MAIN OBLIGATIONS. 4.1. You must comply with:
4.1.1. all Applicable Law, including those requirements that apply to the sale of goods and/or services by You;
4.1.2. the Payment Network Rules (as applicable to any Access Payment Product and/or the Services We are providing to You);
4.1.3. any Operating Instructions which We provide to You;
4.1.4. all Applicable Law in respect of all Sanctions and further, You must not submit any payment via any of the Services which relates in any way to a Restricted Person;
4.1.5. Your constitutional or other governing documents (e.g. rules, partnership agreement, or trust deed); and
4.1.6. all certificates, licences, registrations and authorisations required for the operation of Your business, and, to the extent applicable, You must not do anything which would put Us in breach of any of the above laws, rules and regulations.
4.2. Unless otherwise agreed in writing with Us, You are responsible (at Your own cost) for the provision of all equipment, software, systems and telecommunications facilities which are necessary to enable You to receive the Access Payment Product or Services. You are also responsible for any systems integration costs to enable You to receive the Access Payment Product or Services.
4.3. You must only submit, to Us, or via an Access Payment Product, payment data and/or payment instructions directly from Your own personnel and systems.
4.4. You must give Us:
4.4.1. any information or documents You have (or under Your control) which We need to comply with any court order or any other mandatory or statutory request served on Us under any Applicable Law and/or the Payment Network Rules which apply and relate to any part of this Agreement or the Services; and/or
4.4.2. any financial and other information about You and Your business that We request so We can assess Our risk. This information may include Your financial accounts (including any relevant management or audited accounts), You due diligence information and any other information We believe may help Us to assess any risks to Us or to otherwise comply with Our legal and regulatory obligations or with the Payment Network Rules.
4.5. We will comply with:
4.5.1. all Applicable Laws, including those requirements that apply to the sale of goods and/or services by Us;
4.5.2. the Payment Network Rules (as applicable to any Access Payment Product and/or the Services We are providing to You);
4.5.3. all Applicable Law in respect of all Sanctions
4.5.4. all certificates, licences...
MAIN OBLIGATIONS. Do not use, possess or be under the influence of drugs or alcohol while on duty, whether or not on Company premises, or while in Company vehicles · Whether or not on duty, comply with all laws and regulations governing use or possession of alcohol and illegal drugs · Inform the Company’s medical department or a supervisor if, for medical reasons, you are using prescription or non-prescription drugs that may impair alertness or judgment and jeopardize your safety or that of your co-workers
MAIN OBLIGATIONS. Make procurement decisions with integrity and based on criteria that will deliver the best total value to ComEd, such as quality, price, service, reliability, availability, technical excellence and delivery · Deal with all suppliers professionally, ethically and fairly and avoid the appearance of impropriety; specific restrictions on the exchange of gifts and entertainment are discussed in the section below entitled “Conflicts of Interest”. · Conduct ComEd business in good faith and resolve disputes quickly and equitably, where possible · Sole source procurements without sufficient justification · Frequent business entertaining with a supplier ComEd is committed to making all business decisions objectively and solely on the basis of the best quality, service and price, or other similar competitive factors. A conflict of interest exists whenever the personal interests, activity, investment or association of a ComEd employee are inconsistent with the responsibilities of his or her employment or position. A loss to the Company need not occur for a conflict to exist. · Avoid any activity, interest or association that could compromise the independent exercise of your judgment in the best interests of the Company · Act with an understanding that even the appearance of a conflict between personal interests and those of the Company can undermine trust and therefore must also be avoided · Seek guidance from your manager or the Ethics and Compliance Office whenever there is a question concerning a conflict between your personal interest and the interests of the Company · Promptly disclose all conflicts to the Ethics and Compliance Office and in your compliance certification
MAIN OBLIGATIONS. Prepare financial statements in accordance with Generally Accepted Accounting Principles (GAAP) and ComEd accounting procedures · Maintain a sound system of internal controls that provides reasonable assurance that: · operations and activities are effective and efficient · financial and operational accounting and reporting are full, fair, accurate, timely and reliable, and reflect the underlying performance · authority and accountability to conduct business is delegated in a manner that balances efficient decision-making with protection of ComEd’s assets and interests · adequate segregation of duties exists between authorization, creation, approval, custody, record keeping and reconciliation and · compliance with ComEd’s policies and practices and applicable laws and regulations is promoted, communicated and maintained · understanding and complying with the system of controls established and maintained by management in their respective organizations, to achieve the expectations contained in the Company’s policy on internal controls · recording all business transactions, events and conditions accurately and completely · ensuring that all transactions are properly authorized and approved, recorded and reported in a timely manner and are adequately supported and · reporting accounting or internal control deficiencies that have the potential to adversely affect the ability of the Company to record, process, or report financial or operations data · falsifying data, information or records with respect to the Company’s finances or operations, including those related to, among other things: assets, liabilities, revenues, expenses and earnings; quality, safety and security; environmental performance; plant and equipment; claims; and timekeeping · accelerating, postponing or otherwise manipulating the accurate and timely recording of assets, liabilities revenues, expenses or earnings · creating off-book accounts or funds or making any other entry in any other record that intentionally misrepresents, conceals or disguises the true nature of any transaction, event or condition and · taking any action, either alone or with another employee or a supplier, to improperly influence, coerce, manipulate or mislead any auditor or investigator engaged in the performance of an audit or other review of the Company’s transactions, activities or operations, including its financial statements, financial transactions, or accounting or other internal controls
MAIN OBLIGATIONS. Cooperate with governmental agencies and officials in a straightforward manner and exercise the utmost integrity at all times in conducting business with such agencies and officials · Provide forthright, responsive and timely disclosure of information in connection with the conduct of regulatory proceedings or in connection with responding to regulatory reporting requirements · Ensure that all responses to reasonable requests or inquiries from governmental agencies are accurate, complete and timely · Act professionally and with honesty and integrity when appearing before or interacting with government agencies · Do not interfere with or prevent any other employee or person from providing accurate information to any government official or agency · Understand and comply with the ethics codes applicable to the passing of benefits to state and federal legislators, their staff and officers or the staff of the executive branch and do not place such representatives in any conflict of interest, either actual or perceived · Report, in accordance with law, any benefits passed to federal and state officials · Giving anything of value to any governmental official · Passing, on behalf of the Company, any benefit, including entertainment, food and beverage, travel and lodging, honoraria, loans, gifts or other things of value, to a state or federal legislator or executive branch official without obtaining the prior approval of Government Affairs, External Affairs or the Legal Department · Incorrect or unauthorized cost-charging on government contracts · Failing to respond in a timely manner to information requests from governmental officials Employees have the right to participate in the political process and to engage in political activities of their own choosing. While involved in personal civic and political affairs, employees must make clear that their views and actions are their own, and not those of ComEd. If you have questions regarding personal political contributions or other personal political activity, seek guidance from the Legal Department, Government Affairs, or the Ethics and Compliance Office.
MAIN OBLIGATIONS. Employees may not solicit contributions from other employees for personal political purposes on Company time and may not require other employees, including secretarial or other support staff, to perform tasks in support of an employee’s personal political activities · Employees may use an insignificant amount of Company resources, such as phones, fax machines or office supplies for their personal political purposes, where state law permits · Employees may make personal political contributions, but will not be reimbursed for such contributions by the Company Federal law places limits on a corporation’s ability to participate fully in the political process, especially by imposing prohibitions on corporations from making contributions of any kind to a candidate, political party, or political committee in connection with a federal election. Some states impose similar restrictions on making corporate contributions and conducting activities to support state or local candidates. Certain limited activities, including political action committees and lobbying, are allowed and should be coordinated by Governmental Affairs. If you have questions regarding corporate contributions or lobbying, seek guidance from the Legal Department, Government Affairs, or the Ethics and Compliance Office.
MAIN OBLIGATIONS. Employees who do not have policymaking, managerial, professional or supervisory responsibilities may not ever be solicited for federal political contributions · Since some states where we operate allow corporations to participate more broadly in the political process than others, decisions with respect to making corporate contributions and conducting activities to support state or local candidates or campaigns should be reviewed in advance with Government Affairs, the Legal Department or the Ethics and Compliance Office · Certain management level employees at ComEd and its subsidiaries can use Company-connected Political Action Committees (PACs) to participate in political matters, and can be approached at work to contribute to PACs; employee contributions to any Company-connected PAC are strictly voluntary · Employees should not provide any gift to governmental officials, or contact a government official on behalf of the Company unless they are specifically authorized to do so by Government Affairs and have met any governmental registration or reporting requirements
MAIN OBLIGATIONS. Never buy, sell or trade the stock or securities of the Company while you have Inside Information about the Company · Abstain from buying, selling or trading securities of all companies until the Inside Information has been publicly available for at least two full NYSE trading days · Also abstain from making buy or sell recommendations to anyone else while in possession of Inside Information · Only disclose Inside Information within the ordinary course of ComEd business and only to those who have a clear need to know · Members of the Board of Directors, officers and certain designated employees are required to obtain approval from the Office of the Corporate Secretary prior to any purchase or sale of ComEd stock · Refer to the Buying and Selling ComEd Securities Corporate Procedure · Failing to avoid the appearance that any ComEd employee is trading is on inside information by engaging in “short sales” or trade in market options such as puts or calls on ComEd securities · Using or passing trading tips if there is any reason to believe that the information may have originated from someone with Inside Information
MAIN OBLIGATIONS. The Recipient must give access to relevant premises to the Council’s representatives on a non-exclusive licence basis.
MAIN OBLIGATIONS. The publisher shall grant subito a non-exclusive, non-transferable licence to copy articles from scientific publications (journals) of the publisher and to send such articles to its customers by post, fax or e-mail (DRM protected). However, the Agreement provides for the possibility of the publisher excluding individual publications. Since the supplier libraries produce and dispatch the copies as instructed by subito, the publisher shall grant such rights also to the supplier libraries. In return, subito undertakes to contractually bind the supplier libraries working for subito as part of the document supply service according to the minimum terms set forth in Annex 1 to the Agreement. Such minimum terms largely correspond to the terms also subito undertook to observe. As consideration for the licence the publisher shall obtain a licence fee per each copy dispatched. subito shall be responsible for the settlement of the licence fee. The amount of such licence fee shall be based on the type of the respective delivery as well as on which client group the customer belongs to.
