SUPPLIER CODE OF CONDUCT
1 SCOPE AND APPLICATION
1.1 This Supplier Code of Conduct (hereinafter, the "Code") sets forth the minimum require-ments and expectations of Firenor AS, with organisation number 995 856 522 in the Norwegian register of business enterprises, and its affiliates (collectively, "Firenor"), in connection with any provision of goods, services, or works to Firenor.
1.2 The Code reflects Firenor's commitment to relevant international legislation, frameworks and standards governing ethical and sustainable business practices, including the UN Guiding Principles on Business and Human Rights (UNGPs), the OECD Guidelines for Multi-national Enterprises, the UN Global Compact, the Universal Declaration of Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work, and relevant ISO standards.
1.3 In the event of a conflict between this Code and the terms and conditions of any contract, purchase order or other applicable agreement to which the Code applies, then applicable law or regulation shall take precedence, followed by the terms and conditions of any appli-cable agreement, followed by the terms of this Code.
2 GENERAL PRINCIPLES
2.1 Application and Extension to Supply Chain. The Code shall apply to all for all suppliers, vendors, contractors, agents, consultants of Firenor (collectively, "Supplier" or "Suppli-ers"), including their respective affiliates, officers, employees and hired personnel when relevant. Each Supplier shall effectively communicate the Code along its supply chain, and require its suppliers, subcontractors, agents and similar to respect standards consistent with this Code, as if they were Supplier. Each Supplier shall include these requirements in agreements with its suppliers, and is responsible towards Firenor that the Code is followed throughout its supply chain.
2.2 Compliance with Applicable Laws and Stricter Standards. Supplier shall comply with all applicable local and international laws and regulations in all geographies in which it oper-ates. In the event that standards in this Code are stricter than local and national laws or in-ternational standards, Supplier shall apply the stricter standard.
2.3 Management Systems and Due Diligence. Supplier shall establish and maintain appropri-ate organizational structures, policies, procedures, and management systems to ensure compliance with this Code and applicable laws. Supplier shall implement a sustainability and human rights due diligence process consistent with internationally recognized princi-ples to identify, assess, prevent, mitigate, and account for potential and actual adverse impacts on human rights and the environment in its own operations and throughout its value chain.
2.4 Documentation and Information Provision. Supplier shall create and maintain relevant documentation and provide supporting documentation to Firenor upon request to demonstrate compliance with this Code.
3 HUMAN RIGHTS AND LABOUR STANDARDS
3.1 Human Rights and Dignity. Supplier shall respect the personal dignity, privacy, and rights of each individual.
3.2 Forced Labour and Modern Slavery. Supplier shall not use any form of modern slavery and/or forced labour, including, but not limited to, involuntary prison labour, debt bond-age, or human trafficking. All work must be voluntary, and workers shall be free to leave their employment upon reasonable notice. Supplier shall not require workers to surrender original personal certificates or identifications (e.g., passports, work permits) as a condi-tion of employment.
3.3 Recruitment Fees. Supplier, including its labour agents or agencies, shall not require work-ers to pay any recruitment fees or other similar fees to obtain employment. If such fees are found to have been paid by the worker, the worker shall be reimbursed in full.
3.4 Child Labour. Supplier shall not hire individuals that are under 15 years of age, or that are under the legal minimum age for employment in the relevant country, whichever is great-est. Supplier shall ensure that any young workers (under 18) are protected from perform-ing any work that may harm their physical or mental development, interfere with their ed-ucation, or compromise their potential or dignity, and shall not undertake night shifts or excessive overtime. If child labour is discovered, Supplier shall immediately take steps to remedy the situation in accordance with the best interests of the child.
3.5 Non-Discrimination and Equal Opportunity. Supplier shall refrain from discrimination, harassment, and retaliation based on gender, age, ethnicity, nationality, religion, disability, union membership, political affiliation, sexual orientation, or other characteristics protect-ed under local law, and shall ensure equal and fair treatment of all workers. Supplier shall provide equal opportunities in employment and occupation and ensure equal pay for equal work. Supplier is encouraged to promote diversity and inclusion within its work-force.
3.6 Harassment and Inhumane Treatment. Supplier shall prohibit behaviours, practices, and threats intended to cause or likely to result in physical, psychological, sexual, or economic harm, including gender-based violence, harassment, bullying, intimidation, coercion, and corporal punishment.
3.7 Freedom of Association and Collective Bargaining. Supplier shall respect the rights of workers to freely associate and bargain collectively. Supplier shall not disadvantage work-ers or their representatives for openly communicating with management regarding work-ing conditions without fear of reprisal or discrimination. Where these rights are restricted by law, Supplier shall support alternative means of association.
3.8 Compensation and Employment Conditions. Supplier shall compensate workers fairly and in a timely manner, following local wage and overtime payment regulations and/or collec-tive agreements. Where these do not exist, compensation shall meet basic needs and pro-vide some discretionary income. Supplier shall provide workers with a written description of terms and conditions of employment in a language they understand prior to the start of work. Deductions from wages as a disciplinary measure are not permitted.
3.9 Working Hours. Working hours, including overtime, shall not exceed applicable legal re-quirements and that overtime is voluntary and not requested on a regular basis. Workers shall be allowed at least one uninterrupted day off per week. Supplier shall adhere to rele-vant national laws and international standards for paid sick leave, annual leave, and paren-tal leave.
3.10 Local Communities and Indigenous Peoples. Supplier shall respect the rights of local communities and other vulnerable and disadvantaged groups. Supplier shall respect indig-enous peoples, including their cultures and heritage, and avoid land acquisitions that in-fringe on their rights, adhering to the principles of free, prior, and informed consent (FPIC).
4 HEALTH AND SAFETY
4.1 Workplace Safety. Supplier shall provide a safe and healthy workplace for all workers, in-cluding temporary labour, contractors, and others who may be affected by its activities.
4.2 Health and Safety Management Systems. Supplier shall establish appropriate organiza-tional structures and procedures for the effective management of health and safety risks and impacts. Supplier shall implement effective control measures and set objectives and targets to mitigate risks and reduce impacts.
4.3 Training and Awareness. Supplier shall ensure that all workers are sufficiently aware of health and safety risks and appropriately trained on control and impact reduction measures. Workers must be encouraged to report unsafe practices without fear of reprisal.
4.4 Hazard Identification and Emergency Preparedness. Supplier shall identify and assess potentially hazardous conditions in the workplace, local neighbourhood, and company-provided living quarters. Supplier shall minimize potential impact by implementing appro-priate fire protection, effective emergency plans, regular drills, and response procedures. Supplier shall provide well-maintained personal protective equipment at no cost.
4.5 Accommodation. Where Supplier provides accommodation for workers, it shall be clean, safe, and meet basic needs of the workers, including access to potable water, adequate sanitation, and clear, unrestricted exits.
4.6 Performance Tracking. Supplier shall track and document relevant health and safety per-formance data and statistics related to its continuous improvement programs, including accidents, incidents, lost-time injuries, near misses, and occupational illnesses.
5 CLIMATE AND ENVIRONMENT
5.1 Environmental Commitment. Supplier shall share Firenor's commitment to mitigate cli-mate change, protect the environment and biodiversity, and preserve resources.
5.2 Environmental Compliance and Due Diligence. Supplier shall ensure that its operations are compliant with all relevant environmental laws, regulations, legal agreements, and permits. Supplier shall conduct ongoing environmental due diligence to identify, assess, and evaluate potential risks to prevent, mitigate, and reduce negative impacts on the cli-mate, biodiversity, and natural resources.
5.3 Climate Change and Greenhouse Gas (GHG) Emissions. Supplier shall consider the cli-mate impact of its operations and work to reduce GHG emissions, setting science-based targets in line with the Paris Agreement. Supplier shall track and document relevant data, including energy transition, energy use, and direct/indirect GHG emissions.
5.4 Resource Efficiency and Circular Economy. Supplier shall conduct its business in a low-carbon, environmentally sustainable, and resource-efficient way. Supplier is encouraged to apply a circular economy mindset, promoting resource efficiency, reuse, and recycling of materials, energy, and water.
5.5 Waste and Wastewater Management. Supplier shall implement a systematic approach to identify, manage, reduce, and responsibly dispose of or recycle solid waste. Supplier shall ensure proper management of wastewater from operations and sanitation facilities, in-cluding segregation, monitoring, treatment, and record-keeping.
5.6 Hazardous Substances. Supplier shall comply with any prohibition against hazardous sub-stances under law or contract and, where requested, declare any substances contained in supplied goods. Supplier shall identify, label, and manage chemicals and other materials posing a hazard to humans or the environment to ensure their safe handling, movement, storage, use, recycling, or disposal.
5.7 Responsible Sourcing of Minerals. Supplier shall exercise due diligence to investigate the source of any conflict minerals and any other minerals requested in the scope of supply to Firenor. Supplier shall have a written policy and procedure to avoid knowingly acquiring conflict minerals or unsustainably mined minerals produced at high environmental and so-cial costs.
5.8 Air Emissions. Supplier shall ensure that emissions to air are identified, monitored, con-trolled, and treated before discharge through regular air sampling as required by applicable laws and international standards.
5.9 Biodiversity and Ecosystems. Supplier shall take appropriate steps to protect and restore biodiversity and ecosystems within their operations and supply chains. Supplier is encour-aged to minimize and ultimately avoid presence in and impact on biodiversity-sensitive and protected areas. Supplier shall adhere to zero deforestation policies for relevant mate-rials.
5.10 Animal Welfare. Where applicable, Supplier shall ensure due consideration for animal welfare throughout its value chain.
6 BUSINESS ETHICS AND INTEGRITY
6.1 Anti-Corruption and Bribery. Supplier shall not commit or become involved in any form of bribery, corruption, fraud, theft, money laundering, or unlawful tax evasion. Supplier shall ensure that no payments (including facilitation payments) or any other commitments are made to improperly obtain or retain business or influence duties.
6.2 Business Courtesies, Gifts, and Hospitality. Supplier shall not offer or accept any gift or anything else of value to obtain improper advantages. Gifts, favors, or hospitality must be modest in value and frequency, and appropriate with respect to time and place, and shall not be offered or accepted in connection with tender or negotiation/award processes. Cash or cash equivalents are strictly prohibited.
6.3 Conflict of Interest. Supplier shall avoid all actual, potential, or perceived conflicts of in-terest relating to its activities as a Supplier to Firenor. Supplier shall immediately disclose any such conflicts to Firenor.
6.4 Money Laundering. Supplier shall not take part in any form of money laundering and shall take steps to prevent its financial transactions from being used for this purpose.
6.5 Fair Competition. Supplier shall adhere to antitrust and other competition laws and regu-lations, and shall conduct its business in line with fair competition. Supplier shall not enter into illegal agreements with competitors that may restrict or distort competition, such as price fixing, market and customer division, or bid rigging.
6.6 Trade Sanctions and Export Controls. Supplier shall comply with all applicable internation-al trade and export control regulations and relevant sanctions regimes (e.g., UN, US, EU, UK, Norway). Supplier shall conduct due diligence when selecting its own suppliers to en-sure compliance with these laws.
6.7 Intellectual Property. Supplier shall respect the intellectual property rights of Firenor and others, and shall ensure that no counterfeit products enter the supply chain, and that no intellectual property rights of others are infringed.
6.8 Accuracy of Records. Supplier shall ensure that all accounting information is correct, regis-tered, and recorded in accordance with laws and regulations, promoting transparency and verifiability.
7 BUSINESS AND INFORMATION SECURITY
7.1 General Security. Supplier shall conduct its business in a secure manner, taking care of the safety and security of people, physical assets, and information or data assets.
7.2 Security Threats. Supplier shall implement reasonable measures for minimizing exposure to security threats such as terrorism, crime, pandemics, and natural disasters.
7.3 Information Security and Cybersecurity. Supplier shall implement and maintain appropri-ate physical, technical, and organizational measures to protect Firenor information and as-sets from destruction or unauthorized disclosure. Supplier shall adhere to applicable in-formation security and cybersecurity regulations and standards, and shall immediately re-port any suspected or actual incidents that may impact Firenor information or systems.
7.4 Data Privacy. Supplier shall observe all applicable data privacy regulations and laws on the collection, processing, and transfer of personal data.
8 COMPLIANCE
8.1 Reporting. Supplier shall promptly report to Firenor any identified risks or violations of the principles outlined in this Code within its operations or supply chain. Upon request, Sup-plier shall make available to Firenor, free of charge, all information necessary for Firenor to conduct due diligence assessments and comply with applicable legislation on transparency and human rights.
8.2 Audits and Inspections. Firenor reserves the right to audit and inspect Supplier's opera-tions and facilities, and interview workers at Supplier's site, upon reasonable notice and with Supplier's consent, which shall not be unreasonably withheld. Supplier shall provide reasonable assistance to any audit, inspection or investigation by Firenor of any potential violation. Supplier may also be requested to complete self-assessment evaluations.If the results of an audit or inspection show non-compliance, Supplier shall take necessary cor-rective actions in a timely manner as directed by Firenor, without prejudice to any reme-dies that Firenor may otherwise have in such situation.
8.3 Grievance Mechanism. Supplier shall have a grievance (whistleblower) mechanism in place to ensure that workers can voice grievances anonymously and without fear of re-prisals on any aspect of this Code. Supplier shall protect anyone from retaliation for re-porting suspected or actual violations.
9 CONSEQUENCES OF BREACH
9.1 Non-Compliance. Non-compliance with the Code will be deemed as breach of the relevant contract between Firenor and Supplier, and Firenor reserves the right to invoke available remedies under the relevant contract and the Code. Firenor will normally consider any breach of the Code as a material default.
9.2 Indemnity. Supplier shall indemnify and hold Firenor harmless for any breach of the Code by Supplier or its supply chain.
9.3 Reporting to Authorities. Firenor reserves the right to report any suspected breach of law by the Supplier or its supply chain to the appropriate authorities, notwithstanding any confidentiality obligations.
9.4 Other remedies. The remedies above are non-exhaustive, and Firenor reserves the right to invoke any other remedy available under law in case of any breach of the Code.