36674 Ethics text - Eaton

Global EthicsOne Company. One Commitment.Ethics Guide

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Table of Contents

1 Chairman’s Letter

2 Code of Ethics

6 Introduction to this Guide

8 Obeying the Law

10 Integrity of Recording and Reporting Our Financial Results

12 Respecting Human Rights

15 Delivering Quality

17 Competing Ethically

20 Respecting Diversity and Fair Employment Practices

22 Avoiding Conflicts of Interest

25 Protecting Our Assets

28 Offering/Accepting Gifts, Entertainment, Bribes or Kickbacks

33 Selling to Governments

36 Political Contributions

38 Your Responsibilities

42 Index

Ethical values are fundamentalto Eaton. They define our heritage and our future, and distinguish us from other organi-zations that go about their workwithout regard for what is rightand what is wrong.

Why do people at Eaton work sohard and so successfully? I thinkthat one reason is their belief in our company’s values, a foundation that is a source ofgreat strength.

Every one of us can–andshould–be a role model for hon-esty and integrity. We must communicate the message ofEaton’s ethics to our colleagues,associates, customers and sup-pliers– in what we say and, evenmore importantly, in what we do.

We’re here to achieve great results, but each of us mustdemonstrate that we care intensely about how we getthose results.They are worth little and are unlikely to endure if achieved unethically.

We should all be proud that westart from a track record of suc-cess. And I want you to knowthat I will do everything possibleto see that this Eaton tradition ofintegrity continues. However,ethics is everyone’s responsibil-ity, and I want everyone at Eatonto feel comfortable talking aboutthese subjects–expressing concerns, raising issues and encouraging the highest levelsof integrity.

This guide gives you lots of information and sources forhelp. Please use it to the fullest.If you’ve done everything we’veasked you to do and are not getting the help you need, contact me.

Alexander M. Cutler

Chairman and Chief ExecutiveOfficer

1

To my fellow Eaton employees

Eaton Corporation requires that all directors,officers and employees of Eaton, its subsidiariesand affiliates (“Eaton”),abide by the fundamentalprinciples of ethical behavior listed here inperforming their duties.

1 Obeying the Law

We respect and obey the laws,rules and regulations applying to our businesses around the world.

2 Integrity of Recording and Reporting our Financial Results

We properly maintain accurateand complete financial andother business records, andcommunicate full, fair, accurate,timely and understandable financial results. In addition, we recognize that various offi-cers and employees of Eatonmust meet these requirementsfor the content of reports to theU.S. Securities and ExchangeCommission, or similar agen-cies in other countries, and forthe content of other public com-munications made by Eaton.

3 Respecting Human Rights

We respect human rights and require our suppliers to do the same.

4 Delivering Quality

We are committed to produc-ing quality products and serv-ices. Our business records andcommunications involving ourproducts and services are truth-ful and accurate.

5 Competing Ethically

We gain competitive advantagethrough superior performance.We do not engage in unethicalor illegal trade practices.

6 Respecting Diversity and Fair Employment Practices

Throughout the world we arecommitted to respecting a culturally diverse workforcethrough practices that provideequal access and fair treatmentto all employees on the basis of merit. We do not tolerate harassment or discrimination in the workplace.

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Code of Ethics

7 Avoiding Conflicts of Interest

We avoid relationships or con-duct that might compromisejudgment or create actual or apparent conflicts between ourpersonal interests and our loy-alty to Eaton. We do not useour position with Eaton to obtain improper benefits forothers or ourselves. We do not compete with Eaton.

8 Protecting Our Assets

We use Eaton property, infor-mation and opportunities forEaton’s business purposes andnot for unauthorized use. Weproperly maintain the confiden-tiality of information entrustedto us by Eaton or others.

9 Offering/Accepting Gifts, Enter-tainment, Bribes or Kickbacks

We do not offer or accept giftsor entertainment of substantialvalue. We do not offer or accept bribes or kickbacks.

10 Selling to Governments

We comply with the speciallaws, rules and regulations thatrelate to government contractsand relationships with govern-ment personnel.

11 Political Contributions

We do not make contributionson behalf of Eaton to politicalcandidates or parties, evenwhere lawful.

Reporting Ethical, Legal or Financial Integrity Concerns

Any person may openly oranonymously report any ethicalconcern or any potential or actuallegal or financial violation, includ-ing any fraud, accounting, audit-ing, tax or record-keepingmatter, to the Director–GlobalEthics of Eaton. For reports thatare not made anonymously, con-fidentiality will be maintained tothe extent possible while permit-ting an appropriate investigation.

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Regular Mail

Reports may be made openlyor anonymously by regular mailto Director–Global Ethics,Eaton Corporation, Eaton Center, Cleveland, Ohio 44114. Reports may also be made to the office of the Director–Global Ethics by e-mail or tele-phone through Eaton’s Ethicsand Financial Integrity Help Line.

E-mail

Access the Ethics and FinancialIntegrity Help Line through the Employee Services tab onEaton’s intranet. The messagewill be anonymous unless thesender identifies himself orherself. Alternatively, send aregular Outlook e-mail, whichwill not be anonymous, to [email protected].

Telephone

From the U.S., Canada andPuerto Rico, dial toll free 1-800-433-2774.This call will beanonymous unless the calleridentifies himself or herself.

From all other countries,dialyour country’s AT&T accesscode (found on Eaton’s intra-net), and then dial toll free 1-800-433-2774. This call will be anonymous unless the calleridentifies himself or herself.

Non-English

If you are not comfortable making your report in Englishthrough the Ethics and Finan-cial Integrity Help Line, pleaseuse your native language to e-mail or write your concern tothe address above, and we willtranslate your letter or e-mail.

Eaton will not permit any retali-ation against any employeewho reports an ethical, legal orfinancial concern nor will it dis-cipline any employee for mak-ing a report in good faith.

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Personal Responsibility

Every officer, director and employee has the personal responsibility to read, know and comply with the principlescontained in this Code ofEthics. Compliance with theseprinciples is a condition of employment, and failure tocomply will result in disciplineup to and including termination.

The Board of Directors shall determine, or designate appropriate management personnel to determine, the actions to be taken in the eventof violations of the Code ofEthics. Such actions shall bereasonably designed to deterwrongdoing and to promote accountability for adherence to the Code of Ethics.

Every officer, director and employee has the duty to bringto the attention of a supervisoror another member of manage-ment, or the Director–GlobalEthics, or the Chairs of theAudit or Governance Commit-tees of the Board of Directors,or directly to the full Board ofDirectors, any activity that in hisor her judgment would violatethese principles.

Potential violations may be reported to the Board or rele-vant Committee Chair by mailin care of the Director–GlobalEthics, Eaton Corporation,Eaton Center, Cleveland, Ohio44114.The Director will for-ward such reports unopened to the addressee(s).

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The purpose of thisEthics Guide is to help all Eaton employeesaround the world toknow and comply withthe Code of Ethics in performing their dailywork. It is not intended tocover every ethical issue,but to give you generalguidance in making ethical business deci-sions and to direct you tosources for further help.

Who must comply with the Code of Ethics?

Eaton Employees ThroughoutThe World

• Every officer, director andemployee (referred to collec-tively in this Guide as

“employees”) has the per-sonal responsibility to read,know and comply with theprinciples contained in theCode of Ethics. This Guideshould be retained with yourother important work papers.

Subsidiaries, Affiliates andOther Entities

• Subsidiaries, affiliates andother entities in which Eatonholds an ownership interestand has the power to imple-ment the Code of Ethics willbe required to comply with it.For example, we will requireany joint venture in which weown more than a 50 percentinterest to comply with ourCode of Ethics.

• Entities in which Eaton holdsan ownership interest of 10percent or more and doesnot have the power to imple-ment the Code of Ethics will

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Introduction to this Guide

be urged to follow it. For example, when we are aparty to a joint venture or areforming a joint venture with50 percent ownership orless, we will strongly urgethe joint venture to adopt our Code of Ethics.

Third Parties

• Contingent workers. Where relevant, Eaton’s Code ofEthics applies equally to indi-viduals or parties who areengaged to assist or renderservices for or on behalf ofEaton. This includes all con-tingent workers, such as independent contractors,business consultants, serviceproviders and agency workers.

• Suppliers. We require our suppliers to abide by the Eaton Corporation Global Sourcing Code ofSupplier Conduct.

It is contrary to the spirit of our Code of Ethics to engageanother party to do somethingon our behalf that we are pro-hibited from doing ourselves.

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8

We respect and obey the laws, rules and regulations applying toour businesses around the world.

Your Personal Responsibility

As an Eaton employee you arerequired to comply with all applicable laws and govern-mental regulations whereverwe do business. Perceivedpressures from your supervisoror demands due to businessconditions will not excuse youfrom complying with the law.You are responsible for raisingany questions or doubts youhave about a proposed courseof action with your supervisor,or reporting them as describedin the Code of Ethics.

International Trade Import and Export Control

Eaton complies with applicableU.S. and other national laws,regulations and restrictionswhen importing and exportingproducts, services, informationor technology. Failure to com-ply with these regulations mayconstitute a crime, and thepenalties for non-compliancecan include fines for Eaton andfines and imprisonment for anyresponsible employee. You areresponsible for knowing thelaws that pertain to you andyour daily work activity.

Local Laws and Customs

Since Eaton is a U.S. corpora-tion, it is subject to U.S. laws,which frequently extend toEaton’s operations throughoutthe world. In addition to U.S.law, Eaton is subject to thelaws of the countries where wedo business. If you encounter aconflict between U.S. law andthe local law, or if you find thatlocal customs and business orsocial practices vary from the principles in the Code ofEthics, get help.

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Obeying the Law

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Questions

If you need help, discuss thematter with your supervisor.Heor she can get assistance fromothers, including local manage-ment, Human Resources, theLaw Department, Environ-mental Health and Safety, Security, Finance and SupplierResource Management.

If you are not comfortable raisingthe matter with your supervisor,or if you raise a concern and the issue is not resolved, talk to another member of man-agement, such as your localplant manager or Human Resources manager. If that isnot appropriate, contact the Director–Global Ethics.

Examples

Wrong

An Eaton facility has a permitthat requires it to treat its highly toxic waste water beforedischarging it into the localstream. The treatment systembreaks down, and the partsneeded for repair will not beavailable for four weeks. Theplant discharges the waterwithout treatment.

A shipping clerk does not stopshipment of a restricted tech-nology to a foreign countrywhen she notices that theproduct description is inaccu-rate and the product value is understated.

Right

A manager discovers that a shipment is going to be diverted from a permitted country of destination to a prohibited country under U.S. export control laws, and stops the shipment.

A product manager is asked to make a payment to a dis-tributor’s account in Switzer-land. Switzerland is not the distributor’s home country, and the work was performedelsewhere. The manager sus-pects that the distributor is engaging in tax fraud and refuses the request.

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We properly maintain accurate and complete financial and other business records, andcommunicate full, fair,accurate, timely and understandable financialresults. In addition, werecognize that various officers and employeesof Eaton must meet theserequirements for the con-tent of reports to the U.S.Securities and ExchangeCommission, or similaragencies in other coun-tries, and for the contentof other public communi-cations made by Eaton.

Business records may includequality, safety, testing, timecards and performance records,in addition to financial records.

• Employees must never falsify any document or mis-represent the true nature of any transaction.

• Employees must ensure thatfinancial books, records andaccounts for which they areresponsible accurately reflecttransactions and conform torequired accounting principlesand to Eaton’s system of internal controls.

• Employees must follow Eatonrecord-retention policies.

Questions


Integrity of Recording and Reporting Our Financial Results

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Examples

Wrong

A supervisor takes her family todinner and puts the meal on hercompany expense account.

A sales manager trades hisbusiness-class ticket for twocoach fares and takes his wifealong on a business trip.

Right

An accounting clerk notices an unusual entertainment expense in a supervisor’s expense report, and asks himfor some clarification. When he repeatedly ignores her ques-tions, she goes to Human Resources about the matter.

An employee asks a co-workerto enter his time card at a latertime so that he can claim over-time pay. The co-worker refusesand notifies the supervisor.

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We respect human rightsand require our suppliersto do the same.

As a citizen of the world and aresponsible member of society,Eaton respects the dignity of individuals, the needs of ourcommunities and the vulnera-bility of the environment. Cor-porate social responsibility is a longstanding belief at Eatonand a value integral to the waywe conduct business.

Human Rights

Child Labor

We do not employ child labor.We define a child as anyoneunder the age of 16. If local lawis more restrictive than our pol-icy, we will comply with locallaw. However, even wherelocal law permits us to employpeople younger than 16, we will not.

Forced Labor

We prohibit the use of any indentured or forced labor, slavery or servitude.

Compensation

We ensure that compensationmeets or exceeds the legal requirements and is competi-tive with industry standards in the countries where we do business.

Respecting Human Rights

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Inclusion

We are committed to practicesthat result in the inclusion of allemployees and that advanceequal employment for qualifiedindividuals. We strive to main-tain an environment whereeach of us, regardless of cul-tural background, gender, race,color, ethnicity, age, nationalorigin, sexual orientation, dis-ability, level or position, canreach our full potential andmake a difference every day.

Work Environment

• We use The Eaton Philosophyto express our belief in excellence through people.

• We believe that all employeesshould treat each other andeveryone they deal with inthe course of their work withdignity and respect.

• We provide employees witha work environment basedon trust, where they are freeto ask questions, make com-ments, lodge complaints and be actively engaged indecision-making.

• We provide employees theopportunity to excel, createand grow.

• We expect managers to befair and to serve as role mod-els of high ethical standards.

• We are committed to main-taining a work environmentfree from the influences ofunauthorized controlled sub-stances, including illegaldrugs and alcohol.

Suppliers

We require our suppliers toabide by the Eaton CorporationGlobal Sourcing Code of Supplier Conduct.

Social Responsibility

Citizenship

We support the communities in which we live and work. Asgood corporate citizens, weseek to improve the quality oflife by support of education,health and human services,community development andother locally relevant initiativeswhere we do business, and by supporting the voluntary involvement of our employeesin such initiatives.

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The Environment and Health and Safety

We place a high priority on matters related to the environ-ment and to employee andcommunity health and safety.All businesses operate in com-pliance with environmental andworkplace safety laws and reg-ulations and with Eaton’s ownhigher standards. Beyond com-pliance with laws, all operationsminimize waste, pollution and exposure to hazardous materials and conditions and responsibly manage all resources and materials usedin our businesses.

Questions



To Learn More

For more information aboutEaton’s environment, health andsafety practices, visit the EHSwebsite on Eaton’s intranet ortalk to your supervisor.

Obtain a copy of the Eaton Corporation Global SourcingCode of Supplier Conductthrough Eaton’s intranet or at www.Eaton.com.

Examples

Wrong

A machine operator decides it is too hot to wear his safetyglasses in the plant.

The purchasing managerchooses a vendor knowing thatthe vendor employs child labor.

Right

When Eaton purchases an old facility, the plant managerupgrades the facility to meet Eaton’s health and safety standards.

When the new chemical sup-plier’s representative calls theproduction manager aboutdropping off some chemicalsamples, he is referred to theenvironmental health andsafety manager for approval.

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15

We are committed to producing quality products and services. Our business records and communications involving our productsand services are truthful and accurate.

Quality is the cornerstone ofour commitment to our cus-tomers and is essential to ourability to compete. Our commit-ment to quality means that:

• We make quality a high prior-ity in our daily work.

• We focus on continuous improvement.

• We design and manufactureour products to meet or exceed our commitments to our customers.

• We ensure that all inspec-tion and testing documentsare complete, accurate and truthful.

• We design our products to meet all applicable government standards and regulations.

• We aim for the ultimate goalof zero errors.

• We are individually respon-sible for complying with thequality policies, practices and procedures that apply to our work.

Delivering Quality

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Questions



Examples

Wrong

A production worker noticesthat parts from a supplier donot meet Eaton’s specifica-tions. But on Friday, inventoryis low and he is facing a dead-line, so he uses the parts.

Since nobody notices that anemployee cracked a part whenhe dropped it, he places it backinto production.

Right

An inspector is told by the pro-duction manager to ignoresome of the inspection criteriato meet the shipping schedule,but she refuses and goes to see the quality manager for confirmation.

A purchasing agent is offeredcash by a vendor to accept incoming parts that do notmeet Eaton’s quality specifica-tions. He refuses and reportsthe incident to his supervisor.

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We gain competitive advantage through superior performance.We do not engage in unethical or illegaltrade practices.

Employees working in marketing, sales, purchasing or acquisitions need to be especially aware of antitrustand other trade laws and regulations. This also applies to those who participate intrade associations, bench-marking or industry standards-setting groups.

Ethical Treatment of Competitors

Employees must avoid:

• Discussing with a competitor:prices, costs, production, capacity, products and serv-ices, bidding practices, salesterritories, distribution chan-nels, suppliers, customersand other non-public business matters;

• Using tactics that eliminatecompetition in marketswhere the company is aleader, including sellingbelow marginal cost andother predatory practiceswhere the effect is to elimi-nate competition;

Competing Ethically

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• Using, or asking anotherparty to use, improper meansto obtain a competitor’s tradesecrets, including stealing,taking, reproducing or usingdeception to obtain them;

• Knowingly using a competi-tor’s trade secrets; and

• Negative selling, disparagingcompetitors and spreadingunfounded rumors.

Without proper authorizationfrom the appropriate level ofmanagement, employees must not:

• Negotiate with competitorsregarding potential mergers,acquisitions, formation of joint ventures or joint buying, marketing or development agreements;

• Benchmark involving competitors;

• Participate with competitorsin industry standards-settingactivities; or

• Exchange information with competitors.

Ethical Treatment of Customers

Unless approved in advance by Eaton’s Law Department,employees must not:

• Require a customer to sell orlease a product or service ator above a certain price,

• Tie the sale or lease of aproduct or service to the purchase or lease of anotherproduct or service,

• Enter into an exclusivearrangement with a customer,

• Limit customers as to theterritory in which they can resell or lease Eaton prod-ucts or services,

• Limit the customers towhom a product or servicecan be resold or leased, or

• Discriminate between com-peting customers as to theprices or allowances offeredon like goods.

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Ethical Treatment of Suppliers

Unless approved in advance by Eaton’s Law Department,employees must not:

• Tie the purchase of a productor service to the reciprocalsale of a product or service,

• Enter into an exclusivearrangement with a supplier, or

• Form any type of buyinggroup or collective.

Questions



Examples

Wrong

Production managers at twocompeting facilities agree tocut back capacity 20 percent.

A marketing employee takes a file from a competitor representative’s briefcase that is left open at a trade association meeting.

Right

A marketing manager attends a trade association meetingand the talk turns to how to cut back capacity to stabilizeprices. He announces that thediscussion is inappropriate andexits the room.

A new engineer joining Eatonfrom a competitor brings alongclassified engineering specifi-cations that could be useful.The engineering supervisor requests that he keep the competitor’s specifications to himself.

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Throughout the world we are committed to respecting a culturally diverse workforcethrough practices thatprovide equal access and fair treatment to allemployees on the basis ofmerit. We do not tolerateharassment or discrimi-nation in the workplace.

• We use The Eaton Philosophyto express our belief in excellence through people.

• We believe that all employeesshould treat each other andeveryone they deal with inthe course of their work withdignity and respect.

• We provide employees witha work environment basedon trust, where they are freeto ask questions, make com-ments, lodge complaints andbe actively engaged in deci-sion-making.

• We provide employees theopportunity to excel, createand grow.

• We are committed to prac-tices that result in the inclu-sion of all employees andthat advance equal employ-ment for qualified individuals.

• We strive to maintain an environment where each ofus, regardless of culturalbackground, gender, race,color, ethnicity, age, nationalorigin, sexual orientation, dis-ability, level or position, canreach our full potential andmake a difference every day.

Respecting Diversity and Fair Employment Practices

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• We expect managers to befair and to serve as role mod-els of high ethical standards.

• We ensure that compensationmeets or exceeds the legalrequirements and is compet-itive with industry standardsin the countries where we do business.

• We maintain a work environ-ment free from the influencesof unauthorized controlledsubstances, including illegaldrugs and alcohol.

Questions



To Learn More

Obtain a copy of The Eaton Philosophy from your localHuman Resources manager or through Eaton’s intranet.

Examples

Wrong

A female employee is prohib-ited from making a key cus-tomer presentation becauseher supervisor was told that thecustomer’s religion prohibitshim from conducting businesswith women.

The sales team (three malesand one female) attends a cus-tomer lunch at a country clubthat has a male-only diningroom. The female is asked towait in the car while the rest ofthe team attends the lunch.

Right

Two production workers noticethat their supervisor is showingfavoritism to a co-worker bypermitting him to work flexiblehours while others are deniedthis option. They decide to talkto their local Human Resourcesmanager about their concerns.

A vice president promotes oneof the best local female super-visors to department managerbased on merit, even though itis unusual to promote a femalein that locale.

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We avoid relationshipsor conduct that mightcompromise judgment orcreate actual or apparentconflicts between ourpersonal interests andour loyalty to Eaton. Wedo not use our positionwith Eaton to obtain improper benefits forothers or ourselves. We do not compete with Eaton.

A conflict of interest ariseswhen your personal interest or conduct compromises, orappears to compromise, yourability to act in Eaton’s best interests. Even if a decision youmake is fair, people will be unlikely to believe it. It is veryimportant that you avoid situa-tions in which your loyalty maybecome divided. Conflicts of interest are not always clear-cut,and individual situations vary.Here are some common typesof conflicts.

Outside Employment

While it may not create a con-flict of interest, any outsidework you perform must bestrictly separate from yourEaton employment and shouldnot affect your performance on your job. In fact, for most supervisory or professional positions at Eaton, it is under-stood that our employees willspend their full working time on Eaton matters and may not

“moonlight” for some other employer. Before you considera second job, obtain the priorapproval of your supervisor.

Avoiding Conflicts of Interest

Working for a Supplier or Customer

It is a conflict of interest for you to work for a supplier orcustomer of Eaton, whether as an employee, consultant or in any other capacity.

Competing Against Eaton

You may not personally engage in a business or activitythat competes with Eaton’s current or potential products or services, whether as an employee, consultant or in any other capacity.

Ownership in Other Businesses

Employees may not own, directly or indirectly, a financialinterest in any Eaton customer,supplier or competitor sincethat interest would cause or appear to cause a conflict of interest with Eaton. For thesepurposes, financial interest isdefined as ownership of morethan one percent of the out-standing securities/capitalvalue of another business entity.If you have any doubt abouthow an investment might be perceived, discuss it withyour supervisor.

Using Inside Information for Stock Trading Purposes

Employees with access to con-fidential information are notpermitted to use or share thatinformation for stock tradingpurposes. Using non-public information for financial benefitis illegal as well as unethical,

and may subject you and others to civil and criminalpenalties, including fines and imprisonment.

Family and Friends

A conflict of interest may ariseif you, your spouse, a relative ora close personal friend worksfor, or has a financial interest in,a supplier or potential supplierto Eaton, an Eaton customer, a potential customer or a com-petitor. Even the appearance of a conflict of interest must beavoided. If you have a relativeor friend working for a supplier,potential supplier, customer,potential customer or com-petitor, tell your supervisor so potential problems can be discussed and avoided.

Board Membership

No employee may serve on the board of directors or similarbody for any for-profit companyexcept Eaton subsidiaries with-out the express approval ofEaton’s chairman and chief executive officer. Board appointments for Eaton sub-sidiaries are handled throughprescribed channels. The chair-man’s approval is not requiredfor employees serving on non-profit boards or in communityorganizations. Employees inter-ested in liability protection for their service on nonprofitboards or in community organi-zations should contact the VicePresident and General Counselor a member of his staff.

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Remember…actual conflicts ofinterest need not be presentfor a problem to arise. Themere appearance of a conflictmust be avoided. If you are unsure about what you can orcannot do in this area, get help.

Questions



Examples

Wrong

When an accounting supervisororders 50 new computers forher employees, she asks thesupplier to add an extra one forher to use at home.

An employee uses her businesstelephone during her shift to solicit orders for technical services she provides throughher home consulting business.

Right

An engineer is closely relatedto the owner of one of hisplant’s key suppliers. To avoidany conflict of interest, or eventhe appearance of a conflict, he excuses himself from anypurchasing decisions involvingthe supplier.

When an Eaton lawyer’s family requests information on Eaton’s targeted date to acquire a new business, she declines to provide any information.

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We use Eaton property,information and oppor-tunities for Eaton’s busi-ness purposes and notfor unauthorized use.We properly maintain theconfidentiality of infor-mation entrusted to usby Eaton or others.

Physical Assets

Among Eaton’s assets arephysical property such as facili-ties, equipment, hand tools, office supplies and computers.

You are responsible for helpingsafeguard and preserve Eaton’sproperty, protecting it fromloss, theft and misuse.

You safeguard Eaton’s physicalassets by:

• Using them appropriately atwork and protecting themwhen not in use, such asstoring hand tools in a safeplace at work;

• Using electronic access cards only as authorized;

• Notifying local Security ofitems lost or stolen; and

• Notifying Corporate Securityof any known or suspectedcriminal activity or threatsagainst Eaton, its employeesor assets.

Examples

Wrong

A machinist takes a circularsaw home to use on a week-end project without approval.

A secretary takes office sup-plies home for personal use.

Right

A factory worker notifies Secu-rity that items are missing fromthe tool crib.

Noticing a stranger walkingaround the plant without safetyglasses or identification badge,an employee offers to walk himto the security desk to sign in.

Computers and Other Information Systems

Eaton encourages the use ofelectronic communications toshare information, communi-cate effectively and exchangeideas. Examples of electroniccommunications include electronic mail (Internet and

Protecting Our Assets

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internal), telephone, voicemail,electronic bulletin board post-ings, chat messages on the Internet, video-conferencingand facsimile.

Electronic communications atEaton are intended for busi-ness activities. Incidental per-sonal use is permitted so longas it does not interfere with theuser’s or any other person’swork performance, unduly affect Eaton’s electronic com-munications systems or other-wise violate its ElectronicCommunications Policy.

Here are some examples of violations of Eaton’s ElectronicCommunications Policy:

• Communicating in a harass-ing, offensive, obscene orthreatening manner;

• Promoting goods or services unrelated to Eaton’s businesses;

• Solicitation of any kind;

• Chain e-mails;

• Forging electronic communications;

• Using electronic communi-cations for illegal purposes;

• Communicating informationthat may damage Eaton’sreputation;

• Listening to Web radio stations;

• Downloading or storinggames, pornography, per-sonal software, copyrightedmusic or video; and

• Installing unapproved software programs.

Examples

Wrong

An intern uses an Eaton com-puter to download unapproved software programs.

An office worker creates and stores music on his Eaton computer.

Right

A supervisor asks that an employee remove an offen-sive screen saver from hisEaton computer.

A technician deletes from his Eaton computer an ethnicjoke received from a friend.

Proprietary Information

Proprietary information mustbe treated carefully.This includes Eaton’s intellectualproperty, such as:

• Patents,

• Trademarks,

• Trade secrets, and

• Copyrights.

Other examples of proprietaryinformation include:

• Business, marketing and service plans;

• Engineering and manufacturing ideas;

• Designs;

• Internal databases;

• Personnel records;

• Salary information; and

• Unpublished financial data and reports.

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Unauthorized use or disclosureof Eaton’s proprietary informa-tion is prohibited and may be illegal.

Store and protect sensitive information and make it avail-able on a need-to-know basis,preventing unauthorized access, use or removal.

Treat the proprietary informa-tion of third parties (such aspatents, trademarks, trade secrets and copyrights) withthe same degree of care, so asto avoid accusations that Eatonmisappropriated or misusedthe information.

Examples

Wrong

An engineer incorporates the patented idea of anotherparty into an Eaton project without permission.

An employee copies technicaldrawings from a third party’scopyrighted catalog.

Right

A co-worker reminds a newemployee not to share confi-dential information of his previ-ous employer with Eaton.

A supervisor disciplines an employee who copies Eaton’s proprietary software for personal use.

Questions



To Learn More

Obtain a copy of Eaton’s Electronic CommunicationsPolicy from Eaton’s intranet or your supervisor.

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We do not offer or acceptgifts or entertainment ofsubstantial value. We donot offer or accept bribesor kickbacks.

Business gifts and entertain-ment on a modest scale arecommonly used to build good-will and strengthen working relationships among businessassociates. Examples includebusiness lunches, tickets toathletic events and small com-pany mementoes. If the gift orentertainment is of substantialvalue, accepting it can create a conflict of interest or the appearance of a conflict. Itmight seem that the objectivejudgment of the recipient hasbeen compromised. It mightappear that the gift giver is entitled to preferential treat-ment, such as purchase orders,better prices or improved terms of sale.

Offering or Accepting Gifts

Never offer or accept gifts ofsubstantial value. Generally youmay accept gifts that are infre-quent and of nominal value,provided the gift meets allthese criteria:

• Is consistent with usual business practice,

• Cannot be construed as a bribe or a payoff,

Offering /Accepting Gifts,Entertainment, Bribes or Kickbacks

• Does not violate any law,

• Would not prevent you fromawarding Eaton’s businessto a competitor of the giftgiver and would not createthat suspicion,

• Would not embarrass Eaton or the individual ifdisclosed publicly,

• Is disclosed to your supervisor, and

• Does not exceed any spe-cific limits established byyour local management.

Presentations of a ceremonialnature in keeping with nationalcustom may be permitted aslong as what is offered or accepted:

• Cannot be construed as a bribe or a payoff, and

• Is not in violation of any law.

In any case, you must get priorapproval from your supervisorbefore you offer or accept a giftin a ceremony.

In some rare situations, per-haps involving a presentation of a ceremonial nature, it wouldbe impractical or harmful to refuse or return an inappropri-ate gift. When this happens,discuss the situation with your supervisor.

Never ask for gifts, gratuities or other items that benefit youpersonally from business con-tacts, regardless of value.

Never offer gifts or enter-tainment when you know they are prohibited by the recipient’s organization.

Entertainment

Employees may accept enter-tainment that is reasonable, appropriate and consistent withthe best interests of Eaton. For example, accompanying a customer or supplier to a local theatre or sporting event or to amodest business meal would inmost cases be acceptable, pro-vided you have received prior approval from your supervisor.

Entertainment that is unusual,lavish or frequent may influ-ence, or appear to influence,your independent judgment onbehalf of Eaton. If an invitationis inappropriate, you must turndown the offer or pay the truevalue of the entertainment expense yourself. If you are in doubt, consult with your supervisor.

Employees may provide busi-ness entertainment (includingmeals, sporting events, con-certs, etc.) that is reasonableand appropriate in the contextof the business occasion and in the best interests of Eaton.

Employees are expected to exercise good judgment. Enter-tainment should not be or appear to be unusual, lavish or extravagant to an objectivethird party. Certain venues arenot appropriate for businessentertainment or meeting withprofessional or business asso-ciates because of the nature of the entertainment or the atmosphere.

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Discuss your plans and actionswith your supervisor any timeyou have a question aboutwhat is appropriate.

Doing Business with Government Organizations

The sale of goods and servicesto governments is highly regu-lated. Employees who are involved in business dealingswith government customersmust ensure that all transac-tions and relationships complywith applicable laws and regula-tions. (See “Selling to Govern-ments,” pages 33–35, for more information.)

Bribes and Kickbacks Are Prohibited Worldwide

Eaton employees are prohibitedfrom offering, giving, solicitingor receiving any form of bribe or kickback or similar unethicaland unlawful payment underany circumstances. Eaton’s prohibition against bribes and kickbacks applies equally to employees, sales agents, repre-sentatives, consultants, distrib-utors and other third partiesacting on Eaton’s behalf. Thisprohibition applies world-

wide–with no exception andwithout regard to perceivedcustoms, local practices orcompetitive conditions.

The difference between a bribeand a kickback is this:

• A bribe is money or anythingelse of value (such as serv-ices or gifts) used unethicallyor illegally (such as thosethat violate the U.S. ForeignCorrupt Practices Act) to influence the judgment orconduct of a third party or to cause a desired outcomeor action.

• A kickback is a particular kindof bribe. It is the unethical orillegal return of part of a pay-ment already made as part ofa legal contract.

Eaton requires its suppliers toabide by its “Gift and GratuityPolicy” stated in the Eaton Cor-poration Global Sourcing Codeof Supplier Conduct.

The Foreign Corrupt Practices Act

Employees must comply with allanti-corruption laws of the coun-tries where we do business,

including the U.S. Foreign Cor-rupt Practices Act (FCPA),which applies to all Eaton oper-ations globally. The FCPA applies to every employee of Eaton and its non-U.S. sub-sidiaries, affiliates and joint ventures. The FCPA prohibitsany Eaton employee from paying–or promising to pay–either directly or through salesagents, representatives, con-sultants, distributors or otherthird parties acting on Eaton’sbehalf, anything of value tonon-U.S. officials, political par-ties or candidates for non-U.S.political office, in order to obtain or retain business. Youdo not have to make the pay-ment to be in violation; merelyoffering, promising or authorizingit is sufficient.

A company that violates theFCPA may be fined. An individualwho violates the FCPA may befined and imprisoned.

Review Process

To help assure that salesagents, representatives, con-sultants or distributors will not pay bribes or kickbacks onEaton’s behalf, make sure thatall arrangements with them arecovered by written contractsand documented in accordancewith Eaton’s standard legal and accounting requirements. Contact the Law Departmentfor assistance in engaging such individuals.

Caution

Asking yourself these ques-tions should help alert you topossible FCPA issues:

• Does the agent or repre-sentative have family or business ties with a government official?

• Does the agent or represen-tative lack the staff, expert-ise or facilities to perform the required service?

• Is the agent’s fee or commis-sion substantially above thegoing rate?

• Does the agent request unusual bonuses or substan-tial upfront payments?

Facilitation Payments

The FCPA recognizes certainlimited exceptions. In some instances, small facilitation pay-ments, or tips, are permissibleif they are intended to secure aroutine business service andare made to clerical-level non-U.S. officials to perform or expedite routine governmentactions, such as obtaining rou-tine permits to do business,processing visas and work orders, obtaining mail or tele-phone services, or expeditingshipments through customs.Any such payments must beclearly and accurately reportedas a business expense in company records.

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BE AWARE that in some coun-tries all such payments are illegal and therefore mustnever be paid. Whenever possible, get help before youmake or even agree to makesuch a payment.

Questions



Examples

Wrong

A project supervisor is denied a permit to expand the parkinglot of his facility. The zoning inspector suggests that hemight reverse the decision for afee, and the supervisor pays it.

A supplier, bidding on a projectfor Eaton, offers the local SRMmanager a fee to induce her totell him the amount of the low-est bid she has received so far. The manager accepts the fee.

Right

While visiting a foreign plant, aplant manager is invited to aweekend golf session by thelocal managers and some ven-dors. Since he had not broughthis golf clubs, he is loaned anexpensive golf set by one ofthe vendors. A week after returning home, he receivesthe expensive golf set as a “giftof friendship” from the localvendor. He writes a polite letterof thanks to the vendor and returns the golf set.

A tax specialist attends anafter-hours party hosted by anEaton vendor, where he winstwo round trip air tickets to the Bahamas. He considerswhether accepting the giftswould be appropriate under theCode of Ethics and talks withhis supervisor to decide.

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We comply with the special laws, rules andregulations that relate to government contractsand relationships withgovernment personnel.

Employees who work with government contracts must:

• Adopt processes to ensurethat documents are kept inaccordance with special government requirements;

• Make certain that cost andpricing data are current, accurate, complete, properlydisclosed, documented andretained in appropriate files;

• Abide by laws and regula-tions related to governmentcontracts and transactions;

• Require subcontractors, consultants, sales represen-tatives, distributors and independent contractors to comply with laws and regulations;

• Know and follow the Eatonpolicies and procedures relating to government con-tracts and dealing with government personnel;

• In cost-type contracts (orsubcontracts), allocate coststo the proper accounts; and

• Not make unauthorized substitutions for contractedgoods and services or devi-ate from contract require-ments without writtenapproval from the author-izing government official.

Government Contracts

National and local governmentsthroughout the world have specific procurement laws and regulations that guard the public interest.

Selling to Governments

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Among the most important ofthese laws and regulations are those relating to classifiedinformation. On defense-related projects, do not solicit,accept or possess classified information for which you are not authorized. If you areauthorized to have classified information, know and followthe rules for handling it.

In many other areas of busi-ness practice, a governmentmay apply special rules of behavior that may be differentfrom acceptable commercialpractices. These areas requirespecial attention:

• Marketing,

• Accounting,

• Record-keeping,

• Purchasing, and

• Quality.

Some examples requiring strictadherence to specific rules:

• Accounting for costs,

• Proposal and bidding procedures,

• Pricing,

• Discussing potential employ-ment with U.S. Governmentprocurement officials,

• Maintenance of time records, and

• Compliance with contract obligations.

When Eaton uses suppliers or subcontractors to fulfill its commitments under

government contracts, theEaton employees involved are responsible for communi-cating all special governmentalrequirements to these suppliersor subcontractors.

Employees of Eaton sub-sidiaries outside the U.S. whowork on U.S. government contracts or deal with U.S. defense-related productsshould keep in mind that, in addition to complying with thelaws of their own country, theyalso must comply with certainU.S. laws that have “extra-territorial effect.” These lawsinclude the U.S. Foreign CorruptPractices Act, laws relating toU.S. classified information, and U.S. export controls. Forexample, an Eaton subsidiary inthe United Kingdom producingparts for U.S. defense-relatedproducts is subject to U.S. laws just as the U.S. parent corporation is.

Relationships with Government Personnel

National and local governmentsgenerally prohibit or put strictlimits on gifts, entertainmentand travel offered to or receivedby government personnel.

Nominal gratuities (in the nature of “tips”) for lower-levelgovernment personnel to facili-tate routine transactions arepermissible in certain countrieswhere they are customary, law-ful and do not give the impres-sion that Eaton is acting in anunethical manner. Practicesvary from country to country.Discuss these payments in advance with your manager.

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National and local laws and regulations applying to govern-ment contracts and governmentpersonnel apply to Eaton Corp-oration and Eaton employeesworldwide. If your job involvesbusiness with government, youare responsible for knowing andcomplying with applicable lawsand regulations. If you aren’tsure about which laws apply toyou, ask your supervisor.

Questions



Examples

Wrong

An employee in the test depart-ment runs government-requiredproduct tests that call for a supervisor’s signature on thetest report. The employeecould not immediately locateher supervisor, so she used a photocopy of the super-visor’s signature from anothercompleted report.

A production worker was con-cerned about the time it wastaking to perform an assemblyprocess under a specific proj-ect for a commercial non-government customer, so she charged her time to a different project for a U.S. Government customer.

Right

During a plant visit by a seniorgovernment official to inspectmanufacturing of contract prod-ucts, the plant manager is informed by the local agent thatthe official has requested aspecial gift of an expensivewatch from the company to ensure continued governmentcontracts of substantial value.The plant manager refuses tocomply with the request andexplains to the local agent thatEaton’s Code of Ethics pro-hibits such a gift.

Before they approve a largecontract purchase of Eaton’sproducts, government officialsadvise the Eaton purchasingmanager that they want to visitEaton and attend a product capability demonstration andtesting. They request thatEaton pay the airfare for themand for their wives, who wouldbe accompanying them. Thepurchasing manager discusseswith his supervisor how to politely decline the request.

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We do not make con-tributions on behalf ofEaton to political can-didates or parties, evenwhere lawful.

Eaton does not make contribu-tions of its funds, property orservices to political candidates,even where such contributionsare lawful. This does not pro-hibit visits by elected officials to company facilities. In fact,these visits are encouraged, to ensure that officeholders understand the issues facingour operations. This also doesnot prohibit Eaton’s support of ballot issues (such as schoollevies) where they are of interest to our operations and employees.

Individual employees are encouraged to be involved inthe political process and tomake personal contributions as they see fit. Employees maynot pressure other employeesto make political contributionsor to support a political party or candidate.

Employees who take positionson public issues (government,legislation and other public interest matters) must not act,or give the appearance of act-ing, on Eaton’s behalf, unless authorized to do so by Eaton’sVice President, Public andCommunity Affairs.

Political Contributions

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Here are examples of activitiesthat are prohibited by Eatonand may be illegal:

• Eaton’s purchase of advertising in a political publication,

• The use of company cars orother Eaton property by polit-ical organizations, candidatesor their staffs in connectionwith a political campaign,

• The use of Eaton funds topurchase seats or tables atpolitical dinners and politicalfund-raising events, and

• The use of the Eaton name in political or campaign literature.

Questions



Examples

Wrong

A team leader distributes flyers in the cafeteria at work on behalf of his favorite political candidate.

A supervisor distributes anemail across his departmentseeking support for his cousin,who is running for local political office.

Right

The quality manager makesavailable in the cafeteria a non-partisan analysis of candidates.

A leading candidate in a national election asks the localplant manager to authorize a financial contribution fromEaton. She declines.

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As an Eaton employee, you areexpected to:

• Read, know and comply withthe Code of Ethics,

• Ask for help when you aren’tsure if your decision is ethical or lawful,

• Promptly report any activitythat in your judgment would violate the Code of Ethics,

• Cooperate with Eaton representatives conductinginternal investigations, and

• Raise with another memberof local management any ethical issue you haveraised with your super-visor but which has not been addressed.

In addition, if you are an Eaton supervisor, you are expected to:

• Lead by example, in both words and actions;

• Promote open and honesttwo-way communicationswith your employees,

encouraging them to raise their questions and concernsabout ethical issues and let-ting them know when anissue has been resolved;

• Support any employee whocomes forward to discuss an issue or report a potential violation and ensure thatthere is no retaliation fordoing so;

• Recognize unethical and illegal conduct and takeprompt, appropriate and consistent action; and

• Ensure that employees aretrained and informed aboutthe policies and proceduresthat apply to their positions.

Penalties for Violating the Code of Ethics

Employees who violate theCode of Ethics may be subjectto discipline, including termina-tion. Violations include:

• Actions that violate the Code,

• Asking others to violate the Code,

Your Responsibilities

• Failing to cooperate in inves-tigations conducted by Eatonrepresentatives,

• Retaliating against an employee for good-faith reporting of a violation orsuspected violation, and

• Concealing, covering up orfailing to report any activitythat in your judgment violates the Code of Ethics.

Perceived pressure from supervisors or demands due to business conditions do notexcuse you from complyingwith the Code of Ethics.

Getting Help and Reporting Potential Violations

In today’s global market it isoften difficult to keep up withnew challenges our organiza-tion faces or to adequately dealwith all complex situations. Nobody has all the answers.But we do know that the bestanswers will evolve in an organization committed to upholding its principles and tocreating an environment thatsupports ethically sound behavior. Never hesitate to aska question, raise a concern orreport a violation.

Good ethical decisions are notalways clear-cut. The answersare not always obvious or easy.What if you’re faced with a diffi-cult choice? To help you makeyour decision, we suggest thatyou review the Code of Ethicsand the Ethics Guide, and then ask yourself these three questions:

• Would I be comfortable explaining my actions to my supervisor?

• Would I feel proud telling my family and friends about my actions?

• Would I be comfortable if myactions were reported in thenews media?

If you are still in doubt, discussthe matter with your super-visor. He or she can get assis-tance from others, includinglocal management, Human Resources, the Law Depart-ment, Environmental Healthand Safety, Security, Financeand Supplier Resource Management.

If you are not comfortable raising the matter with your supervisor, or if you raise a concern and the issue is not resolved, talk to another mem-ber of management, such asyour local plant manager orHuman Resources manager. Ifthat is not appropriate, contactthe Director–Global Ethics.

Global Ethics Office

To demonstrate that Eaton’sethical standards are both current and at the highest leveland that our Code of Ethics isfully known and followed wher-ever we do business, Eatonhas named a Director–GlobalEthics and established a GlobalEthics Office. The Global EthicsOffice is responsible for provid-ing employees with the infor-mation, tools, guidance,training and support they need

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to comply with the Code ofEthics when making day-to-daybusiness decisions. The GlobalEthics Office answers theEthics and Financial IntegrityHelp Line.

Reporting Ethical, Legal or Financial Integrity Concerns

Any person may openly oranonymously report any ethicalconcern or any potential or actual legal or financial violation,including any fraud, accounting,auditing, tax or record-keepingmatter, to the Director–GlobalEthics of Eaton. For reports thatare not made anonymously,confidentiality will be main-tained to the extent possiblewhile permitting an appropriateinvestigation.

Regular Mail

Reports may be made openlyor anonymously by regular mailto Director–Global Ethics,Eaton Corporation, Eaton Center, Cleveland, Ohio 44114. Reports may also be made to the Director–Global Ethics by e-mail or telephone through Eaton’s Ethics and Financial Integrity Help Line.

E-mail

Access the Ethics and FinancialIntegrity Help Line through the Employee Services tab onEaton’s intranet. The messagewill be anonymous unless thesender identifies himself or herself. Alternatively, send a regular Outlook e-mail, whichwill not be anonymous, [email protected].

Telephone

From the U.S.,Canada and PuertoRico, dial toll-free 1-800-433-2774.This call will be anonymous unless the caller identifies him-self or herself.

From all other countries, dialyour country’s AT&T access code(found on Eaton’s intranet), andthen dial toll free 1-800-433-2774.This call will be anonymous unless the caller identifies himself or herself.

Non-English

If you are not comfortable making your report in Englishthrough the Ethics and FinancialIntegrity Help Line, please useyour native language to e-mail or write your concern to the address at left, and we will translate your letter or e-mail.

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What to Expect When You Usethe Ethics and Financial IntegrityHelp Line

When you contact the GlobalEthics Office through theEthics and Financial IntegrityHelp Line, this is what you can expect:

• Your report, concern or question will be taken seriously and will be handledpromptly, discreetly and professionally.

• Translation services will beprovided if you need them.

• Any potential violation thatyou report will be investi-gated and, if substantiated,resolved through appropriateaction. If you identify your-self, we will inform youwhen the investigation is complete.

• At your option, you may remain anonymous. If you usethe anonymous email or tele-phone number, your locationand number cannot be identi-fied or traced. If you identifyyourself, confidentiality will bemaintained to the extent pos-sible while permitting an appropriate investigation.

Retaliation is Prohibited

Eaton will not permit any retali-ation against any employeewho reports an ethical, legal or financial concern nor will it discipline any employee formaking a report in good faith. If you feel that you have beenretaliated against, contact yourlocal Human Resources man-ager or the Director–Global Ethics immediately.

Indexaccounting 34, 40

principles 10requirements 31

accuracy 10, 33acquisitions 17-18advancement 20advertisement–political

publication 37affiliates 2, 6, 31age 13, 20agency workers 7agent 31alcohol 13, 21anonymity 40-41antitrust laws 17assets 25athletic events 28-29auditing 40authorization 27, 34

ballot issues 36benchmarking 17-18bidding practices 17board membership 23board of directors 5, 23bribes 3, 28, 30-31business

consultants 7meals 28-29plans 26records 2,10

buying group 19

ceremonial presentations 29child labor 12citizenship 13classified information 34clerical-level foreign officials 31collective 19color 13, 20commission 31commissioned agents 31community development 13community organizations 23compensation 12, 21

competition 2, 29competitors 23

discussions with 17disparaging 18elimination of 17ethical treatment of 17-18

complaints 13, 20computers 25-26concerts 29confidentiality 3, 23, 25, 43conflict of interest 3, 22-24, 28consultants 23, 30-31, 33contingent workers 7contractors 34contracts 31, 34controlled substances 13, 21copyrights 26crime 8criminal activities 25cultural background 13, 20customers 1, 15, 17-18, 23, 29customs 8

deception 18decision making 13, 20defense-related projects 34demands due to business

conditions 8dignity 13, 20Director–Global Ethics 3, 4, 9, 11, 14, 16,

19, 21, 24, 27, 32, 35, 37, 39, 41directors 2, 5-6disability 13, 20discipline 38discrimination 2, 20distributors 30-31, 33diversity 2, 20doubt 8, 39downloading 26

Eaton Philosophy, The 13, 20-21education 13EHS website 14electronic bulletin board

postings 26

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electronic communication 25-26Electronic Communications

Policy 26-27e-mail 25-26engineering ideas 26entertainment 3, 28, 34environment 12, 14equal access 2, 20equal employment 13equipment 25Ethics and Financial Integrity

Help Line 4, 40-41ethnicity 13, 20exclusive arrangement 18-19expense 29, 31exporting 8exposure to hazardous

materials and conditions 14extra-territorial effect 34

facilitation payments 31fair employment practices 2, 20fair treatment 20falsification 10family 23fee 31financial

benefit 23interest 23records 2, 10reporting 2,10results 10violation 3, 40

fines 8, 23, 31forced labor 12Foreign Corrupt Practices Act

30-31, 34forgery 26fraud 40friends 23

gender 13, 20General Counsel 23Gift and Gratuity Policy 30gifts 3, 28-32, 34Global Sourcing Code of

Supplier Conduct 7, 13-14, 30goodwill 28government

actions 31contracts 3, 33-35customers 30personnel 3, 33, 35regulations 3relationships 33-34requirements 34transactions 30, 33

gratuities 29, 34

harassment 2, 20, 26health and human services 13health and safety practices 14human rights 2,12

illegal drugs 13, 21importing 8imprisonment 8, 23, 31inclusion 20independent contractors 7, 33industry standards-setting 17-18information systems 25-26interference 26internal databases 26internet 25investigation 38-41investment 23invitation 29

job performance 22joint buying 18joint ventures 6-7, 18, 31

kickbacks 3, 28, 30-31

laws 2-3, 8,12, 33-35, 38legislation 36liability protection 23local initiatives 13

mergers 18misrepresentation 10misuse 25moonlighting 22

national origin 13, 20negative selling 18negotiation 18nonprofit boards 23non-public business matters 17non-public information 23non-U.S. officials 31

office supplies 25officers 2, 5, 6, 10outside employment 22ownership 6, 23

patents 26payment 31payoffs 28penalties 8, 23, 38permits 31personal interest 22personal responsibility 5 -6, 8personal software 26personnel records 26physical assets 25political

campaign 37candidates 3, 31, 36

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contributions 3, 36fund-raising events 37literature 37officials 31use of property 37parties 3, 31, 36

pollution 14pornography 26predatory practices 17pressures 8price discrimination 18prices 17, 28, 34procurement laws 33property 3, 25proprietary information 26-27public communications 10public interest 33, 36public issues 36purchase orders 28purchasing 17, 34

quality 2,15, 34records 10

questions to ask 31, 39quick quiz 39

race 13, 20reciprocal sales 19record keeping 10, 34, 40regulations 2, 8, 14-15, 29-30,

33-35relatives 23responsibilities

of employees 38-41of supervisors 38-41

retaliation 4, 38-39, 41rumors 18

safety laws 14safety records 10sales agents 30-31sales representatives 31, 33securities 23Securities and Exchange

Commission 2,10second job 22security 25service providers 7servitude 12sexual orientation 13, 20shipments, international 31slavery 12social practices 8social responsibility 12-14software 25-26solicitation 26, 28-30spouses 23stealing 18

stock trading 23subcontractors 33-34subsidiaries 2, 6, 23, 31, 34supervisor pressures 8suppliers 1, 7, 12-13, 17, 19, 23,

29-30, 34support 39-41

technology 8, 25-26termination 38theatre 29theft 18, 25threats 25tips 31tools 25trade associations 17trade laws 17trade practices 2,17trade regulations 17trade secrets 18, 26trademarks 26training 38-39translation available 41trust 13

U.S. classified information 34U.S. export controls 34U.S. Foreign Corrupt Practices Act

30-31, 34unapproved software 26upfront payments 31

visas 31

waste reduction 14work environment 13, 20-21

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36674 Ethics text - Eaton

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Transcript of 36674 Ethics text - Eaton