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SUPPLIER
CODE OF CONDUCTAPRIL 2023

SUPPLIER
CODE OF CONDUCT
1.

Introduction
1.1	Take-Two Interactive Software, Inc (together with its subsidiaries and affiliated companies, “Take-Two”) is
committed to conducting business fairly and ethically, complying with domestic and international laws,and promoting a work environment that values honesty, openness, integrity, and respect for fundamental
human rights, wherever in the world we operate. Our Global Code of Business Conduct and Ethics reflects
this commitment.

1.2	We expect and require all of our suppliers, vendors, consultants, and other third parties we engage (“Supplier”
or “Suppliers”) to be committed to these same values. Our Suppliers include not only traditional suppliersof goods, software and services to Take-Two, but also businesses providing services on our behalf such as
distribution, marketing, shipping, lobbying, manufacturing, consulting, travel and entertainment.

1.3 	To this end, we undertake due diligence to confirm Suppliers do business in a manner that is fair, ethical, andrespectful of human rights. We also require our Suppliers to adhere to the letter and the spirit of this Supplier
Code of Conduct in all business dealings with or on behalf of Take-Two. Its provisions echo those in our Global
Code of Business Conduct and Ethics.

1.4	Suppliers should likewise ensure that all their employees, agents and subcontractors are fully compliant withall applicable laws and this Supplier Code, including through implementing adequate compliance procedures,training, and monitoring.

1.5	Suppliers must promptly notify Take-Two if, in the course of their work for Take-Two, they become aware thatany applicable laws and/or this Supplier Code have been violated. Take-Two must be notified immediately of
any criminal or civil legal actions, investigations, fines or other sanctions against the Supplier.

1.6	If Supplier fails to comply with applicable law or this Code, Take-Two reserves the right to require the Supplier
to take steps to bring itself into compliance or, ultimately, to terminate the business relationship.

1.7	Take-Two reserves the right to require Supplier’s periodic certification of compliance with this Supplier Code,and to audit Suppliers on a periodic basis to ensure their compliance.

Key Applicable Laws and Requirements
Under This Supplier Code2. 

2.1	Competition/Antitrust Laws
In most countries, there are laws that govern the ways in which entities may compete. Generally these laws
prohibit agreements and practices that reduce competition. Take-Two expects Suppliers to understand andensure their full compliance with these laws. Examples of problematic conduct can include:
TAKE-TWO INTERACTIVE SOFTWARE, INC. n 110 W 44th Street n New York, NY 10036 n (646) 536-2842 n www.take2games.com

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CODE OF CONDUCTAPRIL 2023			(a) agreements to fix prices, co-ordinate or rig bidding activities, allocate markets orcustomers, or limit product or sales of products;			(b) exchanging competitively sensitive information with competitors; or			(c) placing certain restrictions on to whom, where and at what price products are re-sold.

2.2	Anti-Bribery and Corruption Laws
Take-Two expects full compliance with anti-bribery and anti-corruption laws, including the US Foreign Corrupt
Practices Act and the UK Bribery Act. It is illegal and unacceptable for Suppliers to be in any way involved in thepayment or receipt of bribes, or with corrupt practices. In particular:			(a) Suppliers must not give, offer, receive, or request anything of value (e.g., cash, gifts, business
opportunities, charitable donations, favors, etc.) if such is intended to secure an improper benefit.
Suppliers must also not pay or receive bribes through third parties, agents, consultants and otherintermediaries. Particular care should be taken when Suppliers deal, directly or indirectly, withpublic officials. In particular, Suppliers may not on behalf of Take-Two, or in relation to any activityof the Supplier that may benefit Take-Two, give anything of value to a public official without written
approval in advance from Take-Two’s Chief Legal Officer or his designee within the legal department.			

(b) Suppliers must be vigilant in monitoring and ensuring the compliance of agents, consultants andanyone performing services on their behalf. Conducting appropriate due diligence and implementing
effective compliance procedures relating to third parties is central to mitigating the risk of briberyand corruption.

2.3	Anti-Money Laundering and Tax Compliance Laws
Anti-money laundering laws exist in many countries, imposing significant penalties for possessing or dealing withthe proceeds of crime, as well as concealing the identity of illegally obtained money. Suppliers must understandand ensure full compliance with anti-money laundering laws. Suppliers must also comply with all tax laws andregulations (including sales, income, and other taxes, customs duties and fees, and other types of direct andindirect taxes) that relate to their work for Take-Two. In particular, Suppliers must be vigilant in monitoring for“red flags” in transactions that may indicate non-compliance with these laws, such as requests by third parties
to submit or receive payment through unrelated entities or countries; large cash sums or anonymous payment
forms (e.g. prepaid cards); or any other oddly structured transactions.

2.4	Trade Sanctions and Export Control Laws
Suppliers must act in accordance with all applicable laws, rules and regulations relating to trade sanctions,
export controls, and anti-boycott or blocking activity. Particular care is required at present for any transactions
related directly or indirectly to Iran, Cuba, Syria, North Korea or certain areas of Ukraine (Crimean Peninsula,Luhansk and Donetsk) and for any transactions which may involve a party designated under sanctions laws.
Suppliers must understand and ensure full compliance with these laws.

TAKE-TWO INTERACTIVE SOFTWARE, INC. n 110 W 44th Street n New York, NY 10036 n (646) 536-2842 n www.take2games.com

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2.5 Securities Law and Insider Trading
In the course of their work for Take-Two, Suppliers may be exposed to information about Take-Two or othercompanies that is not available to the general public. The use of such non-public or “inside” information forsecurities trading purposes by Suppliers or any persons to whom they have communicated the informationis strictly forbidden. Such use of “inside” information is illegal and exposes the Supplier and Take-Two to civiland criminal penalties. Common examples include information on financial results, financial forecasts, potentialmergers, acquisitions or divestitures, significant product developments and major changes in business direction.

2.6 Conflicts of Interest
A conflict occurs whenever an employee, consultant, or associated person has private interests which interferewith the interests of their employer. Suppliers should have rules in place to prevent conflicts of interest within
their organisation and in their dealings with Take-Two. In particular:			(a) Suppliers must refrain from dealing with any Take-Two employee who has connections with theSupplier that could divide that employee’s loyalties or impair his or her professional judgment(e.g. where a family member or relative has an ownership or financial interest in the Supplier).
Suppliers must disclose any such relationship or other actual or potential conflict of interest toTake-Two as soon as it is known.			

(b) Suppliers must also refrain from offering, providing, or soliciting gifts or entertainment that might
compromise or appear to compromise the judgment or independence of a Take-Two employee(or the employee of another party).

2.7 Accurate Records and Proper Payments
Suppliers should ensure that all books and records are accurate and complete in respect of all business dealingswith or on behalf of Take-Two. False, misleading, or incomplete entries are strictly prohibited. Suppliers mustcomply with all applicable laws regarding the creation, retention and disposal of business records. Suppliers
should also ensure that those who sign documentation are authorized to do so, and prevent payment of funds
where there is knowledge or suspicion that any part of the payment will be used for any purpose other than thepurpose described in the documents supporting the payment.

2.8 Shareholder, Media and Government Relations
Suppliers must avoid speaking to the press, Take-Two shareholders, or to any regulatory or governmental agency
on behalf of Take-Two, or representing themselves as an agent of Take-Two unless expressly authorized to do so.

2.9 Protection and Proper Use of Take-Two Assets and Intellectual Property
When authorized by Take-Two to use its assets (including information systems and equipment, software, data,intellectual property), Suppliers must only use those assets in the manner authorized, and must protect thoseassets from loss, damage, misuse, theft or sabotage.

TAKE-TWO INTERACTIVE SOFTWARE, INC. n 110 W 44th Street n New York, NY 10036 n (646) 536-2842 n www.take2games.com

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2.10 Protecting Confidential Information
If Suppliers are given access to Take-Two confidential information and the personal information of Take-Two
employees, customers, developers and others, Suppliers should protect that information from misuse andimproper disclosure.

2.11 No Discrimination or Harassment
Take-Two expects all Suppliers to be committed to providing a work environment that is free from any formof discrimination or harassment, including on the basis of race, color, religion, creed, sex, age, national origin,disability, pregnancy, alienage or citizenship status, marital status or sexual orientation or any other legally
protected characteristic, and from not engaging in any such activity.

2.12 Human Rights and Modern Slavery
Take-Two expects all Suppliers to be committed to promoting and protecting fundamental human rights, andensuring that no activities undertaken by it or its contractors involve child labor, prison labor, or are in violationof any laws prohibiting modern slavery or human trafficking.

2.13 Employment Rights
Take-Two expects all Suppliers to comply with applicable laws protecting the rights of workers, including as
regards compensation and benefits, working hours, time off, access to documentation, freedom of association,collective bargaining, and immigration.

2.14 Health and Safety
Take-Two expects all Suppliers to comply with applicable health and safety laws, regulations and practices.

Reporting and Protection From Retaliation

3. 

3.1 Violations of this Supplier Code or applicable law must be reported to a member of Take-Two’s legal department
or to Take-Two’s compliance hotline as set forth below.

3.2 Reports may be made through Take-Two’s online portal at www.take2.ethicspoint.com
3.3 Reports may be made by calling the hotline number listed below. The telephone hotline is staffed
24 hours a day, seven days a week, by a communications specialist employed by an outside company.
You may report anonymously in countries where that is permitted under local law. However, the Company
encourages you to identify yourself to give the Company the best opportunity to verify the report and toconduct a meaningful investigation into the matters raised.

TAKE-TWO INTERACTIVE SOFTWARE, INC. n 110 W 44th Street n New York, NY 10036 n (646) 536-2842 n www.take2games.com

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ETHICS POINT HOTLINELOCATION

TOLL-FREE NUMBER

Australia

1-800-76-9163

Canada1-866-404-7401

China

400-888-0493

Czech Republic

800-144-264

Finland0800 416141

France0800-91-8607

Germany

0-800-225-5288, then when prompted, dial 866-404-7401

Hungary

06-800-011-11, then when prompted, dial 866-404-7401

India

000-117, then when prompted, dial 866-404-7401

Ireland

1-800-903-228

Israel

1-809-457-228

Japan00531-11-0445 (KDD)
0066-33-830675 (Softbank)0034-800-600326 (NTT)		

Netherlands

0800-022-9111, then when prompted, dial 866-404-7401

New Zealand

000-911, then when prompted, dial 866-404-7401

Serbia0-800-800825

Singapore

800-110-2216

South Korea

00308-13-3058

Spain

900-99-0011, then when prompted, dial 866-404-7401

Switzerland

0-800-890011, then when prompted, dial 866-404-7401

Taiwan00-801-102-880, then when prompted, dial 866-404-7401

Turkey0080049240880044

United Kingdom

0808-234-0382

United States

1-866-404-7401

3.4 Reports should be as specific and detailed as possible to allow for proper and complete assessment andremediation of the issue.

3.5 Take-Two will not tolerate any disciplinary, retaliatory or adverse action of any kind against any individual whoin good faith seeks advice or reports a possible violation of any applicable law or this Supplier Code. Take-Two’s
expectation is that Suppliers will provide similar treatment to any individual who in good faith seeks advice orreports a possible violation of any applicable law or this Supplier Code.

Understood and Agreed to by:

Supplier Name

TAKE-TWO INTERACTIVE SOFTWARE, INC. n 110 W 44th Street n New York, NY 10036 n (646) 536-2842 n www.take2games.com