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Privacy & Legal

Code of Conduct and Ethics

Introduction

This Code of Conduct and Ethics (the “Code”) is an extension of our values, and reflects our commitment to ethical business practices and compliance with applicable legal and regulatory requirements. This Code summarizes the standards that must guide the actions of our agents, business partners, customers, suppliers, vendors, contractors and representatives. While covering a wide range of business practices and procedures, these standards cannot and do not cover every issue that may arise, or every situation where ethical decisions must be made, but rather sets forth key guiding principles that represent our policies and establish conditions for working with b8ta.

We must strive to foster a culture of honesty, inclusion and accountability. Our commitment to the highest level of ethical conduct should be reflected in all of our business activities including, but not limited to, relationships with customers, suppliers, the government and the general public. One of our most valuable assets is our reputation for integrity, professionalism and fairness. We expect our business associates to recognize that their actions may reflect upon us and our reputation, and adherence to this Code is imperative.

All of our customers who participate in retail services or activations, or provide goods for sale or marketing purposes, our “Brand Partners,” are expected to comply with this Code, as well as all applicable laws and regulations, as a critical element of their association with b8ta. Brand Partners shall, upon b8ta’s reasonable request, be able to demonstrate compliance with this Code. Any violation of the Code may result in specific action or legal remedies, as set forth in our commercial contracts, and at a minimum will be taken into consideration when evaluating our future business relationships.

Employment and Human Rights

Brand Partners will only employ workers with a legal right to work, which Brand Partners must validate by reviewing all relevant documents before employing a worker. Brand Partners shall implement procedures that demonstrate compliance with these validations, and regularly audit employment agencies from whom they obtain workers, in order to ensure their compliance as well.

Brand Partners will not discriminate in hiring, compensation, access to training, promotion, termination or retirement based on sex, race, national origin, religion, age, disability, gender identity, marital status, sexual orientation, union membership, politics, or any other characteristic other than the worker’s ability to perform the job.

Employment is voluntary and free of illegal coercion, forced, bonded, involuntary or prison labor. Brand Partners workers are not required to provide their identity papers or other deposits as collateral in order to gain employment and are free to leave employment with reasonable notice. Neither Brand Partners nor their suppliers shall engage in or support human trafficking.

Brand Partners will comply with all minimum working age laws and requirements and not utilize child labor, which for the purposes of this Code means any person under the age of 15 (or 14 where the law of the country permits), under the age of completing compulsory education, or under the minimum age for employment in the applicable jurisdiction, whichever age is greatest.

Brand Partners shall not permit harsh, inhumane treatment or exploitation of workers at any point during or following the employment relationship. Dishonest employment practices, retaliatory actions, as well as physical, sexual, mental or verbal abuse, or intimidation via threats of abuse are strictly prohibited.

Brand Partners shall pay wages and offer benefits that meet or exceed the standards of a living wage, and at minimum the national legal or industry benchmark standards, whichever is higher. Wages shall always be enough to meet basic needs and endeavor to provide workers with some discretionary income.

Brand Partners will recognize and respect the rights of employees to freely associate, organize and bargain collectively in accordance with local laws, and maintain open communication and engagement between employees and management to support positive employee relations.

Brand Partners will establish regular working hours that comply with national laws, collective agreements and benchmark industry standards, whichever affords greatest worker protections. The required working hours must not prohibit the worker from enjoying their private and family life, workers shall not be required to work in excess of 48 hours per week, and will be provided with at least one day off for every seven (7) day period. Where offered, any “overtime” is voluntary, shall be limited to twelve (12) hours per week and shall be compensated at a premium rate as compared to workers regular hourly wages.

Brand Partners shall provide a safe and healthy work environment and comply with all applicable safety and health laws, regulations and practices. Brand Partners shall take all actions necessary to minimize the causes of hazards inherent in the workplace and must have evacuation and response procedures prepared to protect the wellbeing of all workers from natural disasters or emergencies.

Environmental Protection

Brand Partners must consider their environmental performance and implement procedures to mitigate any negative impact on the environment, community and natural resources. Brand Partners must operate in compliance with laws, regulations, administrative practices and policies concerning the preservation of the environment, including the reduction and management of hazardous materials, gas emissions, water consumption, waterborne effluent, waste discharge and the use of non-renewable resources.

Legal Compliance and Business Practices

Brand Partners shall comply with all applicable laws governing international trade and trade controls, including all export, re- export and import requirements, antitrust and fair competition laws, and protect and respect the intellectual property rights of b8ta and third parties, and not infringe or improperly use such intellectual property, copyrights, patents, trademarks, or trade secrets. Brand Partners are required to abide by all applicable laws and regulations relating to the privacy and security of the personal data of individuals, and the confidential information of corporate customers and business partners.

Brand Partners must be in compliance with all applicable anti-corruption laws, including the United States Foreign Corrupt Practices Act, and not make any direct or indirect payments or promises of payments to a foreign government official for the purpose of inducing the official to misuse his/her position to obtain or retain business. Further, Brand Partners shall always be honest, direct and truthful in discussions with regulatory agency representatives and government officials, including in the disclosure of information regarding Brand Partner’s business activities, structure and financial status, as required by applicable regulations, laws and/or prevailing industry practices.

Brand Partners shall have established, documented practices with regard to record keeping and document retention, which require, at minimum, honest and accurate recording and reporting of all business information. Brand Partners shall create, retain and dispose of business records in full compliance with all legal and regulatory requirements.

Brand Partners shall not take any action that places a b8ta employee or representative in a position or circumstance which may create a conflict, or the appearance of a conflict, between such person’s personal interests and the interests of b8ta, including but not limited to offering (a) gifts or excessive entertainment, (b) free or reduced price goods and/or services for the personal benefit of such employee or employee's family member, or (c) free travel or accommodations or related upgrades.

Brand Partners shall refrain from any and all forms of illegal or unethical activity including corruption, misrepresentation, extortion, embezzlement and/or bribery. Brand Partners shall neither engage in nor finance terrorism or illicit activities, including but not limited to money laundering, international narcotics trafficking, and activities related to the proliferation of weapons of mass destruction. Partners must comply with anti-money laundering and anti-terrorist financing laws, rules and regulations.

Questions About This Code?

If you have any questions regarding this Code of Conduct and Ethics, or wish to report any possible non-compliance, please contact your b8ta business representative, or the b8ta legal department at: legal@b8ta.com.

b8ta will not tolerate any retaliatory actions taken or threatened against any employee of a Brand Partner who, acting in good faith, has reported a potential violation or requested guidance in relation to this Code.

b8ta may update or amend this Code of Conduct and Ethics at any time without notice. Brand Partners are responsible for checking this Code regularly, and ensuring compliance.