Ethics
CharterJune 2024

Copyright © ESI Group, 2024. All rights reserved.

Contents

03

04

05

A word from our ELT

Our purpose

Overview

06

13

18

ESI, a responsible
employer

Professional conduct

Business ethics

Use of the Company's assets

Conflict of interest

Equal opportunities

Respect of third parties' rights

Relations with our business partners

Human rights

Data protection

Fight against non-compliant behaviours

Working conditions

International compliance

Learning & Development

Whistleblowing procedure

Freedom of expression and social dialogue
Discrimination, harassment and bullying

Definition
In this document, “Company” includes ESI Group, the parent company, and all its subsidiaries.
Copyright © ESI Group, 2024. All rights reserved.

2

A word from our Executive Leadership team (ELT)This Charter reflects our Company culture;
one based on commitment and responsibility.
ESI Group, a part of Keysight Technologies, provides reliable and customized solutions anchored on predictive physics modeling and virtual prototyping expertise. Acting
principally in automotive, land transportation, aerospace and defense, and heavy industry, ESI software enables engineers to simulate mechanical designs, smart
manufacturing processes, and human-centric workflows to make better decisions earlier in the product lifecycle. Keysight is an S&P 500 company delivering market-leading
design, emulation, and test solutions to help engineers develop and deploy faster, with less risk, throughout the entire product lifecycle.
To achieve our mission and meet industrial challenges, we need a trusting relationship with all our stakeholders: employees, customers, partners, suppliers, publicauthorities and civil society.
This charter is an expression of ESI's desire to further reinforce ethical behavior within an approach of mutual respect both inside and outside the Company, ensuring its
long-term commitment to serve the wider society as well as being a safe, diverse and inclusive Company.
We are all ambassadors of our Company. That is why we are counting on every one of you to both comply with, and to live by, this Ethics Charter. When we all do that, we
will ensure the longevity of our Company’s values and our long-term growth with integrity, as well as a strong internal teamwork, and constructive collaboration andcooperation with all our stakeholders.

Endorsed by the Executive Leadership Team

Corinne Romefort-RégnierFrancis Griffiths

Emmanuel Leroy

Yannick Charron

General Manager, SVP General
Secretary & Governance

EVP Chief Revenue Officer

EVP Chief Product &Technology Officer

SVP Human Resources

Copyright © ESI Group, 2024. All rights reserved.

3

Our purpose
Boost human creativity to drive industrial performance toever higher levels
At ESI Group, our purpose is to boost human creativity to drive industrial performance to ever higher levels.
This emphasis on human ingenuity to steward massive change has always been the ESI way. We enable
our customers to reach their next leap of performance in a sustainable manner, by equipping them withoutcome-oriented solutions to anticipate and manage virtually the performance of their products and assets.
Moreover, manufacturers are increasingly and constantly challenged to become cleaner, safer and moreproductive. Hence, our purpose reflects our bold commitment to empower industrial players to reach the next
leap of performance in their transformative journey, in a sustainable way.
Furthermore, we wanted our purpose to be an expression of our deeply collaborative and multi-cultural pathfrom our very beginning, reflected in our solid governance and trusted relationships with our stakeholders.
Thus, we are continuously examining our projects portfolio to make sure that we do not engage in projects
that enable aggression.
Driving performance to ever higher levels is also about upholding an ecosystem that respects our values andcommitments to maintain a human-centered approach to business and solutions development, while
stimulating human creativity and creating value for society and industries in general.
This is who we are. ESI Group.

Copyright © ESI Group, 2024. All rights reserved.

4

Advice for effective
implementation:

Overview
The Company’s growth and success are based onstrong values embodied by every employee.
Our Ethics Charter reaffirms our fundamental values – passion, global, change, trust, social responsibility andenergy. These values fortify ESI’s commitment to being a united company, as it creates the essential foundations
for all our relationships with our stakeholders. Watch our Values video, here.
In this Ethics Charter, we formally set out the main rules of conduct which ensure respect for moral principles andcontribute to the Company’s reputation and performance. This charter applies to all employees, in all ESI Group’s
subsidiaries. Every ESI employee has the duty to read, understand and comply with this Ethics Charter and, if
needed, refer to its rules and principles in the course of their work.
Thus, employees are required to participate in internal trainings to raise awareness about various ethics issues
via the “Metacompliance” platform. New employees are made aware of the Charter and its provisions immediately
upon assuming their duties within the Company.
Furthermore, every employee has to show integrity and to honor the commitments undertaken in their dealings
with our stakeholders. Also, everyone must show equal treatment of employees, partners and suppliers. Alldecisions must be made based on objective and transparent criteria.
The Company is committed to comply with all laws and regulations where it operates.
Failure to comply can expose the employees, and the Company, to reputational and regulatory sanctions that
may result in a reprimand, fine, withdrawal or suspension of authorization to conduct business either for ESI
Group or any of its subsidiaries. In addition, failure to comply, which constitutes a breach of employees’
contractual obligations, may result in disciplinary actions.

● We all need to understand theCompany’s Ethics Charter and its
values, and make them our own;

● We should lead by example, byadhering to the spirit and letter of theCharter and by always acting ethically,
even when other alternatives seemeasier or more opportune;● In the course of performing our duties,
we should not put our own interests
before those of the Company;● We all need to perform our tasks andour professional activities in accordancewith the law and with integrity;● Everyone can ask for assistance,
advice, or explanations on ethicalmatters when necessary;● We all are responsible for creating aworking environment which promotes
frank, open and constructive
communication on all professional
matters.

For more information, please refer to the policies, regulations or other guidelines produced by the Company or its
entities on different matters.
Copyright © ESI Group, 2024. All rights reserved.

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Copyright © ESI Group, 2023. All rights reserved.

ESI, a responsible
employer
Our employees are the Company’s main
asset. Training, promoting and developing
skills and integrating new talents are
therefore key enablers for us.

Copyright © ESI Group, 2024. All rights reserved.

Copyright © ESI Group, 2023. All rights reserved

Equal opportunities
The diversity of employees and cultures represented within the Company is atremendous asset.
In its recruitment actions and career management, the Company undertakes
not to make any discrimination, in particular based on age, gender, skin color,
nationality, religion, health or disability, sexual orientation, political or
philosophical opinions or trade union allegiances.
As part of its employer commitments, the Company is determined to offer its
employees equal opportunities in terms of recognition, progression and career
path, irrespective of their origin or beliefs and does not tolerate any
discrimination or harassment of any kind.
Employment relationship disclosure

Where a close personal relationship is formed between members of the sameteam or establishment whilst in post, this should be disclosed, in confidence tothe line manager and the HR Business Partner, by the employees concerned.
Any disclosure under the terms of this policy will be treated sensitively, fairly
and with an appropriate level of confidentiality, in the aim to avoid any
perception of unfair treatment and to explain any alternative working
arrangements.

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77

Women's empowerment

The Company is aware of the different challenges faced by women and pays particularattention to this topic within the Group in order to create a fulfilling, safe, inclusive anddiverse environment.
The Company ensures that all women and men are treated equally in the workplace
without discrimination and supports the process of successfully taking on
responsibilities by providing the education and training necessary for their careeradvancement.
To structure and amplify this approach, ESI has created an Employee Resource Group(ERG) dedicated to this cause: Women@ESI. Gathering women and men fromdifferent functions, the network sets some long-term objectives for the company andcreate awareness initiatives for all employees (round tables, interviews, training, …).
To join this network or ask specific questions about the actions undertaken, you areinvited to write to corewomenatesi@esi-group.com.

Copyright © ESI Group, 2024. All rights reserved.

8

Human Rights
ESI prohibits the following practices and will not knowingly dobusiness with any individual or company that participates in thefollowing:• Exploitation of children, including child labor;• Physical punishment; Violence towards employees, specificallywhen based on gender, origin, religion or sexual orientation;• Forced or compulsory labor;• Unlawful discrimination in employment and hiring practices;• Provision of unsafe working conditions;• Salary payments (or deductions) that illegally leave the worker
below minimum wage;• Illegal overtime regulations.
Our commitment to human rights is also embedded in our"Responsible Purchase Charter“ available on the website.

Copyright © ESI Group, 2024. All rights reserved.

9

Working conditions

Practical example

The Company strives to consider a harmonious work-life balance while considering thedifferent local ways of life.

Health and safety in the workplace
The Company provides and maintains health and safety standards in the workplace of its
employees in accordance with the applicable rules. In return, all employees have to dotheir best in preserving the quality of their working environment.
Alcohol and other substances abuse in the workplace are, as with any health and safety
risk, everyone's responsibility. Employees are not permitted to be under the influence ofalcohol or any other substances while at work, as it jeopardizes both efficiency and safety
by increasing the likelihood of mistakes, errors of judgement and accident proneness.

Q: I have noticed an un-insulated wiring that may
expose my colleagues to some power lines, and I
think this may represent a high risk of electrical
accidents. What can I do?
A: In this situation, and any other ones posing a risk
to your health or safety, or that of other employees,
should be immediately reported to:●your line manager, or●a Health and Safety Officer (if exist), or●
your Human Resources Manager.
In case of emergency, you have the duty to call yourlocal support helplines.

Promoting an eco-friendly behaviour in the workplace
The Company is increasingly mindful of employee's personal daily impact on theenvironment. In alignment with ESI values, it appears as essential to bring an eco-friendly
attitude to the workplace. Watch our video promoting an eco-friendly behaviour in theworkplace.

Copyright © ESI Group, 2024. All rights reserved.

10

Learning & Development
The Company attaches great importance to Learning & Development. L&D is a key factor in skills andpersonal development and furthering the career of each employee. That is why the Company strives tooffer its employees an ever-greater range of learning & development options.
Individual performance appraisals take place every year. During these appraisals, the opportunity isgiven to discuss, between employees and managers, on the employee’s contribution and performance.
Moreover, these meetings are an opportunity to set out the competencies required for the current
position and future career progression and discuss the needs and aspirations of employees.
In addition to these annual guided and formalized conversations, the Company highly encourages all
employees and managers to use, all along, the given occasions to ask and to offer feedback for
improving performance, and to use daily job tasks as opportunities of continuous learning.

Freedom of expression and social
dialogue
Wherever the Company operates, ESI respects the principles of freedom of association and social
dialogue, in both individual and collective form. The Company also respects the role and the
responsibilities of the unions, the freedom of association and the effective recognition of the right tocollective bargaining, in accordance with local provisions.

Copyright © ESI Group, 2024. All rights reserved.

11

Discrimination, harassment
and bullying

Practical example

The Company’s employees are required to comply with all laws and regulations
prohibiting discrimination on the basis of age, race, gender, ethnic origin, nationality,
religion, health, disability, marital status, sexual orientation, political or philosophicalopinions, trade union affiliation, or other considerations protected by locally applicablelegislation.

Q: During the last few weeks, I have been subject tomany derogatory jokes, racial slurs, personal insults,
and expressions of disgust and intolerance toward myrace, by one of my superiors. I am afraid of getting anadverse action and couldn’t do anything about it.
What should I do?

Also, harassment and bullying at workplace are unacceptable behaviors. Harassment
is usually seen as acts or verbal comments that could "mentally" hurt or isolate aperson in the workplace. Sometimes, harassment can involve unwelcome and/or
inappropriate physical contact as well. It usually involves repeated incidents or apattern of behavior that is intended to intimidate, offend, degrade or humiliate aparticular person or group of people. It may also be described as the assertion of
power through aggression.

The Company does not tolerate whatever form of harassment, coercion orpersecution. Our dedication to maintaining a safe and respectful working environment
for everyone has been strengthened by implementing a specific policy for preventing
harassment. This document is accessible through internal channels and on thewebsite.

A: If you witness such abuses at workplace you should
inform:●your line manager, or●
your Human Resources Manager, or●
the Work Council or staff representative (ifapplicable) or●
The Ethics Committee●
any other relevant person
More information are available on the harassment
prevention policy.

The Company ensures that no adverse action will be undertaken against employees
making such a report in good faith.

Copyright © ESI Group, 2024. All rights reserved.

12

Professional
conduct
To ensure the Company’s long-term success,each one of us is individually responsible foracting professionally and ethically.

Copyright © ESI Group, 2024. All rights reserved.

Use of the Company's assets
Using the Company’s assets for illegal or unlawful purposes is strictly prohibited.
All ESI employees agree to preserve the Company’s tangible and intangible
assets. Any misappropriation, improper use, or waste of the Company’s
resources has a negative impact on its performance:●●

tangible assets mainly include working tools, systems and equipment,
documents and various facilities;
Intangible assets are the Company’s “non-physical” assets: information,knowledge, intellectual property rights, etc.

Employees are not allowed to use the Company’s equipment or facilities for
personal purposes. However, limited and isolated use may be tolerated if it does
not disrupt the Company’s operations and is not excessive or in breach of theCompany’s safety rules.
Any use of products, services and solutions for purposes other than those forwhich they are intended, which may lead to a breach of applicable local
regulations, directives or international treaties is formally prohibited by theCompany, and anyone involved in such improper use may be held liable.
In general, purchases on behalf of the Company should not be made without apurchase order signed by the authorized person in accordance with ESI
delegations of authorities rules.

Copyright © ESI Group, 2024 All rights reserved.

14

Respect of third parties' rights

Practical example

Third parties' intellectual property

Q: I have recently joined the company and would like todownload a software that I need for my work. I found it
for free on an online blog, but I think that I do not havethe right to download it, right?

The Company respects the intellectual property of third parties, particularly
copyright on the software used for its own purposes or marketed by the Company
in the countries in which it operates.

A: Indeed, you should not download it! We do not makeand do not authorize our employees and customers to
use unauthorized software or to copy software beyond
what is allowed by law. For assistance, you will need to
get in touch with:●your line manager, or●
the IT Department, or●
the Legal Department.
The Company ensures that the rights of intellectual
property owners are respected and that all internal usersof software are informed of the rules governing the useof the software installed on the Company’s hardware.
Thus, employees do not have to check the origin ofsoftware made available to them by the Company. In
case of doubt, employees must ask the IT Department
for guidance.

Copyright © ESI Group, 2024. All rights reserved.

15

Confidentiality of the Company’s non-public data and documents

Confidential information refers to information regarding the existence, terms andconditions of business or strategic projects and agreements, supplier or customer
lists, the Company’s financial data, human resources and personal data and anyother sensitive data, such as data relating to the revenue of production units,
intellectual property rights not intended for publication, technologies, software or
hardware used in the normal course of business.
Employees must always consider all technical data and any other technicalinformation coming from a customer or a partner, secret. Because of nondisclosure agreements (NDAs), employees may only share such information withothers that have to know within their company or within the Group.
As for commercial information (name of client, ESI Products), the internal use ispermitted unless a particular client imposes secret. An authorization should thenbe asked for external communication.
Employees who are not sure whether they may properly communicate on
information must seek guidance from their manager and the legal department incase of doubt.
Employees whose contract of employment is coming to an end or those who nolonger have an employment contract with the Company have a responsibility ofconfidentiality. Beyond the employment contract, case law imposes a duty ofloyalty and secrecy which remains after termination of the employment contract,
without prejudice to obligations imposed by the employment contract itself which
may impose to keep the information secret as long as it is not freely available tothe public.

Copyright © ESI Group, 2024. All rights reserved

16

Data protection

Practical example

Protection of personal data
The Company and each of its employees are required to comply with laws andregulations on personal data protection concerning employees, job applicants andbusiness partners (customers and suppliers). Personal data is information that canbe used to identify an individual or can be associated with an identifiable individual(person’s name, address, telephone number, government identification number, orother identifier…).
Therefore, the Company implements all the technical and organizational measuresthat ESI deems appropriate in order to guarantee the security and confidentiality of
personal data. Moreover, each employee must keep their own personal data
confidential, and collect, process, use, disclose, or store personal data only if you
have a legitimate business purpose for doing so, and any necessary notices havebeen provided to the relevant individuals.
The Company’s business will thrive if our customers, employees, suppliers, andregulators trust us to be a responsible steward of personal data.

Q: My brother is starting a new business and asked mefor some contact information from our customer
database, to build his network. Can I help him byproviding some names, e-mails and phone numbers?
A: No, you are not allowed to use or reveal Company's
data, or data from partners or customers which arecommunicated to the Company under non-disclosure
or secrecy obligations, to any other person, throughout
your employment at the Company or after leaving theCompany. This provision applies irrespective of theorigin of such information or the means by which it was
obtained.
Any breach of this rule may result in legal action being
taken pursuant to the applicable employment law, civil
law or criminal law provisions.
Need more assistance? Please reach out to ESI dataprotection team: dataprotection@esi-group.com.

Copyright © ESI Group, 2024. All rights reserved.

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Business
ethicsThe laws governing our activities
enable the Company to develop andfoster our long-term growth. That is
why we must comply with them.

Copyright © ESI Group, 2024. All rights reserved.

Conflict of interest

Practical example

Conflicts of interest distort judgement. A conflict of interests exists when the personal
interests of an employee are at odds with the Company’s interests within the context of aprofessional commitment.
Conflicts of interest arise when an employee would have private interests in the relationshipwith a competitor, customer or supplier of the Company during the negotiation or executionof a contract or the performance of a mission for a Company entity. It is also considered asa conflict of interest when advances, loans, guarantees or services are directly or indirectly
received with a view to influencing the Company’s decision.
Employees must conduct themselves with honesty, fairness, dignity and integrity and should
avoid any conflict between private and business interests. They should take care that they
conduct themselves in their private life in a manner that does not bring the Company into
disrepute. Employees must also ensure that the Company’s partners have ethical concerns
which are shared by the Company.
During the course of their work within ESI, employees must refrain from integrating a job
position for a supplier, customer or competitor and should not be involved, without the priorapproval, in any outside work that may adversely affect their performance or judgement.

Copyright © ESI Group, 2024. All rights reserved.

Q: My sister has been recruited as Sales Director of
one of our main customers. Even though we do not
speak business and I am not willing to share with her
any decisions or information related to our Company, I
have informed my manager about this relationship. Is
it the right thing to do?
A: Yes, you did well by disclosing this relationship toyour manager, as it may appear as a conflict ofinterest. Each employee must prevent conflicts ofinterest by avoiding any direct or indirect financial
relationship with a competitor, customer or supplier of
the Company outside their professional activities
within the Company.
To avoid any problems, this kind of relationshipshould be indeed disclosed to:●your line Manager, or●
your Human Resources Manager.

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Relations with our business partners
Relations with customers
The Company strives to establish transparent and loyal business dealings and to deal honestly andfairly with all customers, no matter the size of their company. The Company is committed to providing
quality products and services to its customers which meet their needs.
The Company is committed to providing accurate information on its products and services in its
advertisements, public statements and offers to customers. All employees who negotiate contracts
must ensure that all statements, communications and presentations to customers are accurate andreliable.
Confidential, sensitive or private information about customers have not, under any circumstances, tobe disclosed to other parties by any employee, unless said disclosure is required or authorized as partof a project or contract or for legal means, in accordance with the principles included in the nondisclosure agreements.

Copyright © ESI Group, 2024. All rights reserved.

20

Relations with suppliers and subcontractors
Purchasing decisions are made based on an objective assessment of the reliability andintegrity of the supplier or subcontractor, as well as the overall appeal of their offer in
relation to short- and long-term aims and considerations. In order to protect the Company’s
interests, goods and services are purchased based on price, quality, performance, delivery,and suitability criteria. The Company takes care not to create a situation of dependence with
suppliers and subcontractors.
The Company requires its suppliers and subcontractors to strictly comply with all legal
provisions relating to their activities and their professional environment.
With the aim of increasing its performance, the Company is implementing, for activities that
may have an eventual impact on the Company, a due diligence to diminish its exposure andensure a tighter monitoring of its activities.

Copyright © ESI Group, 2024. All rights reserved.

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Fight against non-compliant behaviours
Corruption, facilitation payments and influence peddling
Corruption is any behaviour whereby a person (whether a public official or a private individual) proposes, requests or accepts,
directly or through an intermediary, any donation, offer or promise, gift or benefit in return for performing, delaying or failing to perform
an act which directly or indirectly falls within his/her duties in order to obtain or maintain a commercial or financial advantage or to
influence a decision.
Facilitation payments are unofficial payments (as opposed to legitimate and official fees and taxes) that are paid to facilitate or
expedite any administrative formalities such as applications for permits, visas or customs clearances.
Influence-peddling refers to a person monetizing his/her position or influence, whether real or supposed, in order to influence a
decision which is to be made by a third party. It involves three participants: the beneficiary (the one who provides benefits or gifts), theintermediary (the one who uses the influence they enjoy by virtue of his/her position) and the target person who has the decisionmaking power (a government authority or agency, a judge or prosecutor, an expert etc.).
The Company strictly prohibits any form of corruption in its relations with its business and institutional partners and with theadministration. No financial or in-kind gratuities may be given with a view to obtaining an advantage, nor may such gratification bereceived to benefit a company or person.
Therefore, it is prohibited to offer or accept gifts with a value exceeding the amounts imposed by law or internal policies. It is further
prohibited to accept and/or pay bribes or other gratifications, or to grant undue benefits, whether directly or via an intermediary, to a
public agent and/or a private person in any country with a view to obtaining favorable treatment or influencing the outcome of anegotiation which involves the Company. Such practices are illegal. If an employee makes facilitation payments or influence-peddling in
the course of their professional activities, they are likely to be subject to criminal penalties and their contract of employment will beterminated.
In case of doubt on the acceptance or the offer of a gift, the employee should consult their manager and clarify whether such action isappropriate.
Copyright © ESI Group, 2024. All rights reserved.
22

Pursuant to applicable international rules on corruption, the Company is prohibited from directly or
indirectly receiving or giving, promising or soliciting facilitation payments and influence-peddling or other
undue benefits with a view to granting, obtaining or maintaining a contract or any other advantage,
whether or not the local laws permit it.
A specific attention shall be brought to third parties like : consultants, subcontractors, franchisees, sales
agents, resellers, customs brokers, accounting or law firms, or companies that provide assistance withobtaining visas, permits, or inspection certificates, and joint venture partners.
A written contract (reviewed by the Legal Department) must be entered into in accordance with internal
procedures and policies and signed by the authorized persons. The compensation must not exceed areasonable amount for the commercial services rendered, and checks have to be made to ensure theservices are useful and have indeed been provided.

Copyright © ESI Group, 2024. All rights reserved.

23

Practical example

Gifts and hospitality
Gifts are benefits of any kind given by someone as a token of gratitude or friendship,
without any expectation of receiving something in return.
The Company aims to ensure that any business decisions taken by its employees,
customers or suppliers are made solely through the proper business channels –fundamentally based on competitiveness, performance and the quality of the products andtechnologies it offers — and are not driven by any form of personal improper advantage orconflict of interest.
In some cultures, good business relations may sometimes involve the exchange ofsymbolic gifts and hospitality. Employees must not offer, accept or authorize a family
member or relative to accept gifts, money, loans, invitations or any other form of special
treatment from anyone involved in business dealings with the Company, if the ultimate
goal is to influence business decisions.

Q: I received a luxurious pen as a gift from acustomer, with an invitation to a lunch to discussbusiness. Is that fine?

A: No. The gift should be politely returned, with an
explanation of our policy. However, offering or being
offered meals, accommodation and entertainment(shows, concerts, sporting events, etc.) is considered
to be a hospitality.

In any case please inform your manager.

Employees may accept or offer, on behalf of the Company, an occasional business meal
invitation or an occasional non-pecuniary symbolic gift of low value in which nocompensation is expected. Any employee required to offer or accept a gift or invitation ofvalue as a result of protocol, courtesy or other reasons must first inform his hierarchy
within 48 hours. If the gift is considered inappropriate, the employee must politely give it
back.

Copyright © ESI Group, 2024. All rights reserved.

24Fraud and money laundering
Fraud and money laundering are the processes disguise illegal origin of money and typically associatedwith criminality activity.
The Company respects laws on fraud and money laundering and conducts business only with reputablepartners.
Each employee has to be vigilant regarding any payments made in order to detect any irregularities,
notably with partners whose business conduct may raise suspicion.
The Company ensures that the accounting and tax declarations sent to the authorities are complete andreflect the reality of each subsidiary. The internal control mechanism must be particularly vigilant withregard to the accuracy and veracity of the accounts. It must be particularly vigilant about warnings (false
invoicing, market price for equivalent services, etc.).
Patronage, sponsoring
Through patronage or sponsorship, the Company wishes to provide financial or material support to acharitable organization or a social, cultural or sporting entity as a means of communicating and promoting
its values.

They must be carried out without any seeking specific benefits from the beneficiary other than the
promotion of the corporate image.

Copyright © ESI Group, 2024 All rights reserved.

25

Lobbying
Lobbying refers to any action carried out by one of the Company's interest representatives, aimed at exercising influence over public authorities or providing themwith information, with a view to guiding a political decision. Lobbying practices can give rise to controversy, and at times may challenge public trust.
The Company is politically neutral. When undertaking its business activities, the Company ensures it does not disproportionately advantage any party or political
viewpoint.

Copyright © ESI Group, 2024. All rights reserved.

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International Compliance
Compliance with Antitrust laws
The Company respects the principles of fair competition. Competition is necessary foreconomic efficiency. It is one of the essential conditions of the open and fair economy
in which the Company believes.
The Company prohibits any exchange of confidential information and any
arrangement – formal or informal – or attempt to enter into arrangements withcompetitors which seek to fix prices or conditions of sale, to share a market or to
boycott a particular market actor, for example in the course of meetings ofprofessional organizations or associations.
Furthermore, the Company refrains from abusing a dominant position or a monopoly
and from acquiring or maintaining a dominant position.

Any breach of competition laws is subject to heavy penalties, even criminal
sentences for the Company and the employee in question. Employees who receive acommunication or notification from a local or supranational antitrust authority must
immediately refer it to their line manager or to the Company’s Legal Department or to
the Ethics Committee.
Compliance with Trade laws

The Company ensures that all software and services provided are compliant
with applicable rules related to trade, international sanctions and embargoes.
Copyright © ESI Group, 2024. All rights reserved.

27

Whistleblowing procedure
Any individual in the employ of ESI, or any customer, supplier, partner or other third
party, who becomes aware of a possible violation of the Ethics Charter, or of a violationof the law by the Company or any of its employees, has an important duty to report it.
While it is natural to have misgivings about raising such a concern, everybody is strongly
encouraged to do so, as remaining silent could have serious negative consequences for theCompany.
In accordance with the rules applying to the protection of personal information in force in mostof the countries in which the company operates and, in particular, within the European Union,
any persons identified in connection with a whistle-blowing report, whether as the author or the
subject of such a report, may exercise their right to access the data relating to them.
Likewise, anyone may also request the correction or deletion of personal information if it isinaccurate, incomplete, ambiguous or out-of-date.

Copyright © ESI Group, 2024. All rights reserved.

Reporting a violationof the charter
Please follow this whistleblowing procedure:●
The first contact is the local/regional HR
correspondent or the line manager;●
In the case of a conflict of interest involving
the HR correspondent or the line manager,please contact the Group’s HR corporate
directors or the N+2 manager;●
or directly to the Ethics Committee:
ethics@esi-group.com
Please note that the use of the professional
whistleblowing procedure described in this section isneither mandatory nor exclusive.

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Confidentiality and anonymity
Employees who, in good faith and without being influenced by personal
interest or advantage, that is to say, being sincerely persuaded that theirstatement is accurate, report a violation or a risk of violation of the Charter totheir supervisors or the designated contact person, will be protected from all
forms of reprisal.
All inquiries will be handled promptly and discreetly. If you report a possible
breach of the Ethics Charter, you have the right to remain anonymous, andconfidentiality and/or anonymity will be maintained through the whistleblowing
procedure, in accordance with the relevant regulations. However, it is usuallyeasier to conduct a full and fair investigation of your concerns if you identify
yourself and those involved.
Furthermore, while a bona fide error will not result in any disciplinary action,
allegations that are deliberately vexatious or made with malicious intent will be
penalized.

More details on Whistleblowing procedure are available on ESI’s Internal
Compliance Platform.

Copyright © ESI Group, 2024. All rights reserved.

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