Schrödinger Supplier Code of Conduct

I.

Purpose

Schrödinger, Inc. (“Schrödinger”) and its subsidiaries globally (together referred to as the"Company" or “We”/“we”) are committed to conducting business in an ethical and responsible
manner, and require that our suppliers (defined below) abide by the same high level of standards. We
value our relationships with and the contributions of our suppliers, and we believe that adherence tothe guidelines described below will help to achieve success collectively.
II.

Scope and Applicability

This Supplier Code of Conduct (the “Code”) sets forth legal and ethical standards of conduct,principles, guidelines, and expectations we have of all suppliers of the Company in performing
services globally for and on behalf of Schrödinger. For the purpose of this Code, a “Supplier” isdefined as a vendor/supplier (and their subsidiaries), distributor, channel partner, agent, contractor,
and all other third parties with whom Schrödinger engages to procure goods, services, functions, oractivities (including process outsourcing). This Code applies globally to the engagement andexecution of activities with all Suppliers (collectively, “You”/“you”), and the standards and guidelines
in this Code are in addition to any other obligations agreed to in writing between you and theCompany. Since we operate in numerous countries around the world, certain provisions of the Codemay be modified, supplemented or superseded by policies or procedures to address or comply withapplicable local law.
Suppliers are expected to fully comply with the applicable laws and regulations of thecountries in which they operate/provide goods and services, and enforce the Code with theiremployees1 in accordance with the highest standards of conduct. In the event the Code conflicts withthe terms of the contract between the Company and you, the contract terms will prevail with respect
to such conflict.
III.

Expectations of the Company
The Company expects all Suppliers to:●Comply (and be able to demonstrate compliance) with the Code;●

Notify your Point of Contact (“POC”)2 and Compliance (compliance@schrodinger.com)
as soon as you become aware of a violation of the Code; and●Cooperate with any investigation or inquiry by the Company involving any suspectedviolation of the Code.

This Code cannot address every situation or question that may arise in the course of the business
relationship between a Supplier and the Company; therefore, the Company expects you to exercise
1

As used herein, “employees” is defined to include any temporary or augmented staff of a Supplier.

2Your Point of Contact is the Company employee or representative with whom you primarily communicate orliaise with respect to the services or goods you supply to us.

1sound judgment and ethical decision-making in seeking to comply with the Code. Schrödinger mayupdate and revise this Code from time to time to reflect applicable laws and our own policies.
IV.

Compliance with the CodeAll Suppliers and their employees must adhere to this Code while conducting business with,or on behalf of, Schrödinger. Suppliers must promptly inform their POC at Schrödinger when any
situation or circumstance arises that causes, or reasonably may be expected to cause, the Supplier or aSupplier employee to be in violation of, or non-compliance with, this Code. Suppliers must notify
their POC at Schrödinger upon becoming aware of any negative or adverse publicity concerning theSupplier’s business or any product or service the Supplier provides to Schrödinger, or any event or
circumstance related to the Supplier or its business, in connection with any of the guidelines,
standards of conduct, and expectations set forth herein.
Suppliers are expected to self-monitor their compliance with this Code. To ensure compliancewith this Code, Schrödinger may audit Suppliers or their facilities at any time in accordance with theterms of the respective contract with the Supplier. Penalties for severe or repeated non-compliance
may include sanctions up to and including termination of contract with Suppliers.
V.

Standards of Conducta.

Applicable Laws, Rules and Regulations

The Company expects all Suppliers to comply with all laws, rules, and regulations applicableto their business, their operations, and their industry, regardless of where they conduct business in theworld, including but not limited to those regarding data privacy and protection, confidentiality,antitrust, fair competition, anti-corruption (including, e.g., the U.S. Foreign Corrupt Policies Act(FCPA) and the UK Bribery Act), anti-money laundering, anti-terrorism, import/export, and others set
forth herein.
b.

Conflicts of Interest

Suppliers are expected to recognize and avoid situations that can create an actual or perceived
conflict of interest when working with or on behalf of the Company. Conflicts of interest can occur if
a personal, social, financial, professional, or political activity interferes or appears to interfere with (i)a Supplier’s ability to perform its work with or on behalf of Schrödinger effectively and objectively;or (ii) the interests of Schrödinger. For example, it likely is a conflict of interest for a Supplier toallow a Schrödinger employee to hold an employment or a management position with, provide
independent consulting or services to, or have a financial or business relationship with, the Supplier.
c.

Anti-Corruption

Schrödinger has zero tolerance for bribery or corruption of any kind and expects the samezero tolerance from all Suppliers. Therefore, by way of example:●Suppliers will not engage in bribery, corruption, embezzlement, extortion, kickbacks,
excessive commission, inducements or fees and any other prohibited business practices.

●Suppliers must comply with the applicable laws included in Section V of this Code,2

engage in appropriate due diligence to ensure that subcontractors are not likely to engage
in corruption and take the necessary steps to ensure that Schrödinger’s business isconducted only with reputable parties that are financed only from legitimate sources.
●Suppliers are prohibited from paying improper facilitation payments.

Additionally, Suppliers shall exercise their discretion prudently to avoid creating or appearing
to create a conflict of interest when providing business courtesies such as gifts, meals, entertainment,
hospitality, and business-related trips, etc., to Schrödinger employees. Schrödinger employees may
accept business entertainment from Suppliers only if the entertainment is infrequent, modest, intended
to serve legitimate business goals, and in compliance with applicable law and relevant internal
policies of the Supplier and the Company. Cash and cash equivalents, such as gift cards, are neverpermissible.
d.

Labor Standards and Human Rights

Schrödinger is committed to upholding internationally recognized human rights and labor
standards for all individuals who provide labor and services to the Company and its Suppliers.
Consequently, Schrödinger expects its Suppliers to treat their workers (including temporary, migrant,student, contract, and any other type of worker) with dignity and respect. In general, Suppliers shallidentify their own human rights risks and provide adequate remedy to mitigate any such risks. We
support the principles contained within the United Nations Declaration of Human Rights and theInternational Labor Organization’s (ILO) Core Conventions on Labor Standards.
e.

No Child LaborSuppliers will not use child labor. At all times, Suppliers will comply with applicableinternational conventions restricting child labor.
f.

No Involuntary Labor

Suppliers will not use any forced, compulsory, or involuntary labor, whether bonded,indentured, or imprisoned. Additionally, Suppliers will not engage in slavery or trafficking of any
person.
g.

Non-Discrimination and Non-Harassment

Schrödinger respects individual and cultural differences and will not tolerate racism or
discrimination of any kind with respect to terms and conditions of employment, and expects its
Suppliers to share that commitment. Suppliers shall not permit harassment, retaliation for protectedspeech or activities, sexual harassment, corporal punishment, inhumane treatment, bullying, or threatsof physical violence.
h.
Wages, Benefits, and Working Hours Suppliers will comply with applicable laws andregulations related to wages, statutory payments, and working hours, including those related to living
wage, regulated hours of work, daily and weekly rest periods, annual holidays, and legally mandated
benefits.

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i.

Health & Safety Work Environment

Suppliers will provide employees with a safe workplace in compliance with all applicablelaws and regulations. Suppliers will take adequate steps to prevent accidents and injury to health atwork, including providing workers with appropriate workplace health and safety information andtraining. If housing is provided to employees, living conditions shall be clean, safe, and reasonable.
j.

Protection of the Environment and Management System

Suppliers will comply with all applicable environmental laws and regulations, and areexpected to operate in an environmentally responsible manner. Suppliers should strive to manage andminimize the negative environmental impact of their operations, products, and services during their
entire life cycle, by considering factors such as the use of energy, water and other natural resources,
greenhouse gas emissions, biodiversity, waste, and hazardous materials.
k.

Animal Testing & Welfare

Schrödinger is committed to the ethical use of animals in biomedical research. Suppliers must
treat animals used in research in a humane and ethical manner, and in compliance with relevant laws
or regulations.
VI.

Amendment of the CodeSchrödinger reserves the right to amend, alter, or terminate this Code at any time for any

reason.

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