Legal Team

Welcome to Bramble Legal!

We are glad you are here! Bramble’s LegalTeam is small but mighty and entirely at your service.

Please take a moment to read through the below, where we’ve tried to address the best ways to engage Bramble Legal depending upon your specific request. You can always reach us at #team-legal in Slack.

Anonymous Internal Ethics and Compliance Reporting

We take employee concerns very seriously and encourage all Bramble Team Members to report any ethics and/or compliance violations by using EthicsPoint. Futher details are found on the Code of Business Conduct and Ethics handbook page. We have also engaged Lighthouse to support when relating to reporting team member relations issues. Details can be found on the People Group handbook page.

Quick Questions

For quick questions that do not require legal advice, deliverables, or any discussion of confidential information, you can reach out to the Bramble Legal Team at #team-legal. We find this channel best for questions regarding process, who handles what or how to find certain things if the Handbook has not yielded the right result for you after searching. #team-legal is not a private channel, so your inquiry will be visible to the entire company. One of our Team Members will do their best to answer your question in a timely fashion. If your request is for legal advice, deliverables, or any discussion of confidential information, please keep reading.

Privileged / Confidential Communications

If you have a request that involves confidential and/or sensitive information, please email dan@brmbl.io.

For more information on Attorney-Client Privilege, see the General Legal FAQs below.

Are you a member of Bramble Sales? Everything you’re looking for can be found in the Sales Guide: Collaborating with Bramble Legal

Is your need marketing related? Everything you’re looking for can be found in the Marketing Guide: Collaborating with Bramble Legal

Requests with Deliverables

If you are making a request that requires some sort of deliverable, please use the list below to determine how you should reach out. If you are unsure where your non-Slack request fits, refer #3 below.

1. Vendor, Partner, and other “To Pay” Contracts

  • If you are looking for a new vendor, need an NDA for a vendor , or need review of a vendor contract, these services are handled by the Procurement Team. For purposes of this process, anyone that will receive payment from Bramble is considered a vendor.
  • Legal will be brought in by Procurement for escalations only. Please see the Procurement Page for more information on the Vendor Management Process. Once a Vendor NDA and/or Contract has been completed, it should be uploaded by the requestor into our contract management database tool ContractWorks. If you need a license, you will need to submit an Access Request.

We use issues to track all other requests that are not customer-related, but require input from the Legal Team or a deliverable, such as:

Please tag the relevant Legal Team Member and ask your questions in the issue that relates to your question. If there is not an issue related to your question, please create an issue in the Legal and Compliance Issue Tracker using issue templates. All Legal and Compliance issues should be marked as confidential. Bramble team members will be able to access these issues directly. For more specific instructions, see our issue tracker workflow.

If you are unsure where your request fits, an issue is where your journey begins.

Please be sure to include sufficient detail regarding your request, including: time-sensitive deadlines, relevant documents, and background information necessary to respond.

Contract Templates

Other Resources

  • Authorization Matrix - the authority matrix for spending and binding the company and the process for signing legal documents
  • Requirements for Closing Deals - requirements for closing sales deals
  • Terms - legal terms governing the use of Bramble’s website, products, and services
  • Acceptable Licenses - list of acceptable licenses covering third party components used in development
  • Asset Register - a resource to keep track of hardware in Bramble.

Processes

Policies

Code of Business Conduct and Ethics

Bramble’s Code of Business Conduct and Ethics summarizes the ethical standards for all directors, officers, team members and contractors of Bramble and of its direct and indirect subsidiaries and is a reminder of the seriousness of our commitment to our values. Please click here to read Bramble’s Code of Business Conduct and Ethics in its entirety.

General Legal FAQs

1. The U.S. Attorney-Client Relationship

This discussion is limited to the practice of law in the U.S. As we continue to grow globally we will update this and expand how privilege applies in other jurisdictions.

What is Attorney-Client Privilege?

Attorney-Client Privilege is a principle that provides protections for certain communications between clients and their attorneys that meet specific criteria.

First of all, the communications must be for the purpose of seeking legal guidance and advice. For this reason, the underlying facts may not be protected if they are available from another source. Opinions and analysis of the facts, and discussions thereof, with the attorney are protected.

Secondly, communications must be confidential. Information is also not protected if it is available from another source meaning that simply telling your attorney or copying your attorney on a communication does not protect the information.

What is Work Product Privilege?

Work Product is a U.S. doctrine in which an attorney’s notes, observations, thoughts, and research prepared by, or at the direction of, an attorney in anticipation of litigation are protected from being discoverable during the litigation process.

What is the purpose of these Privileges?

Attorney-Client and Work Product privileges allow clients to speak freely with their attorneys and encourage full disclosure so they can receive accurate and competent legal advice without the fear of having their attorney compelled to testify against them and disclose the information shared by the client.

Who do these Privileges Apply to at Bramble?

There is not one uniform answer that covers all jurisdictions in the U.S. However, most jurisdictions will use at least one of the following tests to see if the individuals involved have privileged communication.

  • The Control Group Test. This test is quite restrictive and only allows for the protection of corporate communications to the corporation’s controlling executives and managers. This test cannot be used in federal courts, but is still used in some states.
  • The Subject Matter Test. Instead of looking solely at the roles of the employees involved, this test looks at the subject matter of the employees’ communications. If an employee has been directed by a supervisor to discuss a subject matter that relates to the employees job with an attorney, this may be covered by subject matter privilege.
  • The Upjohn Test. This modified version of the Subject Matter Test requires additional criteria to be met. In addition to the subject matter being relevant to the employee’s duties, the employee must also have awareness and intent concerning the legal advice being sought and/or given.
  • The Upjohn Warning. A company’s attorney does not represent an employee individually, but instead represents the interests of the company. A company can waive its privilege at any time, meaning the company could choose to disclose information the attorney received from a covered employee in confidence for use as evidence in a legal proceeding in order to protect the company from liability.
  • Direct the communication to a practicing licensed attorney. Privilege does not apply to other non-attorney members of the legal team.
  • It is best practice to have privileged conversations with the attorney via Zoom.
  • If other individuals will need to participate in the discussion, consult with the attorney, and only include the minimum necessary individuals in the conversation, in other words, keep the circle of trust small.
  • If it is necessary to communicate by email, in the “Subject” line, and at the top of the body of the communication, include the phrase “AC PRIV”.
  • Do not overuse the claim of privilege. Limit its use to when actually seeking legal guidance and advice and not on any and every correspondence with the attorney.
  • You must keep the information discussed confidential, and not share it with anyone outside the circle of trust without first consulting with the attorney.
  • Do not forward protected emails to anyone outside the circle of trust.
  • Do not copy anyone outside the circle of trust on emails with the attorney.

For more questions and answers about Attorney-Client Privilege in the corporate setting, search “AC Priv tests” in Drive.

2. Litigation Holds

What is a Litigation Hold?

A litigation hold is the process a company uses to preserve all forms of relevant evidence, whether it be emails, instant messages, physical documents, handwritten or typed notes, voicemails, raw data, backup tapes, and any other type of information that could be relevant to pending or imminent litigation or when litigation is reasonably anticipated. Litigation holds are imperative in preventing spoliation (destruction, deletion, or alteration) of evidence which can have a severely negative impact on the company’s case, including leading to sanctions.

Once the company becomes aware of potential litigation, the company’s attorney will provide notice to the impacted employees, instructing them not to delete or destroy any information relating to the subject matter of the litigation. The litigation hold applies to paper and electronic documents. During a litigation hold, all retention policies must be overridden.

3. Human Rights

How is Bramble advancing Human Rights?

We are committed to upholding fundamental human rights and believe that all human beings around the world should be treated with dignity, fairness, and respect. Our company will only engage suppliers and direct contractors who demonstrate a serious commitment to the health and safety of their workers, and operate in compliance with human rights laws. Bramble does not use or condone the use of slave labor or human trafficking, denounces any degrading treatment of individuals or unsafe working condition, and supports our products being free of conflict minerals.

Anti-Slavery and Anti-Human Trafficking Policy

  1. Slavery and Human Trafficking are crimes and violations of fundamental human rights. These violations take various forms, such as slavery, servitude, forced and compulsory labour, and/or human trafficking, all of which have in common the deprivation of a person’s liberty by another in order to exploit them for personal or commercial gain. Bramble is committed to acting ethically and with integrity in our business dealings and relationships by implementing and enforcing systems/controls to ensure modern slavery or human trafficking are not taking place in our business, or with those with whom we do business.

  2. Bramble is also committed to ensuring there is transparency in our business and in our approach to tackling slavery and human trafficking throughout our supply chains and overall organization, consistent with disclosure obligations we may have under applicable law. To that end, we prohibit the use of forced, compulsory or trafficked labor, or anyone held in slavery or servitude, whether adults or children by anyone working for or with Bramble.

  3. All employees, directors, officers, agents, interns, vendors, distributors, resellers, contractors, external consultants, third-party representatives and business partners are expected to comply with this policy.

  4. Every Team Member is responsible to assist in the prevention, detection and reporting of slavery and human trafficking by those working for or with Bramble. Each Team Member is encouraged to raise concerns about any known or suspected incidents of slavery or human trafficking in any parts of our business or supply chains at the earliest possible stage. If you are unsure about whether a particular act, the treatment of workers more generally, or their working conditions within any tier of our supply chains or business partners constitutes any of the various forms of modern slavery/human trafficking, raise it at Compliance@brmbl.io.

  5. We may terminate our relationship with individuals and/or Business Partners if they breach this policy.

4. Foreign Corrupt Practices Act

The Foreign Corrupt Practices Act is a United States federal law that prohibits U.S. citizens and entities from bribing foreign government officials to benefit their business interests. It is not only an invaluable tool to help fight corruption but one to which we must be compliant. As Bramble Group Corp. is a U.S. incorporated entity, we need to make sure our operations worldwide are compliant with the provisions of the Foreign Corrupt Practices Act. To that end, Bramble requires Team Members to complete an annual online course relating to anti-bribery and corruption at Bramble. In the training, learners will explore improper payments, including facilitation payments and personal safety payments, as well as policies on commercial bribery.

The goal of the course is to ensure our Team Members understand what it takes to avoid corruption, especially in high-risk countries, and to ensure Bramble is compliant with legal and regulatory obligations.