1 ULTRA CLEAN HOLDINGS, INC. a Delaware corporation (the Company ) Code of Business Conduct and Ethics As amended on February 15, 2017
2 1. Introduction This Code of Business Conduct and Ethics (the Code ) has been adopted by our Board of Directors and summarizes the standards that must guide our actions. While covering a wide range of business practices and procedures, these standards cannot and do not cover every issue that may arise, or every situation where ethical decisions must be made, but rather set forth key guiding principles that represent Company policies and establish conditions for employment at the Company. We must strive to foster a culture of honesty and accountability. Our commitment to the highest level of ethical conduct should be reflected in all of the Company s business activities including, but not limited to, relationships with employees, customers, suppliers, competitors, the government and the public, including our stockholders. All of our employees, officers and members of our Board of Directors must conduct themselves according to the language and spirit of this Code and seek to avoid even the appearance of improper behavior. Even well-intentioned actions that violate the law or this Code may result in negative consequences for the Company and for the individuals involved. One of our Company s most valuable assets is its reputation for integrity, professionalism and fairness. We should all recognize that our actions are the foundation of our reputation and adhering to this Code and applicable law is imperative. See Section 2 below for information on how to report violations of laws, rules, regulations or this Code. You have the right to not be retaliated against for reporting, either internally to the Company or to any governmental agency or entity or selfregulatory organization, information which you reasonably believe relates to a possible violation of law, as discussed further in Section 14 below (Reporting Violations to a Governmental Agency). 2. Compliance and Reporting of Any Illegal or Unethical Behavior All employees, officers and members of our Board of Directors are expected to comply with all of the provisions of this Code. This Code will be strictly enforced throughout the Company, and violations will be dealt with immediately, including subjecting persons to corrective and/or disciplinary action such as dismissal or removal from office. Violations of this Code that involve illegal behavior will be reported to the appropriate authorities. Any concerns about violations of laws, rules, regulations or this Code should be reported promptly to the Chief Compliance Officer (the Chief Compliance Officer ), who is currently our Chief Financial Officer, or through the Company reporting system, as described below. If any concerns involve the Chief Compliance Officer or members of the Company s senior management, reports should be made to the Chair of the Audit Committee of the Board of Directors at or through the Company reporting system. In addition, any concerns that involve accounting, internal accounting controls or auditing matters should be communicated to the Chair of the Audit Committee of the Board of Directors as set forth above, or through any other method described in the Company s Procedures for Handling Accounting Complaints (Whistleblower Policy), which is accessible on the Company s internal
3 employee website and on the Governance section of the Company s external investor relations webpage located at Interested parties may also communicate directly with the Company s non-management members of our Board of Directors by ing The Chair of the Audit Committee of the Board of Directors (the Audit Committee ) shall be notified of any violation of this Code by the Company s directors or executive officers. In addition, all violations involving accounting, internal accounting controls or auditing matters will be reported to the Chair of the Audit Committee regardless of method of receipt. The Chair of the Audit Committee will report to the Audit Committee and the Board of Directors, as appropriate. REPORTING OF CONCERNS OR VIOLATIONS MAY BE DONE ANONYMOUSLY AND WITHOUT FEAR OF REPRISAL THROUGH THE COMPANY REPORTING SYSTEM. THIS SYSTEM MAY BE ACCESSED THROUGH THE WEBSITE ( OR BY CALLING TOLL FREE INSIDE THE U.S. AT OR OUTSIDE THE U.S. AT This anonymous and confidential reporting system is accessible 24 hours a day, 7 days a week. Calls are answered by non-company individuals and assistance is available in most languages as well as hearing impaired employees. If you wish to make an anonymous report, you should provide enough information about the incident or situation to allow the Company to investigate properly. Additional information on the reporting process and options for anonymity are available through the website. If concerns or complaints require confidentiality, including keeping an identity anonymous, we will endeavor to protect this confidentiality, subject to applicable law, regulation or legal proceedings. The Company encourages all employees, officers and members of our Board of Directors to report any suspected violations promptly and intends to thoroughly investigate any good faith reports of violations. The Company will not tolerate any kind of retaliation for reports or complaints regarding perceived or actual misconduct that were made in good faith. Open communication of issues and concerns by all employees without fear of retribution or retaliation is vital to the successful implementation of this Code. All employees, officers and members of our Board of Directors are required to cooperate in internal investigations of misconduct and unethical behavior. The Company recognizes the need for this Code to be applied equally to everyone it covers. The Chief Compliance Officer will have primary authority and responsibility for the enforcement of this Code, subject to the supervision of the Audit Committee, and the Company will devote the necessary resources to enable the Company to establish such procedures as may be reasonably necessary to create a culture of accountability and facilitate compliance with this Code. Questions concerning this Code should be directed to the Chief Compliance Officer. The provisions of this Section 2 are also qualified in their entirety by reference to Section 14 (Reporting Violations to a Governmental Agency).
4 3. Compliance with Laws, Rules and Regulations We are strongly committed to conducting our business affairs with honesty and integrity and in full compliance with all applicable laws, rules and regulations. No employee, officer or director of the Company shall commit an illegal or unethical act, or instruct others to do so, for any reason. 4. Trading on Inside Information Using non-public, Company information to trade in securities, or providing a family member, friend or any other person with a tip, is illegal. All such non-public information should be considered inside information and should never be used for personal gain. You are required to familiarize yourself and comply with the Company s Corporate Policy and Procedures on Insider Trading, a copy of which is distributed to all employees, officers and members of our Board of Directors and is accessible on the Company s internal employee website and on the Governance section of the Company s external investor relations website located at If you have any question as to any of the matters discussed in the Company s Corporate Policy and Procedures on Insider Trading, do not hesitate to ask for advice and do not act until you are confident that you are not trading improperly. Requests for advice should be directed to the Chief Compliance Officer. 5. Protection of Confidential Proprietary Information Confidential proprietary information generated and gathered in our business is a valuable Company asset. Protecting this information plays a vital role in our continued growth and ability to compete, and all proprietary information should be maintained in strict confidence, except when disclosure is authorized by the Company or required by law. Proprietary information includes all non-public information that might be useful to competitors or that could be harmful to the Company, its customers or its suppliers if disclosed. Intellectual property such as trade secrets, patents, trademarks and copyrights, as well as business, research and new product plans, objectives and strategies, records, databases, salary and benefits data, employee medical information, customer, employee and suppliers lists and any unpublished financial or pricing information must also be protected. Unauthorized use or distribution of proprietary information violates Company policy and could be illegal. Such use or distribution could result in negative consequences for both the Company and the individuals involved, including potential legal and disciplinary actions. We respect the property rights of other companies and their proprietary information and require our employees, officers and members of our Board of Directors to observe such rights. Your obligation to protect the Company s proprietary and confidential information continues even after you leave the Company, and you must return all proprietary information in your possession upon leaving the Company. The provisions of this Section 5 are also qualified in their entirety by reference to Section 14 (Reporting Violations to a Governmental Agency).
5 6. Conflicts of Interest Our employees, officers and members of our Board of Directors have an obligation to act in the best interest of the Company. All employees, officers and members of our Board of Directors should endeavor to avoid situations that present a potential or actual conflict between their interest and the interest of the Company. A conflict of interest occurs when a person s private interest interferes in any way, or even appears to interfere, with the interest of the Company, including its subsidiaries and affiliates. A conflict of interest can arise when an employee, officer or director takes an action or has an interest that may make it difficult for him or her to perform his or her work objectively and effectively. Conflicts of interest may also arise when an employee, officer or director (or his or her family members) receives improper personal benefits as a result of the employee s, officer s or director s position in the Company. Although it would not be possible to describe every situation in which a conflict of interest may arise, the following are examples of situations which may constitute a conflict of interest: Working, in any capacity, for a competitor, customer or supplier while employed by the Company. Accepting gifts of more than modest value or receiving personal discounts or other benefits as a result of your position in the Company from a competitor, customer or supplier (see Section 10 below). Competing with the Company for the purchase or sale of property, services or other interests. Having an interest in a transaction involving the Company, a customer or supplier (other than as an employee, officer or director of the Company and not including routine investments in publicly traded companies). Receiving a loan or guarantee of an obligation as a result of your position with the Company. Directing business to a supplier that is owned or managed by, or which employs as an officer, director or a person involved in the transaction, a relative or friend. Situations involving a conflict of interest may not always be obvious or easy to resolve. You should report actions that may involve a conflict of interest to the Chief Compliance Officer. In order to avoid conflicts of interests, each of the officers and members of the Board of Directors must disclose to the Chief Compliance Officer any material transaction or relationship that reasonably could be expected to give rise to such a conflict, and the Chief Compliance Officer shall notify the Audit Committee of the Board of Directors of any such disclosure.
6 Conflicts of interests involving the Chief Compliance Officer may be disclosed directly to the Chair of the Audit Committee of the Board of Directors at 7. Protection and Proper Use of Company Assets Protecting Company assets against loss, theft or other misuse is the responsibility of every employee, officer and member of our Board of Directors. Loss, theft and misuse of Company assets directly impact our profitability. Any suspected loss, misuse or theft should be reported to a manager/supervisor or the Chief Compliance Officer. The sole purpose of the Company s equipment, vehicles, supplies, know-how and other intellectual property is the conduct of our business. They may only be used for Company business consistent with Company guidelines. 8. Corporate Opportunities Employees, officers and members of our Board of Directors are prohibited from taking for themselves business opportunities that arise through the use of corporate property, information or position. No employee, officer or director may use corporate property, information or his or her position for personal gain, and no employee, officer or director may compete with the Company. Competing with the Company may involve engaging in the same line of business as the Company, or any situation where the employee, officer or director takes away from the Company opportunities for sales or purchases of products, services or interests. 9. Fair Dealing Each employee, officer and member of our Board of Directors should endeavor to deal fairly with customers, suppliers, competitors, the public and one another at all times and in accordance with ethical business practices. No one should take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts or any other unfair dealing practice. No bribes, kickbacks or other similar payments in any form shall be made directly or indirectly to or for anyone for the purpose of obtaining or retaining business or obtaining any other favorable action. The Company and the employee, officer or director involved may be subject to disciplinary action as well as potential civil or criminal liability for violation of this policy. 10. Business Courtesies and Gifts ( Gift Policy ) In many countries, it is sometimes customary for persons transacting business with each other to provide or accept gifts, meals or other business courtesies. The appropriateness of providing or accepting business courtesies depends on the circumstances involved. No business courtesy should be given or accepted if it is intended to improperly influence a decision or if it will compromise or be perceived to compromise an individual s ability to make a fair and objective business decision.
7 Gifts, Entertainment and Contributions Approved by the Company: Gifts and contributions may be given to others at Company expense, if they meet all of the following criteria: They are consistent with accepted business practices, They are of sufficiently limited value and in a form that will not be construed as a bribe or payoff, They are not in violation of applicable law and generally accepted ethical standards; and Public disclosure of the facts will not embarrass the Company. In addition, any expenses that exceed $ per occurrence must be approved by the Chief Compliance Officer or the Chief Executive Officer. Payments or other compensation to, or for the benefit of employees of customers (or their family members or associates) not required by written contract are contrary to Company policy. Gifts, Entertainment and Contributions Received by Employees: Employees will not seek or accept for themselves or others any gifts, favors, entertainment, or payments without a legitimate business purpose. In the application of this policy: 1. Employees may accept for themselves and members of their families common courtesies usually associated with customary business practices. These include but are not limited to: Lunch and/or dinner with vendors which may include spouse Gifts of small value (less than $100) from vendors such as calendars, pens, pads, etc. Tickets to events (such as sports, arts, etc.) are acceptable if offered by the vendor and the vendor accompanies the associate to the event. These are not to be solicited by the employee and must be approved by a Company Officer / Executive. Overnight outings are acceptable under the condition that individuals from either other companies or the vendor are in attendance. The employee must have prior approval from the appropriate Company Officer / Executive. Gifts of perishable items usually given during the holidays such as hams, cookies, nuts, etc., are acceptable.
8 Day outings such as golf, fishing, and hunting are acceptable with prior approval from the appropriate company official. Use of vendor's facilities (vacation homes, etc.) by employees or families for personal use is prohibited. In the event the vendor is present for the duration of the visit such a situation is acceptable. The employee must have prior approval from the appropriate Company Officer / Executive. It is never permissible to accept a gift in cash or cash equivalent such as stocks or other forms of marketable securities of any amount. 2. Employees (who manage other employees) should not accept gifts from those under their supervision of more than limited value of $ Compliance: Violation of the Gift Policy will subject the employee to disciplinary action. Any employee having knowledge of any violation of the policy shall promptly report such violation to the appropriate level of management. Each Company Officer / Executive is responsible for compliance in their area of responsibility. When questions arise concerning any aspect of this policy, employees should contact the Chief Compliance Officer. 11. Anti-Corruption All members of the Company may be subject to the U.S. Foreign Corrupt Practices Act ( FCPA ), U.S. commercial/private bribery laws and local anti-corruption and anti-racketeering laws in the countries in which the Company conducts business. Employees, officers and members of our Board of Directors may not offer, promise or pay bribes or kickbacks or engage in other corrupt practices when conducting Company business. The FCPA prohibits the offer, promise or payment of money or anything of value (cash, cash equivalents, gifts, entertainment, travel, loans, commissions, etc.) for the purpose of influencing an act or decision or inducing a foreign official to use his or her influence in order to secure or retain our business or otherwise obtain improper advantage. The FCPA also requires that all transactions involving the Company s funds or assets be recorded in reasonable detail and accurately and completely reflect the transactions of the Company. Under the FCPA, the term foreign official includes: Officers or employees of a foreign government, or any department or agency thereof, at any level (e.g. local, regional or national) or branch (e.g., legislative, executive, judicial or military); A foreign political party or official thereof; A candidate for foreign political office; or A public international or European Union organization or its official.
9 Foreign officials may also include employees, officers and directors of state-owned, state-controlled or state-operated enterprises. The FCPA prohibits payments made to a third party with the knowledge that all or portions of that payment will be offered, given or promised to a foreign official. It is not necessary for the foreign official to accept an improper offer of payment; simply seeking to influence a foreign official may be enough to cause a violation of the FCPA. A violation of the FCPA can result in serious consequences for the individual involved and for the Company. Criminal sanctions for the anti-bribery provision can include up to a $2 million fine for the Company and five years imprisonment and up to a $250,000 fine for individuals. You must not make any offer or payment of anything of value that you believe or even suspect might be for the benefit of a foreign official, government, political party, candidate or public international organization without prior approval from the Chief Compliance Officer. When in doubt as to whether a contemplated payment or gift may violate the FCPA, or if you have any questions about any aspects of the FCPA, contact the Chief Compliance Officer before taking any action. 12. Quality of Public Disclosures The Company has a responsibility to provide to its stockholders full and accurate information, in all material respects, about the Company s financial condition and results of operations. Our reports and documents filed with or submitted to the Securities and Exchange Commission and our other public communications shall include full, fair, accurate, timely and understandable disclosure. 13. Fair Disclosure Regulation FD, for fair disclosure, of the U.S. federal securities laws expressly prohibits the selective disclosure of material nonpublic information about the Company to anyone other than specifically exempted groups (e.g., people who have signed a nondisclosure agreement with the Company). These rules are intended to provide all investors with equal access to material information about a company at the same time. To ensure that the Company complies with Regulation FD, please follow all Company guidance regarding the protection of confidential information of the Company and others, set forth in this and other policies. All calls from analysts, investors, or other members of the financial and investment community must be referred to the Chief Financial Officer, and all calls from the press and media must be referred to the Chief Financial Officer also. You should not post or share nonpublic information about the Company in Internet discussion groups, chat rooms, bulletin boards and/or other electronic communications media, even under an alias, for any purpose.
10 14. Reporting Violations to a Governmental Agency Notwithstanding anything to the contrary in any Company policy, including this Code, or otherwise, all of our employees have the right to: Report possible violations of state or federal law or regulation that have occurred, are occurring, or are about to occur to any governmental agency or entity, or self-regulatory organization; Cooperate voluntarily with, or respond to any inquiry from, or provide testimony before any self-regulatory organization or any other federal, state or local regulatory or law enforcement authority; Make reports or disclosures to law enforcement or a regulatory authority without prior notice to, or authorization from, the Company; and Respond truthfully to a valid subpoena. All of our employees have the right to not be retaliated against for reporting, either internally to the company or to any governmental agency or entity or self-regulatory organization, information which such person reasonably believe relates to a possible violation of law. It is a violation of federal law to retaliate against anyone who has reported such potential misconduct either internally or to any governmental agency or entity or self-regulatory organization. Retaliatory conduct includes discharge, demotion, suspension, threats, harassment, and any other manner of discrimination in the terms and conditions of employment because of any lawful act such person may have performed. It is unlawful for the company to retaliate against its employees for reporting possible misconduct either internally or to any governmental agency or entity or self-regulatory organization. Notwithstanding anything to the contrary in any Company policy, including this Code, or otherwise, any employee may disclose confidential Company information, including the existence and terms of any confidential agreements between such employee and the Company (including employment or severance agreements), to any governmental agency or entity or selfregulatory organization. The Company cannot require an employee to withdraw reports or filings alleging possible violations of federal, state or local law or regulation, and the company may not offer an employee any kind of inducement, including payment, to do so. The rights and remedies of our employees as whistleblowers (including under this Code and the Company s Procedures for Handling Accounting Complaints (Whistleblower Policy)) are protected under applicable whistleblower laws, and monetary awards, if any, may not be waived by any agreement, policy form, or condition of employment, including by a predispute arbitration agreement. Even if an employee has participated in a possible violation of law, such employee may be eligible to participate in the confidentiality and retaliation protections afforded under
11 applicable whistleblower laws, and such employee may also be eligible to receive an award under such laws. In addition, pursuant to the Defend Trade Secrets Act of 2016, notwithstanding anything in this Code or in any other policy of the Company or any other agreement with the Company to which you are a party, you shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that is made in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney solely for the purpose of reporting or investigating a suspected violation of law. You shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal; and does not disclose the trade secret, except pursuant to court order. 15. Waivers and Amendments The Audit Committee will review and consider requests for waivers of this Code for members of the Board of Directors, executive officers and other senior financial officers and will make a recommendation to the Board of Directors with respect to any such request for a waiver. Any waivers of the provisions in this Code for members of the Board of Directors, executive officers and other senior financial officers may only be granted by the Audit Committee of the Board of Directors and will be promptly disclosed to the Company s stockholders. Any waivers of this Code for other employees may only be granted by the Chief Compliance Officer and/or the Audit Committee of the Board. Amendments to this Code must be approved by the Board of Directors and amendments of the provisions in this Code applicable to the Company s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, will also be promptly disclosed to the Company s stockholders. 16. Equal Opportunity, Non-Discrimination and Fair Employment The Company and its subsidiaries are Equal Opportunity Employers. Applicants for all job openings are welcome and will be considered without regard to marital status, race, color, religion, national origin, sex, age, sexual orientation, ancestry, veteran status, medical condition, gender, physical or mental disability. It is the intent of the Company to comply with all applicable federal, state and local legislation concerning equal opportunity employment. Conduct involving discrimination or harassment of others will not be tolerated. All employees are required to comply with the Company s policy on equal opportunity, nondiscrimination and fair employment, copies of which were distributed and are available from the Chief Compliance Officer. 17. Compliance with Antitrust Laws The antitrust laws prohibit agreements among competitors on such matters as prices, terms of sale to customers and allocating markets or customers. Antitrust laws can be very
12 complex, and violations may subject the Company and its employees to criminal sanctions, including fines, jail time and civil liability. If you have any questions, consult the Chief Compliance Officer. 18. Political Contributions and Activities Any political contributions made by or on behalf of the Company and any solicitations for political contributions of any kind must be lawful and in compliance with Company policies. This policy applies solely to the use of Company assets and is not intended to discourage or prevent an individual employee, officer or director from making political contributions or engaging in political activities on his or her own behalf. No one may be reimbursed directly or indirectly by the Company for personal political contributions. 19. Environment, Health and Safety The Company is committed to conducting its business in compliance with all applicable environmental and workplace health and safety laws and regulations. The Company strives to provide a safe and healthy work environment for our employees and to avoid adverse impact and injury to the environment and communities in which we conduct our business. Achieving this goal is the responsibility of all officers, directors and employees. 20. Acknowledgement of this Code It is the policy of the Company that all employees, officers and members of the Board of Directors acknowledge that they have read, understand and agree to comply with this Code at the time of their hiring or appointment and at least annually thereafter. The Company also holds information and training sessions to promote compliance with the laws, rules and regulations that affect its business, as well as this Code.
Verisk Analytics, Inc. Code of Business Conduct and Ethics As Amended June 5, 2018 1. Introduction This Code of Business Conduct and Ethics ( Code ) has been adopted by our Board of Directors and summarizes
(as of January 28, 2013) Introduction This sets forth the guiding principles by which we operate Computer Programs and Systems, Inc. (the Company ) and conduct our daily business with our stockholders,
ASSOCIATED BANC-CORP CODE OF BUSINESS CONDUCT AND ETHICS Introduction This Code of Business Conduct and Ethics covers a wide range of business practices and procedures. It does not cover every issue that
Code of Business Conduct and Ethics Table of Contents Purpose... 1 Scope... 1 Policy... 2 Responsibilities... 8 Enforcement... 8 Review and Revision... 8 PURPOSE Pursuant to the Sarbanes-Oxley Act of 2002
CODE OF ETHICAL CONDUCT COMPLIANCE WITH LAWS BorgWarner's over-riding policy is to conduct all of its business and operations in complete compliance with all applicable laws and regulations. You are expected
1. Introduction CODE OF BUSINESS CONDUCT AND ETHICS FRONTIER AIRLINES, INC. Adopted May 27, 2004 The Board of Directors adopted this Code of Business Conduct ( Code ) to establish basic legal and ethical
OUR CODE OF BUSINESS CONDUCT AND ETHICS Introduction This Code of Business Conduct and Ethics covers a wide range of business practices and procedures. It does not cover every issue that may arise, but
LIVING OUR CORE VALUES Supplier Code of Conduct Introduction to Our Supplier Code of Conduct Chesapeake Energy is committed to living our core values of integrity and trust, respect, transparency and open
Code of Business HGA s success depends on conducting itself in accordance with the highest ethical standards and in full compliance with applicable law. Working with clients throughout the United States
Global Code of Business Conduct and Ethics Message from the chairman Dear Colleagues: The Hay Group Global Code of Business Conduct and Ethics (the Code ) is our company s statement of commitment to the
Corporate Governance: Sarbanes-Oxley Code of Ethics Latest Update: December 14, 2016 CODE OF BUSINESS CONDUCT AND ETHICS TABLE OF CONTENTS Introduction 1 Purpose of the Code 1 Conflicts of Interest 2 Corporate
November 2012 DHT HOLDINGS, INC. CODE OF BUSINESS CONDUCT AND ETHICS Introduction This Code of Business Conduct and Ethics (the Code ) summarizes the values, principles and the business practices which
1 ST FRANKLIN FINANCIAL CORPORATION CODE OF BUSINESS CONDUCT AND ETHICS Introduction This Code of Business Conduct and Ethics ( Code ) describes the basic principles of conduct that we share as officers
CODE OF CONDUCT AND ETHICS Policy #: POL0020154 Effective date: October 24, 2017 Version: 6.0 COPYRIGHT 2017 SERVICENOW, INC. ALL RIGHTS RESERVED 2225 Lawson Lane, Santa Clara, CA 95054, USA This document
THE TIMBERLAND COMPANY CODE OF ETHICS Code of Ethics MISSION AND VALUES STATEMENT We believe the honest and ethical conduct of our employees is an essential prerequisite to our success as a company. There
TURNING POINT BRANDS, INC. CODE OF BUSINESS CONDUCT AND ETHICS (Adopted by the Board of Directors on November 23, 2015) Introduction This Code of Business Conduct and Ethics (this Code ) applies to Turning
GTT Communications, Inc. CODE OF BUSINESS CONDUCT AND ETHICS Introduction This Code of Business Conduct and Ethics ( Code ) covers a wide range of business practices and issues. It does not cover every
Janus Henderson Group plc Code of Business Conduct This Code of Business Conduct (the Code ) has been adopted by the board of directors (the Board ) of Janus Henderson Group plc. The Code applies to all
PAYCOM SOFTWARE, INC. CODE OF ETHICS AND BUSINESS CONDUCT FOR OFFICERS, DIRECTORS AND EMPLOYEES 1. Our Commitment The officers, directors and employees of Paycom Software, Inc. (the Company ) are committed
FOUNDATION BUILDING MATERIALS, INC. EMPLOYEE CODE OF CONDUCT Foundation Building Materials, Inc. (the Company ) conducts its business in accordance with the highest ethical standards of corporate leadership
September 2003 BIG LOTS, INC. CODE OF BUSINESS CONDUCT AND ETHICS Introduction This Code of Business Conduct and Ethics covers a wide range of business principles to guide all directors, officers and associates
Code of Business Conduct Our reputation as a company is one of our most important assets. Our reputation needs to be managed and developed with the same care we extend to our products. This means all of
MV Transportation, Inc. Code of Conduct This Code of Conduct ( Code ) has been adopted by the Board of Directors of MV Transportation, Inc. (the Company ) as the ethics and business code of conduct for
CyberOptics is committed to the highest standards of legal and ethical business conduct. This Code of Business Conduct and Ethics summarizes the legal, ethical and regulatory standards that CyberOptics
CODE OF CONDUCT DESCRIPTION Schneider has adopted the following Code of Conduct ( Code ) to apply to Schneider s directors, officers, managers and associates. While no code or policy can anticipate every
CODE OF ETHICS ( Code ) 8.1 Purpose The purpose of the Code of Ethics and Business Conduct is to set forth basic principles to guide you in your day-to-day activities as an employee, officer, or director
Code of Business Conduct and Ethics (As last revised on December 12, 2017) Introduction Tesla aspires to be a do the right thing company in other words, engaging in conduct that your family would be proud
EL PASO ELECTRIC COMPANY CODE OF ETHICS November 26, 2003 DEAR FELLOW EMPLOYEES: As highlighted by certain highly-publicized corporate scandals in recent times, it is imperative that we have a strong commitment
R1 RCM Inc. (hereafter, R1 or the Company ) is committed to the conduct of its business in an ethical, legal, and transparent manner. In turn, the Company expects that all employees, contractors and vendors
Code of Business Conduct and Ethics February 2018 Table of Contents 3 CEO letter 4 General Standards 5 Conflicts of Interest 6 Corporate Opportunities 6 Confidentiality 7 Harassment and Bullying 8 Competition
CODE OF BUSINESS CONDUCT AND ETHICS The Board of directors (the Board ) of The Rubicon Project, Inc. (the Company ) has adopted the following Code of Business Conduct and Ethics (the Code ) for directors,
AMETEK, Inc. Code of Ethics and Business Conduct Code of Ethics and Business Conduct A Message from the Chairman of the Board and Chief Executive Officer Dear AMETEK Colleague: AMETEK has been in business
Robert W. Best Chairman, President and CEO Message to All Directors, Officers and Employees of Atmos Energy Corporation The Atmos Energy Corporation Code of Conduct begins with our deep commitment to fairness,
CODE OF ETHICS/CONDUCT This Code of Ethics/Conduct ( Code ) covers a wide range of business practices and procedures. It does not cover every possible issue that may arise, but rather provides information
DOUBLE-TAKE SOFTWARE, INC. CODE OF BUSINESS CONDUCT AND ETHICS This Code of Business Conduct and Ethics covers a wide range of business practices and procedures and serves as a guide to ethical decision-making.
1. Policy Statement CRC HEALTH GROUP, INC. CRC HEALTH CORPORATION CODE OF BUSINESS CONDUCT AND ETHICS It is the policy of CRC Health Group to conduct its business affairs honestly and in an ethical manner.
1. Policy Statement ROOT9B HOLDINGS, INC. CODE OF BUSINESS CONDUCT AND ETHICS The Nasdaq listing standards require that the Company provide a code of conduct for all of its directors, officers and employees.
CODE OF ETHICS AND BUSINESS CONDUCT 1.0 SCOPE This Code of Ethics and Business Conduct (the Code of Conduct ) is implemented by the Board of Directors (the Board ) of Dominion Diamond Corporation and applies
CODE OF ETHICS. believes that honest, ethical and transparent business conduct is vital to the continued success of our Company. This Code of Ethics reflects the Company s core values and expresses the
EXACT SCIENCES CORPORATION Code of Business Conduct and Ethics A MESSAGE FROM THE BOARD OF DIRECTORS At Exact Sciences Corporation (collectively with its subsidiaries, the Company ), we believe that conducting
CDM Smith Inc. and all of its subsidiaries are committed to ethical conduct in our business practices. Since the firm s founding in 1947, we have always upheld a policy to conduct all business in a lawful
Ryanair Holdings Limited Code of Business Conduct & Ethics 2009 1 TABLE OF CONTENTS 1. INTRODUCTION 3 2. WORK ENVIRONMENT 3 2.1 Discrimination & Harassment 3 2.2 Privacy of Personal Information 3 2.3 Internet
I. Definitions Code of Ethical Conduct: The written statement of acceptable behavior by Marvel's officers, directors, and employees that ensures Marvel operates according to the highest ethical standards.
1. Purpose This Code is intended to govern the conduct of Clean Harbors, Inc. and all of its subsidiaries Vendors when doing business with or on behalf of Clean Harbors, Inc. For the purpose of this Code,
THE YANKEE CANDLE COMPANY, INC. Code Of Business Conduct And Ethics This Code of Business Conduct and Ethics (the Code ) is designed to provide guidance and ethical standards of conduct for all directors,
Ellucian Partner Code of Conduct UPDATED OCTOBER 2017 Section one: purpose and intent Ellucian Company L.P., and its related companies and affiliates ( Ellucian or the Company ) believes that good personal
The Molina Healthcare Code of Business Conduct and Ethics The Board of Directors of Molina Healthcare, Inc. has adopted this Code with respect to the business conduct and practices governing the affairs
CODE OF BUSINESS CONDUCT AND ETHICS (Amended and Restated as of May 7, 2013) Introduction One of Matrix Service Company's most valuable assets is its integrity. Protecting this asset is the job of everyone
Uniti Group Inc. Code of Business Conduct and Ethics & Whistleblower Policy (Effective February 14, 2017) 1. Introduction It is the policy of Uniti Group Inc. ( Uniti or the Company ) that its business
Code of Business Conduct and Ethics Table of Contents The O Reilly Culture... 1 Introduction... 2 Administration... 3 Compliance Procedures... 3 Reporting of Illegal or Unethical Behavior... 3 Report Misconduct...
Code of Conduct & Ethics Interfor Code of Conduct & Ethics Contents Page 1 CEO Message A Message from our CEO 2 Our Code of 2 Conduct & Ethics Our Code of Conduct & Ethics 3 3 Guiding Principles Guiding
CODE OF CONDUCT FOR DOING BUSINESS WITH LINKEDIN TABLE OF CONTENTS INTRODUCTION 1 Expectations LINKEDIN VALUES 2 MAINTAINING BUSINESS INTEGRITY 3 Anti-Corruption Competition Laws PROMOTING TRANSPARENCY
Corporate Code of Business Conduct and Ethics A MESSAGE FROM OUR CHAIRMAN, PRESIDENT AND CHIEF EXECUTIVE Honesty and integrity are paramount values at TRC. Our commitment to strict ethical standards has
GENTING MALAYSIA BERHAD (58019-U) CODE OF CONDUCT AND ETHICS All rights reserved. No part of this publication may be reproduced, stored in a retrieval system, or transmitted in any form or by any means,
Southwest Airlines Co. Code of Ethics Introduction Southwest Airlines Co. is committed to maintaining the highest standards of ethical business practices and legal and regulatory compliance. We place a
CODE OF BUSINESS ETHICS INTRODUCTION Application This Code of Business Ethics (the Code ) applies to all employees, officers and directors (collectively, employees ) of BluMetric Environmental Incorporated
Adopted by the Board of Directors of Havyard Group ASA on 17 March 2014, last amended on 26 February 2015. www.havyard.com 1. CORPORATE VALUES Havyard Group ASA (the Company ) shall enjoy an invaluable
URAC Code of Conduct December 10, 2015 Table of Contents I. Introduction... 3 II. URAC Values and Business Ethics... 3 Values... 3 Business Ethics... 3 III. Compliance with Laws and Regulations... 4 IV.
KIMBELL ROYALTY PARTNERS, LP CODE OF BUSINESS CONDUCT AND ETHICS (Adopted on January 24, 2017) Introduction This Code of Business Conduct and Ethics and all the policies and procedures adopted by Kimbell
Code of Business Conduct & Ethics Updated December 31, 2017 INTRODUCTION It is the policy of Barnes & Noble Education, Inc. (together with its subsidiaries and affiliates, BNED or the Company") to conduct
2018 CODE OF BUSINESS CONDUCT AND ETHICS REPORT A VIOLATION To report a violation of conduct or ethics, please call the EthicsPoint Hotline: 1 (866) 294-5534 CENTRAL HUDSON 284 South Ave. Poughkeepsie,
This document articulates ethical and behavioral guidance for all NGA Human Resources companies, employees, and business partners (such as suppliers, agents, vendors and sub-contractors). To help guide
Supplier Code of Ethics and Business Conduct It is DynCorp International s commitment to conduct business honestly, ethically, and in accordance with best practices and the applicable laws of the United
Samsung Telecommunications America, LLC Supplier Code of Conduct - Partners in Integrity STA Strategic SRM 10/1/2013 Rev. C Samsung Telecommunications America, LLC ( STA or Samsung Telecommunications America
Revised and Reissued August 2015 TAP AUTOMOTIVE HOLDINGS, LLC TAP WORLDWIDE, LLC / TAP MANUFACTURING, LLC Code of Conduct and Business Ethics THIS POLICY DOES NOT CREATE AN EXPRESS OR IMPLIED EMPLOYMENT
Code of Conduct Our vision A company where the best people want to work. The world leader in chemical distribution, providing unparalleled connectivity between customers and suppliers. 2 Univar s guiding
Atlas Financial Holdings, Inc. Code of Business Conduct & Ethics TABLE OF CONTENTS 1. INTRODUCTION... 3 2. WHO IS COVERED... 3 3. DIRECTOR, OFFICER AND EMPLOYEE OBLIGATIONS... 4 4. CONFLICTS OF INTEREST...
PERION NETWORK LTD. CODE OF BUSINESS CONDUCT AND ETHICS February 2017 TABLE OF CONTENTS Page POLICY STATEMENT... 1 APPROVALS AND WAIVERS; AMENDMENTS; INTERPRETATION... 2 CONFLICTS OF INTEREST... 2 BUSINESS
CODE OF BUSINESS CODE OF BUSINESS INTRODUCTION At Cathedral Energy Services Ltd. and its subsidiaries (together, Cathedral ), we have always recognized the value of growing and developing trusting relationships
PURPOSE AND SCOPE CHOICE HOTELS INTERNATIONAL, INC. CORPORATE ETHICS POLICY The Board of Directors of Choice Hotels International, Inc. and its subsidiaries ( Choice ) established and updates this Corporate
Code of Conduct Acadia Healthcare Doing the right thing for the right reason Revised November 2015 2 TABLE OF CONTENTS INTRODUCTION 5 Conflict of Interest 6 Zero Tolerance Policy 7 Insider Trading 7 Corporate
ENMAX CORPORATION PRINCIPLES OF BUSINESS ETHICS This Policy applies to ENMAX Corporation and its Subsidiaries ( ENMAX ). The Board of Directors has the primary responsibility for the approval of this Policy,
CODE OF CONDUCT Document Management This document is available in multiple languages and may be updated from time to time. For the avoidance of doubt, it is therefore explicitly mentioned that the English
Morgan Stanley Code of Ethics and Business Conduct A bout This Code Updated as of July 2017 This Code of Ethics and Business Conduct (Code of Ethics) is a statement of Morgan Stanley s commitment to integrity
LIFEBRIDGE HEALTH INTEGRITY PROGRAM CODE OF EXCELLENCE I. MESSAGE FROM THE PRESIDENT It is the mission of LifeBridge Health to provide a broad array of high quality, cost effective health and health related
CODE OF CONDUCT, ETHICS & SOCIAL RESPONSABILITY syone INTRODUCTION Our values reflect the ethical conduct by which we are guided, make decisions and act. Syone believes that honesty, integrity and trust
W.W. GRAINGER, INC. Business Conduct Guidelines May 2017 To All Employees: One of the core pillars of our Growth Map is to be responsible stewards of our business. This means that Grainger and all of our
Code of Business Conduct and Ethics Contents: 1. Introduction: Philosophy Underlying This Code 2. 10 Principles: principles that establish a framework and provide guidance to all employees on how to ensure
CARNIVAL CORPORATION & PLC Business Partner Code of Conduct and Ethics A Letter from our CEO Building and maintaining trust in our business relationships and pursuing the highest standards of ethical behavior
2015 Code of Business Ethics McGraw-Hill Education and its subsidiaries, division and affiliates ( McGraw-Hill Education or the Company ) enjoys a worldwide reputation for integrity, honesty and good faith
Edison International Supplier Code of Conduct For more than 125 years, Edison International Company (Edison), and its predecessor companies, have worked hard to earn and maintain the trust of our customers
HEALTH CARE REIT, INC. CODE OF BUSINESS CONDUCT & ETHICS Overview The following principles support and guide our leadership in establishing the strategic direction of Health Care REIT, Inc. ( HCN ). Our
Standards of Business Conduct I N T E RM E D I A RY A N D S U P P L I E R E D I T I O N OCTOBER 2015 Dear Valued Intermediary or Supplier: Harris has a strong ethics and business conduct program that helps