AirVM Partner Code of Conduct
APPLICABILITY & GENERAL SCOPE
This Partner Code of Conduct (“Code”) sets out the expectations of AirVM Inc., and each of their subsidiaries (“AirVM”) as to how all AirVM partners, including their employees, independent contractors, and agents (“Partner” or “You”) will conduct themselves in a legal and ethical manner. AirVM expects Partners to comply not only with all applicable laws, but also with this Code and the AirVM policies identified herein.
IMPLEMENTATION OF CODE
You must have a written company code of business conduct that, at a minimum, requires adherence with all applicable laws. Your code must be publicly available and binding on your employees and agents. Your suppliers and downstream partners should also be encouraged to comply with the substance of your code of conduct. With regard to anti-bribery or FCPA provisions, compliance should be required of downstream partners.
COMPLIANCE WITH LAWS, REGULATIONS & BUSINESS CONDUCT PRACTICES
AirVM expects you to be knowledgeable about all of the laws and those AirVM policies that are referenced herein. Some of the more important laws and policies include:
- Anti-Bribery Laws / Foreign Corrupt Practices Act
- Gifts and Courtesies
- Antitrust and Competition Laws
- International Trade Laws; Compliance with Export Regulations
- Environmental Laws
- Human Rights, Labor Laws, and Fair Labor Practices
- Securities and Insider Trading Laws
- Data Protection
FINANCIAL INTEGRITY AND ACCURATE RECORD KEEPING
You must maintain accurate and complete books and records regarding sales of AirVM products and services and all related transactions, such as for benefit programs. False and misleading accounting practices, slush funds and similar financial practices are prohibited by AirVM and may violate applicable laws.
You must accurately document all transactions related to your contract for AirVM products or services, and your business records must be retained in accordance with record retention policies and all applicable laws and regulations. Documents must not be inappropriately altered or signed by those lacking proper authority.
FAIR MARKETING/SALES PRACTICES; COMPLIANCE WITH CONTRACTUAL OBLIGATIONS
A) Marketing and Sales Practices:
Partners must not engage in any misleading or deceptive practices. All advertising, marketing, or promotional activities that reference or implicate AirVM, its logo, or products and services in any manner, must comply with all laws, rules, and regulations, as well as all related AirVM policies, and must be truthful and accurate. Advertising must clearly disclose the material terms and limitations of advertised offers and any pass-through terms if mandated by AirVM.
Partners should not misrepresent products, services, and prices, or make unfair, misleading, inaccurate, exaggerated or false claims about, or comparisons with, competitor offerings.
B) Conflicts of Interest
The term “conflict of interest” describes any circumstance that could cast doubt on your ability to act with total objectivity with regard to the distribution of AirVM products and services. AirVM wants its Partners’ loyalty to be free from any conflicts of interest. If You believe that You have an actual or potential conflict with AirVM or any of its employees, then You must report all pertinent details to AirVM. You must not ask or encourage AirVM employees to violate AirVM’s Business Conduct Guidelines.
C) Compliance with Contractual Obligations:
Partners must comply with their obligations under all agreements in place with AirVM and others. Partners should consult with their AirVM Partner manager if they have specific questions about the various provisions in their agreements with AirVM.
D) Intellectual Property Laws; Confidentiality
Partners must not infringe on AirVM’s copyrights, trademarks and other intellectual property rights. Partners are also prohibited from infringing on the intellectual property rights of third parties in any manner. You must not use AirVM’s patented technology or reproduce copyrighted software, documentation, or other materials without appropriate written permission.
You must safeguard confidential information by not transferring, publishing, using, or disclosing it except as in accordance with applicable regulations, contractual requirements, or this Code. Confidential or personal information or information that is protected by privacy standards should be safeguarded, shared internally only with those employees with a need to know, and not misused or disclosed to unauthorized third parties.
COMPLIANCE; ENFORCEMENT & REPORTING
A) Business Controls
Partners must maintain effective policies, documentation and business controls that are capable of preventing and detecting unlawful conduct by their employees, agents and business partners. Partners shall ensure that their business controls contain the following components: (i) periodic risk assessments that lead to adjustments to existing policies and practices, when necessary; (ii) a written code of conduct that expressly confirms Partners’ commitment to, and states objectives for, their compliance and ethics, program (iii) a designated company representative responsible for overseeing and implementing such compliance and ethics program; and (iv) clearly communicated mechanisms for employees to report misconduct or seek guidance without fear of retaliation.
In addition, all Partners must complete all Partner due diligence screenings mandated by AirVM, including, but not limited to, certifying on at least an annual basis, so that such Partner is in compliance with anti-bribery and other applicable laws, and has completed the required partner ethics and compliance training on an ongoing basis.
Partners must provide reasonable assistance to any investigation by AirVM of a violation of this Code or applicable laws, and will allow AirVM reasonable access to all facilities, records and documentation concerning their compliance with this Code and laws applicable to their sale and distribution of AirVM products and services.
Partners should contact their AirVM Partner manager if they have any questions regarding AirVM’s policies or this Partner Code of Conduct. You also may report any conduct by Your employees, independent contractors and agents, and representatives that You have reason to believe constitutes an actual, apparent, or potential violation of this Code, AirVM’s Business Conduct Guidelines, or applicable laws relating to the sale or distribution of AirVM products/services.
Reports should be made within the United States to the AirVM Ethics Helpline at 1-877-310-0382 toll-free, 24 hours a day, seven days a week. For reports outside the United States, or to report anonymously, where permitted by law, You may access AirVM’s on-line reporting tool managed by an independent third party, EthicsPoint, at the following link: www.etica.ethicspoint.com. Please note that certain restrictions might apply to Helpline reports in the European Union.