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BLACKBERRY CODE OF

BUSINESS STANDARDS AND


PRINCIPLES
BlackBerry Code of Business Standards and Principles Contents
An Introduction from John Chen
BlackBerry’s business is based on trust. Since the early members of the Board of Directors, officers, and employees
days of BlackBerry, customers have extended us the are asked to acknowledge that we have read, understand
highest trust by allowing our solution inside their firewalled and will comply with the BS&P.
networks. They trust us to secure their most valuable
Ethical behavior is not just a set of dos and don’ts. The
information. They trust us to help them meet the range of
BS&P is no substitute for good judgment and cannot cover
demanding regulatory, compliance and legal requirements
every situation we may encounter in our daily work. When
in sectors like finance, health and government. It has taken
in doubt, seek guidance from the resources referred to in
years to build this legacy of trust. We have earned it by
the BS&P. And when you see something you believe to be
delivering trustworthy products – and by conducting our
in violation of or inconsistent with the BS&P, say something.
business ethically and responsibly.
You are the first line of defense in protecting BlackBerry
To maintain this trust, everyone at BlackBerry must from misconduct or ethical breakdowns.
continually demonstrate that we are an ethical company.
I take business ethics very seriously, and that commitment
We are judged by our collective and individual behavior.
is shared by the Board of Directors. Our standards and
Whether our dealings are with government regulators and
principles will be enforced fairly and consistently, keeping
law enforcement or an increasingly socially conscious
in mind that individuals with responsibility are held to
buying public – our stakeholders are watching us. That
higher standards.
means, every day, we need to show that we are exemplary
corporate citizens with a strong commitment to comply with, The reputation and success of BlackBerry depends on
or exceed, all legal, regulatory, and ethical requirements. maintaining a very high standard of conduct. Please
review our BS&P and, more importantly, make sure they
To help every person who conducts business on behalf of
are reflected in your everyday behavior.
BlackBerry understand what’s expected of them, we have
prepared a Code of Business Standards and Principles
(BS&P). The BS&P sets forth the standards by which we
conduct our operations. It is important to the long term John Chen
health of our business. That is why all of us, including Executive Chairman and Chief Executive Officer, BlackBerry

Contents 3
TABLE OF CONTENTS

Chapter 1 Chapter 3 Chapter 4


Acting With Integrity: The Performing With Integrity Treating Our Customers
Purpose Behind Our Code for BlackBerry and Business Partners With
Integrity
6 Continuing Our Legacy of 17 Protect BlackBerry’s Assets
Trust / Live Our Code and Information 29 Do Not Allow Bribes or Other
11 BlackBerry Managers Have 21 Do Not Disclose BlackBerry Improper Payments
Additional Responsibilities Confidential Information 30 Adhere to Competition Laws
23 Protect and Respect Intellectual 32 Participate in the Larger
Property Rights and Open Telecommunications Community
Chapter 2 Source Software
32 Market Our Products with Integrity
25 Avoid Conflict of Interest
Reporting and Investigating Situations 33 Comply with International Trade
Ethics Issues Control Laws and Regulations

13 Actively Seek Guidance 35 Money Laundering or Terrorist Financing


and Report Concerns
36 Comply with All Government
Contracting Requirements

38 Obtain and Use Third-Party


Information Appropriately

4 BlackBerry Code of Business Standards and Principles


Chapter 5 Chapter 6 Chapter 7
Respecting Our Colleauges Acting With Honesty and Committing to Social
Transparency for Our Investors Responsibility for Our World
39 Create and Maintain a
Positive Environment 42 Make Accurate and 52 Uphold Human Rights
40 Value Workplace Health Timely Disclosures
52 Protect Our Environment
and Safety 43 Keep Accurate Financial Records
54 Give Back to Our Communities
and Support Robust Controls
56 Participate in the Political
45 Ensure Financial Integrity
Process Responsibly
and Responsibility
57 Choose Responsible Suppliers
47 Cooperate with Internal and
and Service Providers
External Audits, Investigations
and Inquiries

48 Avoid Insider Trading and Tipping 58 Glossary of Defined Terms

50 Remember that We Speak with


One Clear Voice 62 Index

Click for BS&P Resource Guide Click for Appendix – Giving and Receiving Gifts Click for Appendix – Prevention of Improper
and Entertainment Policy Payments Policy

5
1 ACTING WITH INTEGRITY:
THE PURPOSE BEHIND OUR CODE
BS&P SECTION CONTACT(S)

Continuing Our Legacy of Trust Access the Resource Guide for team info
• Integrity & Compliance Office
/ Live Our Code

From the start, BlackBerry showed We must all follow our Code of Business Standards You must review, understand and comply with the
the world that we could safeguard and Principles (the “BS&P”). But it is more than BS&P and all relevant policies and procedures.
and securely deliver e-mail to our just a set of rules and guidelines. It is a reflection You are required, as a condition of employment,
customers, and committed ourselves to of who we are as a company. to complete all assigned training and annually
conducting business with integrity. As acknowledge that you will comply. If you have
a result, customers know us for secure Know What Is Expected of You
questions, you must seek clarification.
communication and reliable business The BS&P is a statement of principles designed to
dealings marked by honesty and respect. help us do our jobs in a legal and ethical manner. Choose Integrity
It is why they choose BlackBerry. We You can rely on it for guidance about what it means Our success depends on your commitment to
do the right thing every day to build this to conduct BlackBerry business with integrity. integrity. Be honest, fair and trustworthy. Select
reputation. It is our legacy of trust. The BS&P does not address every situation or ethical business partners who share our commitment
rule; instead, it outlines expected behaviors and to integrity.
illustrates examples of how you must take Never compromise on integrity. There is no excuse
personal responsibility. If you violate the BS&P or for cutting corners when it comes to this, no matter
other policies, you are subject to disciplinary action what the situation is. No one can make you act
up to and including termination of employment. unethically, unlawfully, or in a way that contradicts the
letter and spirit of the BS&P or our policies.

6 BlackBerry Code of Business Standards and Principles Contents


By committing to lawfulness and ethics, you
contribute to the strength of the BlackBerry brand,
protect us against financial loss, and avoid civil and
criminal penalties that may result from wrongdoing.
“Our success depends on your commitment to
Speak Up and Act
integrity. Be honest, fair and trustworthy.”
As you weigh decisions day-to-day, consider
the ethical dimensions of your options. Where
appropriate, speak up and act. Be bold. BlackBerry
supports you, and has access to internal and
external professionals trained to assist with legal and
ethical issues. Never let your conduct be influenced
by rationalizations like “Our competitors do this,”
“This is the way business is done overseas,” and “The
Company can easily afford it.”

You must promptly report any knowledge of or


concerns regarding actual or potential violations of
law or policy whether they occur inside BlackBerry
or through external dealings. When asked to
participate in any review of a compliance matter,
you must cooperate.

BlackBerry offers many ways to report such as:


BlackBerry EthicsLink (which allows confidential,
and in most countries anonymous reporting), your
manager, HR Business Partner, Legal, Finance, and
the Integrity & Compliance Office.

Contents 7
Make Decisions with Integrity
It is your responsibility to exercise good judgment and act ethically. The diagram below provides guidance
on ethical decision-making when you are unsure. If you can answer “no” to all the following questions, then
the decision to move forward is probably appropriate. If you answer “yes” to any question or continue to
be unsure, then stop and seek appropriate guidance from your manager, Human Resources, Legal, or the
Integrity & Compliance Office if you would like to proceed.

Is it illegal?

Is it unethical or in violation of
Does it violate any applicable the BS&P?
law or regulation? Could it harm the company or others?
Is it dishonest or untrustworthy?

Is it otherwise inconsistent
Does it put BlackBerry or me in a compromised position?
with BlackBerry’s values, BS&P or
other policies? Does it create a conflict of interest between BlackBerry and my personal affairs?

Would it be improper for me to act Does it jeopardize workplace safety or the environment?
or fail to act?
Does it disrespect any work colleague, customer, business partner or
community?

Does it misuse or improperly reveal confidential information of BlackBerry


or a third party?

Will it make BlackBerry books and records inaccurate, or otherwise adversely


affect shareholders?

Would I be concerned if it became a front page headline?

Are any of these close questions?

8 BlackBerry Code of Business Standards and Principles Contents


Comply with Applicable Laws Be Aware of the Consequences
BlackBerry does business all over the world. This Violations of law can have serious consequences for
means we must comply with the laws of many BlackBerry and you, including substantial monetary
different countries. You are responsible for knowing fines, imprisonment or employee discipline up to and
and following the laws that apply where you work or including termination.
do business. In addition, because a country’s laws
may apply outside its boundaries you may need to Waivers Must Be Provided in Writing
be familiar with and follow the laws of a country other If you would like to seek a waiver of the BS&P,
than the one where you work or do business. you must make full disclosure of your particular
If the BS&P or company policies are inconsistent circumstances in writing to the Integrity &
with local law, you must follow local law. If, however, Compliance Office for approval in advance of any
a custom or practice permitted by local law is action.
inconsistent with the BS&P, you must follow the
Board members and the BlackBerry CEO must seek
BS&P.
such waivers from the Audit and Risk Management
If you are not sure what to do or have any questions Committee of the Board of Directors. BlackBerry
or concerns, you should talk to your manager, HR will disclose such waivers as required by law or
Business Partner, Legal or the Integrity & Compliance applicable stock exchange rules.
Office. This is particularly important if you think your
activities are subject to the laws of more than one
country and those laws may conflict with each other
or with the BS&P.
Q: What law or rule should I follow?
A: You should:
• Know and follow the laws of the country (or countries) where you do business.
• Know and follow our BS&P and policies as long as they do not conflict with applicable law.
• When in doubt, ask.

Contents 9
Q: How can I have a say in Q: Why are certain written disclosures
the Integrity & Compliance and approvals required?
program? A: Written disclosure and approval is required for Improper Payments
A: Here are a few ways that you can activities that are high risk and can often benefit from
• In addition, keep in mind, speaking publicly for
provide your ideas and suggestions: the guidance of someone with specialized expertise
BlackBerry is the job of individuals designated
about the law or application of BlackBerry policies,
• Discuss them with your manager, in our Corporate Disclosure Policy. You must
in addition to a manager’s oversight. Disclosures
Human Resources or the Integrity not respond to questions about BlackBerry,
provide documentation that is useful in any internal
& Compliance Office. even informally, from the investment community
or external investigation that may occur later.
• Comment on integrity messages (including financial analysts and investors),
In addition, criminal sentencing guidelines and
posted to BlackBerry Square. regulators and the media, without proper
industry best practices dictate that we document
• Submit them on BlackBerry Ideas, authorization. See Remember that We Speak
a portal for providing ideas about all our integrity and compliance activities.
with One Clear Voice
aspects of BlackBerry (go/ideas). Here are routine activities that require disclosure and
• You have an obligation to disclose to BlackBerry
proper written approval before they can proceed:
in writing any development of IP. This includes
Q: A vendor just called and • Engaging in something that poses an actual or any IP that you develop and believe should
claims that under a certain potential conflict of interest, such as starting a be considered an “excluded development”
law we are responsible for a business, hiring afamily member to do work for that does not belong to BlackBerry. See
problem that must be remedied BlackBerry, or investing in a supplier BlackBerry Understand the Implications of Intellectual
quickly. What do I do? uses. See Avoid Conflict of Interest Situations Property Rights and Developments
A: Legal furnishes advice on all legal
• Requesting a waiver of BS&P requirements. See
issues arising in the course of your
• Giving or receiving anything of value to or from a Waivers Must Be Provided in Writing
BlackBerry work, including advising
public official, including giving a device or other
on legal claims that third parties make. Please refer to the BS&P for more information about
BlackBerry product.
Information on the various legal teams the requirements for engaging in these activities and
and contact information can be found • Giving a gift valued at more than $50. others that require disclosures. Disclosures for written
at go/legal. approval can be made as directed in the BS&P or at
• Retaining or hiring a third party to represent
integrity@blackberry.com.
BlackBerry before any government or to
distribute or sell BlackBerry products and
services. See Do Not Allow Bribes or Other

10 BlackBerry Code of Business Standards and Principles Contents


BS&P SECTION CONTACT(S)

BlackBerry Managers Have Access the Resource Guide for team info
• Integrity & Compliance Office
Additional Responsibilities

Managers at all levels are expected to lead Make Integrity Central to Your Leadership Keep ethical behaviors in mind when interviewing
through example. As a manager, you have a special Make sure your team members are familiar with candidates. Seek individuals who exhibit a
responsibility to lead with integrity. You must do the BS&P and the laws and policies that apply to commitment to integrity.
more than behave legally and ethically yourself. your team.
Dedicate yourself to making sure that your team
members do as well. This requires affirmative, Complete required compliance training,
visible steps on your part. conscientiously and on time, and ensure that
your team members do too.
Lead with Integrity
Show your team lawful behavior. Show them ethics. Cultivate Integrity
Act with unyielding commitment to integrity day-in An important part of maintaining an ethical culture
and day-out. Speak truthfully always. Never abandon is promoting an environment in which your team
our standards and principles. Stay faithful to our members are comfortable asking questions and
culture of integrity – our legacy of trust. raising concerns about potentially unethical behavior.
Set the right tone from the top. Listen to concerns Create this environment. Strive to have your team
and respond. Discuss how to make good choices members regularly bring you their concerns. Answer
in the face of the challenges your team faces. their questions. Remediate or, as necessary, escalate
Instill in your team a belief that conducting identified issues. Ensure activities and disclosures
business with integrity is our only path to receive the appropriate review and approvals.
success. Seek opportunities to explain the serious Never retaliate or tolerate retaliation against anyone
consequences that arise from cutting corners who in good faith reports a concern or cooperates
when it comes to integrity. with a BlackBerry investigation or audit.

Contents 11
Reward Integrity Q: We have company-wide policies, so why do I have a managerial
Recognize and encourage ethical conduct. Call out responsibility to implement my own processes and controls?
situations where integrity won the day – prevented A: The requirement is that you manage the time to discuss the challenges that your
financial loss, protected or built our reputation, or activities of your team to deliver against team faces as it conducts business with
avoided other serious consequences. your team objectives and prevent fraud, integrity, perhaps during a monthly team
corruption and other violations of the BS&P meeting.
Do Not Tolerate Behavior Lacking Integrity or the law.
Please contact the Integrity & Compliance
You have a special responsibility to report illegal
The BS&P does not cover every situation Office if you would like assistance or
behavior and violations of the BS&P. You must
or spell out each specific process or suggestions.
stop misconduct with quick, appropriate action.
control your team must follow to promote
You must inform your manager or the appropriate
lawfulness and integrity. Determine the legal
representative of Legal, Human Resources, Finance
and ethical risks your team faces and then
or the Integrity & Compliance Office of potential
develop ways to address them. Identify and
breaches that you observe or have reported to you.
capture the information and reporting that
will allow you to monitor compliance with
Closely Manage Spending
your requirements, and set aside a regular
As a manager, you are responsible for the money
spent and expenses incurred by your reports. You
must fully understand the Management Approval
Process (“MAP”) and assure your team does as well.
You must carefully review such spend and expenses
before approving. If you don’t understand what you
are approving or do not have complete information,
don’t approve. Get the information you need or seek
help.

12 BlackBerry Code of Business Standards and Principles Contents


2 REPORTING AND INVESTIGATING
ETHICS ISSUES
BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Actively Seek Guidance and Access the Resource Guide for team info • EthicsLink
• Integrity & Compliance Office
Report Concerns

We Respect Confidentiality • Your manager/team-lead or senior managers using BlackBerry EthicsLink. A team will conduct an
If you report a concern, we will keep your identity (usually the best place to start) investigation, using the portal to provide the reporter
with updates on the case and to ask for further
confidential to the extent possible consistent with • Your Human Resources Business Partner
information. The reporter can access the case details
law and the need to investigate.
• Legal (legal@blackberry.com or refer to go/ at any time accessing www.BlackBerryEthicsLink.
legal for a resource) com and selecting “Follow-up on a report.
Retaliation Is Not Tolerated
• Finance BlackBerry EthicsLink is available 24 Horus a day,
Retaliating against anyone who makes a good faith seven days a week, and provides multiple ways to
report of suspected unethical or illegal conduct is • Integrity & Compliance Office (integrity@
report concerns or questions:
a violation of the BS&P and will not be tolerated by blackberry.com)
Online
BlackBerry. The same is true of anyone participating • BlackBerry EthicsLink (see next below)
Concerns can be logged at
in the investigation of a report. It does not matter
You should take care to not report a violation to www.BlackBerryEthicsLink.com.
whether the specific circumstances reported actually
someone that you believe may be involved in the
amount to misconduct. Phone
matter.
Call 1 (877) 281-5509 if you prefer phone.
There Are Multiple Ways to Raise Issues This is a toll free number for Canada and
BlackBerry EthicsLink
and Ask Questions the United States. For other countries, visit
You can make reports of any type of ethics or
www.BlackBerryEthicsLink.com for toll
You can turn to any of the following resources with compliance concern directly to the Audit Committee
free dialing instructions in your region.
questions or concerns: of the Board and the Integrity & Compliance Office

13 BlackBerry Code of Business Standards and Principles Contents


Translators are also available, when needed. law, BlackBerry will keep your identity as Retaliation Is Not Tolerated
integrity@blackberry.com Many countries, confidential as possible, consistent with the BlackBerry strongly encourages prompt
particularly in the European Union, have laws need to fully investigate. reporting of potential wrongdoing or violations
that restrict hotline functionality. Some countries of law or the BS&P. Retaliating against anyone
may permit “confidential”, but not anonymous We Will Investigate Promptly and Fairly who makes a good faith report of suspected
complaints; some limit the issues that may be Upon completion of its review, the investigation unethical or illegal conduct is a violation of the
reported; others may limit whether supervisory or team reaches a conclusion and may BS&P and will not be tolerated by BlackBerry.
non-supervisory employees may be the subject of recommend appropriate disciplinary and/or The same is true of anyone participating in the
a complaint. For these reasons, EthicsLink is not remedial action. BlackBerry strives to respond investigation of a report. It does not matter
available in all countries. If you receive a message to policy violations consistently, providing whether the specific circumstances reported
indicating that EthicsLink functionality is limited, appropriate discipline given the circumstances actually amount to misconduct.
you may discuss your concern with your supervisor, and the individual’s level of responsibility.
HR Business Partner, or report it to Integrity@ Depending on the type of issue, different
Employees also have certain whistleblower
blackberry.com organizations may be involved such as the
Integrity & Compliance Office, Legal or Human rights under federal, state and provincial
Regular mail laws and regulations. Pursuant to US federal
Resources. Individuals who are the subject
You can also send anonymous concerns of the report will not be part of the review or contacting statutes and regulations, including
addressed as follows: investigation team. 41 U.S.C. 4712 and section 3.908 of the
Chief Compliance Officer When the investigation team completes their Federal Acquisition Regulation, BlackBerry is
2200 University Avenue East review, it reaches a conclusion and makes prohibited from firing, demoting or otherwise
Waterloo, ON, Canada N2K 0A7 recommendations on how to fix any problems discriminating against an employee because
identified. A summary of the case is provided to the employee has reported information to
This method does not use the interactive functionality.
senior managers who are independent from any appropriate government authorities or law
Confidentiality misconduct, for review and action as required. enforcement agencies, supervisors or others
If you are uncomfortable identifying yourself, you For EthicsLink cases, we post an update to within the Company with authority to investigate
have the option of reporting anonymously, subject EthicsLink so the reporter can confirm that the potential wrongdoing.
to applicable laws. BlackBerry will not attempt to matter has been addressed.
identify you if you choose to remain anonymous.
Keep in mind that anonymous reports are more
difficult for our Company to investigate, so whenever
possible, you are encouraged to share your identity.
Even if you identify yourself, and in countries
where anonymous reporting is not permitted by

Contents 14
Q: How can I learn more about Q: I have loyalty to my team. Won’t Q: How can I find someone to help me
the results of investigations? making a report disrupt our work? with an issue I’ve never encountered
A: You should not factor potential disruption into before?
A: Follow messaging on BlackBerry
Square about integrity and policies. your decision of whether to report. Ask yourself A: The BS&P Resource Guide identifies internal
Many of these messages are the whether a wrongdoer deserves that you turn a blind stakeholders and experts in particular areas, as well
result of investigation findings and eye, sacrificing your and the Company’s integrity. as places to find procedure and policy information.
recommendations. If you make a report The financial losses, reputation damage, and serious But don’t worry so much about finding the right
and use BlackBerry EthicsLink, you will legal consequences of ongoing wrongful behavior person on your own; any of the resources identified
receive update information from the would be vastly more disruptive to BlackBerry and here can help send you in the right direction, whether
investigation team. your team than a report and subsequent efforts it is your manager, Human Resources, Legal, Finance
to address ethical concerns and gaps in our or Integrity & Compliance.
procedures.
Q: Confidentiality is protected
“to the extent consistent with
law and the need to
investigate.” What does that
mean to me if I make a report?
A: We will rigorously protect your
confidentiality, only disclosing a
reporter’s identity when absolutely
necessary, such as if we are compelled
by law.

15 BlackBerry Code of Business Standards and Principles Contents


“BlackBerry will investigate all
reports promptly, thoroughly and
fairly, and will take appropriate
action when necessary”

16
3 PERFORMING WITH INTEGRITY
FOR BLACKBERRY
BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Protect BlackBerry’s Assets Access the Resource Guide for team info • BlackBerry Corporate Security Policy
• Security • BlackBerry Acceptable Use Policy
and Information
• Privacy

Make Appropriate Use of BlackBerry Assets • Other trade secrets. with your work or overburden BlackBerry systems.
BlackBerry assets and information are valuable This includes a prohibition on using BlackBerry
Our assets also include physical property, like:
resources intended to make our performance more assets in support of outside business, political or
• Cash. charitable interests. You must never use BlackBerry
efficient. It is important that we protect these assets
and never allow our personal use of them to interfere • Equipment. assets to access or share information inappropriate
with our job responsibilities. BlackBerry assets for a workplace setting. This includes content of a
• Facilities. sexual nature, inappropriate or derogatory humor, or
include:
• Supplies. discriminatory or harassing comments.
• Intellectual property.
• Product inventory.
• Confidential and proprietary information, Expect Monitoring of BlackBerry Assets
including personal information or data of and Systems
customers that was provided to BlackBerry in Only Legitimate Business Use Is Permitted
Where allowed by local law, our Company may
confidence. BlackBerry assets and information should only monitor your use of any BlackBerry assets to ensure
• Sales, marketing and other business strategies be used for legitimate, lawful, business purposes. it is in line with the principles set forth in the BS&P.
and plans. Limited personal use of assets such as BlackBerry® BlackBerry assets include computers, tablets, or
smartphones, company e-mail or Internet company provided or subsidized mobile devices,
• Financial data. connections is permitted. However, you must limit and includes any e-mail, including personal e-mail,
• Technology and software. such personal use, and cannot allow it to interfere sent to or from a BlackBerry server.

17 BlackBerry Code of Business Standards and Principles Contents


Protect Against Misappropriation of Assets General Guideline for Use of
BlackBerry prohibits any form of misappropriation Assets
of company assets. Misappropriation can occur Approved Uses of BlackBerry Assets:
through words, through conduct or by concealing • Legitimate business use.
facts and actions from the Company.
• Limited personal use, so long as it
You can do your part to protect against does not interfere with your work
misappropriation by following security procedures, or overburden BlackBerry systems
and reporting any indications of misuse, theft or
waste of Company assets. Prohibited Uses of BlackBerry Assets
(Absent Authorization):
• Non-BlackBerry purposes,
including for an outside business.
• In a manner reflecting negatively
on our Company.
• Unlawful or offensive activities.
• In support of political activities
(Please see the more complete
discussion at Participate in the
Political Process Responsibly).

Contents 18
Q: Why does BlackBerry monitor
telephones, printers, desktop or laptop
computers, tablets and smartphones?
A: Laws or legal processes may require BlackBerry
to preserve, search or access information from
BlackBerry systems (for example, to conduct
compliance investigations, to address misconduct or
misuse of BlackBerry systems, or to respond to court
orders, warrants or other lawful requests or legal
processes). BlackBerry systems may also be subject
to ongoing maintenance and scanning to ensure they
are operating properly, to promote safety and protect
the integrity and security of the information, and to
ensure continuity of business operations.

19 BlackBerry Code of Business Standards and Principles Contents


Red Flags
The following “red flags” will help you identify possible 5. Information (whether or not involving 14. Any payment required to “get the business”
instances of fraud and misuse of assets. Remember BlackBerry) that comes to light regarding a or where there is a suggestion that an unusual
that red flags do not always indicate impropriety but bribe or misconduct by a party with whom payment is being dictated by an outside party.
rather provide possible warning signs of possible BlackBerry has a direct or indirect relationship. 15. Extravagant gifts or unexplained benefits such
misuse. 6. A suggestion that no one needs to know as expensive cars, jewelry, clothes or travel.
1. Any financial transaction that does not make “specifics” or “details” about how a transaction 16. High employee turnover, especially in those
either common or business sense, such as will be completed or an objective attained areas that are more vulnerable to fraud.
transactions or events occurring at odd times, 7. Reluctance to provide information to 17. Frequent changes in corporate bank accounts
amounts that are too large or small, unusual managers, auditors, legal, investigators or including unexpected overdrafts or declines in
deal structure, margins or discounts that are others who should have access. cash balances, inability to explain variances in
unusually high, cash payments or excessive
8. Irregular, missing or questionable documents. invoices or account balances.
upfront payments (e.g., Company assets
sold under market value or in a manner that 9. Efforts to document a transaction in a way 18. Frequent exceptions and overrides of
excludes other potential buyers from bidding). that is inaccurate or incomplete, or that corporate policies, procedures and controls.
otherwise falsifies the transaction or supporting If you see red flags or you have some other basis
2. Transactions with questionable government
documentation. for suspecting fraud or misuse, you are obligated to
connections, involving people closely
connected to a public official, political 10. Invoices that contain suspicious or raise your questions or concerns. Your best guide is
contributions or payments to a public official, unexplained items such as “miscellaneous often a feeling that something is wrong.
use of a specific consultant or other business payments,” “business facilitation expenses” or
partner at the request of a public official, or “unforeseen expenses.”
requests for increased commission during a 11. Refusal to take vacation and/or sick leave (if
negotiation with a public official. other red flags are present).
3. Service contracts that result in no apparent 12. Involvement in a transaction of people who
product or service, including payments to aren’t normally involved, aren’t qualified, are
agents or other individuals where it is not clear referred to cryptically or are not identified by
what service or benefit they have provided. name.
4. Inconsistent or misleading statements 13. Suggestion that an undisclosed person must
regarding transactions or relationships. be “kept happy” or words to that effect.

Contents 20
BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Do Not Disclose BlackBerry Access the Resource Guide for team info • BlackBerry Information Classification Policy
• Security
Confidential Information
• Non-Disclosure Agreement Team

Much of the information available to you as a Avoid Inadvertent Disclosure • There is a signed and valid non-disclosure
BlackBerry employee is confidential or proprietary. You must be extremely careful to avoid disclosure of agreement in place (be sure to follow the
This is information not generally available to the BlackBerry’s confidential or proprietary information. instructions on go/nda for completing and
public, which includes BlackBerry technical You should not discuss such information in public then submitting the original signed copy of the
information, business and marketing data and places where others may overhear you, or on agreement to the NDA Mailbox).
plans, financial data, internal e-mail communications, blogs or social media networks. You must never • You have marked the documents disclosed as
information about customers, product information leave it unattended.
“BlackBerry Confidential”.
and any other information generally considered
confidential in our industry. If you fail to properly Intentional Disclosure Must Be Authorized
protect and secure BlackBerry confidential or Report “Leaks” Immediately
You must exercise extreme caution before
proprietary information, you could be subject to intentionally disclosing any confidential or proprietary You must immediately report any unauthorized
discipline up to and including termination. If you have information. When disclosing such information within disclosure of BlackBerry confidential or proprietary
any questions on whether information is confidential BlackBerry, you should be sure you are authorized information – even inadvertent – and other
or proprietary, or how to protect it, you should to do so and then only share it with colleagues who security incidents to Corporate Security, as well
consult your manager or Corporate Security. truly need to know the information to do their jobs. as your manager.
You should not disclose confidential or proprietary
Note: Nothing in this BS&P, or any other information to anyone outside of BlackBerry unless This Is a Lasting Obligation
BlackBerry policy, is meant to preclude all of the following are met: Your obligation to safeguard BlackBerry confidential
or discourage you from lawfully reporting • You have obtained your manager’s approval or or proprietary information continues after you are
violations of law or instances of fraud, waste, or already have the authority to do so. no longer a BlackBerry employee. You may never
abuse, to appropriate government authorities
• The disclosure is limited only to such disclose BlackBerry confidential or proprietary
or law enforcement agencies.
information as is necessary to fulfill BlackBerry’s information after you leave, unless you have
particular business purpose. BlackBerry’s consent to do so.

21 BlackBerry Code of Business Standards and Principles Contents


Q: I travel frequently for my job. While at the airport awaiting a flight, I
check my e-mail and return phone calls. My conversations are usually
brief, but sometimes turn to detailed discussions of confidential
BlackBerry protocols. Such in-depth calls are rare, and I believe that no
one is listening to my conversations in the noisy terminal. As long as I
limit the frequency of these calls, is it okay for me to discuss confidential
matters in a public place?
A: No. You have no way of confirming you must be cautious when viewing
whether anyone is listening to your sensitive materials. Even though it may
conversations, and whether you are seem that others around us are not paying
compromising confidential BlackBerry attention to your work, you never know who
information. You must not discuss may be looking or listening.
confidential or proprietary information in
such situations, and doing so could result
in discipline, up to termination. Additionally,
while it is acceptable for you to respond to
e-mails on your Company mobile device,

Contents 22
BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Protect and Respect Access the Resource Guide for team info • BlackBerry Employee/Consultant Confidentiality
• Integrity & Compliance Office (for excluded and Intellectual Property Agreement
Intellectual Property Rights development disclosures) • BlackBerry Open Source Software Policy
and Open Source Software • Your Human Resources Business Partner
• Open Source Team

Understand the Implications of Intellectual you develop and believe should be considered
Property Rights and Developments an “excluded development” that does not belong
Among our most valuable assets is our intellectual to BlackBerry. If you would like to make a written
property (“IP”)—inventions, patents, trade secrets, disclosure, have any questions about the use and
trademarks, copyrights, design rights, know- disclosure of BlackBerry’s and third parties’ IP or
how and other proprietary information. You are have questions relating to “excluded developments”,
accountable to establish, protect, maintain and contact the Integrity & Compliance Office.
defend BlackBerry’s rights in all commercially
significant intellectual property and to use those Be Compliant in Open Source Development
rights in responsible ways. Open source software is free of charge and made
You must likewise respect the valid, exclusive IP available as source code, but under licenses that
rights or copyrighted materials of third parties. impose certain legal obligations. Non-compliant
use of open source software can have significant
As part of the BlackBerry Employee/Consultant
Confidentiality and Intellectual Property consequences for BlackBerry, our suppliers, our
Agreement you previously signed or acknowledged, distributors and even our customers. Prior to using,
virtually all IP developed in the course of your modifying or distributing open source software,
employment belongs to BlackBerry. You also have you must obtain approval in accordance with the
an obligation to disclose to BlackBerry in writing BlackBerry Open Source Software Policy.
any development of IP. This includes any IP that

23 BlackBerry Code of Business Standards and Principles Contents


Q: I am a BlackBerry developer, and
am thinking about developing a
smartphone application in my spare
time. I have an innovative idea that I
think could be very profitable. I would
like to begin work right away. Is there
anything I should do before starting
development?
A: Yes. While it is tempting to begin work right
away, you should disclose your intention to
develop the application, in writing, before you
start development, so that it can be discussed in
light of your BlackBerry Employee/Consultant
Confidentiality and Intellectual Property
Agreement, and the BS&P. BlackBerry may even
have an application development program that
you can take advantage of. Contact the Integrity
& Compliance Office to make a disclosure or ask
questions.

Q: I worked on developing some software for BlackBerry, but the


Company has decided to abandon the project. I think the software has
potential. May I continue to develop the software, on my own time, and
sell it to businesses outside BlackBerry?
A: No. BlackBerry owns the intellectual property rights in any software you worked to
develop during your employment with the Company. All BlackBerry IP is the property of
the Company as a whole, and ultimate responsibility for its management resides with
BlackBerry.

Contents 24
BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Avoid Conflict of Access the Resource Guide for team info • Giving and Receiving Gifts and Entertainment
• Integrity & Compliance Office (for conflict of Policy
Interest Situations interest disclosures) • Travel & Expense Policy
• Your Human Resources Business Partner

Performing with integrity for BlackBerry means Outside Activities Cannot Compete or • Use BlackBerry assets, facilities, services or
acting in BlackBerry’s best interests and avoiding any Interfere with Your Work resources, including BlackBerry IP, confidential
situation where you could be said to have divided Outside activities, such as participating on a board of or proprietary information or your time during
loyalty or to be using your position at BlackBerry to directors or advisory board, conducting an outside the work day, on your outside activities.
obtain favorable treatment for yourself or someone business or engaging in part-time employment while • Use your position at BlackBerry to gain an
close to you. working in your current position at BlackBerry should advantage in your outside activities.
not interfere with the work you do for BlackBerry. • Place yourself in a position where your outside
You must avoid any situation that creates even the
You may not work or engage in business for a interests could place you or a product, service
appearance of a conflict of interest, unless and until
different company or entity – with or without or business on which you are working in
you have made full written disclosure of all facts and
compensation – unless you receive a properly competition with BlackBerry.
circumstances, and obtained the written approval
described below. authorized exception in writing as described below.
Do Not Take Personal Advantage of
A volunteer role for a charitable organization only
The following sections outline some of the more Corporate Opportunities
needs to be disclosed and approved as described
common situations where a conflict may arise, You must never take personal advantage of a
below if the activity will infringe on company time or
how to determine whether you need to disclose business or investment opportunity that you become
pose any other conflict of interest (such as accepting
a potential conflict, and how to make a written aware of that could benefit BlackBerry. You must
a duty of loyalty to a board of directors for a non-
disclosure. When in doubt, ask for guidance. obtain written approval as described below before
profit organization).
acting on such an opportunity yourself. Unless and
In addition, even if you have disclosed the outside until BlackBerry has been able to evaluate such an
activity and received approval to proceed, you may opportunity and has chosen not to pursue it, you
not: must avoid it.

25 BlackBerry Code of Business Standards and Principles Contents


Avoid Doing Business with Friends and Family to make investments in BlackBerry competitors,
From time to time, your actions as a BlackBerry customers, suppliers or other business partners so
employee may directly or indirectly affect the interests long as:
of family members and friends. Such a situation can • The total value of the investment is less than 1% of
arise, for example, when a family member or friend the outstanding stock of the company; and
becomes an employee of, or significant investor in, • The amount of the investment is not so significant
a supplier or customer you conduct business with to you that it would affect your business judgment
on behalf of BlackBerry. Although not every such
on behalf of BlackBerry.
situation will be a conflict of interest, you must not
If you or a member of your immediate family who
conduct such business without making full disclosure
resides with you owns or seeks to own any such
of these relationships and obtaining written approval
financial interest, promptly disclose the matter
as described below whenever such a situation arises.
and obtain written approval as described below.
Even where such activities are approved, you must
not allow your personal relationships to influence, or
Giving and Receiving Gifts and Entertainment
appear to influence, your ability to act in BlackBerry’s
Business gifts and entertainment can be lawful and
best interest.
appropriate courtesies that build a strong business
In addition, you should never act as a direct or relationship between BlackBerry and those with
indirect supervisor, or influence any employment whom we do business, but we must be cautious
or contract related decisions,of any BlackBerry and moderate in their use. A conflict of interest
employee or outside contractor who is a family can easily arise if business courtesies suggest
member or other person with whom you have a that favorable treatment was given, received or is
significant personal relationship. You must make full expected, or was otherwise used to improperly
disclosure of these relationships and obtain written influence a business decision.
approval as described below whenever such a
For more detailed guidance regarding the giving
situation arises.
and receiving of gifts, entertainment and business
courtesies, including applicable internal guidelines,
Outside Financial Interests Can Create
value thresholds and approval protocols, refer to the
Conflicts
Giving and Receiving Gifts and Entertainment
While some outside financial interests may actually Policy.
influence or may be perceived by others to
improperly influence your performance of your job
at BlackBerry. It is not typically a conflict of interest
Contents 26
Disclose Actual or Potential Conflicts and
obtain Approval in Writing
Simply having a conflict of interest is not a violation
of the BS&P, but failure to disclose and obtain the
appropriate approvals for the conflict is.

To determine if a conflict of interest exists or would


appear to exist, you should consider:

• The nature of your responsibilities at BlackBerry


and your ability to affect the outcome of a
transaction;

• The interests of others who are or appear to be


closely tied to you, such as family members and
personal friends; and

• How the circumstances might appear to others


within and outside BlackBerry absent full
disclosure and approval to move forward.

If you are aware of a possible conflict of interest,


you must: immediately submit a Conflict of
Interest Disclosure Form through the Integrity &
Compliance Office to obtain formal written approval
before proceeding or continuing the activity. In
addition, members of the board of directors and
officers must obtain formal written approval from the
Audit and Risk Management Committee of the board
of directors.

27 BlackBerry Code of Business Standards and Principles Contents


Q: I am a BlackBerry employee, and recently started a sideline business Q: I have worked for BlackBerry
outside the company. From time to time during the work day, I take for many years in its procurement
calls or send or receive e-mails relating to the business, do research department. My wife and I have an
related to it, or work on “side of the desk” projects in support of it. Is this investment in a company that is less
permissible? than 1% of its outstanding stock, but
that used up much of our savings. I
A: No. While employees may handle those duties, there is an impermissible
am in charge of a project on which
personal calls or e-mails from time to time conflict of interest. Further, unless you
this company intends to bid for a
during the work day, or work on outside have disclosed your outside business and
interests during breaks, you may not use received approval to pursue it, you are
role as a BlackBerry supplier. Do I
company time or resources to work on in violation of the BS&P and could face
have a responsibility to disclose this
outside activities. We owe BlackBerry disciplinary action. information to BlackBerry?
a duty to focus on our BlackBerry work A: Yes. Your substantial investment in a would-be
obligations during the work day, and to use supplier with which you could work creates a
BlackBerry assets for BlackBerry business potential conflict of interest. BlackBerry employees
only. When outside interests interfere with cannot work on transactions or with companies
where they or a family member have a substantial
financial interest.

“You need to avoid any


situation that creates
even the appearance
of a conflict of interest”

Contents 28
4 TREATING OUR CUSTOMERS AND BUSINESS
PARTNERS WITH INTEGRITY
BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Do Not Allow Bribes or Other Access the Resource Guide for team info • Prevention of Improper Payments Policy
• Integrity & Compliance Office • Giving and Receiving Gifts and Entertainment
Improper Payments Policy
• Providing BlackBerry Products to Public Officials
Policy (covers device and software seeding)
• Providing BlackBerry Products to a Third Party
Who is Not a Public Official Policy (covers device
and software seeding)

BlackBerry competes in the marketplace through as elected officials, appointed officials and civil to maintain accurate books and records, as well as
the quality of our products, the skills of our people servants. a system of internal controls designed to detect and
and our ability to provide goods and services prevent improper payments.
Our retention and use of third parties who represent
at competitive prices. You must comply with all
us or perform services on our behalf creates For more detailed information about BlackBerry’s
applicable anticorruption laws. You may never make,
significant anticorruption risk, especially where the policy regarding anticorruption compliance, please
promise, offer, fund or authorize a bribe, kickback,
third party interacts with public officials. You must refer to the Prevention of Improper Payments Policy.
facilitation payment or other improper payment in
seek guidance and obtain written approval from
connection with BlackBerry’s business with a public
the Integrity & Compliance Office before retaining or
official, government entity or any other third party.
hiring a third party to represent BlackBerry before
A “public official” is interpreted broadly and includes any government or to distribute or sell BlackBerry
anyone serving in or employed by a national, state, products or services.
provincial or local government body or agency, such
BlackBerry is required by relevant anticorruption laws

29 BlackBerry Code of Business Standards and Principles Contents


BS&P SECTION CONTACT(S)

Adhere to Competition Laws Access the Resource Guide for team info
• Integrity & Compliance Office

BlackBerry competes vigorously in the marketplace,


but does so honestly, fairly and in accordance
with all applicable competition laws (sometimes
called “antitrust”, “anti-monopoly” or “cartel” laws).
These laws are aimed at prohibiting agreements or
practices that restrict free trading and competition
between businesses.

Certain conduct is absolutely prohibited under these


laws, and could result in your imprisonment, not to
mention severe penalties for BlackBerry. To comply
with these laws, you should not:
• Conduct yourself in any way that could be conversation immediately, and seek guidance from
• Discuss or exchange information with
viewed as an attempt to exclude present or the Legal Department.
competitors regarding prices, price-related
potential competitors or control markets.
information or any other aspect of competitive Be particularly careful when attending industry
strategy. This includes information about You also should not seek to enter into agreements conferences or trade shows to avoid even the
promotional spending or terms, costs, product that unreasonably limit the freedom of a reseller, appearance that your business decisions reflect
supply, marketing, territories or other sensitive customer or supplier to sell a product or service an improper influence or involve unfair business
marketing information. however it sees fit, including establishing the resale practices. If you find yourself involved in a
price of a product or service, or improperly condition conversation that turns to the sharing of business
• Agree or discuss with a competitor the
the sale of products or services on an agreement to practices, even remotely, you should terminate
allocation
buy BlackBerry products and services. the conversation.
of markets or customers, or not to serve certain
Although the principles of these laws are If you suspect that anyone at the company is
markets, market segments or customers.
straightforward, their application to particular violating the competition laws, notify the Legal
• Violate fair bidding practices by engaging in bid- Department or the Integrity & Compliance Office
situations can be quite complex. If any BlackBerry
rigging or other improper or collusive tendering immediately.
competitor or business partner discusses any of
or procurement practices.
these topics – even indirectly or casually – stop the

Contents 30
Q: I am attending an industry conference on behalf of BlackBerry, and have
met up with an old college friend who now works for a major competitor. My
friend has told me that if BlackBerry charges a certain price for its newest
Enterprise software product, she will ensure her company charges the same
price for its competing product. I know I can’t agree to this, but I am not sure
what I should do in this situation. What actions should I take?
A: First, you must make it very clear to your friend that you will have nothing to do with this
discussion. Price-fixing is an anti-competitive topic, even the discussion of which could lead to
serious consequences for you and BlackBerry – as well as for your friend and her company. Then,
you must promptly report the incident to the Legal Department or Integrity & Compliance Office.

31 Contents
BS&P SECTION CONTACT(S)

Participate in the Larger Access the Resource Guide for team info
• Integrity & Compliance Office
Security and Software
Community

As a security software technology leader, BlackBerry associations and technology standards bodies that
possesses a unique perspective and valuable seek to drive innovation and promote access to our
expertise. We exchange ideas and knowledge with technologies for people across the globe. In doing
our stakeholders and other industry participants, so, we abide by competition laws. See Adhere to
where appropriate. This includes actively engaging Competition Laws
with regulatory bodies and participating in industry

BS&P SECTION CONTACT(S)

Market Our Products Access the Resource Guide for team info
• Marketing
with Integrity

You must market our products and services based


on their unique characteristics, innovation and quality.
You may not engage in any false or misleading sales
activitiy, or otherwise misrepresent our products and
services.

Contents 32
BS&P SECTION CONTACT(S)

Comply with International Trade Control Access the Resource Guide for team info
• International Trade Controls
Laws and Regulations

As a global company, BlackBerry is subject to and another BlackBerry location. Imports may require
complies with numerous trade control laws and the payment of duties and taxes, as well as the
regulations governing the export and import of submission of certain filings and receipt of import
hardware, software, services and technology. authorizations such as a license, permit or other
approval.
Export and Import Controls
Generally speaking, BlackBerry hardware, software Economic Sanctions and Other Trade
and technology that contain or make use of Restrictions
encryption may be subject to export control unless From time to time, governments use economic
an exclusion or exception applies. sanctions and other restrictions to further various
foreign policy and national security objectives.
An “export” can occur through physical delivery, Economic sanctions are directed towards specific
e-mail, download or other transmission of a product, countries and/or specific end-users. Any appropriate
software or technology from one country to another. screening must be completed prior to an export.
Transferring software, services or technology to
Any requisite licenses and permits for items
a citizen of another country, regardless of where subject to export control must be obtained and
the person is located, may also be deemed an any appropriate destination country and/or end-
export. Where the item is subject to export control, user screening must be completed prior to an
BlackBerry must obtain a license or a permit or be export. If you are unsure whether a transaction is
able to rely on another export authorization prior to in compliance with all applicable trade control laws
an export. and regulations, contact the Legal Department by
An “import” is the transfer of goods into a country sending an email to
ExportControls@blackberry.com prior to
through physical or intangible means from a
export.
foreign or external source, which can include

33 BlackBerry Code of Business Standards and Principles Contents


Q: I work in logistics, and have Q: I work in software development and
been asked by a BlackBerry would like to transfer new software
sales manager to alter the outside of North America for testing/
product descriptions and evaluation purposes. Can the software
valuations being entered be transferred to the recipient or
into the documentation posted to a BlackBerry server for
for a shipment of products download by the recipient without
to another country. It was first obtaining an export permit or
explained that this will expedite license or undergoing the appropriate
customs clearance and result screening?
in a more favorable duty rate.
Can I alter the documentation?
A: It depends. The Legal Department needs to be
consulted by sending an email to ExportControls@
A: No. All documentation surrounding blackberry.com.
any shipment of BlackBerry products You will be advised on the proper procedure to
must be accurate and complete. It transfer or post the software and whether any export
is never appropriate or justified to permits or licenses or appropriate screening are
misclassify or mischaracterize products required before transferring or posting the software.
or transaction values, or to otherwise
falsify documentation, which could
result in violations of law and significant
penalties for the Company and the
individuals involved. You should
contact BlackBerry’s International
Trade Controls and Compliance group
of the Legal Department by sending an
email to ExportControls@blackberry.
com.

Contents 34
BS&P SECTION CONTACT(S)

Money Laundering and Access the Resource Guide for team info
• Integrity & Compliance Office
Terrorist Financing

BlackBerry maintains contract review policies and use of our technology for illicit or illegal purposes.
procedures to guard against money laundering, a Only do business with reputable customers and
process whereby transactions with a legitimate vendors, and never provide inaccurate information
business are used to conceal funds generated by about our business partner and potential business
illegal activities to make them appear to be legitimate. partners.
This may include: terrorist financing; and the potential

Red Flags
You have an obligation to report unusual or characteristics for the proposed transaction. documentation or requests for information that
suspicious activities or transactions that could • Unusual transaction structure, including overly does not seem related to the transaction.
indicate improper conduct. Be on the lookout for complex or unnecessary routing. • Involvement of unnamed parties or undisclosed
the following, which could indicate a potential trade locations.
• Requests that an inaccurate monetary value or
control, money laundering or improper financing product description be applied to a shipment or • Resistance to correcting inaccurate or
issue: provision of goods or services. incomplete documentation.
• customer or vendor seeking to make an
A • Reluctance or refusal to respond to reasonable Seek guidance from the Legal Department or the
abnormal payment such as a large payment in requests for information about the distribution Integrity & Compliance Office if you encounter
cash, through someone outside the transaction chain, end users, intermediate consignees or such “red flags.”
or via unusual accounts or sources of financing. delivery locations.
• A new customer with questionable • Questionable requests surrounding

35 BlackBerry Code of Business Standards and Principles Contents


BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Comply with All Government Access the Resource Guide for team info • Prevention of Improper Payments Policy
• Integrity & Compliance Office • Providing BlackBerry Products to Public
Contracting Requirements Officials Policy
• Giving and Receiving Gifts and Entertainment
Policy

BlackBerry regularly sells products and services


to government entities throughout the world.
Government sales are heavily regulated and subject
us to additional bidding, disclosure, and certification
requirements, as well as limitations on provision of
Q: I have regular dealings with
gifts and entertainment . Government contracting
representatives of various government
requirements may apply to government-owned
or operated entities such as public utilities, health
agencies. Do the same rules apply for
care facilities and universities. In some jurisdictions, all BlackBerry dealings with all
sales activities may require registration with the government agencies?
government entity. A: No. Government agencies, even within the
If you are involved in government-related sales or same country, often have varying rules relating
service activities, or the negotiation, administration to their interactions with private companies. You
or fulfillment of government contracts, you must need to understand the rules that apply to each
understand and adhere to the additional rules and agency with which you have regular dealings.
requirements applicable to those activities. You can obtain guidance about those rules from
the Legal Department and Integrity & Compliance
Office.

Contents 36
Q: During a recent meeting Q: BlackBerry recently submitted a bid on a procurement by a government
with my contact at a agency. Would it be permissible for the sales representative primarily
government customer, the responsible for the account to pay for a lunch with his counterpart at the
agency representative offered agency?
to disclose information about
A: Even if the agency otherwise permits a vendor agency official could be construed as an effort
a competitor’s bid on an active to improperly influence the bidding process.
to pay for a business lunch, the agency’s rules
procurement. applicable to the bidding and vendor selection The sales representative must obtain advance
Can I obtain that information process may limit the type or amount of contact approval from the Integrity & Compliance Office
and use it to improve BlackBerry can have with agency representatives before paying for any meal of, or providing
BlackBerry’s bid on the same during the active procurement process. The any other thing of value such as a gift or
procurement? fact that BlackBerry does have a bid pending entertainment to, any government official.
A: No. We cannot seek confidential with the agency heightens the risk that its
information about a government provision of a thing of value such as a meal to an
procurement—or any other
procurement for that matter—where
we know or have reason to believe Q: It appears that certain documentation submitted to a government customer
disclosure of the information is not
by a subcontractor is not accurate. Do I have an obligation to report this matter
authorized. This includes information
internally, to the subcontractor or to the customer?
internal to the government or relating
to a competitor such as bid, proposal
or pricing information. You must A: Whether the inaccuracy is erroneous
contact the Legal Department in or purposeful, BlackBerry expects all
circumstances where such an offer to documentation submitted by its employees and
disclose information is made to you, or business partners to government customers
where such information is inadvertently to be accurate and complete. You should, at a
disclosed to you, whether the offer or minimum, report the matter internally so that
disclosure is made by the government, appropriate steps can be taken to confirm
a competitor or some other third party. whether there is an issue and if so to ensure that
it is appropriately resolved.

37 Contents
BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Obtain and Use Third-Party Access the Resource Guide for team info • Privacy Policy
• Integrity & Compliance Office
Information Appropriately
• Privacy

Just as we expect others to respect our Intellectual If you obtain third-party IP or confidential information
Property (IP) and confidential information, we have by accident, or if you are not sure if a disclosure is
a similar obligation to respect the IP and confidential authorized, you should contact the Legal Department
information of our customers, competitors, vendors, for guidance before you use the information or share
suppliers or any other third party. This means you it with anyone else.
should not accept such information unless you
Protect the Privacy of Personal Information
are sure the person providing it is authorized to do
so. When you receive third-party IP or confidential Protecting information is at the core of what we do.
information, you are responsible for determining if the We earn our customers’ and other third parties’ trust
information is subject to a non-disclosure agreement by keeping their personal information secure. The
and, if it is, for knowing its requirements and same applies to confidential information concerning
complying with them. You must use such information BlackBerry employees. You must never access
only for the purpose it was provided, and limit any anyone’s personal information without a proper
disclosure to others who have a need to know and business reason. You should also be sure to keep
are authorized to receive the information. Failure the information safe and secure, store it in secure
to protect third-party information could not only locations and systems only, and comply with the
damage our relationships and harm our reputation, data protection and privacy laws of the country (or
but it could also expose you and BlackBerry to countries) where you work or do business.
potential liability.

Contents 38
5 RESPECTING OUR
COLLEAGUES
BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Create and Maintain a Access the Resource Guide for team info • Equal Employment Opportunity
• Human Resources • Anti-Discrimination and Anti-Harassment Policy
Positive Environment

Respect and Foster Diversity At BlackBerry, we recognize that the ever-changing work and live. By fully utilizing the rich experience
BlackBerry’s success in capturing and maintaining requirements of a diverse market and customer and skills of our diverse workforce, we deliver results
a competitive global market share depends on our base require us to cultivate an agile, inclusive for our diverse global customers.
ability to understand and anticipate the needs of our culture where we can share a broad spectrum of
existing and potential customers, partners, investors perspectives and ideas. This environment enables a Do Not Tolerate Discrimination or Harassment
and suppliers. Our customers – as well as our own high level of employee engagement and satisfaction. You may never make any employment-related
high standards – require that we have the best Our inclusive culture also helps us attract and retain decisions based upon a person’s race, color, gender,
talent working together to innovate, make the right a workforce that understands the diverse range of national origin, age, religion, citizenship, disability,
decisions, and deliver superior products and services. customers we serve and communities where we medical condition, sexual orientation, gender identity,

Q: I recently received a long-awaited promotion to a management position. My team members have


been supportive through my transition; however, one of my colleagues has been treating me coldly
since the promotion. I have even overheard him saying, “I know why she got promoted. It’s only
because she is a woman.” What should I do?
A: If you feel comfortable approaching your colleague, you should firmly tell him that his comments and behavior are making it
difficult to do your job. If you do not feel comfortable addressing the issue yourself, you are encouraged to report the issue to your
Human Resources Business Partner. None of us deserve to work in an environment that includes offensive remarks of this nature.

39 BlackBerry Code of Business Standards and Principles Contents


BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Value Workplace Health Access the Resource Guide for team info • Environment, Health, Safety and Sustainability
• Global Environment, Health & Safety Policy
and Safety • Workplace Violence Prevention Policy
• Human Resources

gender expression, marital status or any other Do Not Tolerate Bullying or Violence Value Workplace Health and Safety
basis protected by law. None of us should ever feel threatened by We are committed to maintaining an environment
You must also help ensure that our workplace is free anyone, regardless of our tenure or position within that is healthy and safe for everyone. Therefore,
from harassment. While the definition of harassment BlackBerry. BlackBerry makes every effort to you must comply with the occupational health and
varies by location, at BlackBerry it includes any foster an environment of responsible, respectful safety laws that apply to BlackBerry. You must
unwelcome conduct that has the purpose (or can be communication. We strive to create a workplace follow BlackBerry operational health and safety
reasonably construed to have the effect) of creating in which all team members have the opportunity policies and procedures that apply to your work,
an intimidating, offensive or hostile work environment. to actively encourage and contribute new ideas by which have been designed to prevent injuries and
Unwelcome conduct can take the form of physical, empowering each other to think, share and discuss illnesses.
written or spoken remarks, videos or pictures. Sexual our visions in an appropriate manner. With this in
BlackBerry implemented the Global Environment
harassment can include such acts as unwelcome mind, it is never acceptable to belittle a BlackBerry
Health and Safety Policy to reflect our commitment
sexual advances, requests for sexual favors or other colleague because of their ideas, beliefs or
to environmental protection and the health and
physical or verbal conduct of a sexual nature. No appearance or for any other reason. Our Company
safety of our people and communities. Know and
matter what form the harassment takes, it negatively maintains a strict zero-tolerance policy in respect
adhere to this policy, as it forms the foundation of
affects work performance and morale, and is a of any verbal or nonverbal attacks, intimidation or
our Company’s proactive approach to reducing
violation of the BS&P. threats of violence.
injury and illness in the workplace, with the goal of
If you experience or become aware of any act of If you feel that someone is acting in a threatening optimizing employee health and safety.
discrimination or harassment, you must report manner, you are strongly encouraged to bring
it to your manager, HR Business Partner or to all relevant information to the attention of your
Report Your Concerns
HR Employee Relations (hremployeerelations@ manager or your Human Resources Business
If you experience, become aware of or have
blackberry.com ) so that BlackBerry may address Partner.
questions or concerns regarding actual or potential
it. Rest assured that as long as your report is made violations of the foregoing policies, you must report
in good faith, you will not face any retaliation. them so that BlackBerry can address them.

Contents 40
“We are committed to
maintaining an environment
that is healthy and safe for
everyone”

41 BlackBerry Code of Business Standards and Principles Contents Contents41


6 ACTING WITH HONESTY AND TRANSPARENCY
FOR OUR INVESTORS
BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Make Accurate and Access the Resource Guide for team info • Actively Seek Guidance and Report Concerns
• Corporate Secretary
Timely Disclosures
• Investor Relations

As a publicly-traded company, we are required to Report Concerns


make accurate and timely disclosures of information. If you become aware that information in any public
The integrity of our financial reports and other public filing or communication with shareholders was untrue
filings is critical to the successful operation of our or misleading at the time the filing or communication
business and to maintaining the confidence and trust was made, report your concern immediately, either
of our shareholders, customers, business partners by e-mailing Investor Relations or using EthicsLink.
and other stakeholders.
If you become aware of a material change in the
It is BlackBerry’s policy to make full, fair, business or affairs of BlackBerry, including any
accurate, timely and understandable disclosures change that would reasonably be expected to have
in its public filings with securities regulators and a significant effect on the market price of BlackBerry
its communications with its shareholders. While securities or that a reasonable investor would
BlackBerry’s management has the general consider important in making a decision to buy, sell
responsibility for preparing these filings and or hold BlackBerry securities, you should share this
communications, we each have a role to play with Investor Relations at
and must provide all necessary information
investorinfo@blackberry.com.
to management.

42 BlackBerry Code of Business Standards and Principles Contents


BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Keep Accurate Financial Access the Resource Guide for team info • Actively Seek Guidance and Report Concerns
• Integrity & Compliance Office
Records and Support Robust
• Finance
Controls

We rely on our accounting records for many reasons, Adhere to Our Processes and Controls Always Be Cooperative, Forthcoming and
including producing reports for management, You must follow all processes and controls designed Transparent
shareholders, creditors, governmental agencies to ensure the accuracy of BlackBerry’s assessment Always cooperate and communicate truthfully with
and others. Financial statements, and the books and reporting of financial results. No one should members of BlackBerry’s internal audit, accounting,
and records upon which they are based, must ever override internal controls or procedures directly ethics and compliance, and legal teams, as well
be accurate and complete, and must comply or indirectly related to financial reporting. If you as with BlackBerry’s independent auditors, outside
with applicable accounting principles and legal believe that you need to deviate from these controls counsel and government investigators or regulators
requirements. This includes the BlackBerry system of or procedures for legitimate reasons, you must with respect to BlackBerry’s accounting practices
internal controls. first communicate the circumstances in writing or financial statements. As part of our commitment
If you are involved in BlackBerry’s financial reporting to the Finance Department and obtain approval. to the accuracy of our publicly disclosed financial
process, make sure that all transactions and Be sure to retain, protect and dispose of company information, we must make sure that relevant
balances are timely and accurately recorded, financial records in accordance with applicable information regarding the financial condition of
classified and summarized in accordance with legal requirements and BlackBerry record BlackBerry and our internal controls is available
BlackBerry’s financial and accounting practices. retention policies. to the Audit and Risk Management Committee
Even if you are not in a finance or accounting role, be of the Board of Directors.
mindful that everyday transactions such as recording
expense reports and preparing sales invoices must
be accurate and complete.

Contents 43
Q: What is an “internal control”? checks.
When would I be overriding or • Monetary approval limits.
deviating from one? • Contract provisions, and contract
A: While you may think of internal controls review and approval.
as being primarily finance-related, the • Guidelines on key compliance risk
internal control environment is much areas such as gifts, travel and
broader and can include nearly any tool entertainment, and charitable or
used to mitigate business and compliance political giving.
risks, such as:
• IT system constraints.
• he messaging, guidance and
T
• Accounting and finance controls,
oversight from the leadership team –
internal audits and reconciliations
a.k.a., the “Tone From The Top.”
• Documentation requirements.
• Written policies and procedures.
Activities such as preapproving spending,
• Risk assessments.
splitting invoices, keeping a credit or
• Management oversight of key risk
account with a vendor or other third party,
areas.
operating via “side letters” outside the
• Training. formal contracting process, improperly
• Internal reporting. overriding Company product pricing
• Enforcement and disciplinary systems policies, procedures or decisions, or
ignoring signing authority requirements are
• Third-party due diligence.
all examples of activities that deviate from
• M&A due diligence. or undermine our controls, and are therefore
• Payment controls. prohibited.
• Limitations on access to cash and

44 BlackBerry Code of Business Standards and Principles Contents


BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Ensure Financial Integrity Access the Resource Guide for team info • Management Approval Processes (MAP)
• Integrity & Compliance Office • Travel & Expense Policy
and Responsibility
• Business Affairs • Approval levels: PO, Invoice & Expenses
• Finance

Conducting BlackBerry business with integrity • Provide the finalized written documentation as the Management Approval Process (MAP)
includes making sure that all agreements and to the appropriate person for recording in our defining the approvals necessary for all transactions
commitments are made in writing, and include books and records. at BlackBerry globally. You must adhere to MAP
all aspects of the transaction. • Ensure the written documentation contains a requirements.
relevant terms to which the parties are agreeing. Before acquiring any goods or services or
Understand and Respect Signing Authority
Making business commitments outside of committing to spending on behalf of BlackBerry,
BlackBerry has a defined process for line this process, such as through informal or oral you must have appropriate spending authority for
management to approve pricing and certain other agreements, is prohibited. the total amount of the payments or concessions
contract terms and conditions. Only authorized involved. If you do
If you are entering into an NDA using a Legal
individuals have the authority to make commitments not, then you must obtain approval from the
Department-approved form, you don’t need further
on behalf of BlackBerry, as delegated by the board of manager in your chain of management who does.
approval from the Legal Department unless you have
directors. Commitments include contracts, purchase
made changes to the form or are using it for other You must make all purchasing decisions in the
orders, statements of work, and other business
than its intended purpose. best interests of BlackBerry. Seek assistance from
obligations or promises
Sourcing and Procurement to ensure BlackBerry
to perform.
Understand and Respect Spending Authority / is getting the best deal available given the
You must satisfy the following when having any Adhere to the Management Approval Process circumstances and our requirements, especially
commitment executed, modified or amended: (MAP) by obtaining competing bids as required by
• Obtain all appropriate approvals in advance. To illustrate exactly what approvals are needed for procurement guidelines. All purchasing decisions
various activities and expenditure levels, BlackBerry must also be documented with supporting evidence
• Use written documentation approved by the
has compiled a list of mandatory guidelines known that will allow other individuals to reach the same
Legal Department for agreements.
decision.

Contents 45
Q: The procedures for in exchange for a purchase order Expense Claims Must Be Valid
commitments require that I obtain for a large number of BlackBerry BlackBerry requires that you submit only claims
“all appropriate approvals in software licenses. May I make this for reasonable expense costs, directly related to
advance.” What are appropriate agreement? company business, and supported by appropriate
approvals? documentation. Your claim must record the
A: No, this is a prohibited verbal side business purpose, full names and titles of
A: This depends on the type of deal. BlackBerry may want to support the
everyone who participated, and comply with
commitment. Most approvals are addressed annual conference and our customer may
other submission requirements.
in MAP. If you are unsure or have questions want to purchase software, but any related
please contact Business Support, Sourcing agreements need full business review and
& Procurement or the Integrity & Compliance approval, and proper Legal Department-
Office. approved documentation. Be explicit in
discussions with partners about when you
are socializing a proposed deal and when
Q: An enterprise partner asked you are extending an offer capable of
me to verbally agree over a acceptance.
handshake that BlackBerry will
sponsor its annual conference,

46 BlackBerry Code of Business Standards and Principles Contents


Q: My team requires additional
BS&P SECTION CONTACT(S)
equipment to complete a high
priority project. The equipment
Cooperate with Internal Access the Resource Guide for team info
cost exceeds the approval limit of • Integrity & Compliance Office
my manager. He thinks that waiting
and External Audits,
for approval from his higher-level Investigations and Inquiries
manager will take too long. He
has instructed me to acquire the You have an obligation to cooperate with any any specific instructions from the Legal Department
equipment by submitting two internal or external audits, investigations and to retain and preserve particular information. Failing
purchase order requests that split inquiries. You must always provide truthful and to do so may expose BlackBerry and the individuals
the order. This way, he can approve accurate information to BlackBerry personnel involved to criminal liability.
the purchase on his own. conducting an investigation, as well as to If a government regulator contacts you in connection
How should I proceed? government regulators and external auditors. It is with a standard inspection or routine audit, please
important that you take special care to retain all notify your manager and follow established
A: Submit a purchase order request for the
documents that relate to any imminent or ongoing procedures. If a government investigator contacts
full amount that represents the complete
investigation, lawsuit, audit or examination involving you for any other matter, you must notify the Legal
transaction so that a manager with the right
BlackBerry. This means that you must never conceal, Department immediately.
spending authority can approve. In addition,
alter or destroy any documents or records related
use an appropriate reporting channel to make
to any such inquiries. It also means you must follow
a report describing the improper suggestion to
split the purchase order.

Contents 47
BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Avoid Insider Trading Access the Resource Guide for team info • Insider Trading Policy
• Corporate Secretary
and Tipping

BlackBerry’s directors, officers and employees are In addition, a BlackBerry insider may not buy or Insider trading and tipping can result in civil or
insiders of the Company. Consultants, contractors sell securities of another public company while criminal penalties, and/or disciplinary actions
and even students may become insiders as well. in possession of material non-public information including termination. If you have any doubt about a
Applicable laws and BlackBerry policy prohibit regarding that company, if the information was potential securities transaction or the use of certain
insiders from trading in BlackBerry securities learned in the course of the insider’s work at, or non-public information, seek guidance from the
while possessing material information that has via their affiliation with, BlackBerry. Chief Financial Officer or Chief Legal Officer or
not been made generally available to the public their designates.
– a practice referred to as “insider trading”. Honor Blackout Periods
Non-public information about the business Some BlackBerry employees, because of their
or affairs of BlackBerry is material if it would position in the Company and the potential access
reasonably be expected to have a significant they have to material non-public information, may
effect on the market price or value of BlackBerry be advised from time to time that they are also not “Insider trading and
securities or if a reasonable investor would allowed to trade during specified “blackout periods.”
consider it important in making a decision to If you are one of these employees, you must ensure tipping can result in civil
buy, sell or hold BlackBerry securities. Passing that you comply with applicable blackout and
along material non-public information to friends pre-clearance requirements and take necessary
or criminal penalties”
or families – a practice known as “tipping” – precautions to ensure that material non-public
is considered a form of insider trading and is information is not made available to others,
also prohibited by securities laws and including fellow BlackBerry employees who do
BlackBerry policy. not require access to the information.

48 BlackBerry Code of Business Standards and Principles Contents


Q: I went out to lunch with my A: Yes. Your colleague may have the best
colleague and her son. We casually of intentions, but encouraging her son and
conversed during the first half of a coworker to purchase BlackBerry stock
their meal, but later, the discussion while in possession of such key information
turned to business. Although is “tipping.” Tipping is a violation of insider
trading laws, and can pose serious
her son is not a BlackBerry
consequences for all three of you and for
employee, he is interested in
BlackBerry. You may not share confidential
smart investment opportunities,
information with those outside our
and pressed his mother for more Company, including family members, or
information about important even with colleagues who do not have a
product developments. She knew business reason to know it. In addition,
she couldn’t delve into specifics, you have an obligation to report and
but told us, “Let’s just say that now should provide information about these
would be a good time to invest circumstances via an appropriate reporting
in BlackBerry.” Has she done channel.
anything wrong?

Contents 49
BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Remember that We Speak Access the Resource Guide for team info • Corporate Disclosure Policy
• Public Relations & Social Media • Social Media Policy
with One Clear Voice
• Investor Relations

BlackBerry strives to provide clear and accurate • The media, even informally. Refer inquiries Social Media
information to both internal and external received from the media to the Public Relations BlackBerry encourages employees to talk positively
stakeholders. In addition to complying with important Department. If you otherwise have questions about BlackBerry in social situations and in social
legal and regulatory requirements, this helps us about whether it would be appropriate for media, provided it is clear that you are a BlackBerry
maintain integrity in our relationships with the you to speak publicly about BlackBerry or employee and not speaking on behalf of BlackBerry;
public and investors, which in turn strengthens our BlackBerry business, seek guidance. You must the information shared is public and accurate; and
corporate reputation. The primary spokespersons similarly refrain from participating in groups often your communication complies with BlackBerry’s
for our Company are the Chief Executive Officer referred to as “expert networks” to consult on Social Media Policy In short, we must never give the
and other BlackBerry personnel designated in our matters relating to BlackBerry, absent advance appearance of speaking or acting on BlackBerry’s
Corporate Disclosure Policy . From time to time, approval to do so. behalf unless we are authorized to do so.
these individuals may designate others to serve as
authorized spokespersons.

If you have not been designated as an authorized


spokesperson, you must not respond to questions
about BlackBerry from:

• The investment community (including financial


analysts and investors). Refer inquiries received
from a financial analyst or investors to the
Investor Relations Department
• Regulators. Refer inquiries received from
regulators to Legal or the Integrity & Compliance
Office; or

50 Contents
Q: A news reporter sent me a
social media invite and asked
to chat. What is the harm
in accepting?
A: The invite carries significant risk
that what you say might be taken as
your speaking on behalf of BlackBerry
or as a BlackBerry representative.
As a publicly-traded company in a
high visibility industry, it is vital that
we communicate to the media, the
investment community and the general
public in a consistent, considered
manner, and only through those
employees designated to act as
BlackBerry spokespersons. You should
respectfully decline the invite.

Q: I post on social media channels using my personal account after work,


sometimes about technology or telecommunications. Is that ok?
Q: I read a tech news story with
incorrect information about a rumored A: Yes. BlackBerry encourages, but does not require, positive social media from its employees. If you post
about or associate yourself with BlackBerry, you must comply with the BlackBerry Social Media policy. Note, in
BlackBerry product. Can I post a
particular, the following requirements:
comment?
a. Make sure your social media profile shows that you are a BlackBerry employee.
A: No, you should never comment about rumors
b. If your post would lead the public to believe you are endorsing a BlackBerry service, disclose that you work
about BlackBerry, or do anything else that would
for BlackBerry.
disclose confidential company information. Instead,
share the story link with BlackBerry’s Social Media c. Do not claim or imply your views represent BlackBerry unless you have authorization from the public
or PR team. relations team. If there is a possibility of confusion, make it clear that your opinions are your own.

Contents 51
7 COMMITTING TO SOCIAL RESPONSIBILITY
FOR OUR WORLD
BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Uphold Human Rights Access the Resource Guide for team info • Corporate Responsibility Report
• Corporate Responsibility

As a progressive and socially responsible company, uphold these same standards. Failure to comply requirements – and offer acceptance and respect to
BlackBerry complies with international laws could result in the termination of that business all backgrounds and lifestyles.
governing employment and labor standards. We relationship. For more information, please review BlackBerry’s
do not permit child or forced labor or any form Human Rights Policy or seek guidance from your
We also endeavor to comply with laws to
of physical abuse in any of our operations, or Human Resources Business Partner or the Legal
accommodate the needs of each person at
condone such practices among our suppliers and Department.
our Company – including religious and cultural
other business partners, and expect that they will

BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Protect Our Environment Access the Resource Guide for team info • Human Rights Policy
• Global Environment, Health & Safety • Environment, Health, Safety, and Sustainability
• Environmental Programs Policy

BlackBerry supports inclusive and environmentally laws and regulations as well as our voluntary Day-to-day operations have a number of direct and
conscious product development through sustainable commitments to sustainable practices and indirect impacts on the environment. BlackBerry has
business operations and efforts to reduce the environmental protection. taken steps to mitigate these impacts by adopting
environmental impact of our business activities. policies, procedures and processes that address
We strive to reduce the environmental impact
BlackBerry supports protecting the environment these matters.
of our business activities, and also to deliver
within its internal operations and supply chain. You
environmentally conscious products and services.
must comply with all applicable environmental

52 BlackBerry Code of Business Standards and Principles Contents


Recycling and Resource Conservation Q: What else can I do to help We must each endeavor to implement
We are committed to a supportive work environment, protect the environment? environmentally sound practices in our
where employees practice recycling as available and A: Our environmental management system work and reduce our environmental
take action to reduce consumption of water, energy offers an opportunity to create enduring impact. We need to continue to assess the
and other resources. You must properly dispose of benefits for our shareholders, customers environmental effects of our products and
all electronic products and components including and employees. You are encouraged to operations and work actively to reduce
internal equipment, returned customer units or bring any suggestions you have to improve BlackBerry’s overall environmental footprint.
other inventory in compliance with applicable legal BlackBerry’s overall environmental footprint Our environmental management system
requirements and BlackBerry policies. to the attention of your manager or any offers an opportunity to create enduring
other resource listed in the BS&P or to benefits for our shareholders, customers
Take Care when Handling Materials that Can corporateresponsibility@blackberry.com. and employees.
Hurt the Environment
Many materials can have adverse environmental
impacts if mishandled. If your job involves contact
with any regulated materials or requires that you
make decisions about how any materials are used,
stored, transported or disposed of, you need to
understand how they should be legally, responsibly
and safely handled. This will prevent any releases
as part of wastewater, air emissions or uncontained
spills.

If you believe that an environmental hazard exists,


that there has been a release of any hazardous
substance or that environmental policies, procedures
or processes are not being followed, you must
immediately report the situation to your manager
or Environment Health and Safety – EHS.

Contents 53
BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Give Back to Our Access the Resource Guide for team info • Prevention of Improper Payments Policy
• Corporate Citizenship • Corporate Citizenship Page
Communities

We strongly believe in giving back to the Donating BlackBerry Money


communities in which we operate by engaging the Decisions to donate any monetary amount on
talents and resources of our people and partners. behalf of BlackBerry must be made in partnership
BlackBerry’s Community Affairs efforts focus on with Community Affairs and receive written pre-
identified priorities, including bettering the lives of approval, as required by MAP. Community Affairs
disadvantaged youth and support for families of is responsible for engaging with charities and non-
service members and veterans. profits for BlackBerry and must be consulted prior to
In addition, BlackBerry supports proactive team any direct engagement with the non-profit sector.
volunteering to support our communities, consistent
with identified priorities. Donating BlackBerry Products & Services
Community Affairs manages corporate donations Donation of BlackBerry products and services is
on behalf of BlackBerry. If your business unit needs known as an “in-kind” donation. While this may
to facilitate any type of donation, it must be for a seem like an easy donation to make, there are many
business purpose consistent with the Prevention questions that must be considered. Accordingly,
of Improper Payments Policy and receive advance Community Affairs makes in-kind investments based
written approval as required by MAP and our Giving on a broader relationship with a non-profit or charity.
and Receiving Gifts and Entertainment policy. The As with the other types of donations, proper written
different types of donations are described in more pre-approval is required.
detail below.

54 BlackBerry Code of Business Standards and Principles Contents


Donating BlackBerry Corporate Assets
Corporate assets can be defined as anything Q: I am a loyal supporter of several charitable causes. One such cause
owned by BlackBerry. This includes all IT assets is not one that BlackBerry officially supports. Since BlackBerry is
(monitors, keyboards, laptops, printers, scanners, committed to giving back to the communities we serve, is it okay for
etc.), facilities assets (desks, office furnishings, office me to use company time, and donate BlackBerry equipment, to this
supplies, building space, etc.), and excess inventory organization?
(BlackBerry-branded promotional material, batteries,
A: While BlackBerry encourages you to support the charities of your choice, BlackBerry
smartphone cases, etc.).
charitable donations are facilitated with approved budget by Community Affairs. In addition,
All corporate assets must first be evaluated for you may not use company time, assets and resources to further your personal interests
potential sale or other cost-recovery before an without prior written approval from your manager, Community Affairs, and the Integrity &
in-kind donation proposal can be submitted to Compliance Office. You should continue supporting the charities of your choice regardless of
Community Affairs and Integrity & Compliance Office whether they are sponsored by BlackBerry, but on your own time and with your own funds.
for written approval.

Contents 55
BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Participate in the Political Access the Resource Guide for team info • Prevention of Improper Payments Policy
• Integrity & Compliance Office
Process Responsibly
• Government Relations

BlackBerry encourages you to participate in BlackBerry does not make political contributions. Q: My next door neighbor is
political activities, and support candidates and The Government Relations team is responsible for running for the local town
issues of your choice. However, you may not use coordinating our activities with government officials council and has asked for my
BlackBerry property, equipment, personnel or other and policy makers. You should not communicate help. Can I be listed as one of
resources for political activities or endorsements. If with public officials or policy makers on behalf of
his supporters? What about
you do engage in political activities, you must do so BlackBerry except as directed by the Government
making phone calls from the
as a private citizen, on your own time and at your Relations team.
office during my lunch break
own expense. You must not give the impression that
BlackBerry supports any candidate or issue you are
or using the copy machine to
involved with as a private citizen. print up flyers?

There are strict laws in most countries governing


A: It is okay for you to be listed as
a supporter as long as you are not
political contributions or activities by corporations.
identified as a BlackBerry employee.
It is not okay for you to make phone
calls using BlackBerry office or mobile
phones, even on your break time, or
use the office copy machine because
these activities would involve the use of
BlackBerry equipment and facilities in
support of political activities.

56 BlackBerry Code of Business Standards and Principles Contents


BS&P SECTION CONTACT(S) POLICY OR PROCEDURE

Choose Responsible Access the Resource Guide for team info • BlackBerry Supplier Diversity Policy
• Supply Chain Social Responsibility • BlackBerry Supplier Code of Conduct
Suppliers
• BlackBerry Responsible Minerals Policy

We seek out suppliers of goods and services who Minerals Policy. If a supplier is unwilling or unable
share our vision of doing business the right way, to make such a commitment, or fails to improve
and hold them to the same standards to which we unacceptable performance, we may suspend or
hold ourselves. We will not tolerate those whose terminate the relationship.
actions might damage our reputation or brand. This
means we expect our suppliers to fully comply with
the applicable laws, rules and regulations of the
countries in which they operate.

We also expect our employees to deal with suppliers


fairly, and to select them based on the quality,
reliability, capability and competitiveness of their
products and services, their commitment to ethical
business practices, and the value they can provide
to BlackBerry. Through our Supplier Diversity Policy,
we create BlackBerry business opportunities for
small businesses owned by, minorities, women,
LGBT’s, veterans, service disabled veterans, and
people with disabilities.

Our suppliers must conduct their operations in an


ethically, socially and environmentally responsible
manner consistent with the BlackBerry Supplier
Code of Conduct and the BlackBerry Responsible

Contents 57
Glossary of Defined Terms
• Anticorruption laws. Laws designed to assets such as intellectual property, business • Cash and cash equivalents. In addition to
prohibit the use of corrupt payments or other strategies and plans, financial data, technology, cash, this includes anything that can be readily
improper inducements in order to gain or other trade secrets and other forms of converted to or used in the same manner as
maintain business or some other competitive confidential and proprietary information. See cash, including money orders, traveler’s checks,
advantage. Anticorruption laws may target also Confidential and proprietary information. paper checks, investment securities, negotiable
official bribery (i.e., the bribery of government instruments, loans, stocks or stock options,
• Bribe. Promising, offering or giving anything
officials), commercial bribery (i.e., the bribery and stored value products such as debit cards,
of value to any person, where it is intended
of non-governmental commercial parties) or gift certificates and gift cards.
to improperly influence the recipient to
both. They may also target the maintenance of
misuse their position or to otherwise obtain • Competition laws. Laws designed to prohibit
accurate books and records, and of effective
an improper business advantage. See also agreements or practices that restrict free trade
internal control environments.
Improper payment. and competition between businesses. Also
• Anything of value. Nearly any form of benefit, • Business courtesy. Gifts, travel, meals known as antitrust, anti-monopoly or cartel
including but not limited to: or other forms of entertainment provided or laws, these often target practices such as price
• cash or cash equivalents, loans, gifts or received in the course of business activities fixing, bid-rigging or other collusive tendering
prizes to or from a business partner or counterparty. or procurement activities, market allocation,
• employment offers or promises of future So long as reasonable in nature, supported exclusion of competitors from markets or other
employment (to an individual or any of by a bona fide business purpose, consistent efforts to control, monopolize or improperly
their relatives) with relevant business customs and cultural divide markets.
• favorable terms on a product or service or traditions, and consistent with the BS&P and
product discounts • Confidential and proprietary information.
other BlackBerry policies and procedures,
• entertainment or hospitality (payment of Non-public information that is not approved for
these are usually acceptable. See also Bribe;
travel, hotel or restaurant bills, living dissemination outside BlackBerry (other than
Gifts or entertainment.
expenses or costs of trips or resort stays) pursuant to a duly executed non-disclosure
• use of vehicles or vacation homes • Business partner. Any number of third agreement). See also BlackBerry assets
• discounted or free tickets to events parties with which BlackBerry might work,
including but not limited to agents, alliance • Conflict of interest. A situation where an
• services, personal favors or home
partners, consortium partners, consultants, individual’s personal, financial or other interests
improvements
contractors, dealers, distributors, joint venture or relationships might reasonably be seen as
• political or charitable contributions
partners, promoters, resellers, retailers, interfering with an obligation the individual owes
• BlackBerry assets. In addition to tangible sales representatives, service providers, to act in the best interest of another, such as
assets such as cash, equipment, facilities, subcontractors, suppliers or vendors. their employer.
inventory and supplies, this includes intangible See also Third party.

58 BlackBerry Code of Business Standards and Principles Contents


• Corporate opportunity. A business or • Facilitation payment. Payments made to a other than a payment for goods or services
investment opportunity that could benefit government official to secure or expedite the duly received, or that is otherwise provided
BlackBerry. performance of a routine governmental action for as a matter of contract or of law, could
that involves nondiscretionary acts (i.e., acts be considered a gift or entertainment. This
• Discrimination. Making employment-related
one would be entitled to have performed in the could include meals, travel, lodging, tickets to
decisions based upon a person’s race, color,
due course absent the payment). Such actions sporting or other events, reimbursements for
gender, national origin, age, religion, citizenship,
may include obtaining permits, licenses or other the same, discounts or other similar benefits,
disability, medical condition, sexual orientation,
official documents such as visas and work prizes, loans, services, use of vehicles or
gender identity, gender expression, marital
orders. These payments are also sometimes vacation homes, or favorable terms on
status, veteran status or other status protected
referred to as “grease” payments, and are a product or service.
by law.
illegal in all countries in which they are made.
• Good faith. A sincere, honest intention or
• Economic sanction. Penalties applied by Legitimate expediting or other handling fees
belief, regardless of the outcome of an action.
a country or group of countries on another provided for under applicable local law, rule
country, individual or entity, typically in an or regulation that are paid to a government • Government official. See Public official
effort to force political or policy changes by entity rather than a government official are not • Harassment. Any unwelcome conduct
causing negative economic impacts. Economic considered facilitation payments. that has the purpose (or can be reasonably
sanctions often take the form of embargoes construed to have the effect) of creating
• Family member. A spouse, domestic partner
or other trade barriers, restrictions on financial an intimidating, offensive or hostile work
(opposite or same sex), child, stepchild,
transactions, isolation from key markets or environment. This can include physical, written
adopted child or other child who lives with an
of key industries, asset freezes and travel or spoken remarks, videos or pictures, or
individual in a regular parent-child relationship,
restrictions. See also Trade control laws; trade other unwelcome conduct that unreasonably
parent, stepparent or relative who has filled the
embargo or restriction. interferes with an individual’s work performance.
role of parent of the individual or individual’s
• Export. Movement of a product, software spouse or domestic partner, mother-in-law, • Import. The transfer of goods into a country
or technology from one country to another, father-in-law, brother, sister, grandparent or through physical or intangible means from a
either through physical shipment, electronic grandchild, niece, nephew, aunt and uncle, foreign or external source.
transmission (e.g., via e-mail or download), or or any other family member who lives with
visual or oral disclosure (e.g., via telephone • Improper payment. Any payment made with
an individual or who is otherwise financially
or an in-person meeting), either to a recipient corrupt intent, in an effort to obtain or retain
dependent on the individual, or on whom the
business or some competitive advantage.
located in another country or to a citizen of individual is financially dependent.
“Payment” in this context should be construed
another country regardless of where they are
• Gifts or entertainment. Nearly anything of broadly to include provision or offer to provide,
located.
value provided to or received from a third party or the funding, facilitation, approval of or

Contents 59
acquiescence in any provision or offer to balances, testing mechanisms, trainings, level of approval authority. See also Signing
provide anything of value to a recipient. Such communications or other means by which authority.
payments can take the form of cash or cash a company seeks to mitigate a risk and • Money laundering. A process whereby
equivalents; reimbursements of expenses; gifts, prevent or identify potential misconduct. transactions with a legitimate business are
entertainment or travel; charitable or political Examples include codes of conduct, policies used to conceal funds generated by illegal
donations; and other tangible and intangible and procedures, compliance training, activities to make them appear to be legitimate.
benefits. See also Bribe. monetary approval limits, signing authorities,
• Outside activities. Any business activity
• Inside information. Material non-public payment controls, audits and other reviews,
conducted outside the scope of one’s
information about BlackBerry or another risk assessments, and internal reporting
employment with BlackBerry, including
company about which you become aware mechanisms.
establishment of, operation of or employment
through your work at BlackBerry, that would
• Local laws. These are the laws, rules and by a non-BlackBerry business (whether full
be likely to affect an investor’s decision to buy,
regulations that apply in a particular country, or part-time), and participating on a board of
sell or hold securities. See also Insider trading;
and could include federal, state, municipal directors or advisory board (which non-profit or
tipping.
or other level legal obligations applicable to for-profit).
• Insider trading. Buying or selling securities BlackBerry or a person or entity operating on • Outside financial interest. An ownership,
while in possession of inside information. See BlackBerry’s behalf in that country. equity or investment interest you hold in an
also Inside information; tipping. organization other than BlackBerry.
• Material non-public information. Non-public
• Intellectual property. Exclusive rights to information about the business or affairs of • Personal information. Information about an
intangible assets derived through invention BlackBerry is material if it would reasonably be identifiable individual.
such as copyrights, trademarks, patents, expected to have a significant effect on the
market price or value of BlackBerry securities • Public official. Public officials include anyone
industrial designs, trade dress and trade
or if a reasonable investor would consider it serving in or employed by a national, state,
secrets. These rights allow creators or owners
important in making a decision to buy, sell or provincial or local government body or agency,
of the protected asset to benefit from their work
hold BlackBerry securities. such as elected officials, appointed officials and
on or investment in whatever has been created.
civil servants. Examples include:
Virtually all intellectual property developed by • Monetary approval authority. Thresholds
• legislators and governors
BlackBerry employees in the course of their defining the monetary limits below which
• employees of public universities or local
employment belongs to BlackBerry. BlackBerry employees have authority to
school systems
See also BlackBerry assets. approve or commit to expenditures of
• employees of the national, state or local
Company funds, and above which they must
• Internal controls. Almost any protocols, government
obtain approval from an employee with a higher
programs, tools, limitations, checks and Public officials may also include:

60 BlackBerry Code of Business Standards and Principles Contents


• employees or representatives of companies • Signing authority. Thresholds defining the maintain the confidentiality of the information.
owned or controlled, in whole or in part, by monetary limits below which BlackBerry Confidential information about third parties that
governments (including carrier customers) employees have authority to execute an is known or made available to BlackBerry other
• members of royal families agreement on BlackBerry’s behalf and bind the than through a non-disclosure agreement or
• officers or employees of public international Company thereby as an authorized signatory, similar means (e.g., via a BlackBerry employee
organizations, such as the United Nations and above which they must have an employee who previously worked for a third party) could
or with a higher level of approval authority execute also be considered third-party information
World Bank the agreement. See also Monetary approval for which BlackBerry or the individual in
• officials and employees of political parties authority. possession of the information has an obligation
• candidates for foreign political office to maintain confidentiality.
• Third party. Any person who is not a
• any other private person acting in an official
BlackBerry employee and any entity that is • Tipping. Informing others of inside information.
capacity for or on behalf of the government
not a BlackBerry business. Examples include See also Inside information; insider trading
(e.g., a consultant hired by a government
consultants, outside lawyers, customs brokers,
entity to work on its behalf). • Trade control laws. Laws, rules or regulations
sales representatives, brokers, distributors,
See also Government official. governing foreign trade activities, including
agents, suppliers and vendors. See also
import and export control laws, anti-boycott
• Retaliation. Depending on the facts and Business partner.
circumstances, this can include almost any laws, trade embargoes or trade restrictions.
• Third-party information. Non-public See also Economic sanctions; export; import;
adverse employment action taken against an
information provided or made available to trade embargo or trade restriction.
individual in direct response to that individual
having exercised a right or otherwise engaged BlackBerry by third parties, typically pursuant
• Trade embargo or trade restriction. See
in a protected activity in good faith. Examples to a non-disclosure agreement or other means
Economic sanctions; see also trade control
of retaliatory conduct could include firing, whereby BlackBerry has an obligation to
laws.
demoting or reassigning someone, or refusing
to provide them promotions, favorable work
assignments or benefits to which they would No Rights Created
typically be entitled in the due course. The BS&P is a statement of BlackBerry’s fundamental business standards, principles, policies and
• Side agreement or side letter. An agreement procedures. It seeks to help us understand the ethical behavior expected of all of us. However, the
or addendum to an agreement that is outside a BS&P is not intended to, and does not, create any rights for any employee, customer, supplier,
related contract or other agreement, or that competitor, shareholder or any other person or any entity other than BlackBerry.
has been negotiated and executed outside The BS&P is subject to change. Changes can occur with or without prior notice.
BlackBerry’s formal contracting process.

Contents 61
Index
Anonymity (reporting ethics issues) 7, 14 Diversity 39, 57
Anticorruption 29, 58, PIPP , Gift Policy Donations 54, 56, 59
Anti-monopoly law 30, 58 Electronic communications, protection of 38, 40
Antitrust law 30, 58 Embargo 33, 59, 61
Assets, use or protection of 17, 18, 20, 23, 25, 28, 55, 58, 60 Entertainment 10, 25, 27, 29, 36, 37, 44, 58, 59
Audits, internal and external 13, 44, 47, 60 Environment 8, 11, 22, 39, 40, 44, 52, 53, 58, 59
BlackBerry assets 17, 18, 25, 28, 58, 60 Equipment, use of 17, 23, 47, 52, 56, 58
Blackout period 48 EthicsLink 7, 13, 14, 42
Boards, serving on 25, 27, 60 Exports 33, 34, 59, 61
Boycotts 33, 61 Financial interests, outside 26
Bribery 58, PIPP , Gift Policy Financial records 43, PIPP
Bullying 40 Financial reporting 43
Business courtesy 28, 58 Foreign Corrupt Practices Act (FCPA) PIPP
Cartel law 30, 58 Fraud 12, 18, 19, 20
Charitable donations 17, 25, 44, 54, 55, 58, 60 Gifts 10, 20, 25, 27, 29, 36, 37, 43, 58, 59,
Competition law 30, 32, 58 Gift Policy
Compliance with laws 3, 7, 8, 9, 10, 11, 12, 13, 14, 15, 19, Government, contracting with 3, 10, 20, 29, 33, 36, 37, 43, 47, 54,
23, 24, 27, 29, 30, 31, 33, 34, 35, 36, 56, 58, 59, 60
37, 38, 43, 44, 46, 50, 52, 54, 55, 60
Guidance, seeking 3, 6, 8, 10, 12, 13, 15, 25, 27, 29, 30,
Confidential information 8, 21, 38, 49, 61 35, 36, 38, 42, 43, 44, 48, 50, 52
Confidentiality (reporting ethics issues) 13, 15, 23, 24, 61 Harassment 39, 59
Conflict of interest 8, 10, 20, 25, 26, 27, 28, 58 Health and safety 40
Cooperation 7, 11, 33, 42, 47 Hiring 10, 29
Copyrighted materials 23 Human rights 52
Corporate opportunity 25, 26
Imports 33, 59, 61
Corporate social responsibility 52 Improper payments 29, 36, 54, 56, PIPP , Gift Policy
Decision making (decision tree) 8 Inadvertent disclosure 21, 22
Disclosures 10, 11, 36, 42 Information, inside 59, 60, 61
Disclosures, corporate 10, 11, 36, 42 Information, protection of 21, 38
Discrimination 39, 59 Information, third-party 38, 61

62 BlackBerry Code of Business Standards and Principles Contents


Insider trading 48, 59, 60, 61 Resources, conservation 52
Intellectual property 17, 21, 23, 24, 38, 58, 60 Resources, use of 3, 13, 15, 17, 25, 54, 55, 56
Internal controls 29, 43, 44, 60 Retaliation 11, 13, 39, 60
Investigations, internal and external 10, 11, 13, 14, 19, 47 Safety 8, 19, 40, 52, 57
Investor relations 42, 50 Sanctions 33, 59
Kickback 29, PIPP , Gift Policy Signing authority 44, 45, 61
Legitimate business use 17, 18 Social media 21, 50, 51
Local laws, compliance with 60 Social responsibility, corporate 52
Management Approval Process (MAP) 45, 46 Speaker, serving as 50, 51
Managers, additional responsibilities 11 Speaking up 7
Marketing 17, 21, 30, 32, 33, 54 Spending authority 45, 47
Misappropriation 17, 18 Suppliers 10, 23, 26, 38, 39, 52, 57, 58, 61
Monetary approval 44, 60 Supplier code of conduct 57
Money laundering 35, 60 Telecommunications community,
Open source software 23 participating in 32
Outside activity 25, 28, 60 Third-party information 38
Outside employment 25, 60 Threats or violent behavior 40
Outside financial interests 26 Tipping 48, 49, 61
Personal information 17, 21, 32 Trade control laws 33, 61
Political activities and contributions 17, 20, 56 Trade restrictions 33, 61
Political process 18, 56 Trading stocks 26, 28, 49, 58
Public official 10, 20, 29, 56, 60, PIPP Training 6, 11, 44, 60
Public relations 50 Travel 20, 22, 25, 44, 45, 58, 59
Privacy, customer 38 Violence, workplace 40
Privacy, employee 38 Waivers 9, 10
Proprietary information 17, 21, 22, 23, 25, 37, 58
Quality 29, 32, 36, 58
Recycling 52
Red flags 15, 20, 35
Reporting a concern 7, 11, 13, 14, 15, 20, 40, 42, 43

Contents 63
BlackBerry.com

Rev 07/2017

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