**Exhibit 14.1**

 

**METRON TECHNOLOGY, N.V.**

 

**CODE OF BUSINESS CONDUCT AND ETHICS**

 

**Introduction**

 

Metron Technology, N.V. and each of itssubsidiaries (collectively “Metron”) are committed to maintaining the higheststandards of business conduct and ethics. This Code of Business Conduct and Ethics reflects the business practicesand principles of behavior that support this commitment.  We expect every employee, officer, managingdirector and supervisory director to read and understand the Code and itsapplication to the performance of his or her business responsibilities.  References in the Code to employees areintended to cover officers, managing directors and, as applicable, supervisorydirectors.

 

Officers, managers and other supervisors areexpected to develop in employees a sense of commitment to the spirit, as wellas the letter, of the Code.  Supervisorsare also expected to ensure that all agents and contractors conform to Codestandards when working for or on behalf of Metron.  In addition, any employee who makes anexemplary effort to implement and uphold our legal and ethical standards willbe recognized for that effort in his or her performance review.

 

The Code addresses conduct that isparticularly important to proper dealings with the people and entities withwhom we interact, but reflects only a part of our commitment.  From time to time we may adopt additionalpolicies and procedures with which our employees, officers, managing directorsand supervisory directors are expected to comply, if applicable to them.  However, it is the responsibility of eachemployee to apply common sense, together with his or her own highest personalethical standards, in making business decisions where there is no statedguideline in the Code.

 

Action by members of your immediate family,significant others or other persons who live in your household (referred to inthe Code as “family members”) also may potentially result in ethical issues tothe extent that they involve Metron****business.  For example, acceptance of inappropriategifts by a family member from one of our suppliers could create a conflict ofinterest and result in a Code violation attributable to you.  Consequently, in complying with the Code, youshould consider not only your own conduct, but also that of your immediatefamily members, significant others and other persons who live in yourhousehold.

 

**YOU SHOULD NOT HESITATE TO ASK QUESTIONSABOUT WHETHER ANY CONDUCT MAY VIOLATE THE CODE, VOICE CONCERNS OR CLARIFY GRAYAREAS.  SECTION 16 BELOW DETAILS THECOMPLIANCE RESOURCES AVAILABLE TO YOU. IN ADDITION, YOU SHOULD BE ALERT TO POSSIBLE VIOLATIONS OF THE CODE BYOTHERS AND REPORT SUSPECTED VIOLATIONS, WITHOUT FEAR OF ANY FORM OFRETALIATION, AS FURTHER DESCRIBED IN SECTION 16.**  Violations of the Code will not betolerated.  Any employee who violates thestandards in the Code may be subject to disciplinary action, which, dependingon the nature of the violation and the history of the employee, may range froma warning or reprimand to and including termination of employment and, inappropriate cases, civil legal action or referral for regulatory or criminalprosecution.

 

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**1.****              Honest and Ethical Conduct**

 

It is the policy of Metron to promote high standards of integrity byconducting our affairs in an honest and ethical manner.  The integrity and reputation of Metron****depends on the honesty, fairness andintegrity brought to the job by each person associated with us.  Unyielding personal integrity is thefoundation of corporate integrity.

 

**2.****              Legal Compliance**

 

Obeying the law, both in letter and inspirit, is the foundation of this Code. Our success depends upon each employee operating within legal guidelinesand cooperating with local, national and international authorities.  We expect employees to understand the legaland regulatory requirements applicable to their business units and areas ofresponsibility.  While we do not expectyou to memorize every detail of these laws, rules and regulations, we want youto be able to determine when to seek advice from others.  If you do have a question in the area oflegal compliance, it is important that you not hesitate to seek answers fromyour supervisor or the Compliance Officer.

 

Disregard of the law will not betolerated.  Violation of domestic orforeign laws, rules and regulations may subject an individual, as well asMetron, to civil and/or criminal penalties. You should be aware that conduct and records, including emails, are subjectto internal and external audits and to discovery by third parties in the eventof a government investigation or civil litigation.  It is in everyone’s best interests to knowand comply with our legal obligations.

 

**3.****              Insider Trading**

 

Employees who have access to confidential(“nonpublic” or “inside”) information are not permitted to use or share thatinformation for stock trading purposes or for any other purpose except toconduct Metron business.  All non-publicinformation about Metron or about companies with which we do business should beconsidered confidential information.  Touse material non-public information in connection with buying or sellingsecurities, including “tipping” others who might make an investment decision onthe basis of this information, is not only unethical, it is illegal.  Employees must exercise the utmost care whenhandling material inside information.  Wehave adopted a separate Policy Against Trading on the Basis of InsideInformation and Policy on Share Trading by Supervisory Directors, ManagingDirectors and Certain Other Employees, to which you are bound as a condition ofyour employment here.  You should consultthese policies for more specific information on the definition of “materialnonpublic information” and on buying and selling Metron securities or securitiesof companies with which we do business.

 

**4.****              InternationalBusiness Laws**

 

Our employees are expected to comply with theapplicable laws in all countries to which they travel, in which they operateand where we otherwise do business, including laws prohibiting bribery,corruption or the conduct of business with specified individuals, companies orcountries.  The fact that, in somecountries, certain laws are not enforced or that violation of those laws is notsubject to public criticism will not be accepted as an excuse fornoncompliance.  In addition, we expectemployees to comply with U.S. laws, rules and regulations governing the

 

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conduct of business by its citizens and corporations outside the U.S.

 

These U.S. laws, rules and regulations, whichextend to all our activities outside the U.S., include:

 

•                  The ForeignCorrupt Practices Act, which prohibits directly or indirectly giving anythingof value to a government official to obtain or retain business or favorabletreatment and requires the maintenance of accurate books of account, with allcompany transactions being properly recorded;

 

•                  U.S. Embargoes,which restrict or, in some cases, prohibit companies, their subsidiaries andtheir employees from doing business with certain other countries identified ona list that changes periodically (including, for example, Angola (partial),Burma (partial), Cuba, Iran, Libya, North Korea, Sudan and Syria) or specificcompanies or individuals;

 

•                  Export Controls,which restrict travel to designated countries or prohibit or restrict theexport of goods, services and technology to designated countries, deniedpersons or denied entities from the U.S. or the re-export of U.S. origin goodsfrom the country of original destination to such designated countries, deniedcompanies or denied entities; and

 

•                  Anti-boycottCompliance, which prohibits U.S. companies from taking any action that has theeffect of furthering or supporting a restrictive trade practice or boycott thatis fostered or imposed by a foreign country against a country friendly to theU.S. or against any U.S. person.

 

If you have a question as to whether an activity is restricted orprohibited, seek assistance before taking any action, including giving anyverbal assurances that might be regulated by international laws.

 

**5.****              Antitrust**

 

Antitrust laws are designed to protect thecompetitive process.  These laws arebased on the premise that the public interest is best served by vigorouscompetition and will suffer from illegal agreements or collusion amongcompetitors.  Antitrust laws generallyprohibit:

 

•                  agreements,formal or informal, with competitors that harm competition or customers,including price fixing and allocations of customers, territories or contracts;

 

•                  agreements,formal or informal, that establish or fix the price at which a customer mayresell a product; and

 

•                  the acquisitionor maintenance of a monopoly or attempted monopoly through anti-competitiveconduct.

 

Certain kinds of information, such aspricing, production and inventory, should not be exchanged with competitors,regardless of how innocent or casual the exchange may be and

 

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regardless of the setting, whether business or social.

 

Antitrust laws impose severe penalties forcertain types of violations, including criminal penalties and potential finesand damages of millions of dollars, which may be tripled under certaincircumstances.  Understanding therequirements of antitrust and unfair competition laws of the variousjurisdictions where we do business can be difficult, and you are urged to seekassistance from your supervisor or the Compliance Officer whenever you have aquestion relating to these laws.

 

**6.****              Environmental Compliance**

 

Federal law imposes criminal liability on anyperson or company that contaminates the environment with any hazardoussubstance that could cause injury to the community or environment.  Violation of environmental laws can involvemonetary fines and imprisonment.  Weexpect employees to comply with all applicable environmental laws.

 

It is our policy to conduct our business inan environmentally responsible way that minimizes environmental impacts.  We are committed to minimizing and, ifpracticable, eliminating the use of any substance or material that may causeenvironmental damage, reducing waste generation and disposing of all wastethrough safe and responsible methods, minimizing environmental risks byemploying safe technologies and operating procedures, and being prepared torespond appropriately to accidents and emergencies.

 

**7.****              Conflicts of Interest**

 

We respect the rights of our employees tomanage their personal affairs and investments and do not wish to impinge ontheir personal lives.  At the same time,employees should avoid conflicts of interest that occur when their personalinterests may interfere in any way with the performance of their duties or thebest interests of Metron.  A conflictingpersonal interest could result from an expectation of personal gain now or inthe future or from a need to satisfy a prior or concurrent personalobligation.  We expect our employees tobe free from influences that conflict with the best interests of Metron.  Even the appearance of a conflict of interestwhere none actually exists can be damaging and should be avoided.  Whether or not a conflict of interest existsor will exist can be unclear.  Conflictsof interest are prohibited unless specifically authorized as described below.

 

If you have any questions about a potentialconflict or if you become aware of an actual or potential conflict, and you arenot a managing director or supervisory director of Metron, you should discussthe matter with your supervisor or the Compliance Officer (as further describedin Section 16).

 

Although no list can include every possiblesituation in which a conflict of interest could arise, the following areexamples of situations that may, depending on the facts and circumstances,involve problematic conflicts of interests:

 

•                  **Employment by (including consulting for) or service onthe board of a competitor, customer or supplier or other service provider.**  Activity that enhances or supports theposition of a competitor to the detriment of Metron****is

 

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prohibited, including employment by or service on the board of acompetitor.  Employment by or service onthe board of a customer or supplier or other service provider is generallydiscouraged and you must seek authorization in advance if you plan to take sucha position.

 

•                  **Owning, directly or indirectly, a significantfinancial interest in any entity that does business, seeks to do business orcompetes with us. **In additionto the factors described above, persons evaluating ownership in other entitiesfor conflicts of interest will consider the size and nature of the investment;the nature of the relationship between the other entity and Metron; theemployee’s access to confidential information and the employee’s ability toinfluence Metron****decisions.  If you would like to acquire a financialinterest of that kind, you must seek approval in advance.

 

•                  **Soliciting or accepting gifts, favors, loans orpreferential treatment from any person or entity that does business or seeks todo business with us. **SeeSection 11 for further discussion of the issues involved in this type ofconflict.

 

•                  **Soliciting contributions to any charity or for anypolitical candidate from any person or entity that does business or seeks to dobusiness with us**.

 

•                  **Taking personal advantage of corporateopportunities. **SeeSection 8 for further discussion of the issues involved in this type ofconflict.

 

•                  **Moonlighting without permission regarding activitiesthat are related to or in the same general business or field as the activitiesof Metron.**

 

•                  **Conducting our business transactions with your familymember or a business in which you have a significant financial interest. **Material related-partytransactions approved by the Audit Committee and involving any managingdirector or supervisory director will be publicly disclosed as required byapplicable laws and regulations.

 

•                  **Exercising supervisory or other authority on behalf ofMetron over a co-worker who is also a family member**.  The employee’s supervisor and/or theCompliance Officer will consult with the Human Resources department to assessthe advisability of reassignment.

 

Loans to, or guarantees of obligations of,employees or their family members by Metron****couldconstitute an improper personal benefit to the recipients of these loans orguarantees, depending on the facts and circumstances.  Some loans are expressly prohibited bylaw.  As a result, all loans andguarantees by Metron (other than normal temporary travel advances)****must be approved in advance by theSupervisory Board of Directors or the Audit Committee.

 

**8.****              Corporate Opportunities**

 

You may not take personal advantage ofopportunities for Metron****that arepresented to

 

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you or discovered by you as a result of your position with us****or through your use of corporate propertyor information.  Even opportunities thatare acquired privately by you may be questionable if they are related to ourexisting or proposed lines of business. You may not use your position with us****orcorporate property or information for improper personal gain, nor should youcompete with us****in any way.

 

**9.****              Maintenance of Corporate Books, Records,Documents and Accounts; Financial Integrity; Public Reporting**

 

The integrity of our records and publicdisclosure depends upon the validity, accuracy and completeness of theinformation supporting the entries to our books of account.  Therefore, our corporate and business recordsshould be completed accurately and honestly. The making of false or misleading entries, whether they relate tofinancial results or test results, is strictly prohibited.  Our records serve as a basis for managing ourbusiness and are important in meeting our obligations to customers, suppliers,creditors, employees and others with whom we do business.  As a result, it is important that our books,records and accounts accurately and fairly reflect, in reasonable detail, ourassets, liabilities, revenues, costs and expenses, as well as all transactionsand changes in assets and liabilities. We require that:

 

•                  no entry be madein our books and records that intentionally hides or disguises the nature ofany transaction or of any of our liabilities or misclassifies any transactionsas to accounts or accounting periods;

 

•                  transactions besupported by appropriate documentation;

 

•                  the terms ofsales and other commercial transactions be reflected accurately in thedocumentation for those transactions and all such documentation be reflectedaccurately in our books and records;

 

•                  employees complywith our system of internal controls; and

 

•                  no cash or otherassets be maintained for any purpose in any unrecorded or “off-the-books” fund.

 

Our accounting records are also relied uponto produce reports for our management, shareholders and creditors, as well asfor governmental agencies.  Inparticular, we rely upon our accounting and other business and corporaterecords in preparing the periodic and current reports that we file with the SEC.  Securities laws require that these reportsprovide full, fair, accurate, timely and understandable disclosure and fairlypresent our financial condition and results of operations.  Employees who collect, provide or analyzeinformation for or otherwise contribute in any way in preparing or verifyingthese reports should strive to ensure that our financial disclosure is accurateand transparent and that our reports contain all of the information aboutMetron that would be important to enable shareholders and potential investorsto assess the soundness and risks of our business and finances and the qualityand integrity of our accounting and disclosures.  In addition:

 

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•                  no employee maytake or authorize any action that would intentionally cause our financialrecords or financial disclosure to fail to comply with generally acceptedaccounting principles, the rules and regulations of the SEC or other applicablelaws, rules and regulations;

 

•                  all employeesmust cooperate fully with our accounting department, as well as our independentpublic accountants and counsel, respond to their questions with candor andprovide them with complete and accurate information to help ensure that ourbooks and records, as well as our reports filed with the SEC, are accurate andcomplete; and

 

•                  no employeeshould knowingly make (or cause or encourage any other person to make) anyfalse or misleading statement in any of our reports filed with the SEC orknowingly omit (or cause or encourage any other person to omit) any informationnecessary to make the disclosure in any of our reports accurate in all materialrespects.

 

Any employee who becomes aware of anydeparture from these standards has a responsibility to report his or herknowledge promptly to a supervisor, the Compliance Officer, the Audit Committeeor one of the other compliance resources described in Section 16.

 

**10.****       Fair Dealing**

 

We strive to outperform our competitionfairly and honestly.  Advantages over ourcompetitors are to be obtained through superior performance of our****products and services, not throughunethical or illegal business practices. Acquiring proprietary information from others through improper means,possessing trade secret information that was improperly obtained, or inducingimproper disclosure of confidential information from past or present employeesof other companies is prohibited, even if motivated by an intention to advanceour interests.  If information isobtained by mistake that may constitute a trade secret or other confidentialinformation of another business, or if you have any questions about thelegality of proposed information gathering, you must consult your supervisor orthe Compliance Officer, as further described in Section 16.

 

You are expected to deal fairly with our customers,suppliers, employees and anyone else with whom you have contact in the courseof performing your job.  Be aware thatthe Federal Trade Commission Act provides that “unfair methods of competitionin commerce, and unfair or deceptive acts or practices in commerce, aredeclared unlawful.”  It is a violation ofthe Act to engage in deceptive, unfair or unethical practices and to makemisrepresentations in connection with sales activities.

 

Employees involved in procurement have aspecial responsibility to adhere to principles of fair competition in thepurchase of products and services by selecting suppliers based exclusively onnormal commercial considerations, such as quality, cost, availability, serviceand reputation, and not on the receipt of special favors.

 

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**11.****       Gifts and Entertainment**

 

Business gifts and entertainment are meant tocreate goodwill and sound working relationships and not to gain improperadvantage with customers or facilitate approvals from governmentofficials.  The exchange, as a normalbusiness courtesy, of meals or entertainment (such as tickets to a game or thetheatre or a round of golf) is a common and acceptable practice as long as itis not extravagant. Unless express permission is received from a supervisor,the Compliance Officer or the Audit Committee, gifts and entertainment cannotbe offered, provided or accepted by any employee unless consistent withcustomary business practices and not (a) of more than token or nominal monetaryvalue, (b) in cash, (c) susceptible of being construed as a bribe or kickback,(d) made or received on a regular or frequent basis or (e) in violation of anylaws.  This principle applies to ourtransactions everywhere in the world, even where the practice is widelyconsidered “a way of doing business.” Employees should not accept gifts orentertainment that may reasonably be deemed to affect their judgment or actionsin the performance of their duties.  Ourcustomers, suppliers and the public at large should know that our employees’judgment is not for sale.

 

Under some statutes, such as the U.S. ForeignCorrupt Practices Act (further described in Section 4), giving anything ofvalue to a government official to obtain or retain business or favorabletreatment is a criminal act subject to prosecution and conviction.  Discuss with your supervisor or theCompliance Officer any proposed entertainment or gifts if you are uncertainabout their appropriateness.

 

**12.****       Protection and Proper Use of Company Assets**

 

All employees are expected to protect ourassets and ensure their efficient use. Theft, carelessness and waste have a direct impact on ourprofitability.  Our****property, such as office supplies,computer equipment, buildings and products, are expected to be used only forlegitimate business purposes, although incidental personal use may bepermitted.  You may not, however, use ourcorporate name, any brand name or trademark owned or associated with Metron orany letterhead stationery for any personal purpose.  Any misuse or suspected misuse of our****assets must be immediately reported toyour supervisor or the Compliance Officer.

 

**13.****       Confidentiality**

 

One of our most important assets is ourconfidential information.  As an employeeof Metron, you may learn of information about Metron****that is confidential and proprietary.  You also may learn of information before thatinformation is released to the general public. Employees who have received or have access to confidential informationshould take care to keep this information confidential.  Confidential information includes non-publicinformation that might be of use to competitors or harmful to Metron****or its customers if disclosed, such asbusiness, marketing and service plans, financial information, productarchitecture, designs, databases, customer lists, pricing strategies, personneldata, personally identifiable information pertaining to our employees,customers or other individuals (including, for example, names, addresses,telephone numbers and social security numbers), and similar types ofinformation provided to us by our customers, suppliers and partners.  This information may be protected by patent,trademark, copyright and trade secret laws.

 

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In addition, because we interact with othercompanies and organizations, there may be times when you learn confidentialinformation about other companies before that information has been madeavailable to the public.  You must treatthis information in the same manner as you are required to treat our****confidential and proprietaryinformation.  There may even be timeswhen you must treat as confidential the fact that we have an interest in, orare involved with, another company.

 

You are expected to keep confidential andproprietary information confidential unless and until that information isreleased to the public through approved channels (usually through a pressrelease, an SEC filing or a formal communication from a member of seniormanagement, as further described in Section 14).  Every employee has a duty to refrain fromdisclosing to any person confidential or proprietary information about us orany other company learned in the course of employment here, until thatinformation is disclosed to the public through approved channels.  This policy requires you to refrain fromdiscussing confidential or proprietary information with outsiders and even withother Metron****employees, unlessthose fellow employees have a legitimate need to know the information in orderto perform their job duties. Unauthorized use or distribution of this information could also beillegal and result in civil liability and/or criminal penalties.

 

You should also take care not toinadvertently disclose confidential information.  Materials that contain confidentialinformation, such as memos, notebooks, computer disks and laptop computers,should be stored securely.  Unauthorizedposting or discussion of any information concerning our business, informationor prospects on the Internet is prohibited. You may not discuss our business, information or prospects in any “chatroom,” regardless of whether you use your own name or a pseudonym.  Be cautious when discussing sensitiveinformation in public places like elevators, airports, restaurants and“quasi-public” areas within Metron,****suchas cafeterias.  All Metron****emails, voicemails and othercommunications are presumed confidential and should not be forwarded orotherwise disseminated outside of Metron, except where required for legitimatebusiness purposes.

 

**14.****       Media/Public Discussions**

 

It is our policy to disclose materialinformation concerning Metron****tothe public only through specific limited channels to avoid inappropriatepublicity and to ensure that all those with an interest in the company willhave equal access to information.  Allinquiries or calls from the press and financial analysts should be referred tothe Chief Financial Officer or the investor relations department or firm.  We have designated our CEO, CFO and investorrelations department or firm as our official spokespersons for financialmatters.  We have designated our publicrelations department or firm as our official spokespersons for marketing,technical and other related information. Unless a specific exception has been made by the CEO or CFO, thesedesignees are the only people who may communicate with the press on behalf ofMetron.  You also may not provide anyinformation to the media about us off the record, for background, confidentiallyor secretly.

 

**15.****       Waivers**

 

Any waiver of this Code for executiveofficers (including, where required by applicable

 

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laws, our principal executive officer, principal financial officer,principal accounting officer or controller (or persons performing similarfunctions)), managing directors or supervisory directors may be authorized onlyby our Supervisory Board of Directors or, to the extent permitted by the rulesof Nasdaq, a committee of the Supervisory Board and will be disclosed toshareholders as required by applicable laws, rules and regulations.

 

**16.****       Compliance Standards and Procedures**

 

***Compliance Resources***

 

To facilitate compliance with this Code, wehave implemented a program of Code awareness, training and review.  We have established the position ofCompliance Officer to oversee this program. The Compliance Officer is a person to whom you can address any questionsor concerns.  The Compliance Officer,John Sullivan, can be reached at extension (408) 719-4613.  In addition to fielding questions or concernswith respect to potential violations of this Code, the Compliance Officer isresponsible for:

 

•                                          investigatingpossible violations of the Code;

 

•                                          trainingnew employees in Code policies;

 

•                                          distributingcopies of the Code annually via email to each employee with a reminder thateach employee is responsible for reading, understanding and complying with theCode;

 

•                                          updatingthe Code as needed and alerting employees to any updates, with appropriateapproval of the Audit Committee of the Supervisory Board of Directors, toreflect changes in the law, Metron****operationsand in recognized best practices, and to reflect Metron experience; and

 

•                                          otherwisepromoting an atmosphere of responsible and ethical conduct.

 

Your most immediate resource for any matterrelated to the Code is your supervisor. He or she may have the information you need or may be able to refer thequestion to another appropriate source. There may, however, be times when you prefer not to go to yoursupervisor.  In these instances, youshould feel free to discuss your concern with the Compliance Officer.  If you are uncomfortable speaking with theCompliance Officer because he or she works in your department or is one of yoursupervisors, please contact the CFO or CEO.** **Of course, if your concerninvolves potential misconduct by another person and relates to questionableaccounting or auditing matters under the Company’s Open Door Policy forReporting Complaints Regarding Accounting and Auditing Matters, you may reportthat violation as set forth in the such policy.

 

The Employee hotline, a toll-free help lineat 1-800-797-8036, is also available to those who wish to ask questions aboutMetron****policy, seek guidance onspecific situations or report violations of

 

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the Code.  You may call thetoll-free number anonymously if you prefer as it is not equipped with calleridentification, although the Compliance Officer will be unable to obtainfollow-up details from you that may be necessary to investigate thematter.  Whether you identify yourself orremain anonymous, your telephonic contact with the Employee hotline will bekept strictly confidential to the extent reasonably possible within theobjectives of the Code.

 

***Clarifying Questionsand Concerns; Reporting Possible Violations***

 

If you encounter a situation or areconsidering a course of action and its appropriateness is unclear, discuss thematter promptly with your supervisor or the Compliance Officer; even the appearanceof impropriety can be very damaging and should be avoided.

 

If you are aware of a suspected or actualviolation of Code standards by others, you have a responsibility to reportit.  You are expected to promptly providea compliance resource with a specific description of the violation that youbelieve has occurred, including any information you have about the personsinvolved and the time of the violation. Whether you choose to speak with your supervisor or the ComplianceOfficer, you should do so without fear of any form of retaliation.  We will take prompt disciplinary actionagainst any employee who retaliates against you, including termination ofemployment.

 

Supervisors must promptly report anycomplaints or observations of Code violations to the Compliance Officer. If youbelieve your supervisor has not taken appropriate action, you should contactthe Compliance Officer directly.  TheCompliance Officer will investigate all reported possible Code violationspromptly and with the highest degree of confidentiality that is possible underthe specific circumstances.  Neither younor your supervisor may conduct any preliminary investigation, unlessauthorized to do so by the Compliance Officer. Your cooperation in the investigation will be expected. As needed, theCompliance Officer will consult with the Human Resources department and/or theAudit Committee of the Supervisory Board of Directors.  It is our policy to employ a fair process bywhich to determine violations of the Code.

 

If any investigation indicates that aviolation of the Code has probably occurred, we will take such action as webelieve to be appropriate under the circumstances. If we determine that anemployee is responsible for a Code violation, he or she will be subject to disciplinaryaction up to, and including, termination of employment and, in appropriatecases, civil action or referral for criminal prosecution.  Appropriate action may also be taken to deterany future Code violations.

 

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