LighthouseAI Supplier and Partner Code of Conduct 

 Last Revised: May 1, 2023

I. Introduction

This is the Pharma Solutions USA, Inc., DBA LighthouseAI (“LighthouseAI”) supplier and partner code of conduct (“Code”) which sets out LighthouseAI’s expectations for LighthouseAI suppliers and partners (including without limitation suppliers, vendors, partners, distributors, resellers, subcontractors, agents and their employees, personnel and contractors (collectively “Supplier/Partner”). While this Code covers many matters, it is not intended to be all-inclusive or to address every situation. When you follow some basic guidelines, you will help LighthouseAI maintain its high standards of business conduct:

• Always comply with this Code, the law and LighthouseAI policies, using good judgment, common sense and the highest standards of ethical conduct;
• Treat all LighthouseAI employees, customers and partners in an honest and fair manner;
• Disclose activities, financial interests or relationships that maybe or may appear to be a conflict of interest. Obtain prior written approval where appropriate;
• Create an environment where employees feel they can voice their concerns;
• Safeguard and properly use LighthouseAI proprietary and confidential information, assets and resources, as well as those of LighthouseAI customers and partners;
• Report suspected unethical or illegal behavior to the appropriate LighthouseAI resources;
• Always ask any questions or raise a concern you have about possible violations of laws, this Code or LighthouseAI policies; and
• Cooperate with LighthouseAI personnel conducting investigations. LighthouseAI is committed to taking prompt and consistent action against anyone who violates this Code, which may include disciplinary actions, termination of employment or termination of any other business relationship.

A. Acting ethically.  All employees should be treated fairly and with respect. LighthouseAI values employee diversity and equal opportunity for all. Moreover, employee welfare is very important to us, and LighthouseAI is respectful of both the environment in which the LighthouseAI community works and the people on whom it depends.  Supplier/Partner must not tolerate in any aspect of the employment relationship any discrimination or harassment based on race, color, religion, gender, ethnicity, national origin, pregnancy, childbirth or related medical conditions, disability, age, marital status, medical condition, veteran status, citizenship, sexual orientation, genetic information, any other basis protected by federal, state, or local law, ordinance or regulation, or any other factors that are not related to a person’s job-related qualifications and the legitimate business interest of Supplier/Partner. As part of LighthouseAI’s commitment to a positive work environment, LighthouseAI expects Supplier/Partner to adhere to its core values, which includes treating everyone with respect. Supplier/Partner must prohibit any conduct that creates an intimidating, offensive or hostile working environment, or that interferes with work performance. Preserving the health and safety of Supplier/Partner employees and others working in its offices is essential. You must never engage in violence or other harmful actions. LighthouseAI Suppliers/Partners must commit to the health and safety of their employees, embrace high standards of ethical behavior and treat their employees fairly and with respect. Suppliers/Partners must also comply with all applicable employment laws and including but not limited to laws relating to child labor, wages, hours, and working conditions. Furthermore, LighthouseAI prohibits and will not tolerate slavery or trafficking in persons or the use of forced or child labor by anyone in the LighthouseAI community.

B. Avoid conflicts of interest. Always disclose situations that have potential to create a conflict of interest to LighthouseAI. Conflicts of interest usually occur when an individual’s personal interests interfere (or appear to interfere) with the interests of LighthouseAI. They can arise when you take action or have a interest that makes it difficult to act objectively or effectively or otherwise interferes with your ability to make objective business decisions. Conflicts can also arise when you or your family members or friends receive improper benefits because of your relationship with LighthouseAI. Having a conflict is not necessarily a violation of this Code, but failing to disclose it and seek approval is.

C. Social and Environmental Responsibility. LighthouseAI expects Suppliers/Partners to be committed to community service and environmental stewardship, including through business practices, engaging in community-based projects, encouraging volunteerism and employee giving, enabling those in Supplier’s/Partner’s communities to enjoy safe, satisfying and rewarding lives. Any charitable donation on behalf of LighthouseAI must be with the prior written approval by LighthouseAI. Suppliers/Partners must comply with applicable environmental laws and regulations and favor others that likewise comply and support community service and environmental stewardship. 

II. Protecting Our Business

A. Protect company assets. Protect LighthouseAI assets and those of our customers, partners and suppliers, particularly confidential information. Always use LighthouseAI assets for legitimate business purposes consistent with your relationship with LighthouseAI. When you are entrusted with these assets, you are responsible for making sure that adequate safeguards exist to prevent their unauthorized use, loss or destruction. Suppliers/Partners are required to protect these assets, including confidential information, in a manner consistent with the terms of your agreement with LighthouseAI. Confidential information of LighthouseAI is a valuable asset. You should use confidential information only as authorized and only for LighthouseAI business. What is confidential information? Confidential information includes all non-public information that might be of use to competitors or harmful to LighthouseAI or its customers, partners or vendors if disclosed and that you are provided access to during an engagement with LighthouseAI. This includes certain third-party information that LighthouseAI receives and has an obligation to keep confidential (for example, under a confidentiality or non-disclosure agreement). This may include data to which our customers give us access to provide services. If you believe that you or anyone else may have disclosed confidential information or otherwise misused LighthouseAI assets, even if inadvertently, you must report this to LighthouseAI.

B. Keep LighthouseAI intellectual property safe. It is essential to establish, protect and defend LighthouseAI rights in its intellectual property due to its value to LighthouseAI business. You must take steps to safeguard these assets regardless of whether they are labeled as proprietary or confidential or contain a copyright notice or other designation. What is intellectual property? Intellectual property includes trade secrets, know-how, patents, copyrights, trademarks and their embodiments, such as source code. 

C. Intellectual property rights of others. In addition to protecting LighthouseAI intellectual property rights, Suppliers/Partners must also respect the intellectual property rights of others. In many countries, theft and misappropriation of intellectual property also may result in criminal penalties for individuals.

D. Protect personal information. Always protect the privacy of our employees, customers, and partners. As part of LighthouseAI business, LighthouseAI may collect and retain personal information about its employees and about its customers and partners and their employees, customers and vendors (“LighthouseAI Personal Information”). LighthouseAI Personal Information includes any information relating to an identified or identifiable person, or that is linked or linkable to an individual, and can include information about a person’s education, finances, employment or personal health. Common types of personal information include names, addresses, telephone numbers, Internet protocol addresses, dates of birth, social security and other identification numbers and credit card or bank account numbers. As part of LighthouseAI’s commitment to privacy, and in order to comply with data protection laws, Suppliers/Partners must:

• Always maintain the confidentiality of any LighthouseAI Personal Information encountered or collected while working on an engagement for LighthouseAI;
• Only access and use LighthouseAI Personal Information to the extent necessary to perform your function;
• Handle LighthouseAI Personal Information in a manner that will avoid accidental loss or alteration or unauthorized access; and
• Never disclose LighthouseAI Personal Information to anyone outside of your organization without specific authorization from LighthouseAI.  If you believe that LighthouseAI Personal Information has been used, lost or disclosed without authorization, you should immediately alert LighthouseAI.

III. Dealing with Customers and Third Parties 

A. Conduct business the right way. Supplier/Partner business must always be conducted in an ethical, honest and fair manner.  Supplier/Partner must provide complete, accurate and timely information, in all material respects, about the company’s financial condition and business results. Supplier/Partner books and records must always accurately and fairly reflect all transactions with LighthouseAI. Always make sure that any documentation you submit to LighthouseAI is complete, accurate, timely, and has the appropriate authorization and signatures.

B. Make sure gifts and entertainment are appropriate. All entertainment, gifts and other benefits must be reasonable. Never give, request, or accept anything of value — particularly gifts, entertainment, or other benefits — which may influence (or appear to influence) the bona fide business relationship between you and another party. Giving gifts or providing entertainment is often a customary, common business practice, designed to legitimately strengthen business relationships. However, Suppliers/Partners must take care to ensure that gifts and entertainment given to and received from current or prospective partners and customers (including to LighthouseAI or its employees) are modest in nature and should not create the appearance of an impropriety. In addition, some of LighthouseAI customers and Suppliers/Partners prohibit giving gifts of any kind or value (directly or indirectly) to their employees, and you are required to respect their policies. Giving entertainment and gifts to third parties gifts and entertainment must be reasonable and be based on the expectation that they will become publicly known. Preference should be given to merchandise of a promotional nature, such as the Supplier’s or Partner’s own branded items. You should also never give, offer, or accept any cash or cash equivalents (for example, gift cards or coupons). Never use a third party (such as an outside consultant, reseller or agent) to avoid or get around these prohibitions. Gifts, entertainment and other benefits must be properly recorded and accounted for in company financial records. The same principles apply when you are offered or given gifts or entertainment. Offering gifts or entertainment to government officials (often defined broadly) is tightly regulated, and in many cases is prohibited. You are responsible for compliance with all rules, laws and regulations relating to gifts and equivalents.

C. Avoid improper payments. LighthouseAI does not allow bribes, kickbacks, or any other improper payments, regardless of local practices or competitive intensity. Always fully comply with anti-corruption laws where LighthouseAI or Supplier/Partner does business, including the Foreign Corrupt Practices Act (FCPA), which applies globally and sets out prohibited activities when doing business with foreign government officials, and the UK Bribery Act. Contributions on behalf of LighthouseAI to an individual politician, candidate or holder of a governmental office or political party are prohibited. You should avoid personal political contributions that may create the appearance of a conflict of interest or an actual conflict of interest. Supplier/Partner personnel working or travelling in certain countries on a LighthouseAI engagement may sometimes be told by foreign government officials or other persons that they must pay for certain privileges, services, or actions that would normally not cost anything. These types of payments, often known as facilitation payments, are not permitted.

IV. Important Laws and Regulations

A. Respect international trade controls. Complex and highly regulated international trade controls apply to LighthouseAI business. Many countries regulate international trade transactions, such as imports, exports, and international financial transactions, for a variety of reasons, including national security and foreign policy. All of Supplier/Partner activities must fully comply with the trade control laws and regulations of the United States, as well as similar laws that apply in the countries in which LighthouseAI and Supplier/Partner does business. You are responsible for understanding whether U.S. trade controls apply to your engagement with LighthouseAI (including outside the United States).

B. Compete fairly.  LighthouseAI is committed to free, fair, and open competition in the global marketplace Supplier/Partner must comply with all laws that promote competition and avoid business activities or conduct that would unlawfully restrict competition. Antitrust, unfair competition, and trade regulation issues may arise in dealings with competitors, vendors, distributors, resellers, partners or customers.

V. Raise concerns

A. Ask questions and raise concerns. Partners have an obligation to ask questions or report concerns about possible violations of this Code, LighthouseAI policies and laws. LighthouseAI will not tolerate any retaliation or adverse action against you for raising or helping to resolve, in good faith, any concerns about possible violations of law, this Code, or LighthouseAI policies. If you believe you are being retaliated against in anyway, you should report it to one of the resources listed below. Anyone who is found to have engaged in retaliation may be subject to discipline up to and including termination of employment or any other business relationship. You can ask questions and raise concerns confidentially and anonymously, if you wish and if permitted in your country. In some cases, LighthouseAI may report violations to regulators or law enforcement officials.

B. Revisions. LighthouseAI reserves the right to revise this Code from time to time at its sole discretion to meet changing business, regulatory and compliance needs.  When it does so, LighthouseAI will update the “Last revised” date” at the top.