International Supplier Code of Conduct
Purpose of this Code
Adexa Direct Limited (“Adexa Direct”, “we”, “us” or “our”) is committed to conducting business responsibly, ethically and in accordance with applicable laws and internationally recognised standards. This Supplier Code of Conduct (“Code”) sets out the minimum standards and principles that Adexa Direct expects all suppliers, manufacturers, contractors, agents and other business partners (“Supplier”, “you” or “your”) to follow when supplying products or services to Adexa Direct.
The Supplier is responsible for ensuring that the requirements of this Code are communicated to and followed by its employees, workers, agents, subcontractors and relevant members of its supply chain. Compliance with this Code is an important part of Adexa Direct’s supplier selection and ongoing supplier relationship management.
1. COMPLIANCE WITH LAWS AND REGULATIONS
The Supplier must comply with all applicable laws, regulations and mandatory standards in:
• the country where the Supplier operates;
• the country where products are manufactured;
• the country where products are supplied or placed on the market; and
• any other jurisdiction applicable to the Supplier’s activities.
Where the requirements of this Code are higher than the minimum legal requirements applicable to the Supplier, the Supplier is expected to meet the requirements of this Code, where legally permissible. The Supplier must maintain appropriate records demonstrating compliance with applicable laws and this Code.
1.1 UK, EU AND DESTINATION-MARKET COMPLIANCE
Where products are supplied to Adexa Direct for sale or distribution in the United Kingdom, the Supplier must comply with all applicable UK laws, regulations and mandatory product requirements relevant to the products supplied.
Where products are intended for sale or distribution in the European Union, the Supplier must comply with all applicable EU and Member State laws, regulations and mandatory product requirements relevant to those products.
Where products are intended for another destination market, the Supplier must comply with the applicable laws, regulations and mandatory product requirements of that market.
The Supplier must provide all information, technical documentation, declarations, test reports, certificates, conformity assessments and other evidence reasonably required by Adexa Direct to demonstrate compliance.
Where UK and EU requirements differ, the Supplier must comply with the requirements applicable to the relevant destination market.
The Supplier must promptly notify Adexa Direct of any material change in legislation, product formulation, materials, components, manufacturing process, certification or other matter that may affect legal compliance.
2. HUMAN RIGHTS
Adexa Direct expects its Suppliers to respect internationally recognised human rights and to treat all workers with dignity, fairness and respect.
The Supplier must not engage in or tolerate:
• forced labour;
• bonded or debt labour;
• slavery or servitude;
• human trafficking;
• child labour;
• physical punishment;
• threats of violence;
• intimidation;
• harassment;
• discrimination; or
• any other form of exploitation or abuse.
The Supplier should take reasonable steps to identify, prevent and address human rights risks within its own operations and supply chain.
3. MODERN SLAVERY AND HUMAN TRAFFICKING
3.1 Zero Tolerance
Adexa Direct has a zero-tolerance approach to modern slavery and human trafficking. The Supplier must ensure that modern slavery, slavery, servitude, forced or compulsory labour and human trafficking do not occur within:
• its own operations;
• its factories and workplaces;
• labour agencies used by the Supplier;
• its subcontractors;
• its manufacturing facilities; or
• its relevant supply chain.
The Supplier must comply with all applicable laws relating to modern slavery and forced labour, including, where applicable, the UK Modern Slavery Act 2015 and relevant requirements in other jurisdictions.
3.2 Freedom of Employment
• All employment must be entered into freely.
• Workers must have the freedom to leave their employment in accordance with applicable law and contractual notice requirements.
• Workers must not be forced to work through threats, intimidation, violence or penalties.
• Workers must not be required to surrender deposits or money as a condition of employment.
• Workers must not be prevented from freely leaving their workplace.
3.3 Recruitment Fees
Workers must not be required to pay recruitment fees or similar charges in order to obtain employment. Where recruitment agencies are used, the Supplier must take reasonable steps to ensure that workers are not charged unlawful or inappropriate recruitment fees.
3.4 Identity Documents
The Supplier must not unlawfully confiscate or retain workers’ original passports, identity documents, work permits or other personal documents. Where documents are temporarily required for legitimate administrative or legal purposes, appropriate safeguards must be in place.
3.5 Wages and Deductions
Workers must receive wages and benefits in accordance with applicable law and contractual requirements. Deductions must be lawful, transparent and properly explained. The Supplier must not use wage deductions, loans, deposits or other financial arrangements to create or maintain forced labour.
3.6 Working Hours and Overtime
Working hours must comply with applicable laws and contractual requirements. Overtime must not be used as a means of coercion. Workers should not be required to work excessive or compulsory overtime contrary to applicable law.
3.7 Child Labour
The Supplier must not employ child labour. The minimum age for employment must comply with applicable law and internationally recognised standards. The Supplier must maintain appropriate age-verification procedures and records. Where young workers are legally employed, they must be protected from hazardous work and excessive working hours.
3.8 Reporting Concerns
Workers must have an appropriate means of raising concerns about forced labour, human trafficking, exploitation or other workplace abuses without fear of retaliation.
3.9 Modern Slavery Notification
The Supplier must notify Adexa Direct promptly if it becomes aware of actual or suspected modern slavery, forced labour, human trafficking, child labour, serious human rights abuse or a significant modern slavery risk within its own operations or relevant supply chain.
4. LABOUR AND EMPLOYMENT STANDARDS
The Supplier must provide workers with fair and lawful employment conditions, including:
• lawful employment contracts;
• lawful wages and benefits;
• reasonable working hours;
• legally required rest periods;
• statutory leave;
• appropriate social security or equivalent benefits where required;
• freedom from unlawful discrimination; and
• a safe and respectful working environment.
The Supplier must maintain accurate employment and payroll records.
5. NON-DISCRIMINATION AND HARASSMENT
The Supplier must provide equal opportunities and must not unlawfully discriminate against workers.
Discrimination or harassment based on characteristics protected by applicable law must not be tolerated.
Workers must be treated fairly regardless of factors such as gender, age, nationality, race or ethnic origin, disability, marital or family status, sexual orientation, political or other legally protected status, or any other protected characteristic under applicable law.
The Supplier must not tolerate physical, verbal, sexual or psychological harassment or abuse.
6. HEALTH AND SAFETY
The Supplier must provide a safe and healthy working environment.
• identify and manage workplace health and safety risks;
• provide appropriate personal protective equipment where required;
• provide appropriate safety training;
• maintain safe machinery and equipment;
• provide appropriate emergency procedures;
• maintain suitable fire safety arrangements;
• provide access to first aid;
• maintain appropriate workplace facilities;
• investigate serious accidents and incidents; and
• comply with applicable occupational health and safety legislation.
Where accommodation is provided to workers, it should be safe, hygienic and suitable for habitation.
7. ENVIRONMENTAL RESPONSIBILITY
The Supplier must comply with applicable environmental laws and regulations.
• reducing waste;
• responsible use of energy and water;
• responsible management of chemicals and hazardous substances;
• preventing pollution;
• appropriate waste disposal and recycling;
• reducing unnecessary packaging;
• responsible sourcing of materials; and
• continual improvement of environmental performance.
The Supplier must obtain and maintain any environmental permits or licences required for its operations.
8. PRODUCT QUALITY, SAFETY AND REGULATORY COMPLIANCE
The Supplier must ensure that all products supplied to Adexa Direct:
• meet agreed product specifications and quality requirements;
• are safe for their intended and reasonably foreseeable use;
• comply with all applicable laws, regulations and mandatory product safety requirements in the United Kingdom and, where applicable, the European Union and other destination markets;
• comply with applicable UK and EU technical standards and regulatory requirements;
• meet applicable requirements relating to product safety, electrical safety, electromagnetic compatibility, machinery, chemicals, environmental protection and other product-specific legislation, where applicable;
• comply with applicable requirements for CE marking, UKCA marking or other conformity markings where legally required;
• comply with applicable chemical and substance restrictions, including relevant UK and EU requirements such as REACH and RoHS, where applicable;
• comply with applicable food-contact material requirements where products are intended to come into contact with food;
• are correctly labelled, packaged and accompanied by required instructions, warnings, declarations and compliance documentation;
• are supported by accurate and valid test reports, declarations of conformity, certificates and other regulatory documentation where required; and
• do not contain prohibited or restricted substances where applicable.
The Supplier must immediately notify Adexa Direct of any known or suspected product safety issue, regulatory non-compliance, product defect, recall or withdrawal risk, counterfeit product, incorrect/expired/misleading certification, material change to product specifications, components or manufacturing location, or other issue that could affect product compliance, customer safety or legal market access.
The Supplier must provide accurate and complete compliance documentation upon request and must not knowingly provide false, misleading, incomplete or invalid certificates, test reports or declarations of conformity.
9. SUPPLIER QUALITY, SOCIAL AND ETHICAL AUDITS
The Supplier must maintain appropriate systems and controls to ensure the quality, safety, ethical and social compliance of products and services supplied to Adexa Direct.
Where applicable to the Supplier, manufacturing facility or products supplied, the Supplier should maintain recognised and valid third-party certifications, audits or assessments, including but not limited to:
9.1 Quality and Manufacturing
• ISO 9001 Quality Management System certification;
• other relevant ISO management-system certifications;
• independent factory quality audits;
• third-party factory inspection reports;
• product testing and laboratory reports; and
• other relevant quality, safety or manufacturing certifications.
9.2 Social and Ethical Compliance
Where applicable, the Supplier should maintain recognised social and ethical compliance certifications or audit reports, including:
• SA8000;
• amfori BSCI;
• Sedex / SMETA;
• other recognised independent social-compliance audits; and
• other relevant labour, human-rights or ethical-trade assessments.
9.3 Supplier Disclosure and Documentation
The Supplier must disclose to Adexa Direct, upon request:
• the name and address of the audited manufacturing facility;
• the type of certification, audit or assessment;
• the name of the certification or auditing organisation;
• the audit or certification date;
• the certificate or report reference number;
• the validity or expiry date, where applicable;
• the audit result, rating or grade, where applicable;
• any significant non-conformities or corrective actions identified; and
• evidence of completed corrective actions where reasonably requested.
The Supplier must provide copies of relevant certificates, audit reports and supporting documentation upon reasonable request by Adexa Direct.
Certificates and audit reports must relate to the actual manufacturing facility used for Adexa Direct products and must not be knowingly presented in a misleading or inaccurate manner.
Where an audit or certification has expired, has identified significant non-conformities, or is no longer considered adequate due to a change in the Supplier’s operations or risk profile, Adexa Direct may request an updated audit, assessment or corrective-action evidence.
Adexa Direct may also request additional quality, social, ethical or environmental assessments where reasonably necessary due to the nature of the products, manufacturing process, country of manufacture, identified supply-chain risks, customer requirements or applicable legal requirements.
The Supplier must promptly notify Adexa Direct of any suspension, withdrawal, expiry or material adverse change affecting a certification or audit relevant to products supplied to Adexa Direct.
10. RESPONSIBLE SOURCING AND SUPPLY CHAIN
The Supplier is expected to take reasonable steps to understand and manage risks within its own supply chain.
• identifying key subcontractors and manufacturing locations;
• assessing significant labour and human rights risks;
• monitoring high-risk suppliers;
• taking corrective action where problems are identified; and
• maintaining appropriate supply chain records.
The Supplier must not knowingly source materials or products through suppliers involved in slavery, human trafficking, child labour or serious human rights abuses.
11. SUBCONTRACTORS AND THIRD PARTIES
The Supplier must ensure that subcontractors and other relevant third parties involved in producing goods or services for Adexa Direct comply with the principles of this Code. The Supplier remains responsible for the actions of its subcontractors in relation to goods or services supplied to Adexa Direct.
Adexa Direct may request information regarding relevant manufacturing sites, subcontractors or other parties involved in the supply of our products.
The Supplier must inform Adexa Direct of any material change to the manufacturing location or use of significant subcontractors where this could affect product quality, compliance, ethical standards or supply chain risk.
12. ANTI-BRIBERY AND ANTI-CORRUPTION
The Supplier must comply with applicable anti-bribery and anti-corruption laws, including the UK Bribery Act 2010 where applicable.
• offer, promise or provide bribes;
• request or accept bribes;
• make improper payments;
• provide improper gifts or benefits to influence business decisions;
• engage in fraudulent activities; or
• use third parties to conduct activities that would breach these requirements.
Business expenses, gifts and hospitality must be reasonable, transparent and lawful.
13. CONFLICTS OF INTEREST
The Supplier must disclose any actual or potential conflict of interest that could improperly influence its relationship with Adexa Direct. The Supplier must not use its relationship with Adexa Direct for personal or improper financial benefit.
14. FAIR BUSINESS PRACTICES
The Supplier must conduct business honestly and transparently. The Supplier must not knowingly provide false information concerning product specifications, country of origin, manufacturing location, test reports, certificates, quantities, pricing, invoices, shipping documentation, customs documentation or other information provided to Adexa Direct.
The Supplier must comply with applicable customs, import and export laws.
15. INTELLECTUAL PROPERTY AND CONFIDENTIAL INFORMATION
The Supplier must respect Adexa Direct’s intellectual property and confidential information.
• misuse Adexa Direct trademarks;
• reproduce confidential designs without permission;
• disclose confidential commercial information;
• share pricing or purchasing information with unauthorised parties;
• use Adexa Direct product designs for unauthorised customers; or
• manufacture products using Adexa Direct’s confidential designs or specifications for third parties without permission.
The Supplier must take reasonable measures to protect confidential information provided by Adexa Direct.
16. DATA PROTECTION
Where the Supplier receives personal data from Adexa Direct, it must handle such data in accordance with applicable data protection and privacy laws. The Supplier must take reasonable technical and organisational measures to protect personal data against unauthorised access, loss, disclosure or misuse. Any suspected personal data breach relating to Adexa Direct information must be reported to Adexa Direct promptly.
17. TRACEABILITY AND RECORD KEEPING
The Supplier must maintain appropriate records relating to goods and services supplied to Adexa Direct.
Where reasonably requested, the Supplier should be able to provide information including:
• manufacturing location;
• production records;
• relevant subcontractors;
• product compliance documentation;
• test reports;
• certificates;
• country of origin;
• relevant labour and ethical compliance information; and
• other information reasonably required for supply chain due diligence.
Records must be accurate and must not be deliberately falsified or concealed.
18. AUDITS AND DUE DILIGENCE
Adexa Direct reserves the right to conduct reasonable due diligence regarding compliance with this Code.
• supplier questionnaires;
• requests for supporting documents;
• factory or workplace audits;
• remote assessments;
• site visits;
• product inspections; and
• reasonable follow-up investigations.
The Supplier must cooperate with reasonable compliance requests. Where a non-compliance issue is identified, the Supplier may be required to prepare and implement a corrective action plan within an agreed timeframe.
19. REPORTING AND WHISTLEBLOWING
The Supplier must maintain appropriate channels through which workers can raise genuine concerns regarding modern slavery, forced labour, child labour, discrimination, harassment, health and safety, bribery or corruption, fraud, environmental violations or other serious breaches of applicable law or this Code.
Workers who raise genuine concerns should be protected from retaliation. Suppliers should report serious suspected breaches affecting Adexa Direct’s supply chain to their Adexa Direct contact as soon as reasonably practicable.
20. BREACH OF THIS CODE
Compliance with this Code is an important requirement of doing business with Adexa Direct.
Where a serious or repeated breach is identified, Adexa Direct may require the Supplier to:
• investigate the matter;
• provide relevant information;
• implement a corrective action plan;
• take appropriate remedial action;
• provide evidence that the issue has been resolved; and/or
• cooperate with further monitoring or assessment.
Serious breaches may result in suspension of orders, suspension of the supplier relationship or termination of the relevant business relationship, subject to the applicable contractual terms and law.
Modern slavery, human trafficking, forced labour, child labour, serious fraud, bribery or deliberate falsification of compliance information will be treated as serious matters. Where appropriate, Adexa Direct may report suspected criminal conduct to relevant authorities.
21. CONTINUOUS IMPROVEMENT
Adexa Direct recognises that responsible sourcing is an ongoing process. Suppliers are encouraged to continuously improve their standards relating to human rights, labour practices, modern slavery prevention, health and safety, environmental performance, product safety, ethical business practices and supply chain transparency.
Suppliers should work openly with Adexa Direct to identify and address risks rather than conceal or ignore them.
22. SUPPLIER DECLARATION AND ACCEPTANCE
By signing this Code, the Supplier confirms that:
• it has read and understood the Adexa Direct International Supplier Code of Conduct;
• it agrees to comply with the principles and requirements set out in this Code;
• it will communicate these requirements to relevant employees, subcontractors and business partners;
• it will comply with applicable laws and regulations;
• it will not knowingly use forced labour, child labour, modern slavery or human trafficking;
• it will notify Adexa Direct of any serious actual or suspected breach relevant to goods or services supplied to Adexa Direct;
• it will cooperate with reasonable due diligence and compliance requests from Adexa Direct; and
• the information provided to Adexa Direct in relation to its compliance is accurate and not knowingly misleading.