Although Moog’s Statement of Business Ethics broadly addresses this topic, the Company has considered and vetted the benefits of having stand-alone policy statements for important topics related to business ethics and principled conduct by Moog employees. Having stand-alone policy statements, which are consistent with the general commitment set forth in the Moog Statement of Business Ethics, provides for more robust guidance and increases the profile and importance of compliance.

Purpose

Inappropriate or excessive gifts, gratuities, or entertainment can be viewed as a means to improperly influence business relationships and can also give rise to conflicts of interest. To maintain independent judgment and action, we must avoid any potential conflict or appearance of conflict with the interests of the Company. Gifts or gratuities are not to be accepted or extended if they could, or if they give the appearance that they could, be reasonably considered to: improperly influence the Company’s business relationship with or create an obligation to a customer, vendor or contractor; violate laws, regulations, or our Statement of Business Ethics; constitute an unfair business inducement; or cause embarrassment or negative impact to the Company.

Scope/Applicability

Accepting or offering a gift, favor, service, or privilege, including travel or entertainment, to or from an existing or potential customer, supplier, or government official or regulator that is of more than nominal value creates a conflict of interest and is prohibited. It will be considered a violation of this policy, and subject you to disciplinary measure, including potential termination of employment.

The guidelines contained within this policy statement are intended to help each of us recognize and avoid the situations that are most likely to cause a real or potential conflict of interest. It is impractical to try to list every situation or circumstance that might lead to a conflict of interest. There is no substitute for our own good judgment. When in doubt about whether a situation you are engaged in or contemplating will cause a conflict with the interests of the Company, you are encouraged to make a timely disclosure of the facts to your supervisor and, if your supervisor is uncertain if the gift is reasonable and appropriate, seek advice and direction from the Corporate law department.

Policy

If you have any doubt as to whether accepting or offering a gift would violate this policy, then you should consult with your supervisor. If your supervisor has any questions regarding the matter, he/she should consult with the Corporate law department for guidance.

If a prohibited gift is received, it must be returned promptly, accompanied by an explanation of this policy.

Occasionally, a supplier may offer a discount on services or products purchased by Company employees. Such discounts can only be accepted when they are available to all employees and notice of such fact is given to all employees.

From Vendors/Suppliers: Do not accept from any vendor or supplier to the Company bribes or kickbacks in any form. If a gift or gratuity might influence your judgment or be perceived by others to have influenced your judgment, do not accept it. 

You may accept from vendors or suppliers traditional holiday or promotional gifts, which could not reasonably be viewed as a quid pro quo for taking actions favorable to the vendor or supplier. Occasional gifts (amounts of $50 or less per gift) and/or business-related meals (amounts of $100 or less per occurrence) that are considered customary in the context of the business relationship are acceptable. Any gifts and /or meal received in excess of the above amounts must be reported to your supervisor within 10 days.

You may accept from vendors or suppliers tickets or passes allowing attendance at athletic, cultural, or similar events. However, participation in these events is to be valued at no more than $200 per event and may not exceed a total of two (2) events per year per employee.

Notwithstanding the above guidelines, you should consider declining an otherwise permissible gift if you believe that a reasonable person would question your impartiality or integrity as a result of accepting the gift.

You may not accept from any vendor or supplier gifts or gratuities that are of a substantial value (as defined above) or attend athletic, cultural, or similar events of a substantial value (as defined above) in excess of two times per year without the written approval of one of the following officers: Chief Executive Officer, Chief Financial Officer, Chief Human Resources Officer, or an Operating Group President.

Cash gifts are strictly prohibited. Gift certificates are acceptable so long as they meet the requirements defined above.

Gifts to Customers and Government Officials. All gratuities and gifts provided to customers, government officials, and other third parties must be reasonable and customary and not intended as a bribe or kickback.  All gratuities and gifts in excess of $50 must be approved by your supervisor.  All gifts and gratuities, regardless of value, must be properly recorded on the books and records of the Company. In all instances they must not violate the rules and regulations of the organization for whom the recipient works.  

Check Before Acting. Any employee receiving a gift that seems excessive or inappropriate or is considering providing a gift that may be questionable, should promptly contact his or her supervisor and, as appropriate, the Corporate law department. Not adhering to this policy may lead to disciplinary action against an employee.

Notes:

¹ The above stated amounts are in reference to U.S. operations and are subject to adjustment within non-U.S. operations.  Multiple gifts or a pattern of repeated gifts exceeding the above thresholds in the aggregate are prohibited.

² Government employees and officials are often subject to more stringent limitations on the acceptance of gifts and meals than is the case in private industry.