NEI - Code of Ethics

"Our Mission is to lead in manufacturing quality and responsibly sourced domestic products to meet our Customer's needs safely within a culture of entrepreneurship and innovation."


Information Collection, Use, and Sharing

The NEI Code of Ethics is one of the ways we put NEI's values into practice. It's built around the recognition that everything we do in connection with our work at NEI will be, and should be, measured against the highest possible standards of ethical business practices. We set the bar that high for practical as well as aspirational reasons. NEI's Code of Ethics supports our 5 Strategic Pillars: 1) Customers & Service, 2) People & Culture, 3) 100% American made and responsibly sourced products, 4) Innovation & Entrepreneurship and 5) Quality & Safety. Our Mission Statement, Code of Ethics and Strategic Pillars are foundational to our success and are something we need to support every day. So please do read the Code and follow both in spirit and letter, always bearing in mind that each of us has a personal responsibility to incorporate, and to encourage other NEI employees to incorporate, the principles of the Code into our work. If you have a question or ever think that one of your fellow NEI employees or the company as a whole may be falling short of our commitment, don't be silent. We want − and need − to hear from you.


Who Must Follow Our Code?

NEI expects all of our employees to know and follow the Code. Failure to do so can result in disciplinary action, including termination of employment. Moreover, while the Code is specifically written for NEI employees, we expect NEI contractors, consultants, and others who may be temporarily assigned to perform work or services for NEI to follow the Code in connection with their work for us. Failure of a NEI contractor, consultant, or other covered service provider to follow the Code can result in termination of their relationship with NEI.


What If I Have a Code-Related Question or Concern?

If you have a question or concern, don't just sit there. You can contact your supervisor, your Human Resources representative (HR) or ownership.


No Retaliation

NEI prohibits retaliation against any worker here at NEI who reports or participates in an investigation of a possible violation of our Code, policies, or the law. If you believe you are being retaliated against, please reach out to your supervisor, HR or ownership.

I. Customers & Service

Our Customers value NEI not only because we deliver great products and services, but because we hold ourselves to a higher standard in how we treat Customers and operate more generally. Keeping the following principles in mind will help us to maintain that high standard:

1. Integrity

Our reputation as a company that our Customers can trust is our most valuable asset, and it is up to all of us to make sure that we continually earn that trust. All of our communications and other interactions with our Customers should increase their trust in us.

2. Usefulness

Our products, features, and services should make NEI more useful for all our Customers. We have many different types of Customers, from individuals to large businesses, but one guiding principle: "Is what we are offering useful?"

3. Privacy, Security, and Freedom of Expression

Always remember that we are asking Customers to trust us as their business partner. Preserving that trust requires that each of us respect and protect the privacy and security of that information. Our security procedures strictly limit access to and use of Customers" personal information and require that each of us take measures to protect user data from unauthorized access.

Responsiveness

Part of being useful and honest is being responsive. We recognize relevant user feedback when we see it, and we do something about it. We take pride in responding to communications from our Customers, whether questions, problems, or compliments. If something is broken, fix it.

4. Take Action

Any time you feel our Customers aren"t being well-served, don"t be bashful −let someone in the company know about it. Continually improving our products and services takes all of us, and we"re proud that NEI Employees champion our Customers and take the initiative to step forward when the interests of our Customers are at stake.

II. People & Culture

We are committed to a supportive work environment, where employees have the opportunity to reach their fullest potential. NEI Employees are expected to do their utmost to create a workplace culture that is free of harassment, intimidation, bias, and unlawful discrimination.

1. Equal Opportunity Employment

Employment here is based solely upon individual merit and qualifications directly related to professional competence. We strictly prohibit unlawful discrimination or harassment on the basis of race, color, religion, veteran status, national origin, ancestry, pregnancy status, sex, gender identity or expression, age, marital status, mental or physical disability, medical condition, sexual orientation, or any other characteristics protected by law. We also make all reasonable accommodations to meet our obligations under laws protecting the rights of the disabled.

2. Harassment, Discrimination, and Bullying

NEI has a zero-tolerance policy which prohibits discrimination, harassment and bullying in any form − verbal, physical, cyber or visual. If you believe you've been bullied or harassed by anyone at NEI, or by a NEI partner or vendor, we strongly encourage you to immediately report the incident to your supervisor, HR or ownership. Similarly, supervisors who learn of any such incident should immediately report it to HR or ownership. HR will promptly and thoroughly investigate any complaints and take appropriate action up to and including termination.

3. Drugs and Alcohol

Our position on substance abuse is simple: It is incompatible with the health and safety of our employees, and we don't permit it. NEI has a zero-tolerance policy concerning alcohol, drug use or being under the influence of drugs or alcohol at work. If a supervisor has reasonable suspicion to believe that an employee's use of drugs and/or alcohol may adversely affect the employee's job performance or the safety of the employee or others in the workplace, the supervisor may request an alcohol and/or drug screening. A reasonable suspicion may be based on objective symptoms such as the employee's appearance, behavior, or speech.

4. Safe Workplace

We are committed to a violence-free work environment, and we will not tolerate any level of violence or the threat of violence in the workplace. Under no circumstances should anyone bring a weapon to work or on to NEI property. If you become aware of a violation of this policy, you should report it to your supervisor, HR or ownership immediately. In case of emergency − call 911.

III. Avoid Conflicts of Interest

    When you are in a situation in which competing loyalties could cause you to pursue a personal benefit for you, your friends, or your family at the expense of NEI or our Customers, you may be faced with a conflict of interest. All of us should avoid conflicts of interest and circumstances that reasonably present the appearance of a conflict. When considering a course of action, ask yourself whether the action you're considering could create an incentive for you, or appear to others to create an incentive for you, to benefit yourself, your friends or family, or an associated business at the expense of NEI. If the answer is "yes," the action you're considering is likely to create a conflict of interest situation, and you should avoid it. Below, we provide guidance in seven areas where conflicts of interest often arise:
  • Personal investments
  • Outside employment, advisory roles, board seats, and starting your own business
  • Business opportunities found through work
  • Inventions
  • Friends and relatives; co-worker relationships
  • Accepting gifts, entertainment, and other business courtesies
  • Use of NEI products and services
  • Finally, it's important to understand that as circumstances change, a situation that previously didn't present a conflict of interest may present one at a later date.

1. Personal Investments

Avoid making personal investments in companies that are NEI competitors or business partners when the investment might cause, or appear to cause, you to act in a way that could harm NEI. When determining whether a personal investment creates a conflict of interest, consider the relationship between the business of the outside company, NEI's business, and what you do at NEI, including whether the company has a business relationship with NEI that you can influence, and the extent to which the company competes with NEI. You should also consider 1) any overlap between your specific role at NEI and the company's business, 2) the significance of the investment, including the size of the investment in relation to your net worth, 3) whether the investment is in a public or private company, 4) your ownership percentage of the company, and 5) the extent to which the investment gives you the ability to manage and control the company. Investments in venture capital or other similar funds that invest in a broad cross-section of companies that may include NEI competitors or business partners generally do not create conflicts of interest. However, a conflict of interest may exist if you control the fund's investment activity.

2. Outside Employment, Advisory Roles, Board Seats, and Starting Your Own Business

Avoid accepting employment, advisory positions, or board seats with NEI competitors or business partners when your judgment could be, or could appear to be, influenced in a way that could harm NEI. Additionally, because board seats come with fiduciary obligations that can make them particularly tricky from a conflict of interest perspective, you should notify your supervisor before accepting a board seat with any outside company. Not for profit volunteer boards are generally permitted. Check with ownership before you accept any board appointment. Finally, do not start your own business if it will compete with NEI.

3. Business Opportunities Found Through Work

Business opportunities discovered through your work here belong first to NEI, except as otherwise agreed to by NEI.

4. Inventions and Intellectual Property

Developing or helping to develop outside inventions that a) relate to NEI's existing or reasonably anticipated products and services, b) relate to your position at NEI, or c) are developed using NEI corporate resources may create conflicts of interest. If you have any questions about potential conflicts or intellectual property ownership involving an outside invention or other intellectual property, consult ownership.

5. Friends and Relatives; Co-Worker Relationships

Avoid participating in management of or decision-making regarding potential or existing NEI business relationships that involve your relatives, spouse or significant other, or close friends. This includes being the hiring supervisor for a position for which your relative or close friend is being considered or being a relationship supervisor for a company associated with your spouse or significant other. Romantic relationships between co-workers can, depending on the work roles and respective positions of the co-workers involved, create an actual or apparent conflict of interest. If a romantic relationship does create an actual or apparent conflict, it may require changes to work arrangements or even the termination of employment of either or both individuals involved.

6. Accepting Gifts, Entertainment, and Other Business Courtesies

Accepting gifts, entertainment, and other business courtesies from a NEI competitor, Customer or business partner can easily create the appearance of a conflict of interest, especially if the value of the item is significant. Generally, acceptance of inexpensive "token" non-cash gifts is permissible. In addition, infrequent and moderate business meals and entertainment with Customers and infrequent invitations to attend local sporting events and celebratory meals with Customers can be appropriate aspects of many NEI business relationships, provided that they aren't excessive and don't create the appearance of impropriety.

7. Use of NEI Products and Services

Avoiding potential conflicts of interest also means that you should not use NEI products, services, internal tools, or information in a way that improperly benefits you or someone you know or creates the appearance that you have an unfair advantage over Customers outside of NEI.

IV. Preserve Confidentiality

    We can gain public and/or press attention around our innovations and our culture; that's usually fine. However, certain kinds of company information, if leaked prematurely into the press or to competitors, can hurt our product launches, eliminate our competitive advantage and prove costly in other ways. Our responsibilities extend beyond not revealing confidential NEI material − we must also:
  • properly secure, label, and (when appropriate) dispose of confidential NEI material;
  • safeguard confidential information that NEI receives from others under non-disclosure agreements;
  • take steps to keep our trade secrets and other confidential intellectual property secret.

1. Confidential Information

Make sure that information that is classified as "Need to Know" or "Confidential&334; is handled as proprietary. At times, a particular project or negotiation may require you to disclose Need to Know or Confidential information to an outside party: Disclosure of that information should be on an "only as needed" basis and only under a non-disclosure agreement. In addition, NEI policy may require a prior security assessment of the outside party that is to receive the confidential information. There are, of course, "gray areas" in which you will need to apply your best judgment in making sure you don't disclose any confidential information. And don't forget about pictures you and your guests take at NEI − it is up to you to be sure that those pictures don't disclose confidential information. Cameras are generally not permitted inside NEI plants without prior approval. Finally, some of us will find ourselves having family or other personal relationships with people employed by our competitors or business partners. As in most cases, common sense applies. Don't tell your significant other or family members anything confidential, and don't solicit confidential information from them about their company.

2. NEI Partners

Just as you are careful not to disclose confidential NEI information, it's equally important not to disclose any confidential information from our partners. Don't accept confidential information from other companies without first having all parties sign an appropriate Non-disclosure Agreement approved by Legal. Even after the agreement is signed, try only to accept as much information as you need to accomplish your business objectives.

3. Competitors/Former Employers

We respect our competitors and want to compete with them fairly. We don't want their confidential information. The same goes for confidential information belonging to any NEI employee's former employers. If an opportunity arises to take advantage of a competitor's or former employer's confidential information, don't do it. Should you happen to come into possession of a competitor's confidential information, contact your supervisor, HR or ownership immediately.

4. Outside Communications

You already know that our policy is to be extremely careful about disclosing confidential proprietary information. Consistent with that, you should also ensure your outside communications (including online and social media posts) do not disclose confidential proprietary information or represent (or otherwise give the impression) that you are speaking on behalf of NEI unless you're authorized to do so by the company. The same applies to communications with the press. Finally, check with your supervisor, HR or ownership before accepting any public speaking engagement, making any external communication or disclosure on behalf of the company.

V. Protect NEI's Assets

NEI has a well-earned reputation and our ability to continue these practices depends on how well we conserve company resources and protect company assets and information.

1. Intellectual Property

NEI's intellectual property rights (our trademarks, logos, copyrights, trade secrets, "know-how", and patents) are among our most valuable assets. Unauthorized use can lead to their loss or serious loss of value. You must respect all copyright and other intellectual property laws, including laws governing the fair use of copyrights, trademarks, and brands. You must never use NEI's (or its affiliated entities') logos, marks, or other protected information or property for any business or commercial venture without pre-clearance from ownership. We strongly encourage you to report any suspected misuse of trademarks, logos, or other NEI intellectual property. Likewise, respect the intellectual property rights of others. Inappropriate use of others' intellectual property may expose NEI and you to criminal and civil fines and penalties. Please seek advice from ownership before you solicit, accept, or use proprietary information from individuals outside the company or let them use or have access to NEI proprietary information.

2. Company Equipment

NEI gives us the tools and equipment we need to do our jobs effectively but counts on us to be responsible and not wasteful with the NEI stuff we are given. Nobody's going to complain if you snag an extra doughnut on Friday morning, but company funds, equipment, and other physical assets are not to be requisitioned for purely personal use. Not sure if a certain use of company assets is okay? Please ask your supervisor, HR or ownership.

3. The Network

NEI's communication facilities (which include both our network and the hardware that uses it, like computers and mobile devices) are a critical aspect of our company's property, both physical and intellectual. Be sure to follow all security policies. If you have any reason to believe that our network security has been violated − for example, you lose your laptop or smart phone or think that your network password may have been compromised − please promptly report the incident to IT.

4. Physical Security

If you're not careful, people may steal your stuff. Always secure your laptop, important equipment, and your personal belongings, even while on NEI's premises. Always wear your badge visibly while on site. Don't tamper with or disable security and safety devices. Watch people who "tailgate" behind you through our doors. If you don't see a NEI badge, please ask for it (and, as appropriate, escort the person to a receptionist for assistance). Promptly report any suspicious activity to NEI Security, your supervisor, HR or ownership.

Use of NEI's Equipment and Facilities

Anything you do using NEI's corporate electronic facilities (e.g., our computers, mobile devices, network, etc.) or store on our premises (e.g., letters, memos, and other documents) might be disclosed to people inside and outside the company. For example, NEI may be required by law (e.g., in response to a subpoena or warrant) to monitor, access, and disclose the contents of corporate email, voicemail, computer files, and other materials on our electronic facilities or on our premises. In addition, the company may monitor, access, and disclose employee communications and other information on our corporate electronic facilities or on our premises where there is a business need to do so, such as protecting employees and Customers, maintaining the security of resources and property, or investigating suspected employee wrongdoing. Do not use NEI electronic facilities for your personal business as it will become NEI property.

VI. Ensure Financial Integrity and Responsibility

Financial integrity and fiscal responsibility are core aspects of corporate professionalism. This is more than accurate reporting of our financials, though that's certainly important. The money we spend on behalf of NEI is not ours, it's the company's. Each person at NEI − not just those in Finance ˒ has a role in making sure that money is appropriately spent, our financial records are complete, accurate and internal controls are honored. This matters every time we hire a new vendor, expense something to NEI, sign a new business contract, or enter into any deals on NEI's behalf.

1. Spending NEI's Money

A core NEI value has always been to spend money wisely. When you submit an expense for reimbursement or spend money on NEI's behalf, make sure that the cost is reasonable, directly related to company business, and supported by appropriate documentation. Always record the business purpose (e.g., if you take someone out to lunch on NEI, always record on our expense reimbursement tool the full names and titles of the people who attended as well as the reason for the dinner) and comply with other submission requirements. If you're uncertain about whether you should spend money or submit an expense for reimbursement, check with your supervisor. Supervisors are responsible for all money spent and expenses incurred by their direct reports and should carefully review such spend and expenses before approving.

2. Signing a Contract

Each time you enter into a business transaction on NEI's behalf, there should be documentation recording that agreement, approved by ownership. Signing a contract on behalf of NEI is a very big deal. Never sign any contract for service, materials or any on behalf of NEI unless you are directed to do so by ownership. All contracts at NEI should be in writing and should contain all the relevant terms to which the parties are agreeing − NEI does not permit "side agreements," oral or written.

3. Reporting Financial or Accounting Irregularities

It goes without saying (but we're going to say it anyway) that you should never, ever interfere in any way with the auditing of NEI's financial records. Similarly, you should never falsify any record or account, including time reports, expense accounts, and any other NEI records. If you suspect or observe any irregularities relating to financial integrity or fiscal responsibility, no matter how small, immediately report them to ownership.

4. Hiring Suppliers

As NEI grows, we enter into more and more deals with suppliers of equipment and services. We should always strive for the best possible deal for NEI. This almost always requires that you solicit competing bids to make sure that you're getting the best offer. While price is very important, it isn't the only factor worth considering. Quality, service, reliability, and the terms and conditions of the proposed deal may also affect the final decision. Please do not hesitate to contact you supervisor, HR or ownership if you have any questions regarding how to procure equipment or services. Again, don't sign any contracts without required permission.

5. Retaining Records

It's important that we keep records for an appropriate length of time. There are guidelines, but keep in mind that legal requirements, accounting rules, and other external sources sometimes specify longer retention periods for certain types of records, and those control where applicable. In addition, if NEI is asked by a legal entity to retain records relevant to a litigation, audit, or investigation, do so until that entity tells you retention is no longer necessary. If you have any questions regarding the correct length of time to retain a record, contact your supervisor, HR or ownership.

VII. Obey the Law

NEI takes its responsibilities to comply with laws and regulations very seriously and each of us is expected to comply with applicable legal requirements and prohibitions. While it's impossible for anyone to know all aspects of every applicable law, you should understand the major laws and regulations that apply to your work. A few specific laws are easy to violate unintentionally and so are worth pointing out here:

1. Trade Controls

    U.S. and international trade laws control where NEI can send or receive its products and/or services. These laws are complex, and apply to:
  • imports and exports from or into the U.S.
  • imports and exports of products from or into other countries, with additional concerns when those products contain components or technology of U.S. origin
  • exports of services or providing services to non-U.S. persons
  • exports of technical data, especially when the technical data is of U.S. origin What constitutes an "import" or "export" under the law is pretty broad. For example:
  • exposing or allowing access by non-U.S. persons to U.S. technical data can be an "export", regardless of what country the exposure occurred in
  • transporting technical data or software on your laptop, or tools or equipment in your luggage, may be an export and import The bottom line: If you are in any way involved in sending or making available NEI products, services, software, equipment, or any form of technical data from one country to another, work with your supervisor, HR or ownership to be absolutely sure that the transaction stays well within the bounds of applicable laws.

2. Competition Laws

    Most countries have laws − known as "antitrust," "competition," or "unfair competition" laws − designed to promote free and fair competition. Generally speaking, these laws prohibit 1) arrangements with competitors that restrain trade in some way, 2) abuse of intellectual property rights, and 3) use of market power to unfairly disadvantage competitors. Certain practices are absolutely prohibited under these laws, and could result in your imprisonment, not to mention severe penalties for NEI. Examples of prohibited practices include:
  • agreeing with competitors about prices
  • agreeing with competitors to rig bids or to allocate customers or Uses
  • agreeing with competitors to boycott a supplier or customer Other activities can also be illegal, unfair, or create the appearance of impropriety. Such activities include:
  • sharing competitively sensitive information (e.g., prices, costs, market distribution, etc.) with competitors
  • entering into a business arrangement or pursuing a strategy with the sole purpose of harming a competitor
  • using NEI's size or strength to gain an unfair competitive advantage Although the spirit of these laws is straightforward, their application to particular situations can be quite complex. NEI is committed to competing fair and square, so please contact ownership if you have any questions about the antitrust laws and how they apply to you. Any personnel found to have violated antitrust laws will, subject to local laws, be disciplined, up to and including termination of employment. If you suspect that anyone at the company is violating the competition laws, notify ownership.

3. Insider Trading Laws

As we said earlier, internally we share information, including non-public information, about NEI's business operations pretty freely. In addition, you may overhear a hallway conversation or come across a memo at a copy machine, either of which might involve confidential information. To use this non-public information to buy or sell stock, or to pass it along to others so that they may do so, could constitute insider trading. Insider trading not only violates this Code, it violates the law. Don't do it.

4. Anti-bribery Laws

Like all businesses, NEI is subject to lots of laws, both U.S. and non-U.S., that prohibit bribery in virtually every kind of commercial setting. The rule for us at NEI is simple − don't bribe anybody, anytime, for any reason.

5. Non-government relationships

You should be careful when you give gifts and pay for meals, entertainment, or other business courtesies on behalf of NEI. We want to avoid the possibility that the gift, entertainment, or other business courtesy could be perceived as a bribe, so it's always best to provide such business courtesies infrequently and, when we do, to keep their value moderate. Check with Customer policies before offering even a small gift. Many Customers have "no gift" policy which may prohibit, meals and gifts of any value.

6. Dealing with government officials

Offering gifts, entertainment, or other business courtesies that could be perceived as bribes becomes especially problematic if you're dealing with a government official. "Government officials" include any government employee; candidate for public office; or employee of government-owned or −controlled companies, public international organizations, or political parties. Several laws around the world, including the U.S. Foreign Corrupt Practices Act and the UK Bribery Act, specifically prohibit offering or giving anything of value to government officials to influence official action or to secure an improper advantage. This not only includes traditional gifts, but also things like meals, travel, political or charitable contributions, and job offers for government officials' relatives. Never give gifts to thank government officials for doing their jobs. By contrast, it can be permissible to make infrequent and moderate expenditures for gifts and business entertainment for government officials that are directly tied to promoting our products or services (e.g., providing a modest meal at a day-long demonstration of NEI products). Payment of such expenses can be acceptable (assuming they are permitted under local law) but may require pre-approval from ownership.

VIII. Conclusion

NEI aspires to be a different kind of company. It's impossible to spell out every possible ethical scenario we might face. Instead, we rely on one another's good judgment to uphold a high standard of integrity for ourselves and our company. We expect all NEI Employees to be guided by both the letter and the spirit of this Code. Sometimes, identifying the right thing to do isn't an easy call. If you aren't sure, don't be afraid to ask questions of your supervisor, HR or ownership.

A note from Bill:

I am personally challenging you to do your best and to do what is right. If you see something that you think isn't right − speak up! I am counting on your support. Thank you. William M Kuzma Vice President of Manufacturing & Operations