For the purposes of the Standard, the term “waiver” shall mean a material departure from a provision of the Standard. An “implicit waiver” shall mean the failure of the Company to take action within a reasonable period of time regarding a material departure from a provision of the Standard that has been made known to an Director.
The Standard applies equally to every director, officer, and employee of the Company.
If an employee believes that a waiver of the policy is necessary or appropriate, including, but not limited to any potential or actual conflict of interest, a request for a waiver and the reasons for the request must be submitted to the Legal department and the Director.
Any waiver of provisions of this Standard as to a director of the Company must be approved by the Board of Directors of the Company.
All other waivers must be approved by the Director and Legal Counsel.
Any amendment to this Standard must be approved by the Board of Directors of the Company.