Introductory Points

1. All participants involved in the creation and operation of the Open Application Group (OAGi) initiatives, including its Committees, Advisory Panels, Working Groups, Task Forces, or other groups (“Initiative”) shall adhere to the following Code of Conduct.

2. OAGi operates with transparency and in open door policy manner. We encourage staff and members to share their questions, concerns, suggestions or complaints with someone who can address them properly. In most cases, a director, principal officer, staff or member of a committee with governing board delegated powers is in the best position to address an area of concern. Procedures in accordance with the Whistleblower Policy will be followed for notification and management of the concern.

Antitrust Compliance

1. All participants in OAGi initiatives, meetings and activities must abide at all times by the OAGi Antitrust Guidelines.

2. Meetings shall be governed by an agenda prepared in advance and memorialized by minutes prepared promptly after the meeting.

3. The recommendations of groups are only recommendations - individual member companies remain free to make independent decisions regarding those recommendations.

4. If any participant believes the group is drifting toward impermissible discussion, the topic shall be tabled until the opinion of counsel can be obtained.

Meeting Conduct

1. All meetings will be conducted according to OAGi policies.

2. All participants will approach discussions with positive intent, bearing in mind all participants are involved to move the work forward to the benefit of all segments and in the spirit of building collaboration.

3. All participants will be afforded the opportunity to have their opinions heard and will be treated with respect and courtesy, honoring their uniqueness and value. There will be no tolerance for discrimination in any form.

4. To foster and maintain openness and transparency, participants are expected to voice their support or concerns within the agreed upon forum (meetings, teleconferences, etc.). Discussions or comments intended to influence outcomes outside of the agreed upon open forum are discouraged.

5. Group decisions once published with appropriate approvals are final unless overturned by means of the documented OAGi appeal process.

6. All teleconferences will be led by chairpersons, vice chairpersons, staff members or other designated meeting facilitators. OAGi experts will assist as needed. Agendas should be posted to the appropriate OAGi website page at least 24 hours in advance of the meeting.

7. Participants agree to devote a reasonable amount of time to preparation and participation in agreed activities including providing deliverables and draft documents in a timely manner. If an individual cannot participate, he or she will notify the appropriate meeting facilitator (e.g. co-chairs) in advance so meeting participants can be confirmed, and activity started.

8. Meetings and calls will be limited to 90 minutes unless participants agree to extend the scheduled time. Presentations and positions, during meetings, should be stated concisely.

9. Voting will be conducted in accordance with OAGi’s published policies.

Inappropriate Behavior During Meetings or Other OAGi Activities

1. Presentations and remarks may NOT promote nor attempt to promote or sell a particular company, proprietary product, or product type, either implicitly or explicitly.

2. Members will not harass other participants that may be potential customers or trading partners during breaks, social gatherings, or any OAGi Initiative meetings or calls. OAGi Initiatives are intended to foster collaboration to promote, enable and expand the use of eBusiness in Agriculture. Meetings are in no way, to be construed or used as a platform for making sales calls.

3. No OAGi Initiative documents should be disseminated to those who are not members of that group prior to OAGi’s release to the entire OAGi membership.

Code Compliance

OAGi takes this Code of Conduct seriously. All members are responsible for compliance with all aspects of this Code of Conduct. Any member who becomes aware of a possible violation of this Code of Conduct should promptly disclose the situation to any of OAGi’s directors, principal officer, staff, or member of a committee with governing board delegated powers for discussion and review.