VENDOR CODE OF CONDUCT
Ooma, Inc. (“Ooma”) is committed to operating with the highest standard of integrity and ethics. Vendors are a key part of our business, and therefore we require our vendors and their employees, agents and subcontractors (collectively referred to as “Vendors”) to comply with all applicable laws and regulations.
Ooma has established company standards that include ethical business practices and regulatory compliance. These standards apply to all Ooma employees, directors, and officers. Similarly, Ooma expects Vendors to embrace this commitment to integrity and ethics by complying with the Ooma Vendor Code of Conduct.
COMPLIANCE WITH THE VENDOR CODE OF CONDUCT
Vendors must adhere to this Vendor Code of Conduct while conducting business with or on behalf of Ooma. Vendors must promptly inform their Ooma contact (or a member of Ooma’s management) when any situation develops that causes or is reasonably likely to cause the Vendor to operate in violation of this Code of Conduct. While Vendors are expected to self-monitor and demonstrate their compliance with this Code of Conduct, Ooma may audit Vendors or inspect Vendors’ facilities to confirm compliance. Ooma may require the immediate removal of any Vendor representative(s) or personnel who behave in a manner that is unlawful or inconsistent with this Code of Conduct or any Ooma policy at its sole discretion. Compliance with this Code of Conduct is required in addition to any other obligations in any agreement a Vendor may have with Ooma.
LEGAL AND REGULATORY COMPLIANCE PRACTICES
All Vendors must conduct their business activities in full compliance with applicable laws and regulations while conducting business with and/or on behalf of Ooma, and must, without limitation:
- Trade: Comply with all applicable trade controls, as well as all applicable export, re-export, and import laws and regulations.
- Antitrust: Conduct business in full compliance with antitrust and fair competition laws that govern the jurisdictions in which they conduct business.
- Boycotts: Not participate in international boycotts that are not sanctioned by the United States (U.S.) government or applicable laws.
- Anti-Corruption: Not participate in bribes or kickbacks of any kind, whether in dealings with public officials or individuals in the private sector. Ooma is committed to observing the standards of conduct set forth in the U.S. Foreign Corrupt Practices Act (“FCPA”) and the anti-corruption and anti-money laundering laws of the countries in which Ooma operates. Vendors must comply with all applicable anti-corruption and anti-money laundering laws, including the FCPA, as well as laws governing lobbying, gifts and payments to public officials, political campaign contribution laws, and other related regulations. Vendors must not, directly or indirectly, offer or pay anything of value (including travel, gifts, hospitality expenses, and charitable donations) to any official or employee of any government, government agency, political party, public international organization, or any candidate for political office to (i) improperly influence any act or decision of the official, employee, or candidate for the purpose of promoting the business interests of Ooma in any respect, or (ii) otherwise improperly promote the business interests of Ooma in any respect.
BUSINESS PRACTICES AND ETHICS
Vendors must conduct their business interactions and activities with integrity while conducting business with and/or on behalf of Ooma and must, without limitation:
- Business Records: Honestly and accurately record and report all business information and comply with all applicable laws regarding their completion and accuracy. Create, retain, and dispose of business records in full compliance with all applicable legal and regulatory requirements. Be honest, direct, and truthful in discussions with regulatory agency representatives and government officials.
- Press: Speak to the press or make any public statements on behalf of Ooma only if the Vendor is expressly authorized in writing to do so by Ooma.
- Gifts: Avoid gifts to Ooma employees because even a well-intentioned gift might constitute a bribe under certain circumstances or create conflicts of interest. Do not offer anything of value to obtain or retain a benefit or advantage for the giver, and do not offer anything that might appear to influence, compromise judgment, or obligate an Ooma employee. If offering a gift, meal, or entertainment to Ooma employees, always use good judgment, discretion, and moderation. Any gifts, meals, or entertainment must comply with applicable law, must not violate the giver’s and/or Ooma’s policies on the matter, and must be consistent with local custom and practice.
- Conflicts of Interest: Avoid the appearance of or actual improprieties or conflicts of interests. Vendors must not deal directly with any Ooma employee whose spouse, domestic partner, or other family member or relative holds a significant financial interest in the Vendor. In the course of negotiating the Vendor agreement or performing the Vendor’s obligations, dealing directly with a Vendor personnel’s spouse, domestic partner, or other family member or relative employed by Ooma is also prohibited.
- Insider Trading: Avoid insider trading by not buying or selling Ooma securities when in possession of information about Ooma that is not available to the investing public and that could influence an investor’s decision to buy or sell the security.
LABOR PRACTICES AND HUMAN RIGHTS
Ooma expects Vendors to share its commitment to human rights and equal opportunity in the workplace. All Vendors must conduct their employment practices in full compliance with all applicable laws and regulations, and must, without limitation:
- Cooperate with Ooma’s commitment to a workforce and workplace free of harassment and unlawful discrimination. While we recognize and respect cultural differences, we require that Vendors do not discriminate on the basis of race, color, gender, gender expression, gender identity, sexual orientation, religion, religious creed, sex, national or social origin, ancestry, age, mental or physical disability, medical condition, genetic information, military or veteran status, marital status, pregnancy, or any other characteristic protected by local law, regulation, or ordinance.
- Use only voluntary labor. The use of forced labor whether in the form of indentured labor or bonded labor by Vendors is prohibited. Support for any form of human trafficking of involuntary labor through threat, force, fraudulent claims, or other coercion is also prohibited.
- Not require workers to deposit or otherwise surrender their identity papers (government-issued identification, passports, or work permits) to or with their employer. Workers should be free to resign their employment in accordance with applicable laws or regulations without unlawful penalty.
- Comply with all applicable minimum working age laws or regulations and not use child labor. Vendors cannot employ anyone under the legal minimum working age for employment. Ooma only supports the development of legitimate workplace apprenticeship programs for the educational benefit of young people and will not do business with those who abuse such systems.
- Not engage in physical discipline or abuse. Physical abuse or discipline, the threat of physical abuse, sexual or other harassment, and verbal abuse or other forms of intimidation are prohibited.
- Pay applicable legal wages under humane conditions. All workers must be provided with clear, written information about their employment conditions with respect to wages before they enter employment and as needed throughout their term of employment. Deductions from wages as a disciplinary measure will not be permitted nor will any deductions from wages not provided for by applicable law be permitted without the express, written permission of the worker concerned. Wages and benefits paid for a standard working week must meet, at a minimum, applicable legal standards.
- Not require workers to work more than the maximum hours of daily labor set by applicable laws or regulations. Vendors must ensure overtime is voluntary and paid in accordance with applicable laws or regulations.
- Keep employee records in accordance with applicable laws or regulations and provide in a timely manner, via pay stub or similar documentation, the basis on which employees are paid.
- Respect workers’ rights to freedom of association and collective bargaining in accordance with legal requirements. We require that Vendors not engage in discrimination in hiring, compensation, access to training, promotion, termination, and/or retirement based on union membership.
HEALTH AND SAFETY
Vendors are expected to integrate sound health and safety management practices into all aspects of business, and must, without limitation:
- Provide a safe and healthy work environment and fully comply with all safety and health laws, regulations, and practices including those applicable to the areas of occupational safety, emergency preparedness, occupational injury and illness, industrial hygiene, physically demanding work, machine safeguarding, sanitation, food and housing. Adequate steps must be taken to minimize the causes of hazards inherent in the working environment.
- Prohibit the use, possession, distribution, or sale of illegal drugs while on Ooma-owned or -leased property.
ENVIRONMENTAL REGULATIONS AND PROTECTION
Ooma recognizes its social responsibility to protect the environment and expects its Vendors to share its commitment by responding to challenges posed by climate changes and working toward protecting the environment. As a part of this commitment, all Vendors must, without limitation:
- Comply with all applicable environmental laws and regulations regarding hazardous materials, air emissions, waste and wastewater discharges, including the manufacture, transportation, storage, disposal, and release to the environment of such materials.
- Endeavor to reduce or eliminate waste of all types, including water and energy, by implementing appropriate conservation measures in their facilities, through their maintenance and production processes, and by recycling, re-using or substituting materials.
- Obtain, maintain and keep current all required environmental permits and registrations and follow the operational and reporting requirements of such permits.
- If applicable, identify the chemicals or other materials being released that pose a threat to the environment and manage them appropriately to ensure their safe handling, movement, storage, use, recycling or reuse and disposal.
- Adhere to all applicable laws, regulations and customer requirements regarding prohibition or restriction of specific substances, including labeling for recycling and disposal.
PROTECTION OF ASSETS AND INTELLECTUAL PROPERTY
Protection of intellectual property rights is vital for any company. Ooma depends on intellectual property such as patents, trademarks, proprietary know-how, processes and technology. All Vendors must, without limitation:
- Protect and responsibly use the physical and intellectual assets of Ooma, including intellectual property, tangible property, supplies, consumables and equipment, when authorized by Ooma to use such assets.
- Use Ooma-provided information technology and systems (including email) only for authorized Ooma business-related purposes. Ooma strictly prohibits Vendors from using Ooma- provided technology and systems to (i) create, access, store, print, solicit or send any material that is intimidating, harassing, threatening, abusive, sexually explicit or otherwise offensive or inappropriate, or (ii) send any false, derogatory, or malicious communications.
- Comply with all Ooma contractual requirements and procedures for maintaining confidentiality, security and privacy as a condition of providing Ooma with goods or services or receiving access to the Ooma internal corporate network, systems and buildings. All data stored or transmitted on Ooma-owned or -leased equipment is to be considered private and is the property of Ooma. Ooma may monitor all use of the corporate network and all systems (including email) and may access all data stored or transmitted using the Ooma network.
- Comply with the intellectual property ownership rights of Ooma and others including but not limited to copyrights, patents, trademarks, and trade secrets; and manage the transfer of technology and know-how in a manner that protects intellectual property rights.
REPORTING QUESTIONABLE BEHAVIOR
If you wish to report questionable behavior or a possible violation of the Vendor Code of Conduct, you are encouraged to work with your primary Ooma contact in resolving your concern. If that is not possible or appropriate, please contact Ooma through any of the following methods:
- Phone: Call (650) 566-6600 and ask for the compliance officer
- Email: If you are a Vendor with access to the Ooma intranet, you may send an email to the compliance officer at firstname.lastname@example.org
- Mail: Send a letter to the compliance officer at Ooma, Inc., 525 Almanor Avenue, Suite 200, Sunnyvale, California 94085
Ooma will maintain confidentiality to the extent possible and will not tolerate any retribution or retaliation taken against any individual who has, in good faith, sought out advice or reported questionable behavior or a possible violation of this Vendor Code of Conduct.