8x8 2007 Annual Report Download - page 85

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Unless approved by the Board, neither you nor any member of your immediate family
can acquire a financial interest in, or accept employment with, an entity doing business with
the Company if the interest or employment could conflict with your duties to the Company
and the performance of such duties. For example, it is usually a conflict of interest for
Company personnel to work simultaneously for a competitor, customer or supplier. Also,
you cannot work for a competitor as an employee, consultant or board member.
In addition, you and your immediate family members cannot accept material gifts or
favors that could create the appearance that your business judgment could be affected by the
receipt of such gifts or favors. You and members of your immediate family, however, can
accept gifts of nominal value from existing sources, prospective sources or persons, firms or
companies with whom the Company does or might do business.
The purpose of business entertainment and gifts in a commercial setting is to create
good will and sound working relationships, not to gain unfair advantage with customers.
You cannot offer gifts or favors to any employee, or a member of the employee’s immediate
family, of a competitor, supplier or customer if the gifts or favors might place the recipient
under any obligation to you or to the Company.
Conflicts of interest are prohibited as a matter of Company policy. You are required
to bring any conflict of interest or potential conflict of interest to the attention of your
immediate supervisor, the Company’s chief financial officer or other appropriate person as
described in Section 13. Conflicts of interest may not always be apparent, so if you have a
question regarding whether a particular situation is a conflict of interest, you should consult
with your immediate supervisor or contact the Company’s chief financial officer. Executive
officers or members of the Board should consult with a member of the Audit Committee of
the Board, which consists entirely of outside, independent directors.
2. Corporate Opportunities
Company personnel cannot take personal advantage of opportunities discovered using
corporate property, information or position. Company personnel cannot use corporate
property, information, or position for personal gain, and cannot compete with the Company
directly or indirectly. It is the duty and responsibility of all Company personnel to advance
the Company’s legitimate interests when the opportunity to do so arises.
3. Confidentiality
Company personnel must maintain the confidentiality of all confidential and non-
public information received from the company or its customers and suppliers, except when
disclosure is authorized by an executive officer of the Company or compelled by disclosure
laws or valid legal process. Confidential information includes all information that, if
disclosed, might be of use to competitors, or harmful to the Company or its customers or
suppliers. It also includes information that customers and suppliers have entrusted to the
Company. For example, confidential information includes financial documents, pricing or
vendor information, corporate development materials, the cost of goods, personnel files,
manuals and procedures, computer software, design documents, videos and internal reports
or memoranda. Information that the Company has made public, such as press releases,
advertisements or documents filed with governmental regulatory authorities, is not
confidential information. The obligation to preserve confidential information extends