PPT VISION, INC.
CODE OF ETHICS & BUSINESS CONDUCT

INTRODUCTION
Our Commitment	PPT VISION places the highest value on the integrity of each of its employees and representatives.  We are committed to conducting our business lawfully and ethically.
The Code	It is not possible to develop a detailed set of rules, policies or procedures that cover all circumstances.  The best guidelines are individual integrity, common sense and compliance with law.  This Code of Ethics & Business Conduct (the “Code”) provides a basic guide to assist our management, employees and others acting on our behalf in understanding their responsibilities.
Applicability of Code	This Code applies to each of our directors, officers, employees and other representatives.  We will inform our independent distributors, dealers and agents of the importance of adhering to the provisions and principles of this Code.
OUR RESPONSIBILITIES FOR HONEST BUSINESS
Ethical Conduct	Our reputation throughout the world for legal and ethical behavior is one of our most valuable assets.  We are all responsible for safeguarding this important asset. We have a policy of strict compliance with all laws, whether federal, state, local or foreign.  The highest standards of moral and ethical behavior are essential to maintaining our good reputation.  We do not tolerate unethical or dishonest conduct.
Conflicts of Interest	While it is not possible to develop a comprehensive set of rules covering all circumstances, the following are examples of activities which could be considered a conflict of interest if undertaken by directors, officers, employees and other representatives or members of their household: -                    Owning a substantial interest in any competing business or in any outside concern that does business with PPT VISION.  -                    Providing services as a director, manager, consultant, employee or independent contractor to any outside concern that does business with PPT VISION or is in a competing business, except with the specific prior knowledge and consent of the President.*  -                    Employees engaging in any outside employment which is in conflict with an essential business-related interest or which requires significant time, attention or energy, except with the specific prior knowledge and consent of the CFO. -                    Accepting gifts (other than gifts of nominal value), favors, compensation, loans, excessive entertainment or other similar activities from our competitors or from any other company or person that does business or seeks to do business with PPT VISION; -                    Representing PPT VISION in any transaction with a person or organization in which directors, officers, employees and other representatives or members of their household  have a direct or indirect personal interest or may derive a benefit; -                    Competing directly or indirectly with PPT VISION in the design, manufacture, marketing, purchase or sale of products or property rights or interests; -                    Using or revealing (without proper authorization) any confidential product information, confidential financial information or other confidential information concerning our plans, decisions or activities, including information which is not available to the general public and which could be considered of some importance in a decision whether to buy or sell our stock or our business partners’ securities; -                    Taking advantage of any business opportunity which would rightfully belong to PPT VISION. Additional guidelines and more detailed information regarding some of the above examples can be found at the “Confidential Information” and “Insider Trading“ sections of this Code. *  Our officers and directors must obtain this consent from the Audit Committee.
Undue Influence or Bribery	It is illegal to pay or receive a bribe intended to influence business conduct.  Use of Company funds or property to bribe or unduly influence any decision by a director, officer, employee or agent of another company or any governmental employee or official is strictly prohibited.
Gifts	Acceptance of gifts, offers of travel, or unusual hospitality from any person or organization in connection with any transaction with PPT VISION is not permitted.  It is permissible to receive unsolicited gifts of nominal value or customary hospitality from persons or entities doing business with PPT VISION when it is clear that no intent is being made to influence or obligate. Business courtesies such as meals, transportation and entertainment shall be modest in amount and related to a legitimate purpose.  No director, officer or employee shall provide entertainment, meals or gratuities to any customer or other business associate (or group thereof) of the Company of more than nominal value, or give any gift to such a person or group, without first obtaining written approval from the Human Resources department.  No business courtesies shall be given with either an explicit or implicit understanding to use or purchase the Company’s products.
Company Resources	Our telephones, email and mail services are to be used for Company business.  Personal telephone calls and email should be limited.  Employees incurring business expenses are expected to exercise good judgment with respect to all expenses.  All employees are expected to determine the most economical means of obtaining transportation, lodging, meals, etc.  Employees should spend PPT VISION’s money as carefully and judiciously as they would their own.
OUR RESPONSIBILITIES IN OUR MARKETPLACE
Fair Competition and Antitrust	The primary antitrust concerns in our segment of the industry lie in the communications with our competitors, and business practices with our customers.  Our competitors include anyone in our geographic markets manufacturing or selling the same or similar products that we manufacture or sell.  Our customers are companies that purchase our products. We are required to comply with antitrust and unfair competition laws.  These laws are complex and vary considerably from country to country.  The following activities are generally prohibited under these laws: -        Agreements with competitors that harm customers, including price fixing and allocations of customers or contracts. -        Agreements that unduly limit a customer’s ability to sell a product, including establishing the resale price of a product or service, or conditioning the sale of products on an agreement to buy other of our products and services. -        Attempts to monopolize, including pricing a product below cost in order to eliminate competition. -        Use of theft, deceit, or subterfuge in order to obtain information. -        Engaging in illegal kickbacks, refusals to deal, price discrimination or other illegal competitive practices. Employees may not discuss information with our competitors relating to such subjects as projected sales for any specific product or service, revenues or expenses, unannounced products and services, pricing strategies, personnel situations and other proprietary information.  Employees may not disclose to customers confidential information regarding company wide sales projections or financial information not available to the general public. Questions whether particular conduct is appropriate should be addressed to the Human Resources department.
Sales and Marketing	Our goal is to build long-term relationships with our consumers and customers by demonstrating honesty and integrity.  Our marketing and advertising will be accurate and truthful.  Deliberately misleading messages, omissions of important fact, or false claims about our competitors’ offerings are never acceptable.
Product Quality and Safety	Compliance with our quality processes and safety requirements is essential to maintain our valuable reputation and to meet our own standards of meeting or exceeding consumer expectations.

OUR RESPONSIBILITIES TO EMPLOYEES
Respect	Our employees make a difference in our performance as a company.  Without dedicated employees, we would be unable to serve our customers.  PPT VISION and its partners are required to be in compliance with all requirements of applicable labor laws – including those regarding occupational health and safety, equal opportunity employment, sexual harassment, rates of pay and overtime.  PPT VISION will maintain a work environment that encourages open communication regarding ethical problems and concerns.
Equal Opportunity	We are an equal opportunity employer.  We are committed to providing a work environment that is free from discrimination and harassment prohibited by law, whether verbal or physical.
Safety	We are committed to complying with Occupational Safety and Health Administration Requirements (OSHA) requirements to provide a safe and healthy work environment.  We will promptly correct any safety problems in the workplace.  Employees are expected to report all accidents to the appropriate supervisors or management, no matter how slight.
OUR RESPONSIBILITY FOR COMPANY INFORMATION
Confidential Information	Our success depends upon our ability to maintain certain information in confidence.  That information includes any non-public information relating to the Company, our customers and suppliers, or anyone else who receives information as part of a business relationship.  Non-public information about past results and anticipated future plans should be protected.  Confidential information should not be disclosed to anyone outside of the Company or to anyone inside the Company who does not have a need to know that information.  We must protect customer information that is sensitive, private or confidential just as carefully as our own.  Only those who have a need to know should have access to confidential information. Our employees are expected to cooperate with reasonable requests for information from government agencies and regulators, and to consult with management before responding to any non-routine requests.  All information provided must be truthful and accurate.
Disclosure of Corporate News and Information	Our financial information is not to be released to anyone unless it is included in an externally published report, or otherwise made generally available to the public.  Questions concerning the disclosure of confidential information should be referred to the appropriate Management team member.  Confidential business matters should never be discussed with representatives of the media or in any other public forum.  All media inquiries or requests for information from financial analysts or our shareholders should be referred to the CFO or CEO.
Insider Trading	Purchase or sale of our securities (or the securities of our suppliers) are prohibited for those who are in possession of material information that has not been disclosed to the general public.  This rule also applies to family members.  Violation of this policy is also a violation of the law. Information should generally be regarded as “material” if there is a likelihood that it would be considered important by an investor in making a decision regarding purchasing, selling or holding the securities.  The analysis of whether information is material requires the consideration of many factors.  Examples might include unreleased sales and/or earnings figures, projections of future earnings or losses, news of a pending or proposed merger or asset purchase, a major new contract or lawsuit, a change in dividend policies, a change in management, news of a significant sale of assets or the disposition of a subsidiary, and the gain or loss of a major supplier.  Either positive or negative information may be material.  Disclosure of material inside information to others who then trade in securities is also prohibited.  The potential penalties apply to those who trade on the basis of the “tipped” information as well as those responsible for supplying information (even if the tipped information is received from, and supplied to, persons outside of the Company).  Our board and executive officers must comply with additional requirements when trading in our securities.  Those requirements include the avoidance of “short swing” trading and the filing of periodic reports relating to their trading activities. There are no exceptions to this policy and its violation may result in serious criminal and civil penalties, in addition to disciplinary action or discharge.
Personal Investments	Transactions that create the appearance that an individual working for PPT VISION may be improperly benefiting from his or her relationship with PPT VISION or violating his or her fiduciary responsibilities should be avoided.  This policy applies equally to investments by immediate family members.
OUR RESPONSIBILITIES FOR ACCURATE BOOKKEEPING
Accurate Records	Company books and records shall be properly maintained and shall accurately reflect all transactions.  No undisclosed or unrecorded funds or assets shall be established for any purpose.  All contracts under which funds are disbursed shall accurately state the purposes for which these funds are paid and shall not be misleading.  Our financial statements and other disclosures shall be full, fair, accurate, timely and understandable and will be in compliance with applicable governmental rules and regulations.
Foreign Corrupt Practices Act Requirements	We are subject to the Foreign Corrupt Practices Act of 1977 (the “FCPA”).  Our policy is to strictly comply with the provisions of the FCPA, which establishes certain accounting requirements and prohibits the bribery of foreign governmental officials. Through the FCPA we are subject to two interrelated accounting requirements.  First, the FCPA requires that we maintain books, records and accounts which fairly and accurately reflect our transactions and dispositions of assets in reasonable detail.  This requirement is designed to improve the accuracy of our financial records and the audits that represent the cornerstone of our financial disclosures.  Second, the FCPA requires that we devise and maintain a system of internal accounting controls that are sufficient to provide reasonable assurances that our bookkeeping and accounting objectives will be attained. The FCPA also prohibits PPT VISION from directly or indirectly giving anything of value to foreign government officials, foreign political parties, candidates for political office, or any person where the payment will inure to the benefit of any of the above parties for the purpose of obtaining special treatment from a foreign government official, even if the payment is requested by that person or organization.
Records Retention	We have established and maintain a formal records retention and disposal policy.  You should be aware of and comply with this policy and understand the procedure for the retention of business documents. Never alter or destroy documents or records in response to an investigation or other lawful request.
OUR RESPONSIBILITIES FOR OUR INTELLECTUAL PROPERTY
Protection of Our Intellectual Property	We protect our intellectual property by seeking patent, copyright or trade secret protection and by taking appropriate steps to protect our patents, copyrights, trademarks, trade secrets and other proprietary information.  Our patents, copyrights, trademarks and other proprietary rights represent valuable corporate assets.
Intellectual Property and Your Employment	Any inventions, designs, discoveries, ideas, concepts, works of authorship and trade secrets created during the employment relationship – or which arise out of an employee’s work or are created using an employer’s time, materials or assets – are owned by the employer.  Employees are expected to cooperate with PPT VISION in documenting our ownership of all intellectual property developed during the employment relationship.
Intellectual Property Rights of Others	Industrial espionage or acquisition of proprietary information about other companies or their products and technology through improper means is strictly prohibited.  Confidential disclosure of trade secrets of a technical or business nature from an outside source should be received under the terms of a written agreement that spells out our obligations and rights with respect to the use and protection of the information.

YOUR RESPONSIBILITY IN YOUR COMMUNITIES
Personal Conduct	The success of our business depends on building trust with our consumers, customers, and the public.  This trust is built by the personal conduct of our employees, officers and directors.  Business and personal affairs should be conducted in such a way as to avoid discredit or embarrassment to the company.  Customers and co-workers should be treated with respect and courtesy, whether or not “on the job.”
Political Activities	We believe that it is important for every citizen to take an active interest in political and governmental affairs. Participation in political activities must be as a private citizen and not in the capacity of a representative of the Company. Contributions to particular candidates or ballot propositions are personal and may not be a condition of employment. We have a right to political expression on issues and may express ourselves through contributions to campaigns that do not involve the election of candidates and are not prohibited by law.
OUR RESPONSIBILITIES FOR ENFORCEMENT AND ACCOUNTABILITY
Enforcement and Accountability	Violation of the principles of the Code of Ethics & Business Conduct or applicable policies and procedures by any of our directors, officers or employees (or their immediate family members, to the extent applicable) will result in disciplinary action, up to and including discharge of the officer or employee.  Violation of the Code by any business partner may result in termination of the distribution, dealer or agency agreement.  In some cases, violation of the Code may also be a violation of civil or criminal law and any disciplinary action by the Company would be in addition to any governmental civil or criminal penalties. Except as otherwise specifically set forth in this Code, any employee who wishes to request waiver of, or any required consent under, any provision of the Code must make a written request to their immediate supervisor and be approved by the CFO and CEO; in the case of the Company’s officers or directors, requests for waivers or required consents must be made to the Company’s Audit Committee.
Reporting Violations	We have adopted a Reporting Policy that governs the investigation and reporting of improper activities, including violations of this Code, and allows employees to submit certain concerns in a confidential and anonymous manner.  If you believe that you have discovered a possible violation of the letter or intent of this Code, you may contact the Human Resources department.  In the event an alleged violation involves a member of the Board of Directors, an officer of the Company or the Human Resources department, a report may be made in writing to the Audit Committee, c/o Thomas G. Lovett, Lindquist & Vennum, 4200 IDS Center, Minneapolis MN 55402 and mark the envelope “Attn: PPT VISION Audit Committee.” All reports of a possible violation will be forwarded unopened, unaltered and anonymously to the Audit Committee with the same “whistleblower” protection as in our Policy on Reporting and Investigating Allegations of Suspected Improper Accounting Activities.
Who to Contact Regarding Accounting Concerns Who to Contact with Questions or Concerns on Code of Ethics and Conduct	If you have questions or concerns about the accounting or auditing practices of PPT VISION, including its internal accounting controls, you are encouraged to report these concerns to the PPT VISION Audit Committee.  These reports should be submitted and will be administered as outlined in the attached “Policy on Reporting and Investigating Allegations of Suspected Improper Accounting Activities.” If you have questions or concerns relating to the Code you may contact: TClayton@pptvision.com

PPT VISION, INC. POLICY ON REPORTING AND INVESTIGATING ALLEGATIONS OF SUSPECTED IMPROPER ACCOUNTING ACTIVITIES I. Introduction PPT VISION, Inc. (the “Company”) is committed to compliance with the laws and regulations to which it is subject and to promulgating Company policies and procedures to interpret and apply these laws and regulations. This policy governs reporting and investigation of allegations of suspected Improper Accounting Activities and represents the Company’s policy under Section 806 of the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley”) and its procedures for the receipt, retention and treatment of complaints regarding accounting, internal accounting controls and auditing matters under Section 301 of Sarbanes-Oxley. This policy does not change the employment relationship between the Company and its employees, but clarifies the responsibility for conducting investigations for certain activities under Section 806 of Sarbanes-Oxley. Individual employee complaints regarding terms and conditions of employment will continue to be reviewed under applicable personnel policies. Any allegations of Improper Activities covered under this policy may result in disciplinary charges against an employee. In all instances, the Company retains the prerogative to determine when circumstances warrant an investigation and the appropriate investigative process to be employed.

II. Definitions A. Protected Disclosure Section 806 of Sarbanes-Oxley imposes civil liability on a company that retaliates against any employee who: 1. provides information, causes information to be provided, or otherwise assists an investigation regarding information the employee reasonably believes constitutes wire fraud, mail fraud, bank fraud, or a violation of the new securities fraud statute that is part of Sarbanes-Oxley, of any Securities and Exchange Commission (“SEC”) rule or regulation, or of any federal rules relating to fraud against shareholders, with respect to information provided to, or investigations conducted by, among others, “a person with supervisory authority over the employee (or such other person working for the employer who has the authority to investigate, discover, and terminate misconduct)”, or 2. files, causes to be filed, testifies, participates in, or otherwise assists in a proceeding filed or about to be filed (with any knowledge of the employer) relating to any of the matters in (1) above.

B. Improper Activities/Improper Accounting Activities/Improper Securities Activities Improper Activities include: 1. Wire fraud, mail fraud, bank fraud, any violation under the new securities fraud statute that is part of Sarbanes-Oxley, any violation of an SEC rule or regulation, or federal rules relating to fraud against shareholders. 2. Questionable accounting, internal controls and auditing matters or any fraud whether or not material, that involves management or other employees who have a significant role in internal controls, or any matter which is the result of or relates to a significant internal control deficiency or material weakness in internal controls. 3. Any conduct that is dishonest and unethical, conflicts of interest, and disclosures in SEC reports and other public disclosures that are not full, fair, accurate, timely and understandable. 4. Violations of any other law, rule, regulation or the Company’s Code of Ethics & Business Conduct or violation of Nasdaq listing standards. For the purposes of this policy, Improper Activities described in Paragraphs 1 and 3 above will be referred to as “Improper Securities Activities” and Improper Activities described in Paragraph 2 above will be referred to as “Improper Accounting Activities.”

C. Whistleblower A person or entity making a protected disclosure is commonly referred to as a “whistleblower.” Whistleblowers may be Company employees (management or staff), applicants for employment, vendors, contractors or the general public. The whistleblower’s role is as a reporting party. They are not investigators or finders of fact, nor do they determine the appropriate corrective or remedial action that may be warranted.

D. Audit Committee The Audit Committee is a committee of the Board of Directors responsible for monitoring the Company’s financial accounting and reporting, the system of internal controls by management and the adequacy of auditing relative to these activities. The Company has designated the Audit Committee with the primary responsibility to investigate allegations of suspected Improper Accounting Activities. The Audit committee is designated to receive these reports from employees and non-employees of the Company. The Company has designated the Audit Committee with the primary responsibility to investigate allegations of suspected Improper Activities (other than Improper Accounting Activities) involving a member of the Board of Directors, an officer of the Company or the Human Resources department. The Audit Committee is designated to receive these reports from employees and non-employees of the Company.

III. Reporting Allegations of Suspected Improper Activities A. Filing a Report 1. Normally, a report by an employee of allegations of a suspected Improper Activity (other than an Improper Accounting Activity) should be made to the reporting employee’s immediate Supervisor or other appropriate Management Team member, or to the Human Resources department, except when the alleged Improper Activities involve a member of the Board of Directors, an Officer of the Company, or the Human Resources department, such reports should be made in writing to the Audit Committee, c/o Thomas Lovett, Lindquist & Vennum, 4200 IDS Center, Minneapolis, MN 55402 and mark the envelope “Attention: PPT VISION Audit Committee.” Under Section 301 of Sarbanes-Oxley, reports of allegations of suspected Improper Accounting Activities may be made anonymously to the Audit Committee in the same manner as provided above. All reports made to the Audit Committee should be marked “Attention: PPT VISION Audit Committee.” 2. Reports by persons who are not Company employees shall be made to the Human Resources department or as provided in 1 above.

B. Role of the Human Resources Department and/or Immediate Supervisor 1. Managers, administrators and employees in supervisory roles shall report to the Human Resources department any allegations of suspected Improper Activities—whether received as a protected disclosure, reported by their subordinates in the ordinary course of performing their duties, or discovered in the course of performing their own duties. 2. The Human Resources department shall consult with the President, Chief Financial Officer or members of the Audit Committee as necessary in fulfilling his/her reporting responsibility and will inform the Audit Committee of all reports made and any actions taken by the Human Resources department to investigate or resolve the matter; 3. The Human Resources department will make a written report to the Audit Committee if the matter alleges an Improper Activity by a Director, a President, Vice-President, or Chief Financial Officer. 4. To the extent possible within the limitations of law and policy and the need to conduct a competent investigation, confidentiality of whistleblower identity and information reported will be maintained. 5. The Company or its legal counsel shall retain reports for five (5) years after termination of employment of the subject of the investigation.

B. Role of the Human Resources Department and/or Immediate Supervisor 1. Managers, administrators and employees in supervisory roles shall report to the Human Resources department any allegations of suspected Improper Activities—whether received as a protected disclosure, reported by their subordinates in the ordinary course of performing their duties, or discovered in the course of performing their own duties. 2. The Human Resources department shall consult with the President, Chief Financial Officer or members of the Audit Committee as necessary in fulfilling his/her reporting responsibility and will inform the Audit Committee of all reports made and any actions taken by the Human Resources department to investigate or resolve the matter; 3. The Human Resources department will make a written report to the Audit Committee if the matter alleges an Improper Activity by a Director, a President, Vice-President, or Chief Financial Officer. 4. To the extent possible within the limitations of law and policy and the need to conduct a competent investigation, confidentiality of whistleblower identity and information reported will be maintained. 5. The Company or its legal counsel shall retain reports for five (5) years after termination of employment of the subject of the investigation.

IV. Roles, Rights and Responsibilities of Whistleblowers 1. Whistleblowers provide initial information related to a reasonable belief that an Improper Activity has occurred. The motivation of a whistleblower is irrelevant to the consideration of the validity of the allegations. However, the intentional filing of a false report, whether orally or in writing, is itself considered an Improper Activity upon which the Company has the right to act. 2. Whistleblowers shall refrain from obtaining evidence for which they do not have a right of access. Improper access may itself be considered an Improper Activity. 3. Whistleblowers must be candid with the Human Resources department, Audit Committee, investigators or others to whom they make a report of Alleged Improper Activities and shall set forth all known information regarding any reported allegations. Persons making a report of alleged Improper Activities should be prepared to be interviewed by investigators. 4. Anonymous whistleblowers must provide sufficient corroborating evidence to justify the commencement of an investigation. An investigation of unspecified wrongdoing or broad allegations will not be undertaken without verifiable evidentiary support. Because investigators are unable to interview anonymous whistleblowers, it may be more difficult to evaluate the credibility of the allegations and therefore, less likely to cause an investigation to be initiated. 5. Whistleblowers are “reporting parties,” not investigators. They are not to act on their own in conducting any investigative activities, nor do they have a right to participate in any investigative activities other than as requested by investigators. 6. Protection of a whistleblower’s identity will be maintained to the extent possible within the legitimate needs of law and the investigation. Should the whistleblower self-disclose his or her identity, the Company will no longer be obligated to maintain such confidence. 7. A whistleblower’s right to protection from retaliation under Section 806 or other state and federal law does not extend immunity for any complicity in the matters that are the subject of the allegations or an ensuing investigation. 8. Whistleblowers must be informed of the disposition of their disclosure, absent overriding legal or public interest reasons or anonymous reports.

IV. Roles, Rights and Responsibilities of Whistleblowers 1. Whistleblowers provide initial information related to a reasonable belief that an Improper Activity has occurred. The motivation of a whistleblower is irrelevant to the consideration of the validity of the allegations. However, the intentional filing of a false report, whether orally or in writing, is itself considered an Improper Activity upon which the Company has the right to act. 2. Whistleblowers shall refrain from obtaining evidence for which they do not have a right of access. Improper access may itself be considered an Improper Activity. 3. Whistleblowers must be candid with the Human Resources department, Audit Committee, investigators or others to whom they make a report of Alleged Improper Activities and shall set forth all known information regarding any reported allegations. Persons making a report of alleged Improper Activities should be prepared to be interviewed by investigators. 4. Anonymous whistleblowers must provide sufficient corroborating evidence to justify the commencement of an investigation. An investigation of unspecified wrongdoing or broad allegations will not be undertaken without verifiable evidentiary support. Because investigators are unable to interview anonymous whistleblowers, it may be more difficult to evaluate the credibility of the allegations and therefore, less likely to cause an investigation to be initiated. 5. Whistleblowers are “reporting parties,” not investigators. They are not to act on their own in conducting any investigative activities, nor do they have a right to participate in any investigative activities other than as requested by investigators. 6. Protection of a whistleblower’s identity will be maintained to the extent possible within the legitimate needs of law and the investigation. Should the whistleblower self-disclose his or her identity, the Company will no longer be obligated to maintain such confidence. 7. A whistleblower’s right to protection from retaliation under Section 806 or other state and federal law does not extend immunity for any complicity in the matters that are the subject of the allegations or an ensuing investigation. 8. Whistleblowers must be informed of the disposition of their disclosure, absent overriding legal or public interest reasons or anonymous reports. 09 24 03 Tim Clayton:ges

ACKNOWLEDGMENT PPT VISION, Inc. Code of Ethics & Business Conduct

I have received, read and understand the PPT VISION, Inc. Code of Ethics and Business Conduct. In addition: A. I understand and acknowledge that the work for which I am employed by the company includes access to information (such as customer, supplier, sales and pricing information, manufacturing drawings and processes), which is private, confidential, and/or trade-secret property belonging to the company. I promise to receive such information in confidence and will not, during or after my employment, make use of such information outside of my specific work for the company. I understand that my obligations will continue whether or not my employment with the company terminated voluntarily or involuntarily, or with or without cause. B. To the best of my knowledge, information and belief, neither I nor any member of my family has any interest or connection, or has within the past year engaged in any activity, that constitutes a conflict of interest as this term is described in the Code of Ethics and Business Conduct, including employment by me outside the company, except as indicated below. (Write “NONE” if appropriate.) C. To the best of my knowledge, information and belief, I am not now engaged in any actions, and during the past year have not engaged in any actions that could be considered as violating the Code of Ethics & Business Conduct, except as indicated below. (Write “NONE” if appropriate.) Signature Date Name (Print or Type) Title

APPENDIX I CODE OF ETHICS FOR FINANCIAL OFFICERS In my role as a financial executive of PPT VISION, Inc., I certify to you that I adhere to and advocate the following principles and responsibilities governing my professional and ethical conduct. To the best of my knowledge and ability: 1. I act with honesty and integrity, avoiding actual or apparent conflicts of interest in personal and professional relationships. 2. I provide constituents with information that is accurate, complete, objective, relevant, timely and understandable. 3. I comply with rules and regulations of federal, state, provincial and local governments, and other appropriate private and public regulatory agencies. 4. I act in good faith, responsibly, with due care, competence and diligence, without misrepresenting material facts or allowing my independent judgment to be subordinated. 5. I respect the confidentiality of information acquired in the course of my work except when authorized or otherwise legally obligated to disclose. Confidential information acquired in the course of my work is not used for personal advantage. 6. I share knowledge and maintain skills important and relevant to my constituents’ needs. 7. I proactively promote ethical behavior as a responsible partner among peers in my work environment. 8. I achieve responsible use of and control over all assets and resources employed or entrusted to me. _________________________________ (Signature) [1] Matters that do not meet this standard may be worthy of review by the Human Resources department, but should not be undertaken as an investigation of an Improper Activity by the Audit/Governance Committee.