Supplier Code of Conduct

Introduction

Corporate integrity, responsible sourcing, and the safety and wellbeing of workers across the global supply chain are of paramount importance to Anderson Trucking Services, Inc., and its affiliates, subsidiaries, and other related entities under common beneficial ownership with it (collectively, “ATS”). These principles apply to all aspects of ATS’s business, and encompass all manufacturers, distributors, vendors, contractors, and other suppliers (each a “Supplier” and collectively “Suppliers”) that provide products or services to ATS.

These principles are reflected in this Supplier Code of Conduct (“Code of Conduct”), which establishes the minimum standards that ATS expects of any Supplier that sells goods to or does business with ATS, regarding:

• Supplier’s treatment of workers;
• workplace safety;
• the impact of Supplier’s activities on the environment; and
• Supplier’s ethical business practices.

Applicability

This Code of Conduct applies to all Suppliers that provide goods or services to ATS. Each Supplier is responsible for compliance with the standards set out in this Code of Conduct (“Standards”) throughout its operations as well as its entire supply chain for all goods and services provided to ATS, including Supplier’s own suppliers, vendors, agents, and subcontractors and their respective facilities (“Sub-supplier(s)”). Each Supplier that provides goods or services to ATS is agreeing by such conduct that it will comply with this Code of Conduct.

Slavery and Human Trafficking

All labor is to be voluntary. Supplier is expected to ensure that neither it nor its Sub-suppliers support, engage in, or allow for slavery or human trafficking in any part of its supply chain.

Supplier is expected to ensure that neither it nor its Sub-suppliers support, engage in, or allow for any:

• compelled, involuntary, or forced labor;
• child labor;
• bonded labor; or
• indentured labor.

Each Supplier is expected to conduct a risk-based analysis of its supply chain and Sub-Suppliers that outlines their supply chains, to include regions, vendors, and other factors that Supplier feels pose the most risk for forced labor.

Compliance and Documentation

Supplier is expected to implement and maintain a reliable system to verify the eligibility of all its employees, including age eligibility and legal status, and to implement and maintain a reliable recordkeeping system regarding the eligibility of all its employees.

Identification Papers

Supplier is expected to never require any worker to surrender control over original:

• identification papers or documents giving a foreign worker the right to work in the country;
• identification papers or documents, such as a passport, giving a foreign worker the right to enter or leave the country; or
• other core identification documents, such as a birth certificate.

Financial Obligations

Supplier is expected to never, whether or not as a condition to the right to work, require any employee (or employee’s spouse or family member) to, directly or indirectly:

• pay recruitment or other fees or other amounts in exchange for employment opportunities;
• make financial guarantees; or
• incur any material financial obligations as a condition of employment.

Freedom of Movement

Supplier is expected to ensure that all workers have the right to freedom of movement, including each worker’s right to leave any facilities without retaliation:

• at the end of each workday;
• based on reasonable health and safety-related justifications; and
• based on other reasonable circumstances, such as personal or family emergencies.

Freedom to Terminate Employment

Supplier is expected to ensure that employees may terminate their employment arrangements without the threat or imposition of any discipline, penalty, retaliation, fine, or other monetary obligation.

Compensation and Benefits

Supplier is expected to compensate all employees with wages, including overtime premiums, and benefits that at a minimum meet the minimum wage and benefits established by applicable law. Supplier is expected to make wage payments and provide benefits on a timely basis. Supplier is expected to compensate employees at all times of employment, including during periods of training or apprenticeship.

Supplier is expected to never make any deductions from employee wages (except income tax withholding and those that are legally allowed) and never allow or require workers to work more than the maximum legally permitted number of hours worked per week.

Supplier is expected to always permit workers to take reasonable rest breaks, including bathroom breaks, and reasonable lunch breaks and permit workers to take at least one regularly scheduled day off per seven-day schedule.

Documentation

Supplier is expected to:

• maintain a reliable system for registering working hours, including overtime, for all employees;
• maintain proof of payment to employees in the employees’ native language showing hours worked, wage amounts, and rates (regular, overtime, and bonus), and deductions, all as may be applicable;
• ensure that proof of payment is accurate, is clearly calculated, and enables employees to quickly verify the amount of payment and method of calculation;
• maintain proper documentation of wage payments for their internal records; and
• develop work-hour policies to ensure compliance with this Code of Conduct and applicable law.

No Discrimination, Abuse, or Harassment

Supplier is expected to never discriminate in hiring, compensation, training, advancement, promotion, termination, retirement, or any other employment practice based on race, color, national origin, gender, gender identity, sexual orientation, military status, religion, age, marital or pregnancy status, disability, or any other characteristic other than the worker’s ability to perform the job.

Supplier is expected to treat workers with respect and dignity.

Supplier is expected to never subject workers to corporal punishment, or physical, verbal, sexual, or psychological abuse or harassment. Supplier should never condone or tolerate such behavior by its Sub-suppliers.

Health and Safety

Supplier is expected to always provide a safe, healthy, and sanitary working environment. Supplier is expected to implement procedures and safeguards to prevent workplace hazards, and work-related accidents and injuries, including procedures and safeguards to prevent industry-specific workplace hazards, and work-related accidents and injuries, that are not specifically addressed in these Standards. Supplier is expected to never permit workers to be exposed to severe occupational health or safety hazards. Supplier is expected to provide accident insurance to all workers covering medical treatment for work-related injuries and illnesses and provides compensation for work-related injurises and illnesses resulting in permanent disability or death.

General and industry-specific procedures and safeguards include those relating to:

• health and safety inspections;
• equipment maintenance;
• maintenance of facilities;
• worker training covering the hazards typically encountered in their scope of work;
• fire prevention; and
• documentation and recordkeeping.

Supplier is expected to always provide workers adequate and appropriate personal protective equipment to protect workers against hazards typically encountered in the scope of work.

Facilities

Supplier is expected to:

• ensure that all facilities meet all applicable building codes and industry design and construction standards;
• obtain and maintain all construction approvals required by law;
• obtain and maintain all zoning and use permits required by law;
• ensure that all its facilities have:
  • an adequate evacuation plan;
  • adequate, well-lit (including emergency lighting), clearly marked, and unobstructed emergency exit routes, including exits doors, aisles, and stairwells;
  • a sufficient number of emergency exit doors, which are located on all sides of each building, are unlocked (from the inside), and are readily opened from the occupied side and swing in the direction of emergency travel;
  • visible and accurate evacuation maps posted in the local language, and including a “you are here” mark;
  • adequate ventilation and air circulation;
  • adequate lighting;
  • adequate first aid kits and stations;
  • adequate fire safety, prevention, alarm, and suppression systems;
  • adequate access to potable water; and
  • adequate access to private toilet facilities.
• post safety rules, inspection results, incident reports, and permits, in each case, as required by law.

If Supplier provides dining facilities for its workers, it is expected to always provide safe, healthy, and sanitary facilities (including food preparation and storage areas) that comply with all the Standards set out in the Health and Safety section of this Code of Conduct. Supplier is expected to obtain and maintain all food preparation permits and health certificates required by law.

Freedom of Association and Collective Bargaining

Supplier is expected to always respect, and not interfere with, the right of workers to decide whether to lawfully associate with groups of their choice, including the right to form or join trade unions and to engage in collective bargaining. All workers should be free to exercise these rights without fear of discrimination, violence, or harassment, whether physical or psychological, and a grievance mechanism should be in place and known to all workers that allows them to raise complaints or concerns without retaliation.

Supplier is expected to never:

• take any action to prevent or suppress the workers’ exercise of freedom of association or collective bargaining rights;
• discriminate or retaliate against, or discipline or punish, any worker who supports or exercises freedom of association or collective bargaining rights;
• discriminate or retaliate against, or discipline or punish, any worker who raises collective bargaining compliance issues; or
• discriminate or retaliate against, or discipline or punish, any worker based on union membership or the worker’s decision to join or not join a union.

Sustainable Operation of Supplier’s Facilities

Supplier is expected to always operate its facilities in compliance with all environmental laws, including laws and international treaties relating to waste disposal, emissions, discharges, and hazardous and toxic material handling.

Supplier is expected to ensure that any goods that it manufactures (including the inputs and components that it incorporates into its goods) and any goods that it uses comply with all environmental laws. Supplier is expected to ensure that it will only use packaging materials that comply with all environmental laws. Supplier should never permit severe environmental pollution to occur.

Gifts and Entertainment / Bribery and Corruption

Supplier is expected to maintain high ethical standards. Supplier should never offer cash, favors, gifts, or entertainment to ATS’s team members. Bribery, extortion, kickbacks, “facilitating” payments, and similar conduct is strictly prohibited by ATS. Supplier is expected to adhere to all applicable laws, regulations, and ordinances regarding national and international anti-bribery and anti-corruption laws, including without limitation the Foreign Corrupt Practices Act of the United States. Supplier is expected to ensure that ATS is never exposed to breaches of applicable anti-bribery or anti-corruption laws as a result of the conduct of Supplier or its Sub-suppliers.

Report Violations

Supplier is expected to promptly self-report any violations of this Code of Conduct and to report any violations of this Code of Conduct that it becomes aware of to ATS. Supplier can also submit questions and comments regarding this Code of Conduct to the ATS’s liaison set out below:

ATS Compliance Coordinator

725 Opportunity Drive

St. Cloud, MN 56301

 

Supplier should never retaliate or take disciplinary action against any worker who has, in good faith, reported violations or questionable behavior, or who has sought advice regarding this Code of Conduct.

Compliance with Laws

Supplier is expected to comply with all applicable national and local laws and regulations, including laws and regulations relating to all the Standards. ATS does not tolerate any attempts to break the law, falsify documents, deceive, or commit corruption. Supplier acknowledges that these Standards set out audit standards that ATS may use to determine whether Supplier is meeting the requirements set out in this Code of Conduct.

Supplier is expected to cooperate with ATS and answer questionnaires that may be provided to it concerning compliance with this Code of Conduct and other supply chain matters. Supplier acknowledges that while ATS has no obligation to conduct inspections, ATS may, in its discretion and upon its assumption of customary confidentiality obligations respecting Supplier, conduct inspections of any of Supplier’s facilities or operations to confirm Supplier’s compliance with this Code of Conduct.

Updates

ATS may update this Code of Conduct from time to time. Suppliers are expected to check this Code of Conduct periodically. A Supplier’s provision of goods or services to ATS constitutes that Supplier’s acceptance of the Code of Conduct in effect at the time the provision of such goods or services are initiated.

Termination

ATS may immediately terminate its business relationship (including any purchase order(s) and purchase contracts) with Supplier if Supplier or its Sub-suppliers fail to meet the Standards.