Cerner Corporation

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aware of and adhere to the relevant laws and regulations governing relations between government clients and suppliers. Compliance with Antitrust Laws Antitrust laws of the U.S. and other countries are designed to protect consumers and competitors against unfair business practices and to promote and preserve competition. Our policy is to compete vigorously and ethically while complying with all antitrust, monopoly, competition or cartel laws in all countries, states or localities in which Cerner conducts business. You should consult the Legal Group with any questions you may have concerning compliance with these laws. The United States Food and Drug Administration The United States Food and Drug Administration (FDA) establishes regulatory requirements for medical device manufacturers. The FDA has declared that certain Cerner solutions are medical devices that are actively regulated under the Federal Food, Drug and Cosmetic Act (“Act”) and amendments to the Act. Actively regulated medical devices are subject to extensive regulation by the FDA. As a result, Cerner conducts its operations, including: research, pre-clinical and clinical testing, development of our medical devices; the submission of data and other information to support FDA clearance; the manufacturing, testing, storage and labeling of our medical device solutions; and the promotion, distribution and sale of our medical device solutions; and the reporting of adverse events and other information to the FDA, all in compliance with FDA regulations and regulatory directives. Violation of these laws and regulations can result in severe civil and criminal penalties, adverse publicity for Cerner, total or partial suspension of production of a Cerner solution, withdrawal of a Cerner solution from the market, and corrective action by Cerner against the responsible individuals, up to and including termination of employment. Contracting and Signature Authority All contracts or other agreements (such as a letter agreement, arrangement letter, heads of agreement, memorandum of understanding, etc.), commitments, warranties or representations (a “Contract”) must be reviewed and approved in accordance with our Contracting and Signatory Authority Policy. Such review and/or approval may require involvement by the Contract Management Office, Cerner Finance, Cerner Legal, your executive and others. In most instances, unless a Contract is on a standard Cerner form without any amendments, all Contracts, of any kind, must be approved by Cerner Legal prior to submitting the Contract for execution by the appropriate signatory authority. Only certain executives at Cerner have been delegated as having authority to execute the various types of Contracts; such delegations are specifically addressed in the Contracting and Signatory Authority Policy found on myCerner. Document Title: Code of Conduct Document#: 23POL009154 Rev 002 Effective date: May 25, 2007 Owner: Document Control Analyst – Legal Reviewer: TW5482 Approver: ME9136 Cerner Corporation Confidential Information © Cerner Corporation. All rights reserved. This document contains confidential information, which may not be reproduced or transmitted without the express written consent of Cerner. Page 16 of 22
On Your Own Time Conflicts of Interest Your private life is very much your own. Still, a conflict of interest may arise if you engage in any activities or advance any personal interests at the expense of Cerner’s interests. It’s up to you to avoid situations in which your loyalty may become or appear to be divided. Each individual’s situation is different, and in evaluating your own, you will have to consider many factors. The most common types of conflicts are addressed here to help you make informed decisions. Please review Cerner’s Conflicts-of-Interest Policy located on myCerner for more information. Assisting a Competitor An obvious conflict of interest is providing assistance to an organization that markets solutions and services in competition with Cerner’s current or potential solutions or service offerings. You may not, without Cerner’s consent, work for such an organization as an employee, a consultant, or as a member of its board of directors. Competing Against Cerner Any Cerner Associate, full-time or part-time, engaged on their own time in activities that involve consulting, developing and or selling software or other computing products must be disclosed to Cerner and approved in writing by Cerner’s Chief Legal Officer or the Audit Committee of the Board of Directors. Failure to do so is grounds for immediate termination. Associates should be careful not to become engaged in activities that conflict with Cerner’s business interests. You may not commercially develop or market products or services in competition with Cerner’s current or potential solutions offerings. Supplying Cerner Any material relationship to a supplier of Cerner, such as representing such supplier, working for such supplier, or being a member of such supplier’s board of directors, while you are employed by Cerner must be fully disclosed and approved by Cerner’s Chief Legal Officer or the Audit Committee. In addition, you may not accept money or benefits of any kind for any advice or services you may provide to a supplier in connection with its business with Cerner. Again, you should review Cerner’s Conflict-of-Interest Policy for specific guidance. Use of Cerner’s Time and Assets You may not perform outside, non-Cerner work or solicit such business on Cerner premises or while working on Cerner time, including time you are given with pay to handle personal matters or while on a paid sabbatical. Also, you are not permitted to use Cerner equipment, telephones, Document Title: Code of Conduct Document#: 23POL009154 Rev 002 Effective date: May 25, 2007 Owner: Document Control Analyst – Legal Reviewer: TW5482 Approver: ME9136 Cerner Corporation Confidential Information © Cerner Corporation. All rights reserved. This document contains confidential information, which may not be reproduced or transmitted without the express written consent of Cerner. Page 17 of 22
Page 1 and 2: Cerner Corporation Code of Conduct
Page 3 and 4: Introduction This Code of Conduct (
Page 5 and 6: for any reason, Cerner specifically
Page 7 and 8: disclosed in violation of applicabl
Page 9 and 10: This policy also applies to our cli
Page 11 and 12: Expense accounts are another import
Page 13 and 14: Cerner extends appropriate terms to
Page 15: You should consult Cerner’s Marke
Page 19 and 20: voluntarily, and with your own reso
Page 21 and 22: In addition to the reporting requir

Cerner Corporation

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