VENDOR CODE OF CONDUCTVendor Code of Conduct

INDEX
STATEMENT OF POLICY ........................................................................................................................... 2
GENERAL PRINCIPLES AND STANDARD OF CONDUCT............................................................................. 21.

COMPLIANCE WITH LAWS ............................................................................................................... 22.

BUSINESS PRACTICES ....................................................................................................................... 33.

ETHICAL PRINCIPLES AND CONFLICT OF INTEREST ......................................................................... 44.

HEALTH AND SAFETY ....................................................................................................................... 45.

LABOUR ........................................................................................................................................... 46.

VENDOR MANAGEMENT ................................................................................................................. 57.

ENVIRONMENTAL COMPLIANCE ..................................................................................................... 5

CONSEQUENCES OF BREACH ................................................................................................................... 5
KWE ETHICS REPORTING RESOURCE ....................................................................................................... 5
TRANSLATION .......................................................................................................................................... 6Page 1|6Vendor Code of Conduct

STATEMENT OF POLICYThis Vendor Code of Conduct (“VCOC”) is the standard of business practice that applies to all
Vendors of Kintetsu World Express, Inc. and its group of companies (collectively referred toherein as “KWE”). KWE expects its Vendors to share its commitment to achieving thestandards of conduct and integrity in its business dealings. By “Vendor”, KWE means anycompany, corporation, firm or individual that provides products or services to KWE and/or
KWE’s customers, including without limitation the Vendor’s employees, agents and subcontractors.

GENERAL PRINCIPLES AND STANDARD OF CONDUCTOur business success and relationships are built upon a culture of excellence andcommitment, which in turn rest on the foundations of integrity, trust and respect for theindividual and adherence with the law. The principles of conduct which we expect of ourVendors are further explained below:

1. COMPLIANCE WITH LAWS
All Vendors shall conduct their business activities in full compliance with the applicable laws,
international conventions and/or regulations of their respective countries and operatinglocations.

(1)Competition & Antitrust Laws

Vendors shall conduct business in full compliance with applicable antitrust and faircompetition laws. Vendors shall avoid unlawful agreements or understandings that
improperly limit the supply or affect the price of goods or services provided to, or offered by,KWE.

(2)Anti-Corruption, Anti-Bribery

Vendors shall comply with all applicable international anti-corruption and anti-bribery laws.
Vendors must not give, or offer to give, anything of value, or make any improper payments,
directly or indirectly, to any government official, employee of a government-controlledcompany, or political party, customer or private third party, in order to obtain any improper
benefit or advantage.

(3)

Gifts & Entertainment

Page 2|6

Vendor Code of Conduct
Vendors acknowledge that KWE’s employees are prohibited from accepting anything morethan occasional and modest gifts from Vendors, including meals and entertainment. Vendors
are not authorized to give or receive gifts, hospitality or entertainment on KWE’s behalf.

(4)

Data Protection

Vendors shall comply with all applicable data privacy laws and regulations. Vendors who areengaged in collecting, processing or controlling personal data on behalf of KWE must comply
with KWE’s corporate rules and policies relating to such services and shall prevent theimproper and unauthorized use or dissemination of such data.

(5)

International Trade Controls &Trade Sanctions

International trade control (“ITC”) laws and regulations and country-specific trade sanctions
affect international transactions involving goods, services, technology and financialtransactions. Vendors shall operate in full compliance with all applicable ITC laws andregulations, including but not limited to any applicable regulations issued by the UnitedStates’ Office of Foreign Assets Control. Vendors must have full and up to date knowledge
about international restrictive measures adopted against certain countries, governments,organizations, entities, companies, individuals or assets and shall not engage in business withthem, where doing so is prohibited by applicable laws and regulations.

(6)

Anti-Money Laundering & Counter Terrorism Financing

Vendors shall comply with all applicable Anti-Money Laundering and Counter Terrorism
Financing laws and regulations. Vendors shall not knowingly participate in a scheme tolaunder money related to criminal or terrorist activity. Vendors shall not directly or indirectly
do business with any person included on any lists of terrorists or terrorist organizations
compiled by the United States or any other national or international organization. Vendors
are committed to conduct business with customers and Vendors involved in legitimate
business activities and whose funds are derived from legitimate sources.

(7)

Insider Trading

Vendors may not directly or indirectly trade in KWE securities using non- publishedconfidential information received from KWE or obtained in connection with the work
undertaken on behalf of KWE.

2. BUSINESS PRACTICES
Vendors must be committed to the highest standards of legal and business conduct when
dealing with their employees, Vendors, and customers, including KWE.

Page 3|6

Vendor Code of Conduct(1)
KWE Property
Vendors undertake not to convert and/or unlawfully appropriate the property of KWE,
property bailed or sub-bailed to KWE and/or property belonging to KWE’s customers and/orsub-contractors.
(2)
Accurate Business Records
Vendors shall maintain accurate and timely financial and accounting records of alltransactions related to their business with KWE and retain them as required by applicablelaw, but in no case less than 3 years. No accounting or financial entry shall be made thatconceals or disguises the true nature of any transaction or record.
(3)
Confidential Information
Vendors shall protect KWE’s confidential information and shall not share them with any third
party unless authorized to do so in writing by KWE.
(4)Intellectual Property
Vendors shall protect KWE intellectual property in a manner consistent with the law andrespect valid patents.
(5)
Honest & Legal Conduct
Vendors undertake not to engage in any conduct which would, under any applicable law,
constitute wilful misconduct, a criminal offence and/or tortious deceit.

3. ETHICAL PRINCIPLES AND CONFLICT OF INTEREST
Vendors shall conduct their business in a manner to conform to the highest level of ethicalbusiness behavior. Vendors should avoid unfair practices and any conflict of interest orappearance of conflict of interest in all their dealings.

4. HEALTH AND SAFETY
Vendors shall provide a safe and healthy working environment for their employees. Vendors
shall maintain and enforce anti-drugs and alcohol policies.

5. LABOUR
Vendors shall be in compliance with all applicable laws relating but not limited to wages,working hours, conditions, and prohibition on child labour.

Page 4|6

Vendor Code of Conduct
Vendors shall not engage in discrimination based on race, color, age, gender, sexual
orientation, ethnicity, disability, pregnancy, religion, political affiliation, union membershipor marital status in hiring and employment practices such as promotions, rewards, andaccess to training.

6. VENDOR MANAGEMENTAll Vendors shall maintain appropriate and meaningful compliance policies and programs
consistent with this VCOC. Vendors will be required to acknowledge in writing that they
understand and will comply with this VCOC.
KWE shall have the right to audit Vendors’ compliance at a mutually agreed time and place,and Vendors shall extend full cooperation to KWE in such event.

7. ENVIRONMENTAL COMPLIANCE
Vendors shall operate in an environmentally responsible and efficient manner to minimize
adverse impacts on the environment and shall comply with all applicable environmental
regulations.

CONSEQUENCES OF BREACH
In the event that the Vendor is in breach of any term of this VCOC, KWE shall have, at its sole
option, without prejudice to KWE’s rights and remedy at law and at equity the right toterminate the contract(s) with the Vendor upon written notice to the Vendor within thirty(30) days of KWE becoming aware of the breach.

KWE ETHICS REPORTING RESOURCE
If you wish to report questionable behavior or a possible violation of this VCOC, you areencouraged to work with your primary KWE contact in resolving your concern. If that is notpossible or appropriate, please contact KWE by filing a report via the website.
https://www.kwe.com/contact/index.php

Page 5|6

Vendor Code of Conduct
KWE will maintain confidentiality to the extent possible and will not tolerate any retribution
or retaliation taken against any individual who has, in good faith, sought out advice orreported questionable behavior or a possible violation of this Vendor Code of Conduct.

TRANSLATIONThis VCOC may be translated into other languages to facilitate familiarization andunderstanding by Vendors worldwide. In the event of any discrepancy between the original
English version and any translation, this English version shall prevail.

____________________________________________________________________________
DateCompany nameName / Title

Signature

Page 6|6