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Titan Oil and Gas Code of Ethics
We hold each of our employee’s/contractors to the highest ethical standard from
entry level to board room it is important to both know and be guided by these
principles.
It is important that we all understand that this level of conduct is a requirement for us all
no matter the title or location. Whether in the US or overseas we have enumerated this to
address any situation that might arise.
This Code describes the correct means for doing business for all those charged with the
business of Titan Oil and Gas and provides a framework for all business interaction.
Boundaries and Expectations
Any Titan Oil and Gas Associate must be mindful of his or her level of authority that
pertains to their work. Each must proceed within the boundaries of their authority. For
our Associates that must be guided by regulatory concerns know that these concerns are
primary but that this code supersedes only when the level of expectation is higher.
This Code cannot anticipate all possible scenarios. When a situation presents itself that is
not addressed within then exercising good judgment and asking for the guidance of
management is the expectation. Note that this code is part of a set of standards that
should inform each of us in all Company dealings. When asking for guidance from our
supervisors the expectation is for timely and thoughtful response.
Adherence and Reporting
Showing poor judgment that is at odds with the Code may be grounds for dismissal.
Likewise, any Associate that allows and approves of conduct at odds with the Code and
does not take action to correct these actions in regard to the Code, may find themselves
subject to disciplinary action or termination.
It is expected that there is an obligation for each of our Associates to report Code
violations.
Each of us is obligated to promptly speak up if there is any reason to suspect that any of
us or our affiliates are in violation of or have intentionally or inadvertently violated Titan
Oil and Gas policies or any laws or might act in any way that could damage the
Company's reputation. Retaliation for reports made in good faith also will not be
tolerated.
Financial Records
Titan accounting records are to be prepared with both accuracy and honesty. All entries
in our accounting books are supported by documentation providing complete, accurate
and auditable records of all Company transactions.
Conflicts of Interest
It is our policy that any Associate or Director will not engage in activities that subvert
Titan Oil and Gas business interests, adversely affect the Company's reputation and
relationships, or interfere with any Associate’s job responsibilities.
All activities of Associates and Directors must always be for the benefit of the Company.
Associates and Directors will not compete against Titan Oil and Gas’ interests or use
their position and access to information, assets or resources for personal gain or that of
others. Associates and Directors also may not take for themselves opportunities
discovered as a result of their position at the Company. All Titan Oil and Gas assets and
property should be used only for purposes that are allowed by the code and that are
beneficial to the Company.
Any activity that has either a real or appearance of a conflict of interest, whether or not an
actual conflict exists, must be avoided. Any potential conflict of interest must be
reported. These conflict of interest standards extend to immediate family members and
are considered the actions of the Associate or Director.
Gifts, Favors and Advantage
We will not receive compensation other than that provided by Titan Oil and Gas for
services provided to individuals or companies on behalf of Titan Oil and Gas. In light of
this, the following are forbidden: accepting fees for services provided when working in a
Company capacity; accepting gifts of any kind with more than a nominal value from
either individuals or organizations that have current or are seeking business with Titan
Oil and Gas.
It is also prohibited in situations when Associates and Directors are aware of confidential
nonpublic information concerning Titan Oil and Gas and the parties with which the
Company does business, we are prohibited from using such confidential information for
personal financial gain, such as for purposes of stock trading or any purpose other than
for conducting Titan Oil and Gas business.
We must maintain the confidentiality of such information and may not make disclosures
to third parties, including members of our families. It is unethical to use nonpublic
information for personal financial benefit or to share that information with others who
may use it as the basis for making stock trades. Such activity is also illegal in the United
States.
Our Associates
People in the form of Associates and Directors are our company’s most prized asset.
The Work Environment
A diverse work force provides a variety of perspectives that is invaluable. Promoting
diversity within our company by creating an inclusive environment enables each of us to
fully participate and provide for Titan Oil and Gas's success.
It is Titan Oil and Gas's policy to provide equal opportunity and with regard to race,
religion, color, national origin, age, sex, gender identity, disability, political preference,
sexual orientation, membership or non-membership in any lawful organization including
any others that are prohibited by local laws and regulations.
Titan Oil and Gas is committed to maintaining a positive environment where Associates
and Directors can carry out their roles without the threat of physical or verbal harassment
because of sex, gender identity, sexual orientation, race, religion, color, age, national
origin, disability, veteran or any other status.
Harassment includes, but is not limited to, offensive, hostile or intimidating words or
actions and inappropriate conduct, such as sexual advances or innuendo. Titan Oil and
Gas forbids any form of maltreatment by or toward Associates, Directors, contractors,
vendors or applicants. Harassment of any kind will not be tolerated.
The possession and use of intoxicants during work hours is prohibited and is grounds for
dismissal.
No violence of any kind is tolerated and is grounds for dismissal.
Continued employment is based on performance; the policy is to direct wages and
salaries in a method that maintains a competitive position that is compelling to top
personnel, to encourage and reward superior performance. Titan Oil and Gas does not
guarantee employment, it offers an environment though where individual success is
rewarded.
Political and Governmental Affairs
Public policy decisions have a profound affect on our operations and future.
Titan Oil and Gas exercises its rights by participating in the ongoing public policy debate.
Using Titan Oil and Gas resources and expertise can add value to both the Company and
the policy making processes.
These activities still must meet our ethical standards and fulfill all applicable laws and
regulations. How we fulfill our roll in this process has significant implications for our
reputation as well as our ability to partner with officials and other stakeholders in forming
public policy.
Titan Oil and Gas encourages its Associates and Directors to participate civically, in
regard to communicating our views to officials on matters important to us as individuals.
In these individual endeavors we must not claim to represent Titan Oil and Gas without
prior approval.
Associates and Directors serving on governmental policy-making and regulatory
committees have the added responsibility of avoiding any real or perceived conflict of
interest.
Any type of activity that could be construed as a campaign contribution by Titan Oil and
Gas may be in violation of US election law and is prohibited.
Bribes of any type anywhere are forbidden by Titan Oil and Gas policy and US law.
Health and Environmental Safety
Titan Oil and Gas charges itself with the health and environmental safety in its sphere of
operation. Each of us is committed to placing the highest priority on the health and
environmental safety of the workplace and the community members where we operate.
We all have the authority and responsibility to end a work activity if hazards or concerns
are suspected.
Titan Oil and Gas is committed to compliance to all environmental, health and safety
laws, regulations and best practices, regardless of their enforcement.
Our commitment to this informs our policy regarding regulation or government policy
that is unsound or contrary to law, we will work through available civic processes to
change regulations or policies. Until regulations or policies are changed, the Company
will comply.
Our Commitment to Free Markets
The purpose of antitrust law is to ensure a truly free market. Titan Oil and Gas competes
aggressively in its business activities, we conduct business in accordance with the letter
and spirit of these laws. Our primary competitive responsibilities concern Titan Oil and
Gas's relations with competitors, customers and suppliers.
Titan Oil and Gas makes its pricing decisions independently of competitors. We will
never collude with a competitor to divide either customers or territories, to either allocate
bids or refuse them, or to refrain from selling a given product or service a region or in
any category. These agreements, like price-fixing, are illegal.
Contact with competitors can give rise to concerns regarding anticompetitive actions and
the appearance of “restraint of trade." Unlawful agreements are often arrived at without a
written contract. Courts will infer agreements based on informal discussions, or even an
exchange of information between competitors. Any type of communication with
competitors may result in accusations of both improper and illegal conduct.
Any exchange of information between competitors raises anticompetitive concerns,
which includes that obtained through third parties. Legitimate exchanges of information
may occur, the nature of these laws and regulations though make guidance from our
attorney advisable.
To minimize the risks arising from contacts with competitors, such contacts should be
kept to an absolute minimum. This also means that trade association membership must be
approved by management.
Privacy
The collection, maintenance and disclosure of personal information as it affects
Associates, contractors, Directors, customers and all other persons with whom Titan Oil
and Gas transacts business.
Titan Oil and Gas respects the confidentiality relating to identified or identifiable
persons. Company policy covers unauthorized, improper and secure disclosure of
information.
The only personal information that is permitted to be released to inquiring parties outside
Titan Oil and Gas concerning an Associates employment or credit is the person's date of
employ and job title. Any other information may be provided only with authorization.
An Associate's performance evaluation may not be disclosed on behalf of Titan Oil and
Gas, even with their permission. Individuals asked by an employee or contractor to
provide such information may write personal letters of recommendation on their own
personal -- not the Company's -- stationery.
Intellectual Property and Information Policies
Titan Oil and Gas's intellectual property is a vital Company resource. We include
Company's records, stored on any media and format, as well as the systems that transmit
the information. This also includes intellectual property, which could comprise ideas or
concepts including trade secrets and patents.
Appropriate Use
Titan Oil and Gas policy safeguards all Company information assets against theft,
infringement, indiscriminate handling, unauthorized disclosure and misuse.
In our work, we may be authorized in regard to particular information assets. However,
any unauthorized review, copying, distribution or removal, in addition to destruction,
revision or inappropriate use, is proscribed and may be grounds for disciplinary action,
up to and including dismissal.
Sensitive information consists of trade secrets, competitive or commercial documents, as
well as customer account details.
Care and discretion are essential in using classified, confidential or business sensitive
information. This information should be available only with other Titan Oil and Gas
Associates who have a legitimate use. Similarly, this information must not be shared with
persons outside the Company, except with those who have a legitimate use and have
shown sufficient assurances (such as binding confidentiality agreements) that the
information will be properly protected. The same care must be used with any information
that might be contain sensitive data which has been entrusted to us by third parties.
Failure in this regard could expose Titan Oil and Gas to a substantial liability.
Discovery Requests
Titan Oil and Gas policy is to respect the judicial process. Any Associate or Director
involved in litigation discovery is required to comply with the instructions of the
Company's legal counsel, and report a suspected violation. We are each expected to treat
litigation discovery as a priority.
In Closing
Titan Oil and Gas's ethical as well as legal obligations go beyond what has been discussed
thus far. Titan Oil and Gas is also concerned with compliance regarding the many other laws,
regulations and business practices that inform the conduct of any responsible business. If
any questions arise regarding proper conduct, it is expected that we consult with management.
The breadth of responsibility regarding our corporate obligations cannot be enumerated in a
static code; it is though possible to use judgment in a way that is consistent with the
values set forth in this Code.
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