Business Conduct Policy
Harte-Hanks Business Conduct Policy is not an express or implied contract of employment and does not create any contractual rights of any kind between Harte-Hanks and its employees. In addition, all employees should understand that this Policy does not modify their employment relationship, whether at will or governed by contract. This Policy is intended to clarify each employee's existing obligation for proper conduct. Harte-Hanks reserves the right to amend, alter, terminate or replace this Policy at any time for any reason, subject to applicable regulatory requirements.
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TABLE OF CONTENTS
Harte-Hanks vision is to be a leader in providing innovative and effective multi-channel, data-driven marketing and targeted advertising solutions — consistently, efficiently and on-time. We strive to always meet or exceed our customers' expectations, to help them respond to marketing opportunities and to overcome their marketing challenges. Achieving our vision depends not only on what we do, but the manner in which we perform. Since the founding of Harte-Hanks in the 1920's, our company has maintained a long-standing commitment to conduct our business affairs with the highest standards of excellence, integrity, honesty and fairness and to operating as a responsible corporate citizen at all times and in all places. We respect the rule of law and the human rights and dignity of others in all of our operations and activities. Workplace health and safety, protection of the environment, equal employment opportunities, accountability and ethical business practices are equally central. These core values hold true whether dealing with other employees, customers, suppliers, competitors, government authorities, investors, the general public or any other companies or individuals with whom we interact in the course of our day-to-day activities. Harte-Hanks commitment is fundamental to the way we do business and to our ability to attract and retain the best people, gain and keep the trust of our customers, create stockholder value and protect our reputation.
As employees of Harte-Hanks, each of us must provide daily stewardship to achieve these business imperatives. The purpose of this Business Conduct Policy is to reinforce the expectations of all employees — at every level — and to outline key concepts that are part of the framework for legal and ethical behavior and upholding our core values. Employees are also expected to oversee compliance with this Policy by those people whom they supervise and to report good faith concerns about violations or suspected violations of this Policy to our company's General Counsel or through one of the other reporting methods described in this Policy. Retaliation will not be tolerated for good faith reporting of concerns about violations.
This Policy does not address every specific situation or answer all questions. Nor can it replace the thoughtful behavior of an ethical employee. Rather, it is intended to focus on areas of legal and ethical risk, provide guidance to personnel to help recognize and deal with these issues, provide mechanisms to report illegal or unethical conduct and help to foster a culture of honesty and accountability.
This Policy is complemented by other company policies, employee education and training programs and employee communications on various specific topics and by applicable legal requirements. Additional information is available on the Harte-Hanks Law Department Web site for employees. This Policy is also complemented by individual agreements between employees and Harte-Hanks, including those addressing confidentiality, restrictions on post-termination competition and solicitations, ownership of company intellectual property and other employee obligations and restrictions. This Policy does not modify or supersede any such individual agreements, but rather supplements such agreements.
This Policy also applies to Harte-Hanks Board of Directors, notwithstanding any provisions that refer only to employees. And although we cannot exercise the same level of authority and control in implementing this Policy with business partners, contractors and suppliers, we expect behavior by these parties in keeping with the core principles set forth herein.
This Policy applies throughout our organization. "Harte-Hanks", "our company," "our" and "we" refer to our enterprise as a whole and to all employees within it. These references are not limited to specific entities, divisions, business units or other segments within our overall organization. "You" refers to Harte-Hanks employees and members of the Board of Directors who are subject to this Policy.
Any waiver of this Policy relating to any director or executive officer may be made only by the Board of Directors of Harte-Hanks, Inc., and any such waiver will be promptly and publicly disclosed as required.
Harte-Hanks will not tolerate employee conduct that is contrary to this Policy. Compliance with this Policy, as with other company policies, is a condition of employment for all employees and violations may result in disciplinary action, including termination.
Harte-Hanks Employee Handbooks provide additional information regarding our corporate culture, expectations of employees, certain employment policies, including confidentiality obligations and company ownership of intellectual property, information about employee use of our communications systems, work schedules, rules of conduct, workplace safety, compensation and benefits programs and other related information. All employees are required to familiarize themselves with the applicable Employee Handbook and to observe all policies therein. The Employee Handbooks are maintained by our Human Resources department and are available on Harte-Hanks Online Resource Center for employees.
The standards and expectations outlined in this Policy are intended to serve as a general guide for making the right choices, and do not provide a detailed regulatory overview or address all specific situations that may arise. If any aspect of this Policy is unclear or if you have any questions about a specific situation that you face, you should contact your supervisor, business unit head, appropriate Human Resources representative or the General Counsel.
If you believe in good faith that another Harte-Hanks employee or anyone else acting on behalf of Harte-Hanks is not conducting themselves legally or ethically or is otherwise violating this Policy, it is your responsibility to immediately communicate that concern to Harte-Hanks. Retaliation — whether in the form of termination, demotions, suspension, threats, harassment, discrimination or other adverse impact on the terms and conditions of employment — is specifically against Harte-Hanks policy (and in some cases may also be a violation of law) and will not be tolerated against any employee who, in good faith, reports such a concern. "Good faith" does not mean that an individual has to be right; but it does mean believing the information provided is truthful, accurate and not misleading.
There are a number of methods available to employees to raise concerns, some of which allow for communications to be made anonymously. These available communication methods primarily consist of the following:
Additional information on each of these methods is available on the Harte-Hanks Law Department Web site for employees.
As a responsible member of the global business community, Harte-Hanks is firmly committed to ensuring that all of our business dealings are conducted in a lawful manner. It is Harte-Hanks' policy to comply with all applicable laws and regulations affecting our business activities around the world. The employment of a Harte-Hanks representative or the use of Harte-Hanks assets for any unlawful purpose is strictly forbidden. The responsibility for adhering to the letter and spirit of our legal obligations rests with all of us. Therefore, in addition to conducting company business affairs with honesty, integrity and good judgment, Harte-Hanks expects its employees to respect and obey the laws of the countries and localities in which we operate. This does not mean that you must know the details of all the laws that govern our business in every jurisdiction, but you are expected to understand the laws and regulations applicable to your duties for Harte-Hanks well enough to know when to seek advice from supervisors, the law department or other appropriate personnel.
Our commitment to integrity is about creating an environment where good people can make good decisions, all the time. We compete fairly and in accordance with the highest standards in all of our business relationships. We want to earn business on the basis of superior services and products and competitive prices, not through improper, unethical or questionable business practices. It is Harte-Hanks policy for our company and our employees to deal fairly with employees, customers, suppliers, competitors, government authorities, investors, the general public or any other companies or individuals with whom we interact in the course of our day-to-day activities. Employees are prohibited from taking unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or any other unfair-dealing practice. We must remember that our success and reputation, built and developed over many years, can be quickly and significantly damaged unless each of us, every day, acts with honesty, integrity and fairness in our dealings with others.
We are all expected to give our undivided business loyalty to Harte-Hanks when conducting our job-related duties. Accordingly, we must be careful to avoid conflicts of interest — situations where our private interests conflict, or even appear to conflict, with the interests of Harte-Hanks as a whole. A conflict of interest generally describes a situation where an employee's own interest may influence the way he or she handles company business, often when the employee or the employee's family member can benefit personally from transactions involving Harte-Hanks. Each employee is required to avoid any situation that might:
If a potential conflict of interest arises, the employee involved should promptly review the situation with the responsible managing director, unit head or other supervisor. When a conflict of interest appears to exist, the managing director, unit head or other supervisor is required to submit the potential conflict, with his or her recommendations, to Harte-Hanks Chief Executive Officer and to Harte-Hanks General Counsel. The Chief Executive Officer will approve or disapprove the recommendations or take other appropriate action. For any conflicts involving a member of Harte-Hanks Board of Directors, the Chief Executive Officer or other executive officers, he or she is required to report those conflicts to the Harte-Hanks, Inc. Board of Directors or the appropriate Board Committee. Assuming no dereliction of responsibility, undue influence or other violation of this Business Conduct Policy has occurred, employees will generally be given a reasonable time to address the conflict. On an annual basis, all corporate officers, managing directors, unit heads and other designated employees are required to complete a conflicts of interest disclaimer and policy confirmation form, which is provided by the General Counsel.
It is not possible to describe all instances where a conflict of interest could occur. However, the following guidelines help define a potential conflict of interest and provide a non-exclusive list of relationships that are considered to be in conflict with Harte-Hanks' interests or a violation of trust and therefore should be avoided by all Harte-Hanks personnel:
A supplemental Conflicts of Interest Policy for Purchasing Activities has been adopted to apply Harte-Hanks general Conflicts of Interest Policy in the context of employees who engage in purchasing activities. Employees of Harte-Hanks engaged in procurement activities are sometimes in a position with greater potential to give rise to a conflict of interest. The Conflicts of Interest Policy for Purchasing Activities is available on the Harte-Hanks Law Department Web site for employees.
In an effort to maintain objective relationships between supervisors and employees and to minimize perceptions of favoritism, Harte-Hanks has adopted a Nepotism Policy. The policy describes certain restrictions in situations involving the employment of relatives and is available on the Harte-Hanks Law Department Web site for employees.
Employees owe a duty to Harte-Hanks to advance the legitimate business interests of Harte-Hanks when the opportunity to do so arises. Accordingly, employees are prohibited from (1) taking for themselves personally opportunities that are discovered through the use of corporate property, information, or position; (2) using corporate property, information, or position for personal gain; and (3) competing with Harte-Hanks.
Harte-Hanks has made significant investments of time and money to acquire, develop, maintain and effectively deploy its assets. Safeguarding and properly using Harte-Hanks assets is the responsibility of all employees. Assets include physical assets, such as supplies, buildings and equipment, and intangible assets, such as confidential business information, trade secrets, trademarks, copyrights, patents and other intellectual property or contract rights.
Harte-Hanks employees are also prohibited from using company time, labor, supplies, equipment, facilities or other assets or resources for purposes not directly related to authorized company business, including any such use for personal purposes. Company property used or developed in the course of work for Harte-Hanks remains Harte-Hanks property and must be returned upon request by Harte-Hanks or upon termination of employment.
Failure to properly protect and use company assets could cause Harte-Hanks significant harm and damage our reputation and brand and our ability to compete effectively. In some cases, our employees are provided limited access to use assets of our clients or other third parties as part of providing our products and services and we may be contractually obligated to protect and maintain those assets or subject to agreements that restrict how we handle those assets. Therefore, employees are also required to protect and respect the terms and conditions pursuant to which we are authorized to handle and use assets of our clients or other third parties, including third party intellectual property.
Confidential or proprietary information about our company can be one of our most valuable competitive assets and may include, for example, information about our business activities and plans, financial results and forecasts, new products and services and trade secrets. Some employees may be entrusted with confidential information about our customers, other employees, public consumers or others that are subject to regulatory or contractual limitations on its use and disclosure and it is Harte-Hanks policy to respect the confidential and proprietary information of others. Unauthorized disclosures of confidential or proprietary information can harm our company and our customers, and, in certain circumstances, may be a violation of law. Accordingly, disclosing information of a confidential or proprietary nature outside of Harte-Hanks, or even within Harte-Hanks other than to individuals who have a need to know such information to discharge their legitimate business responsibilities for Harte-Hanks, is prohibited. Appropriate care must be taken to avoid inadvertent disclosures, including avoiding discussing confidential information in restaurants, elevators, airplanes or other public places, avoiding working with confidential information in public places on laptop computers that can be viewed by third parties and avoiding transmitting confidential information by insecure means. Attempting to take personal advantage of confidential information is also prohibited. Your obligation to protect confidential information continues even after your employment with Harte-Hanks terminates.
As a public company, Harte-Hanks is subject to a variety of restrictions and requirements that govern whether, when and how we make external disclosures of company-related information. These requirements are generally intended to promote a fair and efficient public marketplace for investors in our common stock, which is traded on the New York Stock Exchange. Harte-Hanks is committed to complying with its public disclosure requirements and to providing appropriate and timely information to all of its stockholders and the investment community.
As provided by Harte-Hanks Public Disclosures of Corporate Information Policy, only limited and specifically designated employees are authorized to make public or external disclosures on behalf of Harte-Hanks or to communicate with members of the media or investment community. This policy also addresses related topics, such as speaking engagements and trade publications, and is available on the Harte-Hanks Law Department Web site for employees.
Many of us create or prepare some type of business information during our workday, such as financial reports, accounting records, business plans, injury and accident reports, expense reports, time cards and various other company records. Legal requirements mandate that we must make and keep books, records, and accounts in reasonable detail so as to reflect accurately and fairly Harte-Hanks operations and financial position. Employees, our Board of Directors, government representatives, auditors and others inside and outside Harte-Hanks depend on our records to be accurate, truthful and properly maintained. Accuracy and reliability of Harte-Hanks business records are critical to our company's decision-making process and the proper discharge of Harte-Hanks' financial and legal reporting obligations, and it is Harte-Hanks policy to require accurate and reliable business records and to comply with associated legal requirements.
The intentional falsification of any book, record, or account, including the intentional submission of any false personal expense statement, claim for reimbursement of a non-business expense, or false claim for an employee benefit plan payment, is prohibited. No employee, regardless of position, is authorized to depart from this requirement, to condone a departure by anyone else or to otherwise deviate from our commitment to manage information accurately and truthfully.
Employees are also required to comply with generally accepted accounting principles and our company's internal systems of accounting controls and other accounting policies at all times. Pursuant to Harte-Hanks Internal Accounting Controls and Record-Keeping Policy:
In order to reinforce Harte-Hanks policy that all employees comply with applicable laws and contract requirements governing the retention and disposal of records and to provide a framework for the retention and disposal of physical records and electronically stored records, Harte-Hanks has also implemented a Records Management Policy, which is available on the Harte-Hanks Law Department Web site for employees.
We are committed to a work environment where all employees are treated with dignity and respect. It is Harte-Hanks policy to treat each individual fairly, and recruit, select, train, promote, compensate, terminate, discipline and make other employment decisions regarding employees based on merit, experience, and other work-related criteria, and to comply fully with laws governing fair employment and labor practices. We do not discriminate against any applicant for employment or any employee in any aspect of their employment at Harte-Hanks because of age, race, color, national origin, religion, sex, disability, sexual orientation, military or veteran status, pregnancy, or any other protected classification. Harte-Hanks expects that all relationships among persons in the workplace will be business-like and free of bias, prejudice, and harassment. Harte-Hanks prohibits and will not tolerate any such discrimination or harassment of our employees or other individuals performing services for Harte-Hanks, by anyone, including any supervisor, co-worker, vendor, client, or customer. Harte-Hanks Employee Handbooks contain additional information about our workplace policies and expectations, including equal employment opportunities and fair, non-discriminatory treatment of employees.
Freedom from wrongful discrimination includes freedom from any form of discriminatory harassment. Prohibited harassment includes unwelcome conduct based upon a person's protected status that is intended to interfere or that has the effect of unreasonably interfering with that employee's work performance or creating an environment that is intimidating, hostile or offensive to the individual, or that affects tangible job benefits. Harassment includes (1) verbal harassment, such as derogatory comments, jokes or slurs, (2) physical harassment, such as unnecessary or offensive touching, or impeding or blocking movement, and (3) visual harassment, such as derogatory or offensive posters, cards, calendars, cartoons, graffiti, drawings, e-mails or gestures.
Sexual harassment is also specifically prohibited and includes unwelcome conduct based on sex, whether directed towards a person of the opposite or same sex. Unwelcome sexual advances, requests for sexual favors, or other physical, verbal, or visual conduct based on sex constitute sexual harassment when (1) submission to the conduct is either an explicit or implicit term or condition of employment, (2) submission to or rejection of the conduct is used as a basis for employment decision, or (3) the conduct has the purpose or effect of unreasonably interfering with an individual's work performance or creating an intimidating, hostile or offensive working environment.
Harte-Hanks forbids retaliation against anyone for reporting harassment or other discrimination, assisting in making a harassment or discrimination complaint, or cooperating in a harassment or discrimination investigation. Employees may report harassment, discrimination or other inappropriate conduct to (1) the employee's immediate supervisor, (2) the appropriate Human Resources representative, or (3) Harte-Hanks General Counsel. Harte-Hanks policy is to promptly investigate such complaints and if an investigation confirms that a violation of this Policy has occurred, Harte-Hanks will take corrective action, including discipline up to and including immediate termination of employment. The severity of the disciplinary action will be based upon the circumstances of the infraction. Investigations will be held in as confidential of a manner as is practicable in the circumstance, taking into account the desire to protect the confidentiality of any employee who believes this Policy has been violated, and to protect the reputation of any employee against whom a complaint is wrongfully made.
The health and safety of our people are of utmost importance to Harte-Hanks. We strive to protect our people, customers, and the public from injury and illness through our health and safety programs. Government regulatory standards and employee input are used to develop programs and work processes that are designed to promote safe workplaces and good health. We are all responsible for understanding and complying with Harte-Hanks health and safety processes, procedures, and guidelines, as well as those issued by applicable regulatory authorities.
Employees are required to immediately advise the company of any vehicle accident, workplace injury, instance of non-compliance, or any situation presenting a danger of injury. This information will assist in preventing injuries, and will ensure that appropriate medical attention is provided. Through investigation of such reports, we can identify contributing factors and determine if our policies and processes are effective and adequately communicated. When an unsafe condition, practice, or non-compliant action is identified, prompt and appropriate action must be taken to correct the condition and prevent it from happening again.
Harte-Hanks Employee Handbooks contain additional information about our workplace policies and expectations, including workplace health and safety.
Our commitment to workplace health and safety includes a zero tolerance workplace violence policy. This means we will investigate and take appropriate action against threats to a safe workplace. Harte-Hanks prohibits violent behavior including, but not limited to, physical assaults, fighting, threatening comments, intimidation, and the intentional or reckless destruction of company, employee, or customer property. Any comments or behavior that reasonably could be interpreted as intent to do harm to people or property will be considered a threat. We also prohibit the unauthorized possession and/or use of weapons by any employee while at work, on company property, or while on company business. Any employee who believes that he or she may be the target of violence or threats of violence, or is aware of violent or threatening conduct by, or directed at, a Harte-Hanks employee that could result in injury to a person or the destruction of property, has a responsibility to immediately report the situation to his or her immediate supervisor or manager, the applicable Human Resources representative or the General Counsel. In the event of an imminent threat, employees should immediately contact local police or other appropriate local authorities.
We are committed to conducting our business in a manner that protects the environment and it is Harte-Hanks policy to operate our businesses as a responsible corporate citizen committed to sound environmental management. Our goal is to ensure that all of our facilities are maintained and our operations are conducted in full compliance with applicable federal, state, local and foreign environmental laws and also to seek ways to minimize waste, prevent pollution and otherwise protect the environment. Our environmental responsibilities include:
As part of our commitment to responsible environmental management, our company has designated Environmental Coordinators and has also adopted an Environmental Compliance Policy, whic, which is available on the Harte-Hanks Law Department Web site for employees. If you have any questions about our environmental policies or environmental laws, please contact the General Counsel or the applicable Environmental Coordinator.
As a U.S.-based corporation, Harte-Hanks is subject to the U.S. anti-bribery laws that are enforceable worldwide and generally cover all Harte-Hanks operations, including all businesses, agents, and joint ventures. Anti-bribery laws include the Foreign Corrupt Practices Act (FCPA) and similar laws of the countries in which we operate and various international anti-bribery conventions. Broadly speaking, the FCPA prohibits a U.S.-based company or any of its worldwide businesses or affiliates from bribing — or offering, promising, or authorizing anything of value to — a foreign government official in order to obtain or retain business. We conduct our business in accordance with the FCPA, and every one of us, regardless of the country in which we work, must adhere to its requirements.
Under the FCPA as well as other anti-bribery laws, Harte-Hanks, its employees, and its agents also are prohibited from doing indirectly what we are prohibited from doing directly — we cannot make any payment to a third party if all or any part of the payment will be given to a prohibited person. Harte-Hanks could be held liable for such payments even if the company did not know, but should have known, that the payment was going to a prohibited person.
Employees are prohibited from paying any bribe, kick-back or other similar unlawful payment to any public official, government or other individual, regardless of nationality, to secure any contract or improper advantage for Harte-Hanks or the employee or a family member. All employees are also expected to comply with the Harte-Hanks Foreign Corrupt Practices Act / Anti-Bribery Policy, whic, which is available on the Harte-Hanks Law Department Web site for employees.
Buying or selling securities while aware of material, non-public information may violate U.S. and other securities laws. Insider trading is unethical, illegal and a violation of company policies. Harte-Hanks, its directors and all employees, regardless of their positions, and others who may gain access to Harte-Hanks inside information are subject to these restrictions. A determination as to whether information is "material" or "inside" depends on all of the relevant facts and circumstances. In general, information is considered material if there is a substantial likelihood that a reasonable investor would consider it important in making an investment decision. Both positive and negative information may be material. Inside information means the information is non-public or, in some cases, has been public only for a very short time. Examples of potentially material, inside information may include:
Insider trading restrictions also prohibit communicating material nonpublic information to family members, friends, business associates or others who then trade based on the information — commonly referred to as "tipping" — and they also apply to securities of other companies — such as suppliers, customers, or competitors — and limit any trading in those securities if a Harte-Hanks employee learns in the course of his or her employment material confidential information about the other company.
Harte-Hanks, like many public companies, has adopted specific trading restrictions to guard against insider trading. These restrictions are designed to protect employees and Harte-Hanks from liability associated with inappropriate use of inside information and these restrictions apply to specified employees and those living in their household. Do not confuse the applicability of these trading restrictions with the broader prohibition on trading when aware of material inside information. Harte-Hanks directors and employees are required to adhere to the following guidelines and procedures in order to help ensure compliance with applicable insider trading requirements:
As a leading direct marketing and targeted advertising company, we are subject to, or affected by, numerous laws, regulations and industry standards that address, among other things, privacy, data security and marketing preference management. Harte-Hanks is committed to ensuring that all of our business dealings are conducted in compliance with applicable laws, regulations and contractual agreements addressing privacy, data security and marketing practices. These requirements impact the manner in which we, or our clients, capture, handle, analyze, disseminate and dispose of customer and prospect data as part of our client engagements and other business activities. In many instances, client contracts mandate that we adhere to our clients' privacy policies or other privacy and data security practices. If we (or our vendors, such as credit card processing companies, independent contractors, temporary employee agencies and data brokers) fail to effectively protect and control sensitive personal information and personally identifiable information in accordance with these requirements, we may suffer reputational harm and loss of business, and, in certain cases, be subject to regulatory or governmental sanctions or litigation. All of us play a key role in successfully protecting and appropriately using the information we handle.
Harte-Hanks' commitment is evidenced by a proactive and systematic approach to privacy and data security. Additional information about our policies, internal resources, employee training and education, reporting a data security incident and other reference materials are available on the Harte-Hanks Law Department Web site for employees.
Harte-Hanks policy is to compete vigorously and ethically and to do so at all times in compliance with applicable antitrust and competition laws. We make our own decisions on the basis of the best interests of our company, completely independent and free from any understanding or agreements (including tipping or signaling) with any competitor. The antitrust laws of countries around the globe are designed to preserve a competitive economy and to promote vigorous and fair competition by restricting certain business activities between competitors, agreements that restrain trade or reduce competition or consumer choice and other anti-competitive practices. Common areas of anticompetitive practices may include, for example:
Antitrust laws impact our relationships with our customers, suppliers and competitors. We are all required to comply with these laws and regulations. Those Harte-Hanks employees who are involved in marketing, sales, purchasing or contracts, or in discussions with competitors, have a particular responsibility to ensure that they understand our standards and the applicable competition laws. Violation of the antitrust laws can have severe consequences for both the individual involved and Harte-Hanks.
Antitrust requirements and restrictions can be complex and there is no "check-list" that can ensure compliance at all times in all situations. The following guidelines are intended to provide a general reference for employees to highlight certain best practices and common potential problem areas which warrant seeking legal advice before proceeding. If you have any doubt as to the propriety of a practice or decision under the antitrust laws, consult with Harte-Hanks General Counsel in advance.
We encourage all Harte-Hanks employees, as private citizens, to exercise their individual rights of citizenship, to be informed voters, to make personal political contributions if you wish to do so with your own funds and to otherwise be politically involved, in support of candidates or parties of your own personal selection. However, this is a personal voluntary choice to be made by you and must be performed strictly in your individual and private capacity and on your own time, with your own resources.
Election laws in some countries prohibit campaign contributions by corporations, whether by direct or indirect use of company funds or resources. In addition, there are legal restrictions pertaining to contact with government officials in the United States and certain other countries, including lobbying and issue registration. Although Harte-Hanks may make appropriate contact through lawful governmental channels when warranted to address business issues, this will be done only by designated personnel and with executive management approval.
Harte-Hanks prohibits any expression of company support for any particular candidate, political party or governmental entity, and prohibits use of company funds, personnel, material or services for political contributions. Your personal political activities and contributions must not involve or even appear to involve use of Harte-Hanks funds or resources or to be on behalf of Harte-Hanks. Harte-Hanks funds and resources include, for example, company time, facilities, personnel, services, office supplies, letterhead, phones, computer systems, communication systems and equipment. Employee work time also is considered a company resource and may be considered a contribution by Harte-Hanks. Therefore, Harte-Hanks policy precludes any payment by Harte-Hanks to you with respect to any time spent by you as a private citizen campaigning for a political party, and you may not receive any direct or indirect reimbursement or offsetting refund of any nature with respect to personal political contributions made by you.
Harte-Hanks employees who hold or seek political office must do so on their own time, whether on vacation, unpaid leave, after hours, or on weekends. Any Harte-Hanks employee who intends to runs for political office or hold a political office should alert Harte-Hanks General Counsel and, where permitted by law, Harte-Hanks requests that employees obtain advance permission from Harte-Hanks prior to running for political office, in order to avoid a potential conflict of interest.
Doing business with the government is not always the same as doing business with private parties. Contracts with government customers are often subject to heavily structured and restrictive laws, regulations and processes during the contract negotiation and contract award process, contract performance and post-performance periods. Activities that might be appropriate when working with private sector customers may be improper - or even illegal - when a national or local government is our customer. For example, business courtesies or entertainment that might be acceptable when dealing with private parties - like paying for meals or drinks - may not be appropriate when working with government officials. In addition, due to complex legal requirements, some types of bid-related information, which might be proper in a transaction with a private party, may not be requested or received when dealing with governments or their officials. These restrictions are generally designed to ensure the integrity of the contracts process when dealing with government entities and to promote government policies across a wide spectrum of areas, such as labor and employment protections and opportunities for small and disadvantaged businesses.
Harte-Hanks has a government contracts compliance program designed to educate and ensure compliance by our employees regarding the requirements and restrictions imposed by these laws. Our compliance program includes written policies, training for applicable employees and other components. All applicable employees are expected to comply with the Harte-Hanks Government Contracting Ethics Policy, which is available on the Harte-Hanks Law Department Web site for employees.
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