Version – 2024/2025

INTRODUCTION AND PURPOSE

Yep Ads B.V. and all of its subsidiaries, and its affiliates (hereinafter collectively referred to as ‘Yep Ads’, ‘we’, ‘us’) places great value on integrity and social responsibility, principles that we uphold within our own organization. We expect all Suppliers who provide products and services to Yep Ads (“Suppliers”) to share in this commitment. The Yep Ads Supplier Code of Conduct ("Code") outlines our expectations regarding how Suppliers conduct business. At Yep Ads, we expect Suppliers to adhere to the Code and comply with all applicable laws and regulations in the regions where they operate, while also striving for continuous improvement within the environmental and social domains. Additionally, Suppliers must extend similar obligations to their own suppliers, subcontractors, and agents.

SCOPE

1. 1. Yep Ads is committed to conducting its business in an ethical, legal, and responsible manner.
   2. This Code of Conduct sets out basic requirements on human rights, labor, environment, and business integrity. Yep Ads, its employees, and shareholders, have a duty to comply with the applicable laws and regulations and are expected to behave responsibly and ethically.
   3. Yep Ads expects its Suppliers (hereinafter: “Supplier”, “you”) to work on their corporate social responsibility and comply with the requirements set out in this Code. We expect our Suppliers to promote these basic requirements actively throughout their supply chain.
   4. This Code is made in accordance with; International Labour Organisation (ILO), UN Universal Declaration of Human Rights (UDHR), UN Global Compact, UN Conventions on children’s rights and the elimination of all forms of discrimination, EU Forced Labour Regulation and the OECD Guidelines for Multinational Enterprises.
   5. By acknowledging this Code, you agree that you are committed to acknowledging the social and environmental standards laid down in this Code and to take appropriate measures by securing relevant corporate policies and management systems to ensure that the requirements of the Code can be met.

BUSINESS INTEGRITY AND ETHICAL PRACTICES

Compliance With Applicable Laws

1. 1. Any and all activities must ensure that Supplier conducts business in compliance with the applicable international and national laws, rules, and regulations of the jurisdictions in which they operate.
   2. This includes laws and regulations relating to environmental, health and safety, ethics, and labor practices. Suppliers must require their suppliers to follow the same behavior.

Competition – Common Forms of Prohibited Content

Exchange of Confidential Information
Certain competitive information can be used fully and freely, such as information that is available in trade and other publications, obtainable by analysis of a competitor’s marketed products, or disclosed in formal presentations at public meetings. However, it is prohibited to use privately shared information. Prohibited exchange of confidential information occurs where parties who compete with one another, even if contemplating a transaction or the exchange of information in another context, engage in discussions or information exchanges that adversely impact competition between them.

Price Fixing and Market Sharing
Price fixing is an agreement among competitors that raises, lowers, or stabilizes prices or competitive terms. Competitors are not allowed to enter into an agreement on raising prices, offering no discount/more discount, apply minimum prices and pass on surcharges. Even talking about prices with competitors is forbidden. Market sharing is when competitors agree to divide or allocate customers, suppliers, or geographic areas among themselves rather than making independent decisions as to where to operate, who to source from and which customers to pursue. Competitors are not allowed to divide the market by not supplying each other’s customers, not supplying in each other’s area, not selling the same product (due to an agreement) and arrange different periods for discounts.

Abuse of Dominance
Abuse of dominance (or abuse of market power) occurs when a dominant firm, or group of firms, substantially prevents or lessens competition, by engaging in acts that aim to eliminate or discipline competitors, or simply to stop potential competitors from entering a market. Abusing a dominant position may include predatory pricing, tying, unreasonably high prices and exclusive purchasing. These practices are strictly prohibited.

Corruption and Bribery

Corruption:
An umbrella term that includes every form of abuse of power for personal gain. Besides bribery, this also includes nepotism, trading in influence and extortion. It makes no difference whether the recipient or instigator is a public official or a private individual. Corruption can also go together with laundering proceeds of the corrupt practices, forgery, and accounting fraud.

Bribery:
A common manifestation of corruption. Bribery is prompting someone to act refrain from acting by offering gifts, services or hospitality or making promises with a view to gaining an unfair business advantage. Facilitation payments are a familiar manifestation of bribery. These are small sums paid to low-level public officials for routine actions such as arranging customs clearance.

1. 1. 1. The Supplier shall not engage in or tolerate any form of corruption, bribery, extortion, or embezzlement.
      2. The Supplier shall not offer or accept any benefits or other means to obtain any undue or improper advantage. Such improper benefits may comprise cash, non-monetary gifts, pleasure trips or services and amenities of any other nature.
         • It may be allowed to give gifts with the permission of Yep Ads if the following requirements are met:
           • It is not made with the intention of influencing the party to whom the gift is being given;
           • It is in compliance with applicable European Law;
           • It is not given in the name of an individual;
           • It does not include cash or cash equivalent;
           • It is given/received openly;
           • It is not offered to a government official, a representative or a politician; and
           • It is not above a certain

1. 1. 3. All purchases, sales and other contractual commitments must be based solely on consideration of quality, service, price, and efficiency. Only business reasons should determine whether to enter into a contract and with whom.
      4. In their dealings with Yep Ads, if Suppliers become aware of inside information about us or our clients, we expect Suppliers to have policies and procedures in place for the proper handling and use of that information in line with applicable laws and regulations.
      5. All business dealings should be transparently performed and accurately reflected in the Supplier’s business books and records. Requests for false invoices or payment of expenses that are unusual, excessive, or inadequately described must be rejected and reported. Falsification of records or misrepresentation of conditions or practices in the supply chain are unacceptable.
      6. Yep Ads will not make donations (in cash or any other means) to a political party or a candidate as this may be perceived as an improper business We also urge our Suppliers to adopt similar practices.
      7. Yep Ads accepts the act of donating to charities – whether through services, knowledge, time, or direct financial contributions and agrees to disclose all charitable contributions it makes. Suppliers are required to be careful in ensuring that charitable contributions are not used to facilitate and conceal acts of bribery
         

Privacy and Data Security

1. 1. Yep Ads commits to the proper application of the GDPR and other data protection legislation and takes its responsibility with respect to the fair and transparent processing of data, the legitimate interests pursued by controllers in specific contexts, the information provided to the public and to data subjects, the exercise of the rights of data subjects, the information provided to, and the protection of, children, and the manner in which the consent of the holders of parental responsibility over children is to be obtained.
   2. The Supplier is expected to follow the same approach when dealing with personal data including but not limited to data transfer to third countries. Compliance with GDPR is of utmost importance for Yep Ads.
   3. The Supplier shall treat any information received from us, including any reported data, internal policies, and training documents, as confidential. Confidentiality obligations do not apply where disclosure may be required by law or by governmental authorities, or if information has already been made public elsewhere.
   4. The Supplier is obligated to notify us in case of an actual or suspected privacy or security breach.

Whistleblower Policy

1. 1. The Supplier must promote an environment supportive of open communication, encouraging employees and external stakeholders to come forward with any concerns or observations of possible or actual misconduct.
   2. The Supplier shall ensure accessible, effective reporting channels are available to all employees, contractors, and other internal or external stakeholders, enabling them to confidentially report any concerns or incidents of misconduct. Where legally permitted or required, Suppliers must also allow anonymous reporting.
   3. The Supplier is encouraged to establish
      1. policies and procedures that protect the confidentiality of both the reporter and the details of the reported issue, and
      2. a structured process for reviewing, investigating, and addressing reported concerns or violations appropriately.
   4. The Supplier must have safeguards in place to protect individuals who report misconduct in good faith from retaliation, unfair treatment, harassment, or any negative repercussions as a result of their report.

Supplier Obligations

1. 1. The Supplier must not take or appear to take any action that could unfairly exclude or reduce competition in any market.
   2. The Supplier must not misrepresent, manipulate, conceal, misuse confidential information, and must not engage in disparaging discourse against competitors, or unfair practices with shareholders, clients, business partners, competitors, and other employees and Partners.
   3. The Supplier must only obtain information about competitors, their products, services, technologies, pricing, marketing campaigns, etc. only through legal and ethical means.
   4. The Supplier must also not enter Yep Ads into any business arrangement or cartel conduct to eliminate or discourage competition or confer an inappropriate competitive advantage. Prohibited activities may include, but are not limited to, price fixing agreements, illegal boycotting of suppliers or clients, bid rigging, cartel conduct, predatory practices, exclusive dealing, misuse of market power, controlling the output or limiting the supply of goods and services, unconscionable conduct, concerted practices, price signaling, price fixing to eliminate a competitor, entering into an agreement or arrangement with competitors to divide a market, exchanging confidential information.

Non-Compliance

Yep Ads has a zero-tolerance approach on all forms of unfair practices or anti-competitive conduct committed by employees or Partners acting on its behalf. Engaging in anti-competitive behavior will result in a breach of this policy and the law, and consequences will apply up to and including termination of employment and penalties can be severe. Violating competition law can have legal and regulatory consequences, including civil and criminal liability, possible imprisonment, monetary fines and penalties on Yep Ads, Partners and employees, and reputational damage.

LABOR PRACTICES AND HUMAN RIGHTS

Forced and Child Labor

1. 1. We expect our Suppliers to respect and protect internationally recognized human rights both in the workplace and in general business practices.
   2. All employees working under the Supplier whether directly or indirectly should be treated with honest, respect and dignity.
   3. All employment for the Supplier shall be freely chosen by the worker. Workers shall be free to leave their employment at any time and shall not be subject to any coercion or restriction.
   4. Any forms of exploitation of children and working conditions resembling slavery or harmful to children’s health are forbidden under ILO and UN Conventions. The Supplier is obligated to protect the rights of young workers. In the event that children are found to be working in situations which fit the definition of child labor, policies, and procedures for remediation of children found to be working shall be established and documented by the Supplier.

Working Conditions

1. 1. Working hours must be limited according to national or local law, including breaks. Overtime should be voluntary, should not replace regular employment and must be fairly compensated.
   2. The Supplier shall comply with applicable laws relating to wages and benefits (including minimum wages, overtime pay, equal remuneration and legally mandated benefits). Suppliers must not use deductions from wages as a disciplinary measure and must pay workers in a timely manner.
   3. The Supplier must acknowledge the freedom and rights of workers to organize themselves in order to promote their interests.
   4. The Supplier shall ensure a safe and healthy workplace or any other location where work is undertaken. It must take adequate precautionary measures to prevent accidents and damage to health that arise from, relate to, or occur during the work.
   5. All work shall be preceded by and be based on documented adequate risk management with implemented controls. This shall include physical, social, and organizational health risks.

Discrimination and Harassment

1. 1. The Supplier shall treat all workers with respect and dignity.
   2. The Supplier is obligated to ensure that employees are protected from harsh or inhumane treatment including violence, gender-based violence, sexual harassment, sexual abuse, corporal punishment, mental or physical coercion, bullying, public shaming, or verbal abuse of workers; nor is there to be the threat of any such treatment.
   3. The Supplier shall not engage in, or support harassment or discrimination based on race, color, age, gender, sexual orientation, gender identity and expression, ethnicity or national origin, disability, pregnancy, religion, political affiliation, union membership, protected genetic information or marital status in hiring and employment practices.

EVIRONMENTAL PRACTICES

1. 1. Yep Ads has ambitious goals on environmental sustainability and expects its Suppliers to contribute to these goals.
   2. The Supplier shall company with all environmental laws and regulations including the use and handling of hazardous waste, whether international or national. In line with the legislation, you also shall report on the environmental impact of your activities transparently.
   3. The Supplier should endeavor to make continuous improvements in environmental performance through practicable measures and employ leading practices where possible.
   4. The Supplier shall take responsibility by using techniques in the production process that have a minimum negative impact on the environment and shall make maximum efforts to limit the negative impact on biodiversity in the chain - including at its suppliers and partners.
   5. The Suppliers shall make continuous effort to optimize their business in accordance with circular economy principles such as reducing the use of virgin raw materials, optimizing product duration, increasing recycling and minimizing landfill of waste.
   6. We expect the Supplier to measure, manage and reduce energy usage and Greenhouse Gas (GHG) emissions.

COMPLIANCE WITH THE CODE

1. 1. The Suppliers should have adequate management systems and controls in place to ensure compliance with the code or equivalent standards.
   2. The Suppliers are required to promptly report to Yep Ads any legal violations or violations of this Code or any other Yep Ads policy. Any and all reports should be sent to the following email: [email protected].
   3. Yep Ads may monitor compliance with this Code and may audit the Supplier. When the audit is requested from Yep Ads, the Supplier should respond and cooperate promptly to help Yep Ads with their audit.
   4. In case of a violation of law, Yep Ads may suspend or terminate the relationship with the Supplier as well as disclosing the matter to relevant authorities.

Supplier’s Acknowledgement

The Supplier confirms that:

• • They have received and taken a due note of the Code of Conduct.
  • They are aware of all applicable international and national laws and regulations.
  • They agree to report to Yep Ads in case of violations of the law or this Code of Conduct.
  • All the relevant employees will be informed of this Code of Conduct to comply with the standards.