A. General

The purpose of this policy is to provide guidance to employees engaged in any aspect of the purchasing function, including anyone who interacts with suppliers or is involved in sourcing decisions. This policy applies to all employees.

All employees must be beyond challenge or reproach in every business transaction, and not allow themselves to be put into a position where their judgments can be influenced; even the perception or appearance of improper conduct can be damaging to Bethlehem. ISG/Bethlehem's policy is to follow ethical standards of behavior in dealings with suppliers or other parties. It is not ISG/Bethlehem's intent to eliminate advertising material of nominal value, given in accordance with normally accepted business practices and legal and ethical standards, nor to eliminate normal business entertainment. It is acceptable to entertain employees of suppliers and other individuals representing entities with which ISG/Bethlehem does business in accordance with Bethlehem's standards.

B. Gifts

A gift does not include items of an advertising nature of nominal value.

No employee or his or her family shall solicit or accept gifts from a supplier or a potential supplier.

The term "gifts" includes, but is not limited to: (a) money including loans, credits, discounts (beyond what is reasonable and customary) on personal purchases, seasonal or special occasion presents (Christmas, birthday, weddings, etc.), edibles, beverages, household appliances and furnishings, clothing; or (b) tickets to sporting events or theaters, travel accommodations, airline or other transportation tickets, hotel accommodations; or (c) any labor, materials (including loans of material), services, repairs or improvements at no cost or at prices other than for fair value; or (d) contributions to employee affairs such as retirement parties and picnics. In all cases where a gift is received, a letter shall be sent to the donor advising of the return or disposition of the gift. Shipping costs for return of gifts will be paid by Bethlehem.

The spirit of this policy addresses not only current interests, such as gifts, but also future interests. A decision maker or influencer who hopes to obtain future employment with a particular supplier does not meet the standard of independence. Accordingly, any active Bethlehem employee who either raises or participates in a discussion with a supplier of the prospect of future employment for himself or herself (or a member of their family) is in violation of this policy and subject to appropriate disciplinary action including termination.

C. Entertainment

It is Bethlehem's general policy that dinners and/or evening entertainment are not to be accepted unless it is incidental to and commensurate with a business meeting. Certain forms of entertainment can be helpful in improving the business relationships but must be judiciously (and infrequently) employed. If the Bethlehem employee sees value to Bethlehem for such forms of entertainment, it must be disclosed in advance to management. Bethlehem employees should also reciprocate from time to time.

D. Supplier Inducements To Increase Bethlehem's Purchases