THE CODE OF CONDUCT

This Code of Conduct outlines how BeeDigital and its affiliates and subsidiaries conduct business and describes the company’s most fundamental shared values. It also helps us understand how our values affect the way the company does business.

It is always important to treat others well and do right by the people who depend on the company. Referring to this Code and following company policies, applicable laws, rules and regulations at all times will help enable you to make the right choices. If you have questions or concerns about a section of this Code, a company policy, law, rule, or regulation, you should contact the Legal Department at [email protected]

Every person can make a big difference, so it is vital that all employees act with integrity and in accordance with local laws. That is why this Code applies to everyone at BeeDigital, including at our subsidiaries. Above all, this Code helps employees maintain the trust BeeDigital has built with its customers, employees, stockholders, and others who have a stake in the company’s success. That trust is what helps all BeeDigital employees succeed every day.

Good faith reporting and non-retaliation

Acting in good faith means that all reports of possible violations of this Code, company policy, or the law are made sincerely and honestly. In other words, it does not matter whether your report turns out to be true, but you must make it with the best intentions. In return, the company is committed to non-retaliation. In order to operate effectively, it is vital for all company employees to trust and respect each other. Retaliating against someone who has made a report or participated in an investigation is not tolerated.

Investigations and discipline

Reports will be investigated in a respectful, professional manner as promptly and confidentially as possible. If you are asked to participate in an investigation, you are required to cooperate fully. Violations of this Code and other company policies are taken seriously. There are consequences for violating this Code or other company policies, which may include discipline up to and including termination of employment.

Expectations for Managers

While this Code applies to everyone at BeeDigital equally, employees in a managerial role have extra responsibilities. If you are a manager, you have an incredible opportunity to set the right tone for your team, including by doing the following:

● Lead by example, always choosing to act with integrity.

● Speak up when you see a problem and encourage others to do the same.

● Make sure your direct reports understand this Code and what is expected of them.

● Always be receptive to questions, concerns, or comments, and make sure that issues are directed to the people who can help.

Escalate matters that may indicate a violation of the Code or any other company policy to your manager, the Legal Department, Employee Success, or through EthicsPoint.

 

TRANSPARENCY

Recognizing Conflicts of Interest

Part of BeeDigital’s culture is a spirit of open communication and cooperation for the good of the company. When employees are open about potential conflicts, it is easier to find a way to minimize the problems.

What conflicts are and how to disclose them?

A conflict of interest is a situation where an opportunity for personal gain is contrary to the company’s best interests. Avoid even the appearance of a conflict of interest. If you believe that you may have a potential conflict of interest, discuss it with your manager right away. Your manager can help you work out a way to manage the conflict.

 

Anti-Corruption, Bribery, and Kickbacks

Never resort to bribery, facilitation payments, kickbacks, or corrupt practices.

Bribery is offering or giving anything of value in order to improperly influence the recipient’s actions. Examples can include cash, cash equivalents, gifts, entertainment, travel, lodging, charitable contributions, and offers of employment. Bribery is illegal in every jurisdiction in which BeeDigital does business; its consequences are severe, including jail sentences

A facilitation payment is a tip or small payment made to a government official in order to expedite a routine government action, such as issuing a permit or providing utility service. This is illegal in most jurisdictions and not allowed under the Global Anti-Corruption Policy.

A kickback is the return of a sum paid (or due to be paid) as a reward for fostering a business arrangement.

 

Financial Integrity, Records, and Accounting

 

BeeDigital’s books, records, accounts, and financial statements must be maintained in appropriate detail so that they properly reflect the company’s business activities. Doing so is required both by law and by the company’s system of internal controls. Further, the company’s public financial reports must contain full, fair, accurate, timely, and understandable disclosures, which help ensure investors have access to accurate information about the company and is required by law. The company’s financial, accounting, and legal groups are responsible for procedures designed to assure proper internal and disclosure controls, and everyone must cooperate with these procedures.

All information must be recorded accurately, whether it is tracking work hours, expenses (including your expense reports), or sales contracts. When these are timely and accurate, the company is able to make informed decisions about how to run its business and plan for the future. Company records, including disclosures and filings, must be accurate, complete, and timely, so that BeeDigital fulfills its obligations to external stakeholders, including its stockholders

 

Outside Audits and Investigations

From time to time, you may encounter internal and external auditors, attorneys, or investigators who request information from you on behalf of the company and at the direction of the Legal Department. You are required to provide these individuals with timely and accurate information. Never mislead or attempt to influence any investigation, audit, or inquiry. BeeDigital sometimes receives requests for information from national or local government officials. If they contact you, be sure to notify Legal for assistance in handling the request promptly, accurately, and completely.

 

Understanding Insider Trading

Trading securities, or telling others to trade securities, while in possession of material information that is not known to the public is strictly prohibited “insider trading,” whether it is information about BeeDigital or another company. Trading while in possession of material inside information is illegal. Information is material if a reasonable investor would consider it important in deciding whether to buy, hold, or sell a company’s securities. Information that is material and is not available to the public is called inside information. Common examples of inside information include key changes in management, mergers and acquisitions, other major business plans, and financial results that have not been released outside BeeDigital. Trading while in possession of inside information is illegal. You cannot give inside information to anyone else, either. This is known as tipping, and is also illegal. Consequences for violations are severe, including jail time.

TRUST

Using Technology and Other Tools BeeDigital trusts its employees with a wide range of technology and other tools that make it possible to do their jobs effectively, and these tools must be used wisely. Using company technology appropriately The computers, mobile phones, and other devices that BeeDigital provides are company property. The same is true of the company’s email system and Internet access. A certain amount of personal use is permitted, but company technology should mainly be used only for business purposes. Since all of these tools and technology belong to the company, employees should not have any expectation of privacy in their use. BeeDigital may monitor anything created, stored, sent, or received on company technology, to the extent allowed by law. Do not use company technology to violate the law or BeeDigital policies or to create, store, or send content that others might find offensive. It is also important to carefully avoid any usage that might lead to loss or damage, such as a breach of the company’s IT security protocols. Use of funds and physical assets Company property also includes BeeDigital’s brand and reputation, funds, facilities, and employee work time.

 

Protecting Sensitive Information

Company information

Many details about how the company operates need to be kept confidential in order for BeeDigital to remain competitive and successful.

You are responsible for safeguarding all confidential and sensitive data such as:

● Business plans or strategies

● Financial results

● Product designs and concepts

● Sales goals and marketing plans

● Terms and conditions, rates, or fees offered to particular customers

● Other, non-public information that might be of use to competitors

 

Intellectual property

BeeDigital depends on good ideas, so it is important to protect those ideas through legal tools such as copyrights and patents. Collectively, all of this intangible property is called intellectual property (IP), and it includes all copyrights, patents, trademarks, trade secrets, design rights, logos, and brands. Keep in mind that BeeDigital owns the rights to all IP created with company materials or on company time.

 

Third parties‘ and previous employers‘ information

In some cases, employees may be responsible for protecting information that belongs to other people or companies.

Who, exactly?

Third parties. In the course of doing business, sometimes employees will learn confidential information about customers, suppliers, and other business partners. Protecting the data of these third parties is one of BeeDigital’s highest values.

Former employers. When a new team member joins BeeDigital, employees must understand and respect that this person cannot share confidential information about previous employers. Never share any confidential information from your prior employer or ask others to do so from theirs. Similarly, you are responsible for protecting BeeDigital’s information if you leave the company.

 

Data Privacy

Customer data, personal data, and the systems that process such data must be protected and handled transparently. All employees are expected to follow global privacy laws and honor customers’ choices to keep their data secure and confidential. BeeDigital also provides employee notices that detail how employee data can be collected, used, and shared.

BeeDigital safeguards confidential customer data and personal data and limits access only to those people who need it to do their job.

Customer data includes data such as contacts, account information, marketing data, health data, and any other information that a customer processes or stores on BeeDigital services.

Personal data includes data such as home addresses, medical information, Social Security numbers, IP addresses, fingerprints, location data, and characteristics that can be tied to an individual.

 

RESPECT

 

Diversity and Non-Discrimination

It is important to have a diverse team and an inclusive workplace, and diversity of opinion, background, and culture makes BeeDigital a more creative, innovative company. Accordingly, employment decisions like hiring, firing, and promoting are never based on legally protected personal characteristics. While these characteristics may vary by local law, they generally include:

● race

● color

● religion

● sex

● national origin or ancestry

● age

● medical condition or disability

● veteran status

● marital status

● pregnancy

● sexual orientation

● gender identity or expression

Instead, BeeDigital offers equal opportunities based on skills and aptitude.

 

Personal Dignity

BeeDigital believes every human life has equal value and should be treated with dignity and respect.

Harassment and bullying are not tolerated.

Harassment is any conduct relating to a person’s legally-protected characteristics that creates an unwelcome, intimidating, hostile, or offensive work environment for that person. That can range from offensive jokes or comments, slurs and name calling, and any act of bullying, or exclusion. It also includes sexual harassment, including unwanted sexual advances, suggestive comments or inappropriate touching.

 

Workplace Health and Safety

BeeDigital is committed to providing a healthy, safe, and secure work environment to our employees, contractors, and visitors. Our workplace programs focus on general security and safety awareness, training, reporting, and proactive risk identification and response. Follow all security and safety rules and report unsafe situations.

Violence and weapons

Violence and threats of violence are not acceptable at BeeDigital. Possession and use of weapons are also prohibited in the workplace. If you believe someone is in immediate danger, contact the local authorities right away.