractors, etc.) without the prior written permission of GE. — If requested by GE, only transmit information over the Internet on an encrypted basis. — Observe and respect all GE patents, trademarks and copyrights and comply with such restrictions or prohibitions on their use as GE may from time-to-time establish. — Comply with all applicable rules concerning cross-border data transfers. — Maintain all personal and sensitive data, whether of GE employees or its customers in a secure and confidential manner, taking into account both local requirements and the relevant GE policies provided to the Supplier.
Appears in 6 contracts
Samples: Master Software License Agreement, Master Software License Agreement, Master Software License Agreement
GE Compliance Obligations. All GE employees are obligated to comply with the requirements - — the “letter” - ”— of GEthe Company’s compliance policies set forth in The the Spirit & The Letter. These policies implement the GE Code of Conduct and are supplemented by compliance procedures and guidelines adopted by GE business components and/or affiliatescomponents. A summary of some of the key compliance obligations of GE employees follows: IMPROPER PAYMENTS • Always adhere to the highest standards of honesty and integrity in all contacts on behalf of GE. Never offer bribes, kickbacks, illegal political contributions or other improper payments to any customer, government official or third party. Follow the laws of the United States and other countries relating to these matters. • Do not give significant gifts or provide any extravagant entertainment to a customer or supplier without prior approval of GE managementmanagement approval. Make sure all business entertainment and gifts are lawful and disclosed to the other party’s employer. • Employ only reputable people and firms as GE representatives and understand and obey any requirements governing the use of third party representatives. INTERNATIONAL TRADE CONTROLS • Understand and follow applicable international trade control and customs laws and regulations, including those relating to licensing, shipping and import documentation and reporting, reporting and record retention requirements. • Never participate in boycotts or other restrictive trade practices prohibited or penalized under United States or applicable local laws. • Make sure all transactions are screened in accordance with applicable export/import requirements; and that any apparent conflict between U.S. and applicable local law requirements, such as the laws blocking certain U.S. restrictions adopted by Canada, Mexico and the members of the European Union, is disclosed to GE counsel. MONEY LAUNDERING PREVENTION • Follow all applicable laws that prohibit money laundering and that require the reporting of cash or other suspicious transactions. • Learn to identify warning signs that may indicate money laundering or other illegal activities or violations of GE policies. Raise any concerns to GE counsel and GE management. PRIVACY • Never acquire, use or disclose individual consumer information in ways that are inconsistent with GE privacy policies or with applicable privacy and data protection laws, regulations and treaties. • Maintain secure business records of individual consumer information, which is protected by applicable privacy regulations, including computer- computer-based information. SUPPLIER RELATIONSHIPS • Only do business with suppliers who comply with local and other applicable legal requirements and any additional GE standards relating to labor, environment, health and safety, intellectual property rights and improper payments. • Follow applicable laws and government regulations covering supplier relationships. • Provide a competitive opportunity for suppliers to earn a share of GE’s purchasing volume, including small businesses and businesses owned by the disadvantaged, minorities and women. REGULATORY EXCELLENCE • Be aware of the specific regulatory requirements of the country and region where the work is performed and that affect the GE business. • Gain a basic understanding of the key regulators and the regulatory priorities that affect the GE business. • Promptly report any red flags or potential issues that may lead to a regulatory compliance breach. • Always treat regulators professionally and with courtesy and respect. • Assure that coordination with business or corporate experts is sought when working with or responding to requests of regulators. WORKING WITH GOVERNMENTS • Follow applicable laws and regulations associated with government contracts and transactions. • Be truthful and accurate when dealing with government officials and agencies. • Require any supplier or subcontractor providing goods or services for GE on a government project or contract to agree to comply with the intent of GE’s Working with Governments policy and applicable government contract requirementspolicy. • Do not do business Be truthful and accurate when dealing with suppliers or subcontractors that are prohibited from doing business with the government. • Do not engage in employment discussions with a government employee or former government employee without obtaining prior approval of GE management officials and counselagencies. COMPLYING WITH COMPETITION LAWS • Never propose or enter into any agreement or understanding with a GE competitor to fix prices, terms and conditions of sale, costs, profit margins margins, or other aspects of the competition for sales to third parties. • Do not propose or enter into any agreements or understandings with GE customers restricting resale prices. • Never propose or enter into any agreements or understandings with suppliers that which restrict the price or other terms at which GE may resell or lease any product or service to a third party. ENVIRONMENT, HEALTH & SAFETY • Conduct Learn how to conduct your activities in compliance with all relevant environmental and worker health and safety laws and regulations and conduct your activities accordingly. • Ensure that all new product designs or changes or service services offerings are reviewed for compliance with GE guidelines. • Use care in handling hazardous materials or operating processes or equipment that use hazardous materials to prevent unplanned releases into the workplace or the environment. • Report to GE management all spills of hazardous materials; any concern that GE products are unsafe; and any potential violation of environmental, health or safety laws, regulations or company practices or requests to violate established EHS procedures. FAIR EMPLOYMENT PRACTICES • Extend equal opportunity, fair treatment and a harassment-free work environment to all employees, co-workerscoworkers, consultants and other business associates without regard to their race, color, religion, national origin, sex (including pregnancy), sexual orientation, age, disability, veteran status or other characteristic protected by law. SECURITY AND CRISIS MANAGEMENT • Implement rigorous plans to address security of employees, facilities, information, IT assets and business continuity. • Protect access to GE facilities from unauthorized personnel. • Protect IT assets from theft or misappropriation. • Create and maintain a safe working environment. • Ensure proper business continuity plans are prepared for emergencies. • Screen all customers, suppliers, agents and dealers against terrorist watchlists. • Report any apparent security lapses. CONFLICTS OF INTEREST • Financial, business business, or other non-work related activities must be lawful and free of conflicts with one’s responsibilities to GE. • Report all personal or family relationships, including those of significant others, with current or prospective suppliers you select, manage or evaluate. • Do not use GE equipment, information or other property (including office equipment, email e-mail and computer applications) to conduct personal or non-GE business without prior permission from the appropriate GE manager. CONTROLLERSHIP • Keep and report all GE records, including any time records, in an accurate, timely, complete complete, and confidential manner. Only release GE records to third parties when authorized by GE. • Follow GE’s General Accounting Procedures (“GAP”), as well as all generally accepted accounting principles, standards, laws and regulations for accounting and financial reporting of transactions, estimates and forecasts. • Financial statements and reports prepared for or on behalf of GE (including any component or businesscomponent) must fairly present the financial position, results of operations operations, and/or other financial data for the periods and/or the dates specified. XXXXXXX XXXXXXX OR DEALING & STOCK TIPPING • Never buy, sell or suggest to someone else that they should buy or sell stock or other securities of any company (including GE) while you are aware of significant or material non-public information (“inside information”) about that company. Information is significant or material when it is likely that an ordinary investor would consider the information important in making an investment decision. • Do not pass on or disclose inside information unless lawful and necessary for the conduct of GE business - — and never pass on or disclose such information if you suspect that the information will be used for an improper trading purpose. INTELLECTUAL PROPERTY • Identify and protect commercially significant GE intellectual property in ways consistent with the law. • Consult with GE counsel in advance of soliciting, accepting or using proprietary information of outsiders, disclosing GE proprietary information to outsiders or permitting third parties to use GE intellectual property. • Respect valid patents, trademarks, copyrighted materials and other protected intellectual property of others; and consult with GE counsel for licenses or approvals to use such intellectual property. GE will only do business with Suppliers suppliers that comply with all applicable legal and regulatory requirements. Today’s regulatory environment is becoming more challenging, subjecting GE and its Suppliers to a growing number of regulations and enforcement activities around the world. This environment requires that GE and its Suppliers continue to be knowledgeable about and compliant with all applicable regulations and committed to regulatory excellence. Suppliers that transact business with GE are also expected to not only comply with their contractual obligations under any purchase order or agreement with GE and to GE, but also adhere to the standards of business conduct consistent with GE’s obligations set forth in the “GE Compliance Obligations” section of this Guide and to the standards those described in this section of the Guide. A Supplier’s supplier commitment to full compliance with these standards and all applicable laws and regulations is the foundation of a mutually beneficial business relationship with GE. GE expects its Suppliers, and any Supplier’s subcontractors, that support GE’s work with government customers to be truthful and accurate when dealing with government officials and agencies, and adhere strictly to all compliance obligations relating to government contracts that are required to flow down to GE’s suppliers. As stated above, GE requires and expects that each GE Supplier to supplier shall comply with all applicable laws and regulationslegal requirements. Unacceptable practices by a GE Supplier supplier include: • Minimum Age. Employing workers younger than sixteen (16) years of age or the applicable required minimum age, whichever is higher. • Forced Labor. Using forced, prison or indentured labor labor, or workers subject to any form of compulsion or coercion or trafficking in persons in violation of the U.S. Government’s zero tolerance policy or other applicable laws or regulationscoercion. • Environmental Compliance. Lack of commitment to observing applicable environmental laws and regulations. Actions that GE will consider evidence of a lack of commitment to observing applicable environmental laws and regulations include: — Failure • Failing to maintain and enforce written and comprehensive environmental management programs, programs which are subject to periodic audit. — Failure • Failing to maintain and comply with all required environmental permits. — • Permitting any discharge to the environment in violation of law or law, issued/required permits permits, or that would otherwise have an adverse impact on the environment. • Health & Safety. Failure to provide workers a workplace that meets applicable health, health and safety and security standards. • Human Rights. — Failure to respect human rights of Supplier’s employees. — Failure to observe applicable laws and regulations governing wage and hours. — Failure to allow workers to freely choose whether or not to organize or join associations for the purpose of collective bargaining as provided by local law or regulation. — Failure to prohibit discrimination, harassment and retaliation. — Failure to adopt policies and establish systems to procure tantalum, tin, tungsten, and gold from sources that have been verified as conflict free, or to provide supporting data on your supply chain for tantalum, tin, tungsten, and gold to GE when requested, on a platform to be designated by GE. • Code of Conduct. Failure to maintain and enforce GE company policies requiring adherence to lawful business practices, including a prohibition against bribery of government officials. • Business Practices and Dealings with GE. Offering or providing, directly or indirectly, anything of value, including cash, bribes, gifts, entertainment bribes or kickbacks, to any GE employee, representative or customer or to any government official in connection with any GE procurement, transaction or business dealing. Such prohibition includes the offering or providing of any consulting, employment or similar position by a Supplier supplier to any GE employee (or their family member or significant other) involved with a GE procurement. GE also prohibits requires that a GE Supplier from offering supplier not offer or providing provide GE employees, employees and representatives or customers or any government officials with any gifts or entertainmentgifts, other than those gifts of nominal value to commemorate or recognize a particular GE Supplier GE-supplier business transaction or activity. In particular, a GE Supplier supplier shall not offer, invite or permit GE employees and representatives to participate in any Supplier supplier or Suppliersupplier-sponsored contest, game or promotion. • Business Entertainment of GE Employees and Representatives. Failure Failing to respect and comply with the business entertainment (including travel and living) policies established by GE and governing GE employees and representatives. A GE Supplier supplier is expected to understand the business entertainment policies of the applicable GE business component or affiliate operation before offering or providing any GE employee or representative any business entertainment. Business entertainment should never be offered to a GE employee or and representative by a Supplier supplier under circumstances that create the appearance of an impropriety. • Collusive Conduct and GE Procurements. Sharing or exchanging any price, cost or other competitive information or the undertaking of any other collusive conduct with any other third party supplier or bidder to GE with respect to any proposed, pending or current GE procurement. • Intellectual & Other Property and Other Data and Security RequirementsRights. Failure Failing to respect the intellectual and other property rights of others, especially GE. In that regard, a GE Supplier supplier shall: — • Only use GE information and property (including tools, drawings and specifications) for the purpose for which they are provided to the Supplier supplier and for no other purposes. — • Take appropriate steps to safeguard and maintain the confidentiality of GE proprietary information, including maintaining it in confidence and in secure work areas and not disclosing it to third parties (including other customers, subcontractors, etc.) without the prior written permission of GE. — If requested by GE, only • Only transmit GE information over the Internet on an encrypted basis. — • Observe and respect all GE patents, trademarks and copyrights and comply with such restrictions or prohibitions on their use as GE may from time-to-time to time establish. — Comply with all applicable rules concerning cross-border data transfers. — Maintain all personal and sensitive data, whether of GE employees or its customers in a secure and confidential manner, taking into account both local requirements and the relevant GE policies provided to the Supplier.
Appears in 2 contracts
Samples: Supply Agreement (Tpi Composites, Inc), Supply Agreement (Tpi Composites, Inc)
GE Compliance Obligations. All GE employees are obligated to comply with the requirements - — the “letter” - ”— of GE’s compliance policies set forth in The Spirit & The Letter. These policies implement the GE Code of Conduct and are supplemented by compliance procedures and guidelines adopted by GE business components and/or affiliates. A summary of some of the key compliance obligations of GE employees follows: IMPROPER PAYMENTS • Always adhere to the highest standards of honesty and integrity in all contacts on behalf of GE. Never offer bribes, kickbacks, illegal political contributions or other improper payments to any customer, government official or third party. Follow the laws of the United States and other countries relating to these matters. • Do not give gifts or provide any entertainment to a customer or supplier without prior approval of GE management. Make sure all business entertainment and gifts are lawful and disclosed to the other party’s employer. • Employ only reputable people and firms as GE representatives and understand and obey any requirements governing the use of third party representatives. INTERNATIONAL TRADE CONTROLS • Understand and follow applicable international trade control and customs laws and regulations, including those relating to licensing, . shipping and import documentation and reporting, and record retention requirements. • Never participate in boycotts or other restrictive trade practices prohibited or penalized under United States or applicable local laws. • Make sure all transactions are screened in accordance with applicable export/import requirements; and that any apparent conflict between U.S. and applicable local law requirements, such as the laws blocking certain U.S. restrictions adopted by Canada, Mexico and the members of the European Union, is disclosed to GE counsel. MONEY LAUNDERING PREVENTION • Follow all applicable laws that prohibit money laundering and that require the reporting of cash or other suspicious transactions. • Learn to identify warning signs that may indicate money laundering or other illegal activities or violations of GE policies. Raise any concerns to GE counsel and GE management. PRIVACY • Never acquire, use or disclose individual information in ways that are inconsistent with GE privacy policies or with applicable privacy and data protection laws, regulations and treaties. • Maintain secure business records of information, which is protected by applicable privacy regulations, including computer- computer-based information. SUPPLIER RELATIONSHIPS • Only do business with suppliers who comply with local and other applicable legal requirements and any additional GE standards relating to labor, environment, health and safetysafely, intellectual property rights and improper payments. • Follow applicable laws and government regulations covering supplier relationships. • Provide a competitive opportunity for suppliers to earn a share of GE’s purchasing volume, including small businesses and businesses owned by the disadvantaged, minorities and women. REGULATORY EXCELLENCE • Be aware of the specific regulatory requirements of the country and region where the work is performed and that affect the GE business. • Gain a basic understanding of the key regulators and the regulatory priorities that affect the GE business. • Promptly report any red flags or potential issues that may lead to a regulatory compliance breach. • Always treat regulators professionally and with courtesy and respect. • Assure that coordination with business or corporate experts is sought when working with or responding to requests of regulators. WORKING WITH GOVERNMENTS • Follow applicable laws and regulations associated with government contracts and transactions. • Be truthful and accurate when dealing with government officials and agencies. • Require any supplier or subcontractor providing goods or services for GE on a government project or contract to agree to comply with the intent of GE’s Working with Governments policy and applicable government contract requirements. • Do not do business with suppliers or subcontractors that are prohibited from doing business with the government. • Do not engage in employment discussions with a government employee or former government employee without obtaining prior approval of GE management and counsel. COMPLYING WITH COMPETITION LAWS • Never propose or enter into any agreement or understanding with a GE competitor to fix prices, terms and conditions of sale, costs, profit margins or other aspects of the competition for sales to third parties. • Do not propose or enter into any agreements or understandings with GE customers restricting resale prices. • Never propose or enter into any agreements or understandings with suppliers that restrict the price or other terms at which GE may resell or lease any product or service to a third party. ENVIRONMENT, HEALTH & SAFETY • Conduct your activities in compliance with all relevant environmental and worker health and safety laws and regulations and conduct your activities accordingly. • Ensure that all new product designs or changes or service offerings are reviewed for compliance with GE guidelines. • Use care in handling hazardous materials or operating processes or equipment that use hazardous materials to prevent unplanned releases into the workplace or the environment. • Report to GE management all spills of hazardous materials; : any concern that GE products are arc unsafe; : and any potential violation of environmental, health or safety laws, regulations or company practices or requests to violate established EHS procedures. FAIR EMPLOYMENT PRACTICES • Extend equal opportunity, fair treatment and a harassment-free work environment to all employees, co-workers, consultants and other business associates without regard to their race, color, religion, national origin, sex (including pregnancy), sexual orientation, age, disability, veteran status or other characteristic protected by law. SECURITY AND CRISIS MANAGEMENT • Implement rigorous plans to address security of employees, facilities, information, IT assets and business continuity. • Protect access to GE facilities from unauthorized personnel. , • Protect IT assets from theft or misappropriation. • Create and maintain a safe working environment. • Ensure proper business continuity plans are prepared for emergencies. • Screen all customers, suppliers, agents and dealers against terrorist watchlists. • Report any apparent security lapses. CONFLICTS OF INTEREST • Financial, business or other non-work related activities must be lawful and free of conflicts with one’s responsibilities to GE. • Report all personal or family relationships, including those of significant others, with current or prospective suppliers you select, manage or evaluate. • Do not use GE equipment, information or other property (including office equipment, email e-mail and computer applications) to conduct personal or non-GE business without prior permission from the appropriate GE manager. CONTROLLERSHIP • Keep and report all GE records, including any time records, in an accurate, timely, complete and confidential manner. Only release GE records to third parties when authorized by GE. • Follow GE’s General Accounting Procedures (“GAP”), as well as all generally accepted accounting principles, standards, laws and regulations for accounting and financial reporting of transactions, estimates and forecasts. • Financial statements and reports prepared for or on behalf of GE (including any component or business) must fairly present the financial position, results of operations and/or other financial data for the periods and/or the dates specified. XXXXXXX XXXXXXX OR DEALING & STOCK TIPPING • Never buy, sell or suggest to someone else that they should buy or sell stock or other securities of any company (including GE) while you are we aware of significant or material non-public information (“inside information”) about that company. Information is significant or material when it is likely that an ordinary investor would consider the information important in making an investment decision. • Do not pass on or disclose inside information unless lawful and necessary for the conduct of GE business - — and never pass on or disclose such information if you suspect that the information will be used for an improper trading purpose. INTELLECTUAL PROPERTY • Identify and protect GE intellectual property in ways consistent with the law. • Consult with GE counsel in In advance of soliciting, accepting or using proprietary information of outsiders, disclosing GE proprietary information to outsiders or permitting third parties to use GE intellectual property. • Respect valid patents, trademarks, copyrighted materials and other protected intellectual property of others; and consult with GE counsel for licenses or approvals to use such intellectual property. GE will only do business with Suppliers that comply with all applicable legal and regulatory requirements. Today’s regulatory environment is becoming more challenging, subjecting GE and its Suppliers to a growing number of regulations and enforcement activities around the world. This environment requires that GE and its Suppliers continue to be knowledgeable about and compliant with all applicable regulations and committed to regulatory excellence. Suppliers that transact business with GE are also expected to comply with their contractual obligations under any purchase order or agreement with GE and to adhere to the standards of business conduct consistent with GE’s obligations set forth in the “GE Compliance Obligations” section of this Guide and to the standards described in this section of the Guide. A Supplier’s commitment to full compliance with these standards and all applicable laws and regulations is the foundation of a mutually beneficial business relationship with GE. GE expects its Suppliers, and any Supplier’s subcontractors, that support GE’s work with government customers to be truthful and accurate when dealing with government officials and agencies, and adhere strictly to all compliance obligations relating to government contracts that are required to flow down to GE’s suppliers. As stated above, GE requires and expects each GE Supplier to comply with all applicable laws and regulations. Unacceptable practices by a GE Supplier include: • Minimum Age. Employing workers younger than sixteen (16) years of age or the applicable required minimum age, whichever is higher. • Forced Labor. Using forced, prison or indentured labor or workers subject to any form of compulsion or coercion or trafficking in persons in violation of the U.S. Government’s zero tolerance policy or other applicable laws or regulations. • Environmental Compliance. Lack of commitment to observing applicable environmental laws and regulations. Actions that GE will consider evidence of a lack of commitment to observing applicable environmental laws and regulations include: — Failure to maintain and enforce written and comprehensive environmental management programs, which are subject to periodic audit. — Failure to maintain and comply with all required environmental permits. — Permitting any discharge to the environment in violation of law or issued/required permits or that would otherwise have an adverse impact on the environment. • Health & Safety. Failure to provide workers a workplace that meets applicable health, safety and security standards. • Human Rights. — Failure to respect human rights of Supplier’s employees. — Failure to observe applicable laws and regulations governing wage and hours. — Failure to allow workers to freely choose whether or not to organize or join associations for the purpose of collective bargaining as provided by local law or regulation. — Failure to prohibit discrimination, harassment and retaliation. — Failure to adopt policies and establish systems to procure tantalum, tin, tungsten, and gold from sources that have been verified as conflict free, or to provide supporting data on your supply chain for tantalum, tin, tungsten, and gold to GE when requested, on a platform to be designated by GE. • Code of Conduct. Failure to maintain and enforce GE policies requiring adherence to lawful business practices, including a prohibition against bribery of government officials. • Business Practices and Dealings with GE. Offering or providing, directly or indirectly, anything of value, including cash, bribes, gifts, entertainment or kickbacks, to any GE employee, representative or customer or to any government official in connection with any GE procurement, transaction or business dealing. Such prohibition includes the offering or providing of any consulting, employment or similar position by a Supplier to any GE employee (or their family member or significant other) involved with a GE procurement. GE also prohibits a GE Supplier from offering or providing GE employees, representatives or customers or any government officials with any gifts or entertainment, other than those of nominal value to commemorate or recognize a particular GE Supplier business transaction or activity. In particular, a GE Supplier shall not offer, invite or permit GE employees and representatives to participate in any Supplier or Supplier-sponsored contest, game or promotion. • Business Entertainment of GE Employees and Representatives. Failure to respect and comply with the business entertainment (including travel and living) policies established by GE and governing GE employees and representatives. A GE Supplier is expected to understand the business entertainment policies of the applicable GE business component or affiliate before offering or providing any GE employee or representative any business entertainment. Business entertainment should never be offered to a GE employee or representative by a Supplier under circumstances that create the appearance of an impropriety. • Collusive Conduct and GE Procurements. Sharing or exchanging any price, cost or other competitive information or the undertaking of any other collusive conduct with any other third party to GE with respect to any proposed, pending or current GE procurement. • Intellectual Property and Other Data and Security Requirements. Failure to respect the intellectual and other property rights of others, especially GE. In that regard, a GE Supplier shall: — Only use GE information and property (including tools, drawings and specifications) for the purpose for which they are provided to the Supplier and for no other purposes. — Take appropriate steps to safeguard and maintain the confidentiality of GE proprietary information, including maintaining it in confidence and in secure work areas and not disclosing it to third parties (including other customers, subcontractors, etc.) without the prior written permission of GE. — If requested by GE, only transmit information over the Internet on an encrypted basis. — Observe and respect all GE patents, trademarks and copyrights and comply with such restrictions or prohibitions on their use as GE may from time-to-time establish. — Comply with all applicable rules concerning cross-border data transfers. — Maintain all personal and sensitive data, whether of GE employees or its customers in a secure and confidential manner, taking into account both local requirements and the relevant GE policies provided to the Supplier.
Appears in 2 contracts
Samples: Supply Agreement (Tpi Composites, Inc), Supply Agreement (Tpi Composites, Inc)
GE Compliance Obligations. All GE employees are obligated to comply with the requirements - — the “letter” - ”— of GE’s compliance policies set forth in The Spirit & The Letter. These policies implement the GE Code of Conduct and are supplemented by compliance procedures and guidelines adopted by GE business components and/or affiliates. A summary of some of the key compliance obligations of GE employees follows: IMPROPER PAYMENTS • Always adhere to the highest standards of honesty and integrity in all contacts on behalf of GE. Never offer bribes, kickbacks, illegal political contributions or other improper payments to any customer, government official or third party. Follow the laws of the United States and other countries relating to these matters. • Do not give gifts or provide any entertainment to a customer or supplier without prior approval of GE management. Make sure all business entertainment and gifts are lawful and disclosed to the other party’s employer. • Employ only reputable people and firms as GE representatives and understand and obey any requirements governing the use of third party representatives. INTERNATIONAL TRADE CONTROLS • Understand and follow applicable international trade control and customs laws and regulations, including those relating to licensing, . shipping and import documentation and reporting, and record retention requirements. • Never participate in boycotts or other restrictive trade practices prohibited or penalized under United States or applicable local laws. • Make sure all transactions are screened in accordance with applicable export/import requirements; and that any apparent conflict between U.S. and applicable local law requirements, such as the laws blocking certain U.S. restrictions adopted by Canada, Mexico and the members of the European Union, is disclosed to GE counsel. MONEY LAUNDERING PREVENTION • Follow all applicable laws that prohibit money laundering and that require the reporting of cash or other suspicious transactions. • Learn to identify warning signs that may indicate money laundering or other illegal activities or violations of GE policies. Raise any concerns to GE counsel and GE management. PRIVACY • Never acquire, use or disclose individual information in ways that are inconsistent with GE privacy policies or with applicable privacy and data protection laws, regulations and treaties. • Maintain secure business records of information, which is protected by applicable privacy regulations, including computer- computer-based information. SUPPLIER RELATIONSHIPS • Only do business with suppliers who comply with local and other applicable legal requirements and any additional GE standards relating to labor, environment, health and safetysafely, intellectual property rights and improper payments. • Follow applicable laws and government regulations covering supplier relationships. • Provide a competitive opportunity for suppliers to earn a share of GE’s purchasing volume, including small businesses and businesses owned by the disadvantaged, minorities and women. REGULATORY EXCELLENCE • Be aware of the specific regulatory requirements of the country and region where the work is performed and that affect the GE business. • Gain a basic understanding of the key regulators and the regulatory priorities that affect the GE business. • Promptly report any red flags or potential issues that may lead to a regulatory compliance breach. • Always treat regulators professionally and with courtesy and respect. • Assure that coordination with business or corporate experts is sought when working with or responding to requests of regulators. WORKING WITH GOVERNMENTS • Follow applicable laws and regulations associated with government contracts and transactions. • Be truthful and accurate when dealing with government officials and agencies. • Require any supplier or subcontractor providing goods or services for GE on a government project or contract to agree to comply with the intent of GE’s Working with Governments policy and applicable government contract requirements. • Do not do business with suppliers or subcontractors that are prohibited from doing business with the government. • Do not engage in employment discussions with a government employee or former government employee without obtaining prior approval of GE management and counsel. COMPLYING WITH COMPETITION LAWS • Never propose or enter into any agreement or understanding with a GE competitor to fix prices, terms and conditions of sale, costs, profit margins or other aspects of the competition for sales to third parties. • Do not propose or enter into any agreements or understandings with GE customers restricting resale prices. • Never propose or enter into any agreements or understandings with suppliers that restrict the price or other terms at which GE may resell or lease any product or service to a third party. ENVIRONMENT, HEALTH & SAFETY • Conduct your activities in compliance with all relevant environmental and worker health and safety laws and regulations and conduct your activities accordingly. • Ensure that all new product designs or changes or service offerings are reviewed for compliance with GE guidelines. • Use care in handling hazardous materials or operating processes or equipment that use hazardous materials to prevent unplanned releases into the workplace or the environment. • Report to GE management all spills of hazardous materials; : any concern that GE products are arc unsafe; : and any potential violation of environmental, health or safety laws, regulations or company practices or requests to violate established EHS procedures. FAIR EMPLOYMENT PRACTICES • Extend equal opportunity, fair treatment and a harassment-free work environment to all employees, co-workers, consultants and other business associates without regard to their race, color, religion, national origin, sex (including pregnancy), sexual orientation, age, disability, veteran status or other characteristic protected by law. SECURITY AND CRISIS MANAGEMENT • Implement rigorous plans to address security of employees, facilities, information, IT assets and business continuity. • Protect access to GE facilities from unauthorized personnel. , • Protect IT assets from theft or misappropriation. • Create and maintain a safe working environment. • Ensure proper business continuity plans are prepared for emergencies. • Screen all customers, suppliers, agents and dealers against terrorist watchlists. • Report any apparent security lapses. CONFLICTS OF INTEREST • Financial, business or other non-work related activities must be lawful and free of conflicts with one’s responsibilities to GE. • Report all personal or family relationships, including those of significant others, with current or prospective suppliers you select, manage or evaluate. • Do not use GE equipment, information or other property (including office equipment, email e-mail and computer applications) to conduct personal or non-GE business without prior permission from the appropriate GE manager. CONTROLLERSHIP • Keep and report all GE records, including any time records, in an accurate, timely, complete and confidential manner. Only release GE records to third parties when authorized by GE. • Follow GE’s General Accounting Procedures (“GAP”), as well as all generally accepted accounting principles, standards, laws and regulations for accounting and financial reporting of transactions, estimates and forecasts. • Financial statements and reports prepared for or on behalf of GE (including any component or business) must fairly present the financial position, results of operations and/or other financial data for the periods and/or the dates specified. XXXXXXX XXXXXXX OR DEALING & STOCK TIPPING • Never buy, sell or suggest to someone else that they should buy or sell stock or other securities of any company (including GE) while you are we aware of significant or material non-public information (“inside information”) about that company. Information is significant or material when it is likely that an ordinary investor would consider the information important in making an investment decision. • Do not pass on or disclose inside information unless lawful and necessary for the conduct of GE business - — and never pass on or disclose such information if you suspect that the information will be used for an improper trading purpose. INTELLECTUAL PROPERTY • Identify and protect GE intellectual property in ways consistent with the law. • Consult with GE counsel in In advance of soliciting, accepting or using proprietary information of outsiders, disclosing GE proprietary information to outsiders or permitting third parties to use GE intellectual property. • Respect valid patents, trademarks, copyrighted materials and other protected intellectual property of others; and consult with GE counsel for licenses or approvals to use such intellectual property. Responsibilities of GE Suppliers GE will only do business with Suppliers that comply with all applicable legal and regulatory requirements. Today’s regulatory environment is becoming more challenging, subjecting GE and its Suppliers to a growing number of or regulations and enforcement activities around the world. This environment requires that GE and its Suppliers continue to be knowledgeable about and compliant with all applicable regulations and committed to regulatory excellence. Suppliers that transact business with GE are also expected to comply with their contractual obligations under any purchase order or agreement with GE and to adhere to the standards of business conduct consistent with GE’s obligations set forth in the “GE Compliance Obligations” section of this Guide and to the standards described in this section of the Guide. A Supplier’s commitment to full compliance with these standards and all applicable laws and regulations is the foundation of a mutually beneficial business relationship with GE. GE expects its Suppliers, and any Supplier’s subcontractors, that support GE’s work with government customers to be truthful and accurate when dealing with government officials and agencies, and adhere strictly to all compliance obligations relating to government contracts that are required to flow down to GE’s suppliers. As stated above, GE requires and expects each GE Supplier to comply with all applicable laws and regulations. Unacceptable practices by a GE Supplier include: . • Minimum Age. Employing workers younger than sixteen (16) years of age or the applicable required minimum age, whichever is higher. • Forced Labor. Using forced, prison or indentured labor or workers subject to any form of compulsion or coercion or trafficking in persons in violation of the U.S. Government’s zero tolerance policy or other applicable laws or regulations. • Environmental Compliance. Lack of commitment to observing applicable environmental laws and regulations. Actions that GE will consider evidence of a lack of commitment to observing applicable environmental laws and regulations include: — • Failure to maintain and enforce written and comprehensive environmental management programs, which are subject to periodic audit. — • Failure to maintain and comply with all required environmental permits. — • Permitting any discharge to the environment in violation of law or issued/required permits or that would otherwise have an adverse impact on the environment. • Health & Safety. Failure to provide workers a workplace that meets applicable health, safety and security standards. • Human Rights. — • Failure to respect human rights of Supplier’s employees. — • Failure to observe applicable laws and regulations governing wage and hours. — • Failure to allow workers to freely choose whether or not to organize or join associations for the purpose of collective bargaining as provided by local law or regulation. — • Failure to prohibit discrimination, harassment and retaliation. — Failure to adopt policies and establish systems to procure tantalum, tin, tungsten, and gold from sources that have been verified as conflict free, or to provide supporting data on your supply chain for tantalum, tin, tungsten, and gold to GE when requested, on a platform to be designated by GE. • Code of Conduct. Failure to maintain and enforce GE policies requiring adherence to lawful business practices, including a prohibition against bribery of government officials. • Business Practices and Dealings with GE. GE Offering or providing, directly or indirectly, anything of value, including cash, bribes, gifts, entertainment or kickbacks, to any GE employee, representative or customer or to any government official in connection with any GE procurement, transaction or business dealing. Such prohibition includes the offering or providing of any consulting, employment or similar position by a Supplier to any GE employee (or their family member or significant other) involved with a GE procurement. GE also prohibits a GE Supplier from offering or providing GE employees, representatives or customers or any government officials with any gifts or entertainment, other than those of nominal value to commemorate or recognize a particular GE Supplier business transaction or activity. In particular, a GE Supplier shall not offer, invite or permit GE employees and representatives to participate in any Supplier or Supplier-Supplier sponsored contest, game or promotion. • Business Entertainment of GE Employees and Representatives. Failure to respect and comply with the business entertainment (including travel and living) policies established by GE and governing GE employees and representatives. A GE Supplier is expected to understand the business entertainment policies of the applicable GE business component or affiliate before offering or providing any GE employee or representative any business entertainment. Business entertainment should never be offered to a GE employee or representative by a Supplier under circumstances that create the appearance of an impropriety. • Collusive Conduct and GE Procurements. Sharing or exchanging any price, cost or other competitive information or the undertaking of any other collusive conduct with any other third party to GE with respect to any proposed, pending or current GE procurement. • Intellectual Property and Other Data and Security Requirements. Failure to respect the intellectual and other property rights of others, especially GE. In that regard, a GE Supplier shall: — • Only use GE information and property (including tools, drawings and specifications) for the purpose for which they are provided to the Supplier and for no other purposes. — • Take appropriate steps to safeguard and maintain the confidentiality of GE proprietary information, including maintaining it in confidence and in secure work areas and not disclosing it to third parties (including other customers, subcontractors, etc.) without the prior written permission of GE. — • If requested by GE, only transmit information over the Internet on an encrypted basis. — • Observe and respect all GE patents, trademarks and copyrights and comply with such restrictions or prohibitions on their use as GE may from time-to-time to lime establish. — • Comply with all applicable rules concerning cross-border data transfers. — • Maintain all personal and sensitive data, whether of or GE employees or its customers in a secure and confidential manner, taking into account both local requirements and the relevant GE policies provided to the Supplier.
Appears in 1 contract
Samples: Supply Agreement