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Supplier Code of Conduct Parts Authority, LLC

Document Info (Version 4.0)

March 2022

August 2023

  1. Introduction
    1. Purpose

      As a company, Parts Authority, LLC (“Parts Authority”) is committed to conducting business in an ethical and sustainable manner.

      This Supplier Code of Conduct (the “Code”) applies to all Suppliers that provide goods and services to Parts Authority.

      If a Supplier has questions, they can ask their primary business partner or email [email protected].

    2. Scope

      This Code applies to every Supplier working on behalf of Parts Authority.

      In addition, this Code applies to each Supplier of Parts Authority, irrespective of their size or importance to Parts Authority.

      A Supplier includes anyone that provides products or services to Parts Authority, including goods for resale, and goods or services for Parts Authority’s own use.

    3. Compliance with this Supplier Code of Conduct

      We require the Supplier to comply with this Conduct and applicable laws and regulations when it is relevant to the goods or services they provide or to the work they do on our behalf.

      In the event we request proof of compliance with applicable laws and standards mentioned in this Code, we expect cooperation from the Supplier. The Supplier is also expected to display behavior that is compliant with the contents of this Code throughout their own supply chain. This means using all reasonable efforts to ensure their agents or sub-contractors are also compliant with this Code. If a Supplier becomes aware of actual or potential misconduct — even by one of our team members — the Supplier must immediately report it using one of the options outlined in the “Report Violations or Concerns” section.

    4. Breach of Code

      Parts Authority expects the Supplier to comply with all sections of this Code. In the event of a material and/or repeated breach by the Supplier of this Code, Parts Authority may take any and all actions up to and including termination of any and all business agreements between itself and the Supplier.

    5. Supplier Policies

      To ensure that the Supplier can comply with this Code, Supplier is strongly encouraged to have a policy in place addressing the topics mentioned in this document.

  2. Commitment to Ethics and Integrity
    1. Compliance with Laws, Regulations & Legislation

      Supplier must always comply with any and all applicable laws, rules, regulations, and legislation that applies to our business.

    2. Corruption & Bribery

      Suppliers are prohibited from directly or indirectly making, promising, authorizing, or offering “anything of value” to a non-US government official on behalf of the Company to secure an improper advantage, obtain or retain business, or direct business to any other person or entity. This prohibition includes payments to third parties where the Supplier knows, or has reason to know, that the third party will use any part of the payment for bribes. In addition, bribery involving commercial (non-governmental parties) is also prohibited under this Code.

      To this end, the Supplier and its agents shall not offer, promise, authorize the payment of, or pay or provide “Anything of Value” to any employee, agent, or representative of another company to induce or reward the improper performance of any function or any business-related activity.

      “Anything of Value” may include “bribes or other improper benefits including cash, charitable grants or donations, entertainment, favors, gifts, meals, job opportunities, political contributions or travel, if they are offered to improperly influence any act or decision or to otherwise gain an improper benefit.”

      When doing business on our behalf, we require Supplier to comply with any applicable national and global anti-bribery or anti-corruption laws that apply to either of us, including the United States Foreign Corrupt Practices Act (FCPA).

      We expect Supplier to keep accurate books and records, and we prohibit Supplier from providing false or misleading information that could cause our books and records to be inaccurate.

    3. Anti-Competitive Behavior

      Supplier is not permitted to partake in any forms of anti-competitive behavior and practices. These include but are not limited to compliance with anti-trust and competition laws.

    4. Conflicts of Interest

      It is the policy of Parts Authority to conduct its affairs and business in a manner consistent with the highest ethical standards and to avoid situations, including conflicts of interest on the part of team members, which might adversely reflect upon the integrity of the team member or Parts Authority. It is important that Supplier help prevent conflicts of interest between team members and Parts Authority. Supplier should not use “anything of value” to attempt to improperly influence our team members. Parts Authority recognizes limited exceptions for business-appropriate, modest, and infrequent business meals, and/or gifts or courtesies that do not inappropriately influence, or appear to influence, any business decision and that have appropriate management approval.

  3. Health, Safety, Labor & Human Rights
    1. Product Safety & Quality

      Supplier must always ensure that the products they manufacture and/or deliver, are safe to use and of a reasonable quality. This means ensuring proper testing and clearance is conducted before a product is delivered to Parts Authority. As the manufacturer or distributor, Supplier is responsible for ensuring to the best of their ability, that any product received by Parts Authority will not cause harm or otherwise malfunction.

    2. Forced and Child Labor

      All labor must be voluntary. Supplier must not and must ensure that its sub-contractors or other business partners do not, engage in forced labor at any point in the production process. This means that under no circumstances may employees be pressured or forced to work due to some form of leverage Supplier holds over them (retention of the employee’s passport, threat of harm to the employee or their family, etc.). Similarly, Supplier may not employ any persons under the legal working age for the country in question.

      Supplier must maintain a reliable system to verify the eligibility of all workers, including age eligibility and the legal status of foreign workers; and promptly report to us any violation of this Code that Supplier becomes aware of, including the use of forced labor at any point in its own supply chain.

    3. Human Rights

      Supplier must respect international agreements regarding human rights and shall not knowingly support business partners that engage in slavery and human trafficking.

    4. Employee Health & Safety

      Supplier must provide a safe, healthy and sanitary working environment at every one of its locations for all its employees. Supplier must take reasonable steps to prevent workplace hazards, and work-related accidents and injuries.

    5. Labor Management & Social Dialogue

      Supplier must respect the right of employees to decide whether to lawfully associate with groups of their choice, including the right to form or join trade unions and to engage in collective bargaining.

    6. Diversity, Discrimination & Harassment

      Supplier is expected to treat its employees with dignity and respect. This means Supplier shall not subject its employees to physical, sexual, psychological, and verbal abuse. Supplier shall not discriminate in hiring, compensation, training, advancement or promotion, termination, retirement, or any other employment practice based on race, color, national origin, gender, gender identity, sexual orientation, military status, religion, age, marital or pregnancy status, disability, or any other protected characteristic other than the worker's ability to perform the job.

    7. Working Conditions

      Supplier must provide its employees with good working and employment conditions. Supplier must comply with all laws and regulations regarding overtime, meal and rest days and minimum wage and hours worked.

    8. Responsible Sourcing

      Supplier providing Parts Authority with products or materials should be committed to responsible sourcing of materials. If applicable to the goods that are being provided, we expect our Suppliers to confirm they have taken reasonable actions necessary to comply with the disclosure requirements of applicable U.S. federal securities laws related to conflict minerals – including gold, tin, tungsten, and tantalum that are mined in an area of armed conflict and are sold to finance that fighting directly or indirectly.

  4. Information Management
    1. Confidential Information

      Supplier may have access to confidential information, including nonpublic, commercially sensitive, or proprietary information. Examples include, but are not limited to, business or marketing plans, intellectual property, wholesale pricing or terms of supply, promotional strategies, and sales volume forecasts. We expect Supplier to protect this information and only share it — with our approval — on a “need to know” basis and as contractually allowed, such as by a Non-Disclosure Agreement (NDA).

    2. Data Privacy

      Any Supplier that has access to Parts Authority data must have appropriate controls in place to protect the personal identifiable information of Parts Authority’s team members, agents, representatives, and customers. Supplier must immediately notify Parts Authority if there is a breach that has potentially or actually impacted any Parts Authority data.

    3. Information Security

      Any Supplier that has access to Parts Authority information systems or data must have appropriate information security controls to protect their data and systems from any form of cyber-attacks. This includes having a proper information management system in place, conducting regular assessments of information security measures, and having emergency procedures and mitigation measures ready to go in the event of an information security breach. Parts Authority encourages Supplier to inform all stakeholders of their information security measures, as well as any relevant information such as the retention periods of sensitive data.

  5. Environmental Management
    1. Energy Consumption & Energy Management

      Supplier is encouraged, to the best of its ability, to reduce their overall energy consumption, or otherwise optimize their energy use to minimize it. This can be done by purchasing/producing renewable energy or conducting annual energy audits.

    2. Greenhouse Gasses & Toxic Emissions

      Supplier is encouraged to ensure that all emissions of aerosols, corrosives, particulates, ozone depleting chemicals, volatile organic chemicals (VOCs), as well as any other damaging air emissions, are recorded, monitored, controlled, and eventually treated properly prior to their discharge from the facility. Additionally, Supplier should make a reasonable effort to reduce their Greenhouse Gas and other toxic emissions to the best of their ability.

    3. Management of Waste & Hazardous Materials

      Supplier must ensure the correct and proper handling, storage, and disposal of all hazardous and non-hazardous material. This includes the proper management and treatment of wastewater and solid waste generated as part of their operations, prior to their disposal or discharge from the facility.

  6. Reporting Violations

    If Supplier reasonably believes that a policy, practice or activity of Parts Authority, or a team member, agent or representative of Parts Authority, is improper and/or in violation of law, Supplier may reach out to its primary business partner as the first point of contact for clarification or to share a concern. When in doubt, Supplier can also report issues or concerns to our general counsel or compliance team members.

    Anonymous Hotline Via the Web: https://partsauthority.ethicspoint.com

    Via the Phone: 1-833-416-5476 (U.S.) or 800-681-1846 (Mexico)

    By Email Via the Web: [email protected]

  7. Supplier Approval

    By signing this document, Supplier agrees to comply with the expectations and criteria described in this Supplier Code of Conduct. Furthermore, by signing Supplier is aware of the consequences of breaching this Code and understands that non-compliance may lead to the termination of a business agreement between Parts Authority and Supplier.