Vendor Code of Conduct

This Vendor Code of Conduct (“Code of Conduct”) sets out key values and principles that (“Cooley,” “firm,” “we,” “us” or “our”) expect from our vendors, suppliers, their subcontractors, partners and agents (collectively “Vendors”).  This Code of Conduct applies to all of our Vendors.

Ethics and Compliance

Our Vendors should be committed to the highest standards of ethical conduct when dealing with employees, suppliers, customers and other third parties.  We expect you to have policies and procedures in place to ensure the prevention of unethical business practices.  Vendors shall comply with all applicable laws, rules, regulations, sanctions and trade control laws. 

Financial Responsibility

Vendors are required to accurately record and disclose business and financial information in accordance with applicable laws and regulations and standard industry practices. Vendors should use sound financial practices and implement and maintain adequate internal controls.

Where applicable, Vendors will have adequate and relevant insurance, including, but not limited to, commercial general liability, product liability, workers’ compensation, cyber, and professional liability/indemnity insurance, which will remain current for the duration of their engagement with us and for a reasonable period afterward.  Vendors must comply with any request to provide proof of insurance or other related information.

Anti-Money Laundering and Ethical Business Practices

We expect our Vendors to comply with applicable anti-money laundering, counter-terrorism financing, anti-bribery, corruption, embargo, trade sanctions, and similar laws, rules, regulations, or policies and not to engage in corruption, extortion, embezzlement or bribery to obtain an unfair or improper advantage in the course of doing business.  Vendors will take appropriate steps to ensure that the activities of their employees, partners, subcontractors or agents comply with these principles and applicable law.

Gift Policy

Vendors should refrain from giving or providing personal gifts, fees, favors, or other individual compensation to our employees and business partners. 

Privacy and Information Security  

In the course of providing services to Cooley, Vendors may access, acquire or process personal information or obtain access to the proprietary, privileged and/or confidential information.  Vendors shall comply with all applicable privacy/data security laws, rules and regulations, and shall implement and maintain a comprehensive and effective data security program to protect all data shared by the firm, which at a minimum will include compliance with Cooley’s Vendor Security Requirements. Where appropriate, and when requested, Vendors will cooperate with Cooley’s security assessment of its data security program.

Subcontractors

Subcontractors may only be engaged as set out in the agreement(s) entered into between Cooley and the Vendor.  Vendors shall ensure that subcontractors comply with this Code of Conduct and notify Cooley in writing of any changes to subcontractors, as applicable.

Inclusive Supply Chain

Consistent with applicable law, we expect that our Vendors embrace diversity and support a workplace that values and celebrates difference, and where employees feel respected, are valued and are offered the tools, training and mentoring they need to succeed.  We encourage our Vendors to apply inclusive procurement practices and support a range of Vendors in their own supply chains.

Environment

In order to promote sustainability, and consistent with applicable law, Vendors should:

  • Comply with all applicable laws and regulations regarding environmental protection and reporting, report and disclose environmental risks that may affect Cooley, our customers or the public;
  • Adopt environmental standards, policies, and practices where local laws and regulations are absent;
  • Implement measures to prevent, reduce, and mitigate negative environmental effects of their activities, such as pollution, waste, emissions, and resource consumption;
  • Use energy and water efficiently, and seek to use renewable or low-carbon sources whenever possible;
  • Reduce, reuse, and recycle materials and packaging, and dispose of waste in a safe and responsible manner;
  • Understand and reduce waste issues in their supply chain and work with suppliers to minimize impacts;
  • Adopt best practices and innovations to measure greenhouse gas emissions and set targets to improve environmental performance and reduce their carbon footprint;
  • Integrate sustainability into business strategies, operating models, and critical processes.

Human Rights and Employment Practices

We expect our Vendors to support the dignity and rights of all people consistent with the spirit of the United Nations (UN) Universal Declaration of Human Rights (UDHR), and to have in place appropriate policies and practices that apply to their employees and supply chain.  Consistent with applicable law, vendors will, at a minimum, ensure that they:

  • Comply with all applicable laws and regulations regarding human rights and labor standards;
  • Are not complicit in or tolerate human rights abuses, including, but not limited to, any form of forced labor, slavery, human trafficking, or child labor;
  • If applicable, comply with requirements of the UK Modern Slavery Act, 2015;
  • Not discriminate or harass any worker on the basis of any protected characteristic, including but not limited to, race, color, religion, creed, gender and gender identity, age, disability, sexual orientation, ancestry national origin or any other basis prohibited by law;
  • Provide a safe, healthy, and respectful work environment for all workers, with adequate facilities, equipment, training, and protection;
  • Respect the freedom of association and collective bargaining of workers, and not interfere with or retaliate against any worker who exercises these rights;
  • Pay workers fairly and timely, in accordance with the applicable laws and regulations, and provide them with clear and accurate information about their wages and benefits.

Audits and Compliance

We recognize that there are different legal and cultural environments in which Vendors operate and this Code of Conduct outlines basic standards that we expect our Vendors to adhere to while doing business with us.  We anticipate that our Vendors will be able to demonstrate adherence to this Code, including through policies, procedures, and management practices.