Our Supplier
Code of Conduct

Dear Supplier,

We know that you share our belief in the importance of integrity and our concern over the potential for misconduct in business practices. Because these issues are so important, we want you to know what we expect in our business interactions, to understand our commitment to the highest ethical standards and to help us protect both our companies and our stakeholders. We therefore ask you to help us ensure that employees of both our companies abide by these standards to protect integrity in our mutual business dealings.

Our Commitment

Netrality has publicly committed to safe and ethical business practices to protect the welfare of those with whom we conduct business and those who are affected by our businesses, wherever we operate. This commitment carries an obligation for each of us to behave ethically and legally in all aspects of our daily business lives.

The Supplier Code of Conduct outlines our expectations regarding workplace standards and business practices. Each of our directors, officers, employees and business partners is required to comply with these principles wherever they act on behalf of Netrality. We ask that you click on the link and familiarize yourself with the Code of Conduct and that you make your employees aware of our Supplier Code of Conduct. By continuing to sell to Netrality, you affirm that you comply with the requirements set forth in the Code of Conduct.

We rely on our employees, suppliers and customers to raise concerns about potentially improper business practices or conduct by any employee or other party conducting business on behalf of Netrality. We in turn pledge to take appropriate action. Please use the following methods to contact us about potentially improper business practices or conduct that you think we should know about.

E-mail: netralityleaders@netrality.com
Regular mail: Legal Department, Netrality Properties, LP, 50 South 16th Street, Suite 3500, Philadelphia, PA 19102
Telephone: Contact the Legal Department at 212-317-1800

All reports are confidential.

Netrality requires every supplier to comply with our Supplier Code of Conduct. Please read and review our expectations to understand the requirements and to ensure you comply.

Table of Contents

  1. Introduction
  2. Our Operating Norms
    a. Business is conducted lawfully.
    b. All employees, agents and representatives are treated equally with respect and dignity, and are not discriminated against.
    c. Work is conducted on a voluntary basis and all employees, agents and representatives are of an appropriate age.
    d. All employees, agents and representatives are paid legal wages and work hours consistent with applicable law.
    e. Health and safety are protected at work.
    f. Business is conducted in a manner which embraces sustainability and reduces environmental impact.
  3. Management
    a. Audits; Operating Effectiveness; Investigations
    b. Conflicts of Interest
    c. Confidential Information
    d. Intellectual Property
    e. Training and Compliance with the Supplier Code of Conduct
    f. Reporting Non-Compliance

1. Introduction

Netrality Properties, L.P. (including its subsidiaries, “Netrality”) is built on a foundation of strong corporate values and a commitment to doing business with honesty, integrity and professionalism. We are committed to conducting business in a legal, ethical, and professional manner. We expect the highest ethical conduct from our employees and partners. Accordingly, we expect that our suppliers will share and embrace the letter, values and spirit of our business practices, including those set forth in this Supplier Code of Conduct (the “Supplier Code of Conduct”). The Supplier Code of Conduct applies to our business partners, including but not limited to our vendors, resellers, consulting partners, suppliers, and service providers. It states our expectations of our business partners and their employees, agents, and subcontractors when conducting business with or on behalf of Netrality.

Though suppliers are independent entities, the business practices and actions of our suppliers reflect upon Netrality’s reputation and brand. As a result, Netrality expects that all suppliers and their employees, agents and subcontractors will adhere to the requirements set forth in this Supplier Code of Conduct while they are conducting business with and/or on behalf of Netrality. All suppliers should educate their representatives to ensure they understand and comply with the requirements set forth in this Supplier Code of Conduct.

This Supplier Code of Conduct (2017.1) supersedes and replaces any previous versions of the Supplier Code of Conduct. Any reference to the Supplier Code of Conduct in any documentation or contracts with a supplier is intended to refer to this Supplier Code of Conduct, which is maintained and updated from time to time.

2. Operating Norms

Netrality expects high standards of behavior from its employees and those with whom it does business. By becoming a supplier of Netrality, you agree that you share in, and comport yourself at all times in a manner consistent with, the operating norms which are further set forth below.

A. Business is Conducted Lawfully. 

Netrality expects its suppliers and supplier representatives to conduct their business activities in compliance with all applicable laws and regulations. This means that in addition to, and not in lieu of, any specific obligations under any agreement between a supplier and Netrality, suppliers are required to meet the following standards:

Anti-Bribery and Corruption. Netrality’s business practices are based on honesty, integrity, and compliance with the law. Suppliers must not offer, provide, authorize, or receive bribes, kickbacks or other improper payments for any reason. Suppliers also must comply with all applicable anti-bribery and corruption laws, including but not limited to the U.S. Foreign Corrupt Practices Act (FCPA) and the U.K. Bribery Act.

Competition and Fair Dealing. Netrality is committed to dealing fairly and honestly with all of our business partners, regardless of where they are located or the type of products or services they provide. Netrality suppliers must not propose or enter into any agreement with a competitor to fix margins, prices or contractual terms or to divide up the market in any way.

Health and Safety. Netrality suppliers must comply with applicable health and safety laws and regulations at all times.

Permitting. Each Netrality supplier must obtain necessary permits and licenses required to conduct the activities for which it is engaged by Netrality. Netrality suppliers must at all times be transparent and honest with regulatory agency representatives, auditors and governmental officials.

Environmental Laws. Netrality suppliers are expected to comply at all times with all applicable environmental laws and regulations regarding hazards materials, air emissions, waste and wastewater discharges, including the manufacture, transportation, storage, disposal and release into the environment of such materials.

Freedom of Association. Netrality suppliers must conduct employment practices in compliance with all applicable laws and regulations.

Data Protection and Privacy. Netrality suppliers are expected to comply at all times with all applicable laws and regulations regarding the privacy of information, data protection and cross border data flows.

Document Retention. Netrality suppliers are expected to create, retain and dispose of business records in full compliance with applicable legal and regulatory requirements.

B. All Employees, Agents and Representatives are Treated Equally with Respect and Dignity, and are Not Discriminated Against.

Suppliers shall ensure that their representatives, employees and agents are treated with respect and dignity. Supplier representatives, employees and agents shall not be subjected to any physical, sexual, psychological or verbal harassment, abuse or other form of intimidation. No employee will be unfairly disadvantaged, favored or ostracized due to ethnic or racial status, nationality, descent, religion, gender, age, physical appearance, sexual orientation, political affiliation or parental status.

C. Work is Conducted on a Voluntary Basis and All Employees, Agents and Representatives are of an Appropriate Age. 

Employment must be voluntary. Forced labor is not acceptable. Mental and physical coercion, slavery and human trafficking are prohibited. Under no circumstances will supplier employ workers under the minimum age for work or mandatory schooling, whichever is greater, as specified by applicable law.

D. All Employees, Agents and Representatives are Paid Legal Wages and Work Hours Consistent with Applicable Law. 

Suppliers shall ensure that their representatives, employees and agents are provided with a total compensation package that meets or exceeds the legal minimum standards. Working hours may not exceed the maximum amount permitted by applicable law.

E. Health and Safety are Protected at Work. 

In addition to complying with applicable legal and regulatory requirements, Netrality suppliers must ensure a safe work environment and minimize hazards through proper design, engineering and administrative controls, preventive maintenance and safe work procedures, as well as ongoing safety training, audits and corrective actions as applicable to the services or products they provide.

F. Business is Conducted in a Manner Which Embraces Sustainability and Reduces Environmental Impact. 

Suppliers must comply with all applicable laws and regulations with respect to sustainability and environmental requirements. Suppliers must also comply with such Netrality internal standards with respect to environmental impact and sustainability as are communicated to suppliers from time to time. Netrality encourages its suppliers to consider implementation of processes designed to reduce the impact on the environment in the services or products they provide.

3. Management

A. Audits; Operating Effectiveness of Supplier; Investigations 

Netrality suppliers must make available to Netrality, confidentially and upon request, a copy of any audit that has been performed on the controls and/or operating effectiveness of the supplier (e.g., SOC Type I and Type II). Netrality suppliers must respond to requests for information about compliance with this Supplier Code of Conduct. Netrality suppliers are expected to cooperate with audits conducted by or on behalf of Netrality and are expected to cooperate in any investigation Netrality conducts into any allegation of inappropriate or unethical behavior involving either a Netrality employee or an employee of a supplier where the allegation involves Netrality.

B. Conflicts of Interest 

Netrality suppliers should avoid situations that create, or even appear to create, a conflict of interest with Netrality. Transparency is essential to avoiding conflicts of interest. If a supplier employee has a spouse, relative or close friend who works for Netrality, you should disclose that relationship to Netrality or ensure that the Netrality employee does so. Netrality employees and their family members may not hold a material financial interest in a Netrality supplier and Netrality suppliers are required to avoid such relationships with Netrality employees.

C. Confidential Information 

Each supplier must keep Netrality confidential information, including but not limited to information about Netrality and its customers, other suppliers and other third parties that is not available to the public, strictly confidential. A supplier’s obligation to protect Netrality’s confidential information continues even after the completion of the supplier’s assignment or contract with Netrality. Suppliers are required to protect Netrality’s property and resources and use them only for legitimate business with Netrality.

D. Intellectual Property 

Suppliers may only use Netrality’s intellectual property to the extent permitted under their contract with Netrality. Suppliers will not infringe or misuse the intellectual property of Netrality or others. Intellectual property includes Netrality copyrights, patents, trademarks, trade secrets and other intangible property. Suppliers are encouraged to notify Netrality upon discovering any unauthorized use of Netrality intellectual property or confidential information by supplier or by a third party.

E. Training and Compliance with the Supplier Code of Conduct 

It is the responsibility of the supplier to ensure its employees and representatives understand and comply with the Supplier Code of Conduct and to inform Netrality if and when a situation develops that causes the supplier to be in violation of this Supplier Code of Conduct.

F. Reporting Non-Compliance 

Netrality requires that suppliers report any conduct, including conduct of any Netrality employee, that a supplier believes in good faith to be an actual, apparent or potential violation of this Code to Netrality’s leadership team at netralityleaders@netrality.com. Prompt reporting of misconduct is in the best interest of everyone and helps ensure our continued ethical business relationship. Netrality will investigate any reported violation. Netrality will maintain confidentiality to the extent possible when performing the investigation. Netrality will not tolerate any retaliation taken against any individual who has, in good faith, reported questionable behavior or a possible violation of this Supplier Code of Conduct.