KINEPOLIS US - Code of Conduct for Commercial Partners

For Kinepolis US Inc. and its parent and subsidiary entities, including, but not limited to MJR Group LLC (collectively “Kinepolis”), social, ethical and environmental aspects are important elements it considers in its daily business activities. Kinepolis wishes to see these values and business principles embraced and applied by its commercial partners as well. Commercial Partners (defined below) are integral to Kinepolis’ activities and contribute to its long-term success. Kinepolis therefore seeks to work with partners that share its commitment to integrity, respect for human rights, fair labor practices, health and safety, environmental responsibility, and sustainable development. 

For the purposes of this Code of Conduct (the “Code”), a “Commercial Partner” means any direct or indirect supplier, vendor, broker, tenant, distributor or other service provider that supplies goods or services to or otherwise maintains a commercial relationship with Kinepolis. This Code sets out the minimum standards that each Commercial Partner must respect and maintain throughout the business relationship. Where applicable law, a contract or another binding standard imposes stricter requirements, the stricter requirements shall apply.

 

Labor practices

·         Commercial Partners shall respect and act in accordance with internationally recognized human rights and all applicable laws and regulations, including the Universal Declaration of Human Rights and the International Labor Organization Declaration on Fundamental Principles and Rights at Work;

·         Commercial Partners must treat its employees fairly, with respect and dignity; 

·         Commercial Partners shall refrain from human trafficking, slavery, servitude or any form of forced labor practices, including child labor;

·         Commercial Partners shall not employ any persons below the minimum age for employment under applicable law, and shall comply with all applicable laws governing wages, benefits,  working hours and other conditions of employment;

·         As far as the applicable law allows, Commercial Partners must respect freedom of association and the right to collective bargaining;

·         Commercial Partners may not discriminate on any ground protected by applicable law, including  gender, race, religion, disability, sexual orientation, union membership, political opinion or age.

 

Environment

·         Commercial Partners shall comply with applicable environmental laws and permits;

·         Commercial Partners shall conduct its activities with due respect for the environment. This includes using its best efforts to put measures in place to reduce greenhouse gas emissions, diminish energy and water consumption and reduce the overall environmental impact; 

·         Commercial Partners shall manage, store, transport and dispose of waste and hazardous materials in accordance with applicable law and will use its best efforts to prevent pollution, reduce waste and dispose of waste properly and in an environmentally responsible manner;

·         Commercial Partners shall provide relevant environmental and sustainability information, as reasonably requested by Kinepolis, and shall cooperate with Kinepolis’ efforts to reduce its environmental footprint;

·         Where relevant to the goods supplied, Commercial Partners shall use commercially reasonable due diligence to address material risks or take steps to prevent deforestation, illegal land and conversion and unlawful sourcing of natural ecosystems in their own operations and supply chains.

 

Health and safety

·         Commercial Partners must provide a safe and healthy working environment and comply with all applicable occupational health and safety laws, regulations and standards;

·         Commercial Partners shall take measures to protect the health and safety of its consumers, which includes providing reliable, environmentally friendly and safe products;

·         Commercial Partners shall identify and rectify workplace hazards and take appropriate measures, including providing suitable training, protective equipment and emergency procedures, to prevent against accidents, occupational illness and injuries.

·         Commercial Partners must promptly and without delay advise Kinepolis of any serious accidents, unsafe conditions, product-safety issues or regulatory investigations that may affect Kinepolis in any way.

 

Law and ethics

·         Commercial Partners must comply with all applicable laws and regulations in the country, state, and localities in which they operate.

·         Commercial Partners shall ensure that they have all the necessary permits to conduct their business;

·         Commercial Partners must conduct its business with courtesy, professionalism, honesty and integrity;

·         Commercial Partners shall not engage in any form of fraud, money laundering, kickback scheme, corruption, extortion or bribery or any other improper business practice;

·         Commercial Partners shall avoid conflicts of interest and appearances of impropriety with Kinepolis employees and shall promptly disclose any such conflict to Kinepolis;

·         Commercial Partners will safeguard Kinepolis’ confidential information with at least with the same degree of care as it would treat its own confidential information and, in all cases, with no less than reasonable care;

·         Commercial Partners shall comply with applicable U.S. and other trade-control laws, including economic sanctions, export controls, anti-boycott requirements, customs laws and import restrictions. They shall not transact, directly or indirectly, with a sanctioned or prohibited person, entity, territory or end user in connection with Kinepolis business.

 

Gifts and entertainment

·        Commercial Partners shall not promise, offer, authorize, give, request or accept any payment, gift, hospitality, entertainment or other advantage that is intended, or could reasonably be perceived, to improperly influence a decision, secure preferential treatment or create a sense of obligation. The nature, value, frequency and timing of any legitimate gift or entertainment must be reasonable, proportionate, transparent and permitted by applicable law and Kinepolis policies. Cash and cash equivalents, including gift cards, are prohibited. 

 

Privacy

·         Commercial Partners shall comply with all applicable privacy, data protection and cybersecurity laws and regulations, in addition to any related contractual obligations;

·         Commercial Partners shall process personal data entrusted to them by Kinepolis only for authorized purposes;

·         Commercial Partners shall implement appropriate technical and organizational security measures and be able to demonstrate accountability and proper safeguards for the processing of such data;

·         Commercial Partners shall promptly notify Kinepolis of any actual or suspected personal data breach, security incident, unauthorized disclosure or loss affecting Kinepolis’ information and shall cooperate fully in the investigation and remediation of any of the aforementioned occurrences.

 

Responsible sourcing, outsourcing and subcontracting

·        Commercial Partners shall use risk-based due diligence to reasonably evaluate the origin and source of goods, materials, products and services throughout their supply chains and take appropriate measures to ensure that they have not been obtained, produced or supplied illegally, unethically or through violations of human rights or environmental laws.

A Commercial Partner shall ensure that any subcontractor or other third party involved in supplying goods or services to Kinepolis reads, understands and complies with standards equivalent to this Code. The Commercial Partner remains fully responsible for the acts and omissions of its subcontractors and through its supply chain. The Commercial Partner agrees to defend, indemnify, and hold Kinepolis, its agents, employees, and all of its parent and subsidiary entities from any claim, loss, action, suit, or proceeding arising out of a violation of this Code.

 

This Code of Conduct applies to all Kinepolis activities. It forms an integral part of all contracts Kinepolis signs with its commercial partners and allows Kinepolis to conduct interim screenings to evaluate whether commercial partners are complying with these agreed principles. The Commercial Partner shall ensure appropriate documentation is in place in order for Kinepolis to be able to verify adherence to these requirements. Kinepolis expects Commercial Partners to take any requisite mitigation actions as a consequence of any gaps in this Code as identified by Kinepolis and/or the Commercial Partner. If any violations come to light that are not resolved within an appropriate period of time, Kinepolis has the right to freely terminate for cause all contracts with the concerned Commercial Partner without any payment or compensation of any kind being due. Any violation of this Code of Conduct, in accordance with the preceding sentence, may be considered a material breach of any contract between Kinepolis and the Commercial Partner. If Kinepolis terminates any such contract with a Commercial Partner for any of the reasons identified herein, the agreement will immediate terminate and the parties shall have no further obligations to one another.