NORTHWEST FIBER, LLC dba ZIPLY FIBER
NETWORK FIBERCO LLC
VENDOR/SUPPLIER CODE OF CONDUCT
This is the Northwest Fiber, LLC dba Ziply Fiber and Network FiberCo LLC’s Vendor/Supplier Code of Conduct (“Vendor Code”).
APPLICABILITY
This Vendor Code applies to all vendors, including without limitation all service providers, equipment suppliers and all other individuals or entities (collectively, a “Vendor” or “Vendors”) doing business with Ziply Fiber, Network FiberCo, or their affiliates and subsidiaries (collectively “Ziply Fiber”) and all Vendor or Vendor affiliate officers, employees, agents, subcontractors or other Vendor-related companies or individuals doing business with Ziply Fiber (collectively, a “Representative” or “Representatives”).
INTRODUCTION
Ziply Fiber is committed to promoting a positive, legally compliant work environment. It expects Vendors and their Representatives to adhere to the same standards of conduct and behavior while they are doing business with Ziply Fiber, including while on Ziply Fiber property, that Ziply Fiber expects from its own employees. This Vendor Code is intended to provide general guidance to Vendors and their Representatives to assist them in functioning legally, ethically and efficiently in all dealings with Ziply Fiber.
The information in this Vendor Code is important and should be read carefully. All Vendors are required to educate and, when appropriate, train their Representatives to ensure they are aware of Ziply Fiber’s expectations.
The policies summarized below are not all-inclusive, and there may be other conduct not specifically listed that is considered unacceptable. Ziply Fiber expects Vendors and their Representatives to conduct themselves in a professional manner at all times while doing business with Ziply Fiber, including while on Ziply Fiber property. Ziply Fiber may request the immediate removal of any Representative who behaves in a manner that is unlawful or inconsistent with this Vendor Code, Ziply Fiber policy or that is otherwise deemed unacceptable to Ziply Fiber.
EQUAL OPPORTUNITY EMPLOYER
Ziply Fiber promotes an equal opportunity, cooperative, and productive work environment by supporting the diversity of its workforce.
Ziply Fiber is committed to providing equal opportunity to all employees and applicants for employment. This commitment is reflected in all aspects of Ziply Fiber operations. Ziply Fiber recruits, hires, trains, pays, promotes and disciplines employees without regard to race, color, sex, sexual orientation, religion, national origin, marital status, pregnancy, age, disability or veteran status or any other protected class in accordance with all federal, state and local laws.
Ziply Fiber expects Vendors to share its commitment to equal opportunity. A Vendor’s commitment may include identifying, providing and paying for any reasonable accommodation that may be required for a disabled Representative to perform his or her essential job functions while working on Ziply Fiber-related business, including while on Ziply Fiber property.
HARASSMENT-FREE WORK ENVIRONMENT
Ziply Fiber is committed to providing a working environment free of sexual or other forms of harassment. Harassment or intimidation of any kind toward any person at Ziply Fiber, including toward a Ziply Fiber employee or other Vendor, will not be tolerated. The below policies and procedures apply equally to sexual harassment and all other forms of harassment and intimidation.
Ziply Fiber’s anti-sexual harassment policy is set forth below. Ziply Fiber asks that each Vendor review this policy and distribute it to all of its Representatives who are currently working with Ziply Fiber, and to those who may do so in the future. Representatives need to understand that, while conducting Ziply Fiber related business, including while on Ziply Fiber property, they will be expected to adhere to the policy. Ziply Fiber also expects that Vendor will fully cooperate with Ziply Fiber in any investigation of a harassment complaint involving one of Vendor’s Representatives.
ZIPLY FIBER ANTI-SEXUAL HARASSMENT POLICY
Sexual harassment or intimidation of any person at Ziply Fiber is strictly prohibited. Ziply Fiber will not tolerate unwelcome sexual advances, requests for sexual favors, other offensive verbal or physical conduct of a sexual nature, or any other act of harassment or intimidation.
Sexual harassment is defined as unwelcome verbal or physical conduct that is sexual in nature or that is directed at the person because of his or her gender. Types of sexual harassment may include:
If a Representative experiences any harassing behavior, the Representative should immediately:
WORKPLACE VIOLENCE AND WEAPONS
Ziply Fiber is committed to providing a safe environment for employees, customers, Vendors and visitors. Ziply Fiber will not tolerate any violence in the workplace. Violent behavior includes physically harming oneself or another, shoving, pushing, verbal or physical intimidation, coercion, brandishing weapons, threats of violence or other actions that people would ordinarily view as violent or inciting violence. Joking about engaging in violent behavior is not acceptable behavior. Anyone who threatens or engages in violent behavior will be removed from Ziply Fiber premises and subject to appropriate discipline or law enforcement action. Weapons are never permitted on any Ziply Fiber property or in any Ziply Fiber vehicle. All Vendors and Representatives shall adhere to this policy.
Vendor and its Representatives are expected to meet all Ziply Fiber requirements for security of email passwords and confidentiality. For assistance on password guidelines or other security issues, contact Ziply Fiber’s Project Manager identified in the work order applicable to the services provided by Vendor.
Violation of Ziply Fiber’s email policy is potential grounds for revocation of a Representative’s email privileges, the Representative being prohibited from working on Ziply Fiber matters, and termination of Vendor’s agreement.
Email is not personal or confidential and may be accessed by Ziply Fiber at any time. Email may be monitored by Ziply Fiber for security purposes. The following email guidelines apply:
ON-LINE COMMUNICATIONS
Ziply Fiber’s various on-line systems (email, intranet and internet access, etc.) are vital business resources in providing efficient communication and information exchange. For access to any external service or resource (including but not limited to the internet, Google, Firefox, MSN, etc.) approval to connect to external services off the Ziply Fiber network must be obtained by contacting Ziply Fiber’s Project Manager identified in the work order applicable to the services provided by Vendor. Approval will be based on business justification and requires Ziply Fiber manager sponsorship.
Distribution or storage of obscene, profane, violent abusive or otherwise offensive material on Ziply Fiber-owned computer equipment or systems is prohibited. Forgery or tampering with Ziply Fiber systems is also a violation of Ziply Fiber policy. Examples include:
Violations of the above may result in immediate termination of a Vendor Representative’s email privileges, the Representative being prohibited from working on Ziply Fiber matters and termination of the Vendor’s agreement.
On-Line communications should never be used in any of the following ways:
Vendor and its Representatives must always disclose their identity on all internal and external networks, clearly stating their affiliation with Ziply Fiber. They must not engage in external discussions about Ziply Fiber during the performance of duties under their agreement without prior approval from the Ziply Fiber manager sponsoring the Vendor agreement. For further communication obligations regarding Ziply Fiber, Vendor and its Representatives should consult the confidentiality section of their agreement, or the non-disclosure agreement signed between Ziply Fiber and Vendor.
PROPER USE OF SOFTWARE
The unauthorized duplication and use of software and/or documentation by Ziply Fiber Vendors or their Representatives is a violation of the copyright laws of the United States and all the other countries in which Ziply Fiber and its subsidiaries maintain offices. This applies equally to Ziply Fiber-created software, whether a beta or a final version, and to non-Ziply Fiber software to prevent potential liability.
The following practices, unless granted by a specific license, are among those prohibited by this policy:
Ziply Fiber’s IT department maintains a list of software products that have been licensed to Ziply Fiber for network use or on a site-license basis. Each department that acquires third-party software is responsible for retaining proof of proper licensing of that software, such as end user license agreements, original disks and manuals, and receipts. Any Vendor Representative who has questions regarding the terms of any third-party license agreement should contact the Ziply Fiber Legal Department.
Failure to follow this policy can result in action against Vendor and its Representative, including termination of the Representative’s services and/or termination of Ziply Fiber’s contract with Vendor.
ZIPLY FIBER ACCESS TO INFORMATION AND PROPERTY
Email and its contents, voicemail and any other data of any kind stored on or transmitted by Ziply Fiber-owned or leased equipment are the property of Ziply Fiber and may be accessed and monitored by Ziply Fiber at any time without notice. Such data remains Ziply Fiber’s property and Ziply Fiber retains its right to access or retrieve such data even if the data has been transferred to equipment that is not owned or leased by Ziply Fiber. Vendor is expected to cooperate with and expedite Ziply Fiber’s access to facilities and equipment when requested. Ziply Fiber property and equipment are maintained and made available for the purpose of conducting Ziply Fiber business and Vendor should not regard as private any Ziply Fiber premises, facility or equipment or any property stored on or in those premises, facilities or equipment.
Additionally, in order to evaluate and improve customer service, Ziply Fiber may monitor and record, as necessary, the telephone calls of Vendors and their Representatives who work in customer service positions.
Any facilities or equipment, including but not limited to offices, desks, computers, electronic media, motor vehicles, or lockers used by Vendors and their Representatives while on Ziply Fiber property or while conducting Ziply Fiber related business, may be accessed by Ziply Fiber at any time without notice. Accordingly, Vendor should not consider protected by any personal right of privacy anything brought onto or stored on Ziply Fiber property, stored on Ziply Fiber equipment or used while working on Ziply Fiber related business. Any Ziply Fiber property used by Vendors and their Representatives while performing Ziply Fiber related business remains the property of Ziply Fiber.
NON-SOLICITATION AND NON-DISTRIBUTION
Ziply Fiber provides a work environment that allows completion of assigned tasks in a safe and secure manner.
Vendor Representatives are not allowed on Ziply Fiber property (such as any premises, buildings, parking lots, walkways or building space, work areas or offices owned, leased or controlled by Ziply Fiber) for solicitation or distribution of literature or materials (such as brochures, publications, advertisements, surveys, announcements or flyers) not related to Ziply Fiber business purposes.
ETHICAL STANDARDS AND GIFTS
Ethical Standards. Vendor shall operate with the highest ethical standards, including those related to business integrity, prohibition of bribery and corruption, disclosure of information, intellectual property, fair business practices, anti-spam, protection of identity, privacy, ethical use of AI, background checks, community engagement and supplier diversity.
Gifts. Ziply Fiber employees cannot accept payments of any amount or gifts or favors valued in excess of $100 from Vendors or Representatives unless prior approval is obtained from the Ziply Fiber Legal Department. Accordingly, Vendor and its Representatives should refrain from giving Ziply Fiber employees gifts with a value of more than $100. Ziply Fiber employees are strictly prohibited from soliciting gifts of any value.
CONFIDENTIALITY AND MEDIA ENGAGEMENT
All information supplied by Ziply Fiber to Vendor and its Representatives should be regarded as confidential unless otherwise specified. Vendor and its Representatives are not authorized to communicate with the media on Ziply Fiber’s behalf, unless expressly authorized in writing to do so by Ziply Fiber. Prior to performing any work for Ziply Fiber, Vendor will be required to sign a non-disclosure agreement covering Vendor and its Representatives.
HEALTH, SAFETY AND ENVIRONMENT
Health and Safety. Ziply Fiber complies with OSHA and all applicable federal, state and local health and safety laws and regulations. In addition, Ziply Fiber is a drug free and non-smoking workplace. While conducting business with or for Ziply Fiber, including while on Ziply Fiber property, all Vendors and their Representatives will be expected to observe all applicable health and safety laws and policies that, in addition to the above, may include motor vehicle laws and traffic signage both inside and outside any Ziply Fiber workplace.
Vendor shall comply with all other applicable international, national, state and local health and safety standards (in accordance with ISO 45001), occupational safety, industrial hygiene, physically demanding work, machine safeguarding, sanitation, health and safety communication and required attendant audits.
Environment. Vendor shall comply with all applicable federal, state and local environmental laws and permits, including those related to pollution prevention, hazardous substances, solid waste, air emissions, materials restrictions, water management and energy/GCC emissions tracking.
LABOR AND HUMAN RIGHTS
All work by Vendors and their Representatives for Ziply Fiber must be freely chosen and not forced or involuntary. Vendors shall comply with all applicable international and U.S. laws related to child labor, working hours, wages, benefits, humane treatment, non-discrimination and freedom of association.
RESOURCING OF MATERIALS
If applicable, Vendor shall use due diligence and comply with all international and U.S. laws regarding conflict minerals and cobalt.
GENERAL VENDOR STANDARDS AND PRACTICES
General Vendor Standards. Ziply Fiber expects all Vendors to operate in the best interests of Ziply Fiber at all times. It is expected that all equipment and services will be provided at the highest quality level while maintaining flexibility and cost effectiveness.
It is the responsibility of Vendor to inform its Ziply Fiber contact (or a member of Ziply Fiber’s management team) if and when any situation develops that requires the Vendor to operate in violation of the guidelines set forth in this Vendor Code. Additionally, in the event a Ziply Fiber employee has a relationship (spouse or other family relation, friend, domestic partner, etc.) with a Vendor that might create a conflict of interest or the appearance of a conflict of interest, Ziply Fiber senior management approval is required prior to contracting for the services of the Vendor.
Practices. Vendor shall maintain a management system aligned with international standards covering compliance, risk mitigation, continuous improvement, training, audits and documentation (including, as applicable, ISO 14001, 27001, 45001, 50001 and SA 8000).
Vendor shall maintain disaster recovery and business continuity plans, including emergency preparedness and risk mitigation.
VENDOR ASSESSMENT AND MONITORING
Ziply Fiber reserves the right to assess, monitor and audit Vendors for compliance with this Vendor Code. Audits may include assessment questionnaires and on-site visits. Non-compliance shall be remedied diligently.
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