Supplier Code of Conduct

Effective: January 2018

I. INTRODUCTION change(s) allowed in the employment agreement upon arrival in
Avaya Inc. is a leading global provider of business communications the receiving country unless these changes are made to meet local
applications, systems and services. We hold ourselves to a high law and provide equal or better terms. All work must be voluntary
ethical standard as a benchmark for others to emulate. It is and workers shall be free to leave work at any time or terminate
essential that those with whom we do business (and engage as their employment.
our Suppliers, vendors and agents) uphold the same high ethical
standards. Avaya is a member of the Responsible Business Employers and agents may not hold or otherwise destroy, conceal,
Alliance (RBA), formally the Electronic Industry Citizenship Coalition confiscate or deny access by employees to employees’ identity or
(EICC), and has adopted the RBA Code of Conduct (Version 6.0), immigration documents, such as government-issued identification,
reflected in its entirety in this document. Avaya has outlined passports or work permits, unless the holding of work permits is
additional provisions (specified in Section F) that Avaya believes required by law. Workers shall not be required to pay employers or
are also important to its suppliers. agents recruitment fees or other aggregate fees in excess of one
month’s salary. All fees charged to workers must be disclosed and
II. PURPOSE & APPLICATION fees in excess of one month’s salary must be returned to the
worker.
Avaya regards this Code as part of a total supply chain initiative. As
such, we require our Suppliers to acknowledge and implement this 2) Young Workers
Code. Suppliers are responsible for ensuring that all of their Child labor is not to be used in any stage of manufacturing. The
employees and any subcontracted party performing work for Avaya term “child” refers to any person under the age of 15, or under the
are informed and agree to comply with this Code. age for completing compulsory education, or under the minimum
age for employment in the country, whichever is greatest. The use
Fundamental to adopting the Code is the understanding that a of legitimate workplace learning programs, which comply with all
business, in all of its activities, must operate in full compliance laws and regulations, is supported. Workers under the age of 18
with the laws, rules and regulations of the countries in which it (Young Workers) shall not perform work that is likely to jeopardize
operates.1 The Code encourages Participants to go beyond legal their health or safety, including night shifts and overtime.
compliance, drawing upon internationally recognized standards, in Participant shall ensure proper management of student workers
order to advance social and environmental responsibility and through proper maintenance of student records, rigorous due
business ethics. In alignment with the UN Guiding Principles on diligence of educational partners, and protection of students’
Business and Human Rights, the provisions in this Code are rights in accordance with applicable law and regulations.
derived from key international human rights standards including Participant shall provide appropriate support and training to all
the ILO Declaration on Fundamental Principles and Rights at Work student workers. In the absence of local law, the wage rate for
and the UN Universal Declaration of Human Rights. student workers, interns and apprentices shall be at least the
same wage rate as other entry-level workers performing equal or
The Code is made up of five sections. Sections A, B, and C outline similar tasks.
standards for Labor, Health and Safety, and the Environment,
respectively. Section D adds standards relating to business ethics; 3) Working Hours
Section E outlines the elements of an acceptable system to Studies of business practices clearly link worker strain to reduced
manage conformity to this Code. productivity, increased turnover and increased injury and illness.
Working hours are not to exceed the maximum set by local law.
III. PROVISIONS Further, a workweek should not be more than 60 hours per week,
including overtime, except in emergency or unusual situations.
A. LABOR Workers shall be allowed at least one day off every seven days.
Participants are committed to uphold the human rights of workers,
and to treat them with dignity and respect as understood by the 4) Wages and Benefits
international community. This applies to all workers including Compensation paid to workers shall comply with all applicable
temporary, migrant, student, contract, direct employees, and any wage laws, including those relating to minimum wages, overtime
other type of worker. The recognized standards, as set out in the hours and legally mandated benefits. In compliance with local
annex, were used as references in preparing the Code and may be laws, workers shall be compensated for overtime at pay rates
a useful source of additional information. greater than regular hourly rates. Deductions from wages as a
disciplinary measure shall not be permitted. For each pay period,
The labor standards are: workers shall be provided with a timely and understandable wage
statement that includes sufficient information to verify accurate
1) Freely Chosen Employment compensation for work performed. All use of temporary, dispatch
Forced, bonded (including debt bondage) or indentured labor, and outsourced labor will be within the limits of the local law.
involuntary or exploitative prison labor, slavery or trafficking of
persons shall not be used. This includes transporting, harboring, 5) Humane Treatment
recruiting, transferring or receiving persons by means of threat, There is to be no harsh and inhumane treatment including any
force, coercion, abduction or fraud for labor or services. There shall sexual harassment, sexual abuse, corporal punishment, mental or
be no unreasonable restrictions on workers’ freedom of movement physical coercion or verbal abuse of workers; nor is there to be the
in the facility in addition to unreasonable restrictions on entering or threat of any such treatment. Disciplinary policies and procedures
exiting company-provided facilities. As part of the hiring process, in support of these requirements shall be clearly defined and
workers must be provided with a written employment agreement in communicated to workers.
their native language that contains a description of terms and
conditions of employment prior to the worker departing from his or
her country of origin and there shall be no substitution or

1
1 - The Code is not intended to create new and additional third party rights, including for workers.
2 - Whistleblower definition: Any person who makes a disclosure about improper conduct by an employee or officer of a company, or by a public official or official body.
3 - Areas to be included in a risk assessment for environmental health and safety are production areas, warehouse and storage facilities, plant/facilities support equipment, laboratories and test areas,
sanitation facilities (bathrooms), kitchen/cafeteria and worker housing/dormitories.
6) Non-Discrimination 3) Occupational Injury and Illness
Participants should be committed to a workforce free of Procedures and systems are to be in place to prevent, manage,
harassment and unlawful discrimination. Companies shall not track and report occupational injury and illness including
engage in discrimination based on race, color, age, gender, sexual provisions to: encourage worker reporting; classify and record
orientation, gender identity and expression, ethnicity or national injury and illness cases; provide necessary medical treatment;
origin, disability, pregnancy, religion, political affiliation, union investigate cases and implement corrective actions to eliminate
membership, covered veteran status, protected genetic their causes; and facilitate return of workers to work.
information or marital status in hiring and employment practices
such as wages, promotions, rewards, and access to training. 4) Industrial Hygiene
Workers shall be provided with reasonable accommodation for Worker exposure to chemical, biological and physical agents is to
religious practices. In addition, workers or potential workers should be identified, evaluated, and controlled according to the hierarchy
not be subjected to medical tests or physical exams that could be of controls. Potential hazards are to be eliminated or controlled
used in a discriminatory way. through proper design, engineering and administrative controls.
When hazards cannot be adequately controlled by such means,
7) Freedom of Association workers are to be provided with and use appropriate, well-
In conformance with local law, participants shall respect the right maintained, personal protective equipment. Protective programs
of all workers to form and join trade unions of their own choosing, shall include educational materials about the risks associated with
to bargain collectively and to engage in peaceful assembly as well these hazards.
as respect the right of workers to refrain from such activities.
Workers and/or their representatives shall be able to openly 5) Physically Demanding Work
communicate and share ideas and concerns with management Worker exposure to the hazards of physically demanding tasks,
regarding working conditions and management practices without including manual material handling and heavy or repetitive lifting,
fear of discrimination, reprisal, intimidation or harassment. prolonged standing and highly repetitive or forceful assembly tasks
is to be identified, evaluated and controlled.
B. HEALTH and SAFETY 6) Machine Safeguarding
Participants recognize that in addition to minimizing the incidence Production and other machinery shall be evaluated for safety
of work-related injury and illness, a safe and healthy work hazards. Physical guards, interlocks and barriers are to be
environment enhances the quality of products and services, provided and properly maintained where machinery presents an
consistency of production and worker retention and morale. injury hazard to workers.
Participants also recognize that ongoing worker input and
education is essential to identifying and solving health and safety 7) Sanitation, Food, and Housing
issues in the workplace. Workers are to be provided with ready access to clean toilet
facilities, potable water and sanitary food preparation, storage, and
Recognized management systems such as OHSAS 18001 and ILO eating facilities. Worker dormitories provided by the Participant or
Guidelines on Occupational Safety and Health were used as a labor agent are to be maintained to be clean and safe, and
references in preparing the Code and may be a useful source of provided with appropriate emergency egress, hot water for bathing
additional information. and showering, adequate heat and ventilation, and reasonable
personal space along with reasonable entry and exit privileges.
The health and safety standards are:
8) Health and Safety Communication
1) Occupational Safety Participant shall provide workers with appropriate workplace
Worker potential for exposure to safety hazards (e.g., chemical, health and safety information and training in the language of the
electrical and other energy sources, fire, vehicles, and fall hazards) worker or in a language the worker can understand for all
are to be identified and assessed, and controlled through proper identified workplace hazards that workers are exposed to,
design, engineering and administrative controls, preventative including but not limited to mechanical, electrical, chemical, fire,
maintenance and safe work procedures (including lockout/tagout), and physical hazards. Health and safety related information shall
and ongoing safety training. Where hazards cannot be adequately be clearly posted in the facility or placed in a location identifiable
controlled by these means, workers are to be provided with and accessible by workers. Training is provided to all workers prior
appropriate, well-maintained, personal protective equipment and to the beginning of work and regularly thereafter. Workers shall be
educational materials about risks to them associated with these encouraged to raise safety concerns.
hazards. Reasonable steps must also be taken to remove
pregnant women/nursing mothers from working conditions with
high hazards, remove or reduce any workplace health and safety C. ENVIRONMENTAL
risks to pregnant women and nursing mothers including those Participants recognize that environmental responsibility is integral
associated with their work assignments, as well as include to producing world class products. In manufacturing operations,
reasonable accommodations for nursing mothers. adverse effects on the community, environment and natural
resources are to be minimized while safeguarding the health and
2) Emergency Preparedness safety of the public. Recognized management systems such as ISO
Potential emergency situations and events are to be identified and 14001 and the Eco Management and Audit System (EMAS) were
assessed, and their impact minimized by implementing emergency used as references in preparing the Code and may be a useful
plans and response procedures including: emergency reporting, source of additional information.
employee notification and evacuation procedures, worker training
and drills, appropriate fire detection and suppression equipment, The environmental standards are:
clear and unobstructed egress, adequate exit facilities and
recovery plans. Such plans and procedures shall focus on 1) Environmental Permits and Reporting
minimizing harm to life, the environment and property. All required environmental permits (e.g. discharge monitoring),
approvals and registrations are to be obtained, maintained and

2
1 - The Code is not intended to create new and additional third party rights, including for workers.
2 - Whistleblower definition: Any person who makes a disclosure about improper conduct by an employee or officer of a company, or by a public official or official body.
3 - Areas to be included in a risk assessment for environmental health and safety are production areas, warehouse and storage facilities, plant/facilities support equipment, laboratories and test areas,
sanitation facilities (bathrooms), kitchen/cafeteria and worker housing/dormitories.
kept current and their operational and reporting requirements are 2) No Improper Advantage
to be followed. Bribes or other means of obtaining undue or improper advantage
are not to be promised, offered, authorized, given or accepted. This
2) Pollution Prevention and Resource Reduction prohibition covers promising, offering, authorizing, giving or
Emissions and discharges of pollutants and generation of waste accepting anything of value, either directly or indirectly through a
are to be minimized or eliminated at the source or by practices third party, in order to obtain or retain business, direct business to
such as adding pollution control equipment; modifying production, any person, or otherwise gain an improper advantage. Monitoring
maintenance and facility processes; or by other means. The use of and enforcement procedures shall be implemented to ensure
natural resources, including water, fossil fuels, minerals and virgin compliance with anti-corruption laws.
forest products, is to be conserved at the source or by practices
such as modifying production, maintenance and facility processes, 3) Disclosure of Information
materials substitution, re-use, conservation, recycling or other All business dealings should be transparently performed and
means. accurately reflected on Participant’s business books and records.
Information regarding participant labor, health and safety,
3) Hazardous Substances environmental practices, business activities, structure, financial
Chemicals and other materials posing a hazard to humans or the situation and performance is to be disclosed in accordance with
environment are to be identified, labelled and managed to ensure applicable regulations and prevailing industry practices.
their safe handling, movement, storage, use, recycling or reuse Falsification of records or misrepresentation of conditions or
and disposal. practices in the supply chain is unacceptable.

4) Solid Waste 4) Intellectual Property

Participant shall implement a systematic approach to identify, Intellectual property rights are to be respected; transfer of
manage, reduce, and responsibly dispose of or recycle solid waste technology and know-how is to be done in a manner that protects
(non-hazardous). intellectual property rights; and, customer and supplier information
is to be safeguarded.
5) Air Emissions
Air emissions of volatile organic chemicals, aerosols, corrosives, 5) Fair Business, Advertising and Competition
particulates, ozone depleting chemicals and combustion by- Standards of fair business, advertising and competition are to be
products generated from operations are to be characterized, upheld.
routinely monitored, controlled and treated as required prior to
discharge. Participant shall conduct routine monitoring of the 6) Protection of Identity and Non-Retaliation
performance of its air emission control systems. Programs that ensure the confidentiality, anonymity and protection
of supplier and employee whistleblowers2 are to be maintained,
6) Materials Restrictions unless prohibited by law. Participants should have a
Participants are to adhere to all applicable laws, regulations and communicated process for their personnel to be able to raise any
customer requirements regarding prohibition or restriction of concerns without fear of retaliation.
specific substances in products and manufacturing, including
labeling for recycling and disposal. 7) Responsible Sourcing of Minerals
Participants shall have a policy to reasonably assure that the
7) Water Management tantalum, tin, tungsten and gold in the products they manufacture
Participant shall implement a water management program that does not directly or indirectly finance or benefit armed groups that
documents, characterizes, and monitors water sources, use and are perpetrators of serious human rights abuses in the Democratic
discharge; seeks opportunities to conserve water; and controls Republic of the Congo or an adjoining country. Participants shall
channels of contamination. All wastewater is to be characterized, exercise due diligence on the source and chain of custody of these
monitored, controlled, and treated as required prior to discharge or minerals and make their due diligence measures available to
disposal. Participant shall conduct routine monitoring of the customers upon customer request.
performance of its wastewater treatment and containment
systems to ensure optimal performance and regulatory 8) Privacy
compliance. Participants are to commit to protecting the reasonable privacy
expectations of personal information of everyone they do business
8) Energy Consumption and Greenhouse Gas Emissions with, including suppliers, customers, consumers and employees.
Energy consumption and all relevant Scope 1 and 2 greenhouse Participants are to comply with privacy and information security
gas emissions are to be tracked and documented, at the facility laws and regulatory requirements when personal information is
and/or corporate level. Participants are to look for cost-effective collected, stored, processed, transmitted, and shared.
methods to improve energy efficiency and to minimize their energy
consumption and greenhouse gas emissions.
E. MANAGEMENT SYSTEM
Participants shall adopt or establish a management system whose
D. ETHICS scope is related to the content of this Code. The management
To meet social responsibilities and to achieve success in the system shall be designed to ensure: (a) compliance with applicable
marketplace, Participants and their agents are to uphold the laws, regulations and customer requirements related to the
highest standards of ethics including: participant’s operations and products; (b) conformance with this
Code; and (c) identification and mitigation of operational risks
1) Business Integrity related to this Code. It should also facilitate continual
The highest standards of integrity are to be upheld in all business improvement.
interactions. Participants shall have a zero tolerance policy to
prohibit any and all forms of bribery, corruption, extortion and The management system should contain the following elements:
embezzlement.

3
1 - The Code is not intended to create new and additional third party rights, including for workers.
2 - Whistleblower definition: Any person who makes a disclosure about improper conduct by an employee or officer of a company, or by a public official or official body.
3 - Areas to be included in a risk assessment for environmental health and safety are production areas, warehouse and storage facilities, plant/facilities support equipment, laboratories and test areas,
sanitation facilities (bathrooms), kitchen/cafeteria and worker housing/dormitories.
1) Company Commitment F. ADDITIONAL PROVISIONS
A corporate social and environmental responsibility policy 1) Data Privacy and Protection of Information
statements affirming Participant’s commitment to compliance and Personal Information is any kind of information that can be related
continual improvement, endorsed by executive management and to an identified or identifiable individual. This includes, but is not
posted in the facility in the local language. limited to name, address, e-mail, phone number, credit card
information, social security number, other identification number
2) Management Accountability and Responsibility (e.g. HR–ID), etc.
The Participant clearly identifies senior executive and company
representative[s] responsible for ensuring implementation of the Suppliers that have access to Personal and/or Confidential
management systems and associated programs. Senior Information of Avaya and Avaya’s customers or partners are
management reviews the status of the management system on a required to:
regular basis. • use all appropriate means to safeguard Avaya and Avaya’s
customer and partner information and all personal
3) Legal and Customer Requirements information;
A process to identify, monitor and understand applicable laws, • implement appropriate technical, organizational, and
regulations and customer requirements, including the process measures to protect information against threats to
requirements of this Code. confidentiality, integrity and availability, taking more robust
measures to protect sensitive personal information;
4) Risk Assessment and Risk Management • process, share, store and transmit personal information
A process to identify the legal compliance, environmental, health only for the purpose for which the data was collected or
and safety3 and labor practice and ethics risks associated with provided for; and
Participant’s operations. Determination of the relative significance • comply with all data privacy and data protection
for each risk and implementation of appropriate procedural and requirements defined in the contract between supplier and
physical controls to control the identified risks and ensure Avaya
regulatory compliance.
2) Intellectual Property
5) Improvement Objectives All IP provided, disclosed, accessible, or licensed to Supplier,
Written performance objectives, targets and implementation plans including trademarks, patents, copyrights, and business secrets or
to improve the Participant’s social and environmental information whether registered or unregistered are owned by
performance, including a periodic assessment of Participant’s Avaya and Supplier agrees to utilize such IP solely for the limited
performance in achieving those objectives. purpose of complying with the terms of the relevant agreement
with Avaya, and in no event shall Supplier seek registration of such
6) Training IP either directly or indirectly and will not produce and/or distribute
Programs for training managers and workers to implement unauthorized and/or counterfeit Avaya products.
Participant’s policies, procedures and improvement objectives and
to meet applicable legal and regulatory requirements. 3) Gifts
Avaya’s internal policies prohibit gifts and entertainment given by
7) Communication or received from our employees that are considered lavish, not
A process for communicating clear and accurate information about reasonable under the circumstances and designed to influence
Participant’s policies, practices, expectations and performance to decision-making or judgment. In some situations, any gifts are
workers, suppliers and customers. prohibited. Please be mindful of these standards when considering
providing such a benefit to an Avaya employee.
8) Worker Feedback, Participation and Grievance
Ongoing processes, including an effective grievance mechanism, 4) Full Material Disclosure
to assess employees’ understanding of and obtain feedback on or Suppliers that serve as contract manufacturers for Avaya products,
violations against practices and conditions covered by this Code please note that Full Material Disclosure (FMD) is required for
and to foster continuous improvement. Avaya parts and Avaya products by completing the IPC1752A.
Providing such information is necessary to comply with
9) Audits and Assessments environmental regulations such as REACH and RoHS.
Periodic self-evaluations to ensure conformity to legal and
regulatory requirements, the content of the Code and customer 5) Monitoring & Enforcement
contractual requirements related to social and environmental Avaya expects that Suppliers and their employees will respect this
responsibility. Code and strive to achieve and uphold the standards described
within. Avaya stands ready to assist Suppliers to achieve and
10) Corrective Action Process maintain compliance. Although we recognize cultural differences
A process for timely correction of deficiencies identified by internal may exist, Avaya will not compromise on the fundamental
or external assessments, inspections, investigations and reviews. requirements set out in this Code. When requested, Suppliers
must inform Avaya where each order is to be produced, and Avaya
11) Documentation and Records reserves the right to make unannounced visits (or to have a
Creation and maintenance of documents and records to ensure designee make unannounced visits) to sites where people directly
regulatory compliance and conformity to company requirements – or indirectly – work for Avaya and/or Suppliers.
along with appropriate confidentiality to protect privacy.
6) Contacts
12) Supplier Responsibility Suppliers and/or their workers or subcontractors should promptly
A process to communicate Code requirements to suppliers and to notify Avaya Global Ethics & Compliance if they suspect, observe or
monitor supplier compliance to the Code. learn of unethical business conduct or the commission of any
dishonest, destructive or illegal act. Please direct any
questions/concerns to Global Ethics & Compliance at
compliance@avaya.com.
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1 - The Code is not intended to create new and additional third party rights, including for workers.
2 - Whistleblower definition: Any person who makes a disclosure about improper conduct by an employee or officer of a company, or by a public official or official body.
3 - Areas to be included in a risk assessment for environmental health and safety are production areas, warehouse and storage facilities, plant/facilities support equipment, laboratories and test areas,
sanitation facilities (bathrooms), kitchen/cafeteria and worker housing/dormitories.
REFERENCES
The following standards were used in preparing this Code and may
be a useful source of additional information. The following
standards may or may not be endorsed by each Participant.

Dodd-Frank Wall Street Reform and Consumer Protection Act

Eco Management & Audit System
Ethical Trading Initiative
ILO Code of Practice in Safety and Health
ISO 14001
National Fire Protection Agency
OECD Due Diligence Guidance
OECD Guidelines for Multinational Enterprises
OHSAS 18001
Universal Declaration of Human Rights
United Nations Convention Against Corruption
United Nations Global Compact
United States Federal Acquisition Regulation
SA 8000
SAI
ILO International Labor Standards

5
1 - The Code is not intended to create new and additional third party rights, including for workers.
2 - Whistleblower definition: Any person who makes a disclosure about improper conduct by an employee or officer of a company, or by a public official or official body.
3 - Areas to be included in a risk assessment for environmental health and safety are production areas, warehouse and storage facilities, plant/facilities support equipment, laboratories and test areas,
sanitation facilities (bathrooms), kitchen/cafeteria and worker housing/dormitories.