Rakuten Americas Supplier Code of Conduct

Last Updated: Updated March 1, 2021

  1. Introduction

    Rakuten believes a strong relationship with our Suppliers is the key to ensuring our company's success. The Supplier Code of Conduct was created to communicate our expectations to our suppliers.

  2. Purpose

    The Supplier Code of Conduct is the foundation of our relationship with our suppliers- creating a mutual understanding of our company's core values and beliefs. The purpose of the Supplier Code of Conduct is to outline our expectations according to law and our company core values and beliefs- ensuring consistent compliance from all of our suppliers.

  3. Scope

    This code applies to any company who provides goods and/or services, including but not limited to janitorial services, software, software maintenance, consulting, office equipment/supplies, recruiting and food services, etc., to Rakuten and their subcontractors. This code is not exhaustive; suppliers are required to use their own discretion to ensure compliance with unaddressed topics.

  4. Definitions

    Employee

    All current and former workers of Rakuten, their suppliers, or subcontractors.

    Supplier

    An institution, including their subcontractors, who provides goods and/or services to Rakuten.

    Rakuten

    Rakuten USA, Inc. and any of its subsidiaries or business units.

  5. Legal Compliance

    Rakuten requires our Suppliers fully comply with all laws, rules, and regulations applicable to their country of operation and the locations where the goods and services are intended to be provided to Rakuten.

  6. Business Integrity

    We hold all of our Suppliers to the highest ethical standard. Our Suppliers conduct business ethically and do not engage in bribery, embezzlement, extortion or other corrupt practices.

  7. Fair Competition and Antitrust

    We require our Suppliers to abide by all fair competition and antitrust laws applicable in their and Rakuten's country of operation.

  8. Accuracy of Business Records

    The Supplier maintains up-to-date books and records, including financial records, to demonstrate compliance with laws and regulations. Upon Rakuten's reasonable request, these records must be made available.

  9. Conflicts of Interest

    If at any point, there is an existing or potential conflict of interest between a Supplier's interest, duties, obligations or activities, including that of an individual employee, Rakuten must be notified immediately.

  10. Anti-Bribery/Anticorruption

    Whether directly or indirectly through third parties, Suppliers are prohibited from engaging in all forms of corrupt activities, including but not limited to bribery, facilitation payments, kickbacks, inappropriate gifts and entertainment, and illegal political contributions, donations and sponsorships and any other efforts to obtain or gain an unfair business advantage.

    Suppliers must be in full compliance of all applicable foreign and domestic anticorruption laws including the U.S. Foreign Corrupt Practices Act (FCPA) and the UK Bribery Act as described in the Rakuten Group Compliance Website.

  11. Gifts and Entertainment

    Gifts and entertainment intended to obtain an unfair business advantages must not be accepted by or offered to business partners. "Gifts and entertainment" include anything of value, such as loans, prizes, tickets, or gift certificates.

    There are three types of gifts received or given:

    Gifts or entertainment, of any value, must never be offered to government officials or associates without prior written approval.

  12. Confidentiality/Privacy

    In order to conduct day-to-day business with Rakuten, the Supplier may need access to confidential/private records. The Supplier must ensure this information is protected and remains confidential, and must comply with any contractual provisions regarding confidentiality. Suppliers may not disclose this information unless given written permission from Rakuten, normally in the form of a Master Agreement or a Non-Disclosure Agreement.

  13. Intellectual Property

    Suppliers respect our intellectual property rights, including processes, information, and technology. Suppliers are required to take the necessary precautions to safeguard their knowledge.

  14. Workplace Standards

    The Supplier is required to follow all general workplace standards, including health and safety, environmental, and labor standards. This commitment establishes and ensures a safe working environment for all employees.

    1. Nondiscrimination

      Discrimination on any basis, including race, religion, gender, disability, nationality, veteran status, political opinion or any other protected class, is prohibited. Hiring, pay, promotion, termination, and other terms of hire are based solely off of ability to conduct the job, instead of any personal/physical characteristics.

    2. No Harassment

      Workers have a right to a workplace free of harassment. Rakuten requires its Suppliers prohibit all types of harassment including, but not limited to physical, verbal, psychological and sexual harassment.

    3. No Forced Labor

      Employees work on a voluntary basis. Forced labor, including prison, servitude, bonded, and indentured labor is prohibited.

    4. Terms of Employment

      Suppliers provide their employees with an environment respectful of their fundamental rights. Employees are allowed to move freely around the workplace.

    5. Child Labor

      Suppliers abide all working age laws of their and Rakuten's country of operation. No one under the age of 16 or the applicable minimum legal age, whichever is higher is employed in any form (excluding any limited internships or co-ops permitted by law). To ensure compliance, the Supplier keeps a record of its employees' validated ages.

    6. Working Hours

      National and local laws and regulations, of the Supplier and any jurisdiction in which any goods or services will be provided by supplier to Rakuten.

    7. Rakuten's country of operation, regarding working hours, break periods, and overtime hours must be followed.
    8. Wages and Benefits

      The Supplier complies with laws regarding minimum wage or the local industry standard. Employees do not work additional hours to earn minimum wage for a day's work.

    9. Freedom of Association and Union Association

      Workers can associate freely and establish labor unions. Unions allow employees to express grievances regarding employment or working conditions to management without fear of retaliation.

  15. Health and Safety Practices

    Suppliers provide employees with a healthy and safe workplace, in compliance with all local and national regulations.

    1. Occupational safety

      Suppliers must protect employees from chemical, biological, and physical hazards, in addition to on-site accidents.

    2. Emergency Prevention Section

      Standards, including but not limited to, fire alarms, fire drills, clearly marked emergency exits, and fire extinguishers, shall be in place as precautionary measures to help prevent emergencies.

  16. Sustainability

    Rakuten strives to reduce the adverse environmental impact of its operations and to provide services that are environmentally friendly to its end users and we require our Suppliers to do the same. Our Suppliers should demonstrate the highest consideration for the protection of the environment by complying with environmental laws and regulations, preventing environmental pollution, and reducing our environmental burden.

    1. Hazardous Waste

      The Supplier manages all hazardous materials capable of posing a threat to health and safety by ensuring all materials are safely and appropriately handled and disposed of. Employees are trained on how to handle hazardous material.

    2. Wastewater and Solid Waste Emissions

      The Supplier monitors, treats, controls, and manages wastewater and solid waste and disposes of it properly.

    3. Biodiversity

      In addition to complying with national and international laws and regulations concerning biodiversity protection, Supplier must conduct business activities respectful of ecosystems and to minimize any adverse impact that they may have on biodiversity.

    4. Air Emissions

      The Supplier ensures air emissions are properly disposed of upon release.

    5. Pollution Prevention

      To promote a sustainable environment, Suppliers should strive to reduce their resource consumption and use - including implementing improvement plans for waste reduction, recycling, and energy conservation policies.

    6. Conflict Minerals

      Conflict minerals, whose obtainment is linked to human rights violations, are not used by our Suppliers and their subcontractors. Suppliers meet the conflict mineral reporting requirements as required by the Dodd-Frank Wall Street Reform and Consumer Protection Act and the Securities and Exchange Commission.

    7. Permits and Reporting

      The Supplier obtains and maintains all required environmental permits and follows their reporting requirements.

  17. Subcontractors

    Rakuten must be informed in writing of all material subcontractors (which may be done in a commercial contract). Suppliers ensure their subcontractors receive this code and abide its contents.

  18. Audits and Inspection

    Rakuten can reasonably audit the Supplier at any time to ensure compliance with the standards in this Supplier Code of Conduct. Factories can be inspected as a part of this process. If permission to conduct an audit is denied, consequences up to or including termination of any commercial agreement may occur.

  19. Penalties for Noncompliance

    Part of conducting business with Rakuten includes compliance with this Supplier Code of Conduct. Rakuten has the right to terminate business with a Supplier who fails to adhere to the code.

    If it is determined a Supplier does not adhere to the Code, they must correct their actions to ensure compliance with the requirements outlined in this document.

  20. Speaking Up; Reporting Violations

    Rakuten encourages individuals to report any questions or concerns to Rakuten’s Compliance Department compliance@rakuten.com or anonymously at 1-833-344-1321.

    Suspected violations of the Supplier Code of Conduct can be reported to Rakuten’s Compliance Department compliance@rakuten.com or anonymously at 1-833-344-1321.

    Rakuten does not tolerate any retaliation taken against an individual who, in good faith, has reported a suspected violation of the Supplier Code of Conduct.

    When a potential violation has been reported, Rakuten will investigate the report to the fullest extent possible and respond appropriately.