This Supplier Code of Conduct (the 'Code') applies to all Suppliers (defined below) of Upbound Group, Inc. (formerly known as Rent-A-Center, Inc.), and its subsidiaries, affiliates and divisions, (collectively, the 'Company'). The Company is committed to acting ethically and responsibly, and has adopted this Code to help reduce the risk of unethical and illegal conduct by providing a clear statement of the high standards the Company expects its Suppliers to follow. Should you have any questions regarding this Code, please contact the Company's Compliance Officer listed below.
All suppliers, manufacturers, contractors, joint venture partners, agents, distributors and consultants (collectively, and together with any affiliates, subcontractors, independent contractors and employees of the foregoing, 'Suppliers') of the Company, or any other party to a contract which incorporates this Code by reference, are expected to comply with the expectations and standards set forth in this Code.
This Code may be occasionally amended in the Company's sole discretion. The Company will either provide the updated Code to Supplier or make the current version accessible from the Company's corporate website.
Suppliers shall comply with all applicable laws and regulations, including all applicable local, state, provincial and national laws, codes, rules and regulations in any jurisdiction in which such Supplier does business, as well as all applicable treaties and international standards (collectively, 'Laws'). Suppliers must also comply with any published standards for their industry.
Suppliers are expected to compete fairly for the Company's business. Suppliers shall not pay, solicit, or receive bribes, kickbacks, or give or receive gifts or anything of value to the Company or any of its directors, officers or employees or to any third party (including any governmental official), in exchange for business opportunities or to secure an improper benefit or advantage.
Suppliers are expected to avoid all forms of corruption. Regardless of where in the world Suppliers are located, they are expected to comply with the Foreign Corrupt Practices Act and any similar applicable Laws.
Suppliers are expected to provide clean, safe and healthy work environments that focus on accident prevention, and minimizing health risks. Suppliers shall comply with applicable workers health and safety Laws.
Suppliers shall comply with all applicable environmental Laws and obtain and maintain environmental permits and timely file required reports. Suppliers are expected to conduct their operations in an environmentally responsible manner and minimize harmful impacts to surrounding communities, including through proper handling and disposition of hazardous materials and monitoring, controlling and treating discharges generated from operations.
Suppliers are expected to treat their employees and contractors with fairness, respect and dignity and promote a work environment that is safe and healthy, and free of discrimination, harassment, forced labor, corporal punishment or other forms of physical coercion.
Suppliers shall compensate their employees with wages and benefits which are in compliance with applicable Laws. Suppliers shall comply with all applicable Laws governing maximum work hours, vacation time, leave periods and holidays, and to provide compensation for overtime hours and mandated benefits in accordance with applicable Laws. If such Laws do not address standard working hours, Suppliers are expected to ensure that work hours are not excessive or unfair.
Suppliers shall not use child labor. Child labor is defined for these purposes as the employment of any person at any age younger that the legal minimum age for working in any applicable jurisdiction.
Suppliers shall not discriminate on the basis of race, color, national origin, gender, religion, disability, sexual orientation or other similar factors in their employment practices.
Suppliers shall respect the right of employees to freely associate, organize, and bargain collectively in accordance with applicable Laws.
Suppliers shall only employ workers with the legal authorization to work and to ensure that authorization has been validated by the appropriate legal documentation.
Suppliers shall not place restrictions on its workers' voluntary ending of their employment, including the use of excessive notice periods or substantial fines for terminating their employment contracts.
Supplier shall allow workers to maintain control over, or have free access to, their identity documents, including passports and national identification cards.
Suppliers are expected to keep accurate, complete, transparent and timely financial and operational books, records, and accounts and maintain a system of effective internal controls. Suppliers are expected to maintain all financial books, records and accounts in accordance with applicable Laws and generally accepted accounting principles, including documentation related to safety and source material traceability.
Suppliers and their directors, officers, and employees shall comply with all applicable Laws regarding insider trading, including prohibitions against buying or selling securities or advising (e.g., tipping) others to buy or sell securities based on material, nonpublic information relating to the Company.
Suppliers shall comply with all applicable laws prohibiting money laundering and require the reporting of any suspicious transactions.
Suppliers shall safeguard the Company's confidential information by keeping it secure (even after the Company's and Supplier's business relationship ends), and are expected to limit access to the Company's confidential information to those who have a need to know in order to perform their job duties. Suppliers should avoid discussion of Confidential Information in public areas or on social networking platforms.
Suppliers shall respect the intellectual property rights of third parties and especially the Company. Suppliers are expected to promptly report any suspected infringement of the Company's intellectual property by others, or potential infringement by the Company of other's intellectual property rights, to the Company.
The Company's directors, officers and employees are prohibited from accepting any gift, favor or entertainment if it will obligate or appear to obligate the recipient or otherwise influence any business decision. Suppliers shall not offer Company directors, officers, employees any gift, favor or entertainment that would violate this prohibition and to never offer Company directors, officers or employees gifts of cash or cash equivalents, such as gift cards. This provision is in addition to and not in lieu of any separate Gifts and Entertainment policy the Company may promulgate. In the event of a conflict, the more restrictive policy shall apply, provided notice of such policy is given to Vendor.
The Company's directors, officers and employees are expected to act in the best interest of the Company and to have no interest with any Supplier that might conflict, or appear to conflict, with that obligation. Suppliers shall disclose to the Company any relationship it may have with a Company director, officer or employee, (or family members or close personal friends of the foregoing) which gives the appearance of, or might represent, a conflict of interest.
Suppliers shall comply with all export controls, economic sanctions, and anti-boycott laws applicable to their work with and for the Company.
Suppliers shall have a policy to prevent the use of materials sourced through any illegal and unethical ways. (e.g., minerals sourced from mines controlled by armed groups, fibers sourced from logging in high conservation value forest areas or prohibited areas). As part of, or in addition to such policy, Suppliers shall have a conflict minerals policy and establish reliable systems to assure that the tantalum, tin, tungsten and gold (collectively 3TG) in the products, parts, components and/or materials that they manufacture for or supply to the Company (collectively 'Company supplied products') do not directly or indirectly finance or benefit armed groups that are perpetrators of serious human rights abuses in the Democratic Republic of the Congo or an adjoining country. Suppliers shall exercise due diligence on the source and chain of custody of 3TG in Company supplied products and make their due diligence measures available to Company upon request. Suppliers shall also respond promptly to Company requests for information regarding the results of their due diligence, including but not limited to the country of origin or smelters and refiners of 3TG in Company supplied products.
Suppliers shall confirm that neither they, nor any of their directors, officers or employees, are included on any lists of terrorists or terrorist organizations compiled by the United States government or any other national or international body, including, but not limited to:
Supplier shall obtain and maintain valid zoning permits as required by applicable law. Supplier shall disclose the use of all subcontracting activity, and shall not use subcontracted facilities without prior authorization by Company.
Failure by any Supplier to comply with any of these expectations and standards will require the Supplier to take immediate action to correct the deficiency and may result, in the Company's sole discretion, in the termination of the contract(s) between the Company and Supplier. Suppliers are expected to cooperate with the Company and allow the Company or its designee to conduct audits to verify compliance with this Code or other required certifications. In the event any deficiencies are identified as a result of any such audit, Supplier shall promptly take the steps necessary to correct any deficiency to the Company's satisfaction. No action or inaction by the Company shall be construed as a waiver of any rights contained herein or the applicability of this Code to any other Supplier.
Any questions or concerns, or suspicion that any Supplier may have violated this Code or otherwise engaged in illegal or improper conduct, should be immediately reported to the Company by contacting the Company's Compliance Officer at email@example.com. Suppliers are expected to provide assistance to the Company in the investigation of any concerns involving the Company or a Supplier. Because Company policy prohibits retaliation against any person reporting any concerns regarding a violation of this Code, please immediately report any instances of suspected retaliation.
This Code is a general statement of the Company's expectations with respect to its Suppliers and is in addition to, not in lieu of, any Supplier obligations as set forth in any request for proposal or other solicitation or any agreement between the Company and a Supplier. In the event of any conflict between this Code and any such request for proposal, solicitation or applicable agreement the terms of such request for proposal, solicitation or applicable agreement shall control as to the Code.