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Antitrust Guidelines

Industry Collaboration Effort (ICE) has had the following guidelines prepared in order to facilitate compliance with the antitrust laws in conducting Industry Collaboration Effort (ICE) meetings.

Role of Chairperson. The Chairperson of the meeting will ensure that discussion follows the agenda. Matters outside of the scope of the agenda should not be discussed without the approval of the Chairperson. If necessary, the Chairperson and counsel will redirect, limit, or stop discussion in order to ensure compliance with these guidelines.

II.

Participation Must Be Voluntary. Participation in Industry Collaboration Effort (ICE) and all Industry Collaboration Effort (ICE) activities must be voluntary, and each member must decide on its own whether participation in Industry Collaboration Effort (ICE) or any Industry Collaboration Effort (ICE) activity is in its independent interest.

III.

Subjects of Discussion. As a general matter, the antitrust laws prohibit competitors from agreeing on the prices they will charge, the products they will offer, the customers they will serve, and the markets in which they will compete. Therefore, there should be no discussion or disclosure of information with respect to

a.	Profits, premiums, prices, surcharges, or discounts;
b.	Specific customers or classes of customers, or whether you will or will not do business with them;
c.	Allocation of geographic or product markets;
d.	Any refusal to deal with a customer or supplier;
e.	How to deal with the market behavior of a competitor; or
f.	Any other topic involving anticompetitive practice.

Some topics of discussion may lead to agreements that are not unlawful on their face but that may have an unlawful anticompetitive effect, depending upon their scope and how they are implemented. There are no hard and fast rules regarding how much discussion may occur with respect to possible agreements that are not unlawful on their face, and the answer will vary depending on such factors as the nature of the subject matter, its relationship to competition among Industry Collaboration Effort (ICE) members, and the degree of restraint that Industry Collaboration Effort (ICE) members can be expected to exercise. For example, it is lawful for Industry Collaboration Effort (ICE) members to agree on standard forms that will lead to administrative simplification, but Industry Collaboration Effort (ICE) standards should not be used in a way that unreasonably limits competition.

IV.

Antitrust Statement. The following statement is to be read prior to any ICE meeting by the leadership conducting the meeting:

"This meeting is for the specific purpose described in the agenda and not for the purpose of reaching any agreement that affects the competitive business activities of companies represented.

ICE meetings are conducted in accordance with the Antitrust Guidelines;

All participants should have the Guidelines and should be familiar with them;

Participation in ICE and ICE meetings is completely voluntary; and

Any questions or concerns about antitrust or any other legal matter should be directed to the Chair."

"Rump" Meetings. There should be no informal, secret, or "rump" meetings in which some or all Industry Collaboration Effort (ICE) members discuss business matters “off the record."

VI.

Questions, Concerns. Questions or concerns about these guidelines or about any Industry Collaboration Effort (ICE)-sponsored meeting, discussion, or practice should be directed to the President / Chief Executive Officer of the Industry Collaboration Effort (ICE) Board of Directors by telephone at 562-981-4019.

VII.

Meeting Minutes. Meeting minutes should reflect the following:

First Agenda Item: "Review Antitrust Guidelines"
Key Discussion Points: "The Antitrust Guidelines were reviewed and agreed to by the group."
Outcomes/Next Steps: "Confirmed or Approved or......."