Passariello’s supports environmental awareness by encouraging recycling and responsible waste management. Special recycling containers are provided at each Pizzeria based on local regulatory directives. By recycling, Passariello’s contributes to reducing waste management problems and the negative impact on the earth’s environment.

BUSINESS ETHICS POLICY

GENERAL STATEMENT

It is important to the ongoing success that Passariello’s conduct its business affairs fairly, impartially, and in an ethical and proper manner. Conduct that raises questions regarding Passariello’s honesty, integrity, impartiality, or reputation, or activities that could cause embarrassment to Passariello’s or harm its reputation are unacceptable. Any activity, conduct or transaction that could produce an appearance of unethical, illegal or improper business ethics must be avoided.

Every Employee is responsible for demonstrating the highest standards of ethical conduct when working at Passariello’s. Passariello’s recognizes that not every situation is “black and white” so we refer to our Principles and Guidelines for every decision and action of our Employees. Passariello’s encourages its Employees to ask questions, seek guidance and report questionable activities or possible ethics violations to a Manager or appropriate level of management if the Employee is uncomfortable speaking with an immediate Supervisor. Passariello’s “Whistleblower” policy describes the procedures for making a report of a potential ethics violation. This policy is available at each Pizzeria location, and in the Employee Handbook.

Passariello’s “Open Door” policy also gives Employees an avenue through which such concerns can be conveyed without requiring communication through an immediate Supervisor without fear of retaliation or repercussions. Any Employee with information, concerns, or knowledge of any violation or potential violation of our Ethics Policy should promptly report such matters to any of the following:

This policy was established to ensure that all Employees conduct the day-to-day business of Passariello’s in an honest, impartial, ethical and proper manner. Employees are required to read this Business Ethics policy in its entirety, and sign the Handbook Receipt at the end of this handbook. Signing the Handbook Receipt is an Employee’s acknowledgement of his or her responsibility with regard to Passariello’s standard of business ethics and agreement to the terms contained in the Business Ethics Policy as applicable.

BUSINESS ETHICS POLICY INTRODUCTION

All Employees are expected to observe Passariello’s ethical business practices. The Business Ethics Policy (“Ethics Policy”) was created to ensure that Employees conduct themselves using the highest standard of ethical conduct. Conduct that compromises Passariello’s integrity, impartiality, and professional reputation will be considered a violation of its Ethics Policy and will result in disciplinary action up to and including termination of employment. While all Employees are expected to conduct themselves in an upstanding and ethical manner, each Employee is required to review this Ethics Policy on an annual basis.

The Business Ethics Policy represents the detailed standards and policies which must be adhered to at all times while employed with Passariello’s. It is important that Employees know and understand these policies and business ethics, and acknowledge that they will comply with them. Employees should use this as a guide for all other Employees when ethics questions arise regarding hourly and non-management Employees.

The remainder of this section will cover the following:

CONFLICT OF INTEREST

As a representative of Passariello’s, Employees are to act in the best interest of Passariello’s when they are placed in a position to become influenced by personal gain or benefit for themselves, a third party, or both. It is imperative for Employees to avoid situations where there is either an actual or appearance of a conflict of interest. The following describes certain common conflicts with which Employees may be faced during their association with Passariello’s.

FINANCIAL INTEREST

An Employee’s or his or her close family member’s ownership or interest in a vendor, supplier, contractor or competitor of Passariello’s (unless it is less than 1% ownership or interest in a publicly traded Company). Any such ownership must be disclosed on the Disclosure Statement (a copy of which must accompany the completed Acknowledgement of Receipt of Handbook).

RELATIONSHIPS WITH VENDORS AND SUPPLIERS

Transactions or agreements entered into with vendors and suppliers must be carried out completely above board and on an arms-length basis. This denotes that there should exist a willing buyer and a willing seller relationship that allows for competitive bidding when possible. Decisions should be made on the basis of quality, price, availability and service. This policy extends to all services provided to and goods used by Passariello’s. If the vendor or supplier representative is a former Employee of Passariello’s or a spouse or relative of a Passariello’s Employee, Employees are required to disclose this information to their immediate supervisor.

OUTSIDE EMPLOYMENT

Employees may hold other jobs outside of Passariello’s unless there is a conflict of interest with Passariello’s as a results of this employment. A conflict of interest may exist in situations where a Passariello’s representative participates in outside employment or consulting arrangements if the following occurs:

DIVERSION OF CORPORATE OPPORTUNITY

Employees should not obtain for themselves, or divert to another person or Company, a business or financial opportunity, which they know, or could anticipate, Passariello’s might have an interest in pursuing.

• CONFIDENTIALITY / NON-DISCLOSURE

• CONFIDENTIAL AND PROPRIETARY INFORMATION

  
  

COMPANY PROPERTY

IMPROPER USE OF COMPANY ASSETS

Passariello’s property may not be used for personal benefit or for other improper purposes. No Company property may be sold, loaned, used, given away or disposed of without written authorization from the department head with the budgetary responsibility for the property. In cases where the department head initiates the transaction, authorization must derive from his or her immediate Supervisor.

Company property must be safeguarded from loss, damage or theft. Abusing, destroying, damaging or defacing Company property, tools, equipment or property of others is prohibited.

INFORMATION ASSETS

Passariello’s Employees must:

COMPANY FUND

Employees are responsible for Company funds that are under their control. Funds must be spent for legitimate business purposes only at prices representing the best value to Passariello’s. Misuse of Company funds is a violation of Company policy and will be subject to disciplinary action.