Code Of Conduct

The Company requires all employees worldwide to adhere to this Code of Conduct (“Code”).

Your Responsibilities

The Company Code of Conduct applies to all employees of the Company. It is an employee’s obligation to comply with this Code. Employers are responsible for establishing policies and monitoring practices so that all of their staff, independent contractors, consultants, and all others who do business on their behalf understand and comply with all provisions of this code.

1. Ethics and Legal Compliance

Employees must be committed to high standards of ethical conduct in all business dealings and must comply with all applicable legal requirements. Employees must demonstrate integrity in every business interaction. The Company expects Employees to avoid engaging in any activity that involves even the appearance of impropriety.

Corruption, Bribery, Extortion, or Embezzlement

Corruption, bribery, extortion, or embezzlement, in any form, is strictly prohibited. It may result in the immediate termination of the Employee’s business relationship with the Company and possibly additional legal action. Without exception, Employees worldwide must conduct their activities in full compliance with the anti-corruption and anti-bribery laws of the country, or countries, in which they are operating and with the United States Foreign Corrupt Practices Act (FCPA) and United Kingdom Bribery Act (UKBA).

Money Laundering

Employees may not engage in or assist others in concealing illicit funds or money laundering activities. The following are sample indicators of money laundering that merit further investigation of Employees:

• Attempts to make large payments in cash
• Payments by someone who is not a party to the contract
• Requests to pay more than what is provided for in the contract
• Payments made in currencies other than those specified in the contract
• Payments from an unusual, non-business account

2. Fair Business, Advertising, and Competition Practices

Employees must uphold fair business standards in advertising, sales, and competition.

Competition and Sales Practices

The Company is committed to adhering to the applicable anti-trust or competition laws. Unfair methods of competition and deceptive practices involving the Company are prohibited. Laws regulating competition and trade practices vary around the world, but certain activities, such as price fixing or agreeing with a competitor to allocate customers, are almost always illegal. Employees must understand all competition and trade practice laws or restrictions that apply to their business activities. They will also need to ensure compliance with these rules.

Obtaining and Using Business Intelligence

Employees who collect information on customers and markets in which they operate must do so only through legitimate means. Employees must not seek business intelligence through illegal or unethical means.

3. Records Accuracy and Information Protection

Accuracy of Records and Reports

Accurate records are critical to meeting legal, financial, and management obligations. Employees must ensure that all records and reports that they provide to the Company, or to any government or regulatory body that reflects business with the Company, are prepared in reasonable detail to accurately reflect the operations of its business and dispositions of its corporate assets; and are full, fair, accurate, timely, understandable, and compliant with applicable legal and financial standards. Employees must never misstate facts, omit critical information, or modify records or reports in any way to mislead others, or assist others in doing so.

Privacy

The Company is committed to ensuring the privacy of the end-user customers of the Company’s products and services. Employees are required to comply with all privacy laws and regulations. Minimally, Employees must take appropriate precautions — including administrative, technical, and physical measures — to safeguard customers’ personal information against loss, theft, and misuse, as well as unauthorized access, disclosure, alteration, and destruction. Failure to protect customers’ private information may damage the Company’s relations with its customers and may result in legal liability for Employees.

Protection of Intellectual Property

Employees must respect the intellectual property rights of the Company and other third parties and may not knowingly use the intellectual property of any third-party without permission or legal right.

4. Labour and Human Rights

Employees must uphold the human rights of workers, and treat them with dignity and respect as understood by the international community.

Discrimination

Employees may not discriminate against any worker based on race, colour, age, gender, sexual orientation, ethnicity, disability, religion, political affiliation, union partnership, national origin, or marital status in hiring and employment practices such as applications for employment, promotions, rewards, access to training, job assignments, wages, benefits, discipline, termination, and retirement. Employees may not discriminate against pregnant workers or require a pregnancy test except where required by applicable laws or regulations. In addition, Employees may not require workers or potential workers to undergo medical tests that could be used in a discriminatory way except where required by applicable law or regulation or prudent for workplace safety.

Harsh Treatment and Harassment

Employees must be committed to a workplace free of harassment. Employees may not threaten workers with or subject them to harsh or inhumane treatment, including sexual harassment, sexual abuse, corporal punishment, mental coercion, physical coercion, or verbal abuse.

Wages and Benefits

The Company must pay their workers at least the minimum wage required by applicable laws and regulations and provide all legally mandated benefits. In addition to their compensation for regular hours of work, Employees must be compensated for overtime hours at the premium rate required by applicable laws and regulations. Employees may not use deductions from wages as a disciplinary measure. Employees must be paid in a timely manner, and the basis on which workers are being paid must be clearly conveyed to them in a timely manner. The Company will maintain accurate records of Employees’ hours worked and wages paid.

Child Labour

Child labour is strictly prohibited. Employees must comply with all applicable child labour laws, including the minimum age for employment in all countries where it does business, or the age for completing compulsory education in such countries, whichever is higher. This Code does not prohibit participation in legitimate workplace apprenticeship programmes that are consistent with Article 6 of ILO Minimum Age Convention No. 138 or light work consistent with Article 7 of ILO Minimum Age Convention No. 138.

Health and Safety

The Company recognises that integrating sound health and safety management practices into all aspects of business is essential to maintain high morale, produce innovative products and provide high-quality services. Employees must be committed to creating safe working conditions and a healthy work environment for all of their workers, and must comply with all safety regulations.

5. Ensuring Compliance with this Code

Process to Receive and Investigate Reports of Violations

The Company must have in place a process whereby their Employees, independent contractors, consultants, and others who do business for or on behalf of Employees can safely and confidentially report violations of this Code to the Company, and to do so anonymously. However, this is subject to local legal restrictions on anonymous reporting. The Company must promptly investigate any observed or reported violations of this Code.

Corrective Action Process

The Company must have a process for timely correction of any deficiencies or violations of this Code identified by any internal or external audit, assessment, inspection, investigation or review. Reporting Employees must in good faith report any violations of this Code, whether their own, or another Employee’s, to the Company within three (3) days of identifying such a violation. Reports must be sent to:

Email: [email protected]