Don't Offer or Accept a Bribe or Kickback. Do not accept favors from potential business
partners in exchange for your business decisions, and do not offer favors to potential
customers in return for business.
Company employees are strictly prohibited from offering, giving, soliciting and/or
accepting gratuities, bribes and kickbacks. Offering or accepting a gift or gratuity
in exchange for favorable treatment or to secure business is illegal and can subject
you as an individual and the company as an organization to criminal prosecution.
You must never offer, give, solicit or accept items such as cash, loans, gift certificates,
travel, invitations to attend or participate in activities such as sporting events
or hunting trips, or other things of value in order to secure business or in return
for giving business. This prohibition applies across the board to all of our business
relationships, whether those relationships are with the government or with private
You must be especially vigilant in your business dealings with actual or potential
business partners to ensure that what you may construe as a routine business courtesy
is not in fact a bribe or a kickback. A routine business courtesy will generally
be of fairly low value and will be reasonably related to a legitimate business objective,
such as food served at a breakfast meeting to non-government customers or a coffee
mug with the company logo given to a non-government customer. A routine business
courtesy does not include a lavish dinner for a large group of people, a weekend
trip, travel expenses for business meetings, and other expenditures designed to
induce a customer to enter a contractual relationship with the company. To the extent
that you feel that social activities are helpful in maintaining good customer relations,
you must coordinate closely with your management and with the company's legal department
to ensure that such activities do not run afoul of this standard or federal, state
and local law.
Because employees of the government are subject to strict rules concerning gifts,
meals and other business courtesies, we must all take special precautions to ensure
that no company employee offers or provides any gifts, entertainment, meals (aside
from minor refreshments), or anything else of value to a government employee without
prior approval of the company legal department.
We must also ensure that the business relationships we as a company enter into do
not run afoul of this standard or the laws against kickbacks and bribes. For example,
if we as a company enter into an agreement with a vendor to take stock in the vendor
in exchange for awarding that vendor a subcontract on a government contract, the
stock agreement would likely be construed to be an illegal kickback.
Likewise, we must be especially vigilant in the area of consulting agreements. In
the provider context, consulting agreements between entities such as hospitals,
medical supply companies and laboratories on the one hand, and physicians on the
other hand, have been found to have been entered for the purpose of inducing referrals
and to therefore violate the Medicare and Medicaid Anti-Kickback Act. Thus, any
proposed arrangement or agreement tying compensation to the anticipated volume of
business must be referred to the company's legal department for their review.
Violation of this standard will subject the company employee to the full range of
disciplinary sanctions, up to and including termination for cause where appropriate.
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