Common use of Principles of Conduct Clause in Contracts

Principles of Conduct. As a condition to doing business, Purchaser requires its manufacturers and suppliers of goods and its service providers, and subcontractors engaged in support of WestRock, to comply with its Principles of Conduct, (“Principles of Conduct”) annexed as Annexure -1. Seller shall conduct its business in compliance with the Principles of Conduct, as they may be amended from time to time by Purchaser. In addition, Purchaser may present to Seller for review the codes of conduct or other compliance policies and procedures of one or more of its customers and licensors. Seller shall then determine whether or not it can comply with such Purchaser requirements, and shall promptly advise Purchaser accordingly in writing. If Seller agrees to comply with the codes of conduct, such codes, policies and procedures shall become obligations of Seller under these Terms and Conditions and shall be incorporated herein by reference. Purchaser’s representatives and agents may inspect Seller’s facilities and interview their employees from time to time to audit compliance with the Principles of Conduct. The representatives and agents of Purchaser’s may inspect Seller’s, and interview their employees from time to time to audit compliance with those additional codes of conduct and compliance policies and procedures to which Seller has agreed to comply. Seller shall grant all such representatives and agents access to their facilities, records and employees to conduct the audits, and Seller shall cooperate with all reasonable requests of the representatives and agents in the performance of the audits. The foregoing rights and obligations apply to all facilities that manufacture products or components or provide services for Purchaser. Seller acknowledges that its failure to comply with the Principles of Conduct, as well as any additional codes of conduct or other compliance policies and procedures of Purchaser's to which Seller has agreed to comply, will constitute a material breach of these Terms and Conditions.

Principles of Conduct. As a condition to doing business, Purchaser Buyer requires its manufacturers and suppliers of goods and its service providers, and subcontractors engaged in support of WestRock, providers to comply with its Principles, which can be found at ▇▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇/en/supplier-resources (the "Principles of Conduct, (“Principles of Conduct”) annexed as Annexure -1"). Seller shall conduct its business in compliance with the Principles of Conduct, as they may be amended from time to time by PurchaserBuyer. In addition, Purchaser Buyer may present to Seller for review the codes of conduct or other compliance policies and procedures of one or more of its customers and licensors. Seller shall then determine whether or not it can comply with such Purchaser customer or licensor requirements, and shall promptly advise Purchaser Buyer accordingly in writing. If Seller agrees to comply with the codes of conductconduct or other compliance policies and procedures of any of Buyer’s customers or licensors, such codes, policies and procedures shall become obligations of Seller under these Procurement Terms and Conditions and shall be incorporated herein by reference. PurchaserSeller also agrees to require its subcontractors and suppliers who manufacture products or components of the Items or provide services for Buyer to abide by the Principles of Conduct and any additional customer and licensor codes, policies and procedures to which Seller has agreed to comply. Buyer’s representatives and agents may inspect Seller’s and its subcontractors' and suppliers’ facilities and interview their employees from time to time to audit compliance with the Principles of Conduct. The representatives and agents of PurchaserBuyer’s customers and licensors may inspect Seller’s, ’s and its subcontractors' and suppliers’ facilities and interview their employees from time to time to audit compliance with those additional codes of conduct and compliance policies and procedures to which Seller has agreed to comply. Seller and its subcontractors and suppliers shall grant all such representatives and agents access to their facilities, records and employees to conduct the audits, and Seller and its subcontractors and suppliers shall cooperate with all reasonable requests of the representatives and agents in the performance of the audits. The foregoing rights and obligations apply to all facilities factories that manufacture products or components or provide services for PurchaserBuyer. Seller acknowledges that its failure or the failure of its subcontractors or supplier to comply with the Principles of Conduct, as well as any additional codes of conduct or other compliance policies and procedures of PurchaserBuyer's customers and licensors to which Seller has agreed to comply, will constitute a material breach of these Procurement Terms and ConditionsConditions entitling Buyer to terminate in whole or part at Buyer’s discretion any or all Contracts.