Run: Gift and Hospitality Acceptance Policy

This policy establishes rules for offering, accepting, disclosing, and approving gifts, meals, entertainment, travel, and other hospitality. The goal is to prevent conflicts of interest, bribery, favoritism, and the appearance of impropriety while maintaining transparent business relationships.

This policy applies to all employees, officers, temporary workers, interns, and contractors acting on behalf of the organization. It applies to gifts and hospitality received from or offered to vendors, customers, prospects, suppliers, consultants, government officials, and any other third party in connection with company business. **California employees:** Any gifts or hospitality that could implicate state ethics, lobbying, or procurement restrictions must be reviewed under applicable California law and company approval procedures. **New York employees:** Any reportable concerns involving retaliation or misconduct must be escalated promptly in accordance with applicable whistleblower protections, including New York Labor Law Section 740 where applicable.

For purposes of this policy: - **Gift** includes cash, cash equivalents, gift cards, merchandise, discounts, services, loans, entertainment, travel, or any item of value. - **Hospitality** includes meals, refreshments, event invitations, travel, lodging, tickets, and similar benefits. - **Nominal value** means a low-value item that is unlikely to influence business judgment and is permitted only if it complies with this policy. - **Reasonable accommodation** requests related to disability, religion, or other protected needs must be handled separately through the interactive process and may not be denied or granted based on gift acceptance issues. - **Essential function** means a fundamental job duty; this policy does not change job duties or classification under the FLSA.

Employees must not solicit gifts or hospitality for personal benefit. Employees may not accept any gift or hospitality that is intended to influence, or could reasonably be perceived as intended to influence, a business decision, contract award, pricing decision, hiring decision, performance review, or any other company action. The following are generally prohibited unless expressly approved in writing by the designated approver: - Cash or cash equivalents, including gift cards - Travel, lodging, or airfare paid by a third party - Lavish or frequent meals, entertainment, or event tickets - Gifts from current or prospective vendors involved in active negotiations or bidding - Gifts tied to a pending decision, favor, or expectation of reciprocity - Any item prohibited by law, contract, or customer policy Permitted items, if allowed by local law and approved procedures, must be modest, infrequent, transparent, and not create a real or perceived conflict of interest.

1. **Before accepting any gift or hospitality**, employees must assess whether the item could influence, or appear to influence, their judgment. 2. **If the item is cash, a gift card, travel, lodging, or a high-value benefit**, the employee must decline it unless the Compliance Officer or designated approver grants written approval in advance. 3. **If the item is modest and incidental**, the employee must disclose it through the company reporting channel within the required timeframe. 4. **If the item is received unexpectedly**, the employee must notify their manager or Compliance Officer as soon as practicable and follow instructions for return, donation, or company retention. 5. **If a vendor, customer, or other third party requests reciprocity**, the employee must stop the discussion and report the request. 6. **If a manager, procurement lead, or executive is involved**, the matter must be escalated to Compliance or Legal for review. 7. **All approvals and disclosures** must be documented, including the giver, recipient, estimated value, date, business purpose, and final disposition. Employees must use good-faith judgment and seek guidance when uncertain. **EEOC note:** This policy must be applied consistently and without discrimination based on race, color, religion, sex, pregnancy, sexual orientation, gender identity, national origin, age, disability, or any other protected characteristic under Title VII and related laws. **FLSA note:** Nothing in this policy may be used to improperly classify employees, deny overtime, or alter compensable work time.

- **Employees:** Follow this policy, disclose gifts and hospitality, and seek approval when required. - **Managers:** Model compliant behavior, review disclosures promptly, and escalate concerns. - **Compliance Officer / Legal:** Interpret the policy, maintain approval records, investigate violations, and approve exceptions. - **HR:** Support training, acknowledgements, and disciplinary coordination where appropriate. - **Finance / Procurement:** Monitor vendor-related hospitality, expense records, and potential conflicts in purchasing or contracting.

Violations of this policy may result in corrective action up to and including termination of employment, contract termination, repayment, disqualification from procurement or approval duties, and referral to law enforcement or regulators where required. The organization may also require: - Return or surrender of the gift or hospitality item - Written explanation of the incident - Removal from decision-making responsibilities - A documented warning or PIP where conduct issues are repeated or serious Retaliation against anyone who raises a concern in good faith is prohibited. Concerns must be reported promptly through the designated reporting channel.

Exceptions must be rare, documented, and approved in writing by Compliance or Legal before acceptance whenever practicable. No exception may be granted if it would violate law, create an unmanageable conflict of interest, or breach a customer or vendor agreement. **State-specific carve-outs:** - **California employees:** Any exception involving public-sector interactions, procurement, or regulated industries must be reviewed for California-specific ethics and anti-corruption requirements. - **Washington employees:** Any concern involving retaliation or reporting misconduct should be handled consistently with applicable whistleblower protections. - **Illinois employees:** Scheduling, meal, and rest-time obligations under the Illinois One Day Rest in Seven Act are separate from this policy and must still be followed.

This policy will be reviewed at least annually and updated as needed to reflect changes in law, business practices, and risk exposure. Revisions must be approved by HR, Compliance, and Legal, as applicable. Employees will be notified of material changes and may be required to re-acknowledge the policy.