Company Code of Conduct

Flexport (“Flexport” or “Company”) conducts its business based on principles of compliance, integrity, and sustainability. We agree to meet these high ethical standards. This Code of Conduct outlines the expectations of the Company with regard to its conduct of its business activities as well as the conduct of our business partners and clients.

Compliance

For Flexport, regulatory compliance is of utmost importance.

• We abide by all applicable laws and regulations
• We keep records in accordance with company policies and applicable laws

Anti-Bribery and Corruption

Flexport strictly prohibits bribery and corruption in any form. These measures are outlined in internal policies and are required to be acknowledged by all personnel. For example, Company employees and our business partners are prohibited from giving, offering, promising, accepting, or soliciting anything of value to/from any person in order to improperly influence any act or decision of a person, or to otherwise gain an unfair advantage or improper benefit for Flexport. The prohibitions also apply to so-called “facilitation” payments, which are payments to Government Officials intended to ensure that Flexport obtains a routine governmental action (e.g., permits, visas) to which Flexport is entitled. Flexport will not make such payments, nor will we authorize any of our business partners to make such payments. Likewise, when doing business with Flexport, our business partners are not allowed to make the payment of so-called “success fees''. Such fees do not constitute regular fees paid to third parties for their service, but instead the fee is only paid if a job is completed.

Trade controls

Flexport represents and warrants that it is aware of all applicable trade controls or export regulations applicable to our business, and that we provide accurate and truthful information to all regulatory authorities including but not limited to various customs officials, which information we receive from our clients. Flexport confirms that we are neither a Denied/Designated Party, nor in any way identified, either specifically or by reference, on any applicable Sanctions List issued pursuant to sanctions issued by a Sanctions Authority. Flexport is neither owned nor controlled by a Denied /Designated Party. We furthermore confirm that we perform due diligence on all our business partners and all shipments presented to us for transportation with regard to the trade control regulations. Flexport will in all circumstances comply with government authorities when instructions are given or requests made to review compliance with trade controls.

Record keeping

Data is our most precious asset, and we have set high standards to keep that data safe. The Company's requirements of its employees’ use of data is outlined in specific policies such as the Acceptable Use Policy and Retention Policy. These policies are in compliance with international data protection legislation such as, but not limited to, the European Union’s General Data Protection Regulation (GDPR), California Consumer Privacy Act (CCPA and California Privacy Rights Act (CPRA). We expect our partners to keep accurate, complete and up-to-date records on their transactions with Flexport. These records must be retained in accordance with applicable laws.

General Compliance with Law

In the event that there is a difference between this Code and national or local laws and / or other regulations or industry standards, we commit to abide by the applicable law.

Integrity

Flexport cares about conducting our business in an ethical and honest way, complying with all laws and regulations wherever we operate. This contributes to safeguarding Flexport’s integrity and reputation. We expect that all of our partners conduct business fairly and with integrity.

• We compete in a fair and honest way
• We follow trade restrictions carefully
• We protect personal and confidential information
• We expect a duty of loyalty and fair dealing to the Company to protect against conflicts of interest between the Company and its fiduciaries
• We look after company property and use it appropriately
• We are alert to potential fraud and report suspicious activity
• We communicate in a professional way

Fair competition

Flexport competes fairly and complies with applicable competition and antitrust laws. We do not enter into agreements or practices that have a restrictive effect on competition, such as price-fixing, market allocation or abuse of dominant position. We do not offer services to our clients in a misleading way.

Intellectual property and confidential information

We respect intellectual property rights, and we expect our clients and business partners to do the same with regard to those of Flexport. We have put contracts, such as NDAs, in place with our clients and business partners to prevent disclosure or unauthorized use of confidential information made available to them.

Privacy and Personal data

Flexport and its partners protect the personal data made available and use this data for legitimate and authorized business purposes only. Flexport agrees to comply with its obligations under applicable Privacy Laws, such as the GDPR, CCPA and CPRA. Flexport warrants and represents that it has obtained all necessary authorisations and consent required for compliance with Privacy Laws prior to disclosing, transferring, or otherwise making available, any Personal Data. Flexport has implemented appropriate technical and organizational measures to ensure cyber security and physical security is commensurate with the risk to any Personal Data. Flexport adheres to a legitimate request for visibility or removal or personal data.

Conflict of Interest

Decisions made in regard to Flexport business transactions shall not be influenced by personal or private interests. Personal or friendly relationships with clients or business partners shall not be used to influence the employee’s business judgment. If an employee is related to a client’s or business partner’s employee and this may represent a potential conflict of interest in a transaction or business relationship, our clients and business partners are asked to disclose this fact to Flexport or ensure that the Flexport employee does.

Trading in shares

Flexport or its employees are not allowed – and are prohibited from encouraging others – to use confidential information received in the course of providing its services as a basis upon which to trade in securities of companies serviced by Flexport.

Preventing fraud

Flexport has internal controls designed to detect, prevent and respond to fraud and money laundering. Transactions are properly recorded and subject to review.

Sustainability

Within Flexport we abide by the core internal value to ‘play the long game’. We care about our environment, our colleagues, our business partners and the communities we operate in. We strive to leave a healthy planet for future generations, requiring us to be more sustainable in everything we do.

• We recognize human rights (including children’s rights) and treat people with dignity and respect
• We recruit and manage employees fairly
• We reduce the environmental impact of what we do
• We address the concerns of those affected by our operations
• We give back to the communities we operate in

Human rights

Flexport recognizes the Universal Declaration of Human Rights, the Convention on the Rights of the Child and the UN Guiding Principles on Business and Human Rights. We respect the rights of our employees, business partners and clients. Flexport agrees to respect and uphold the human rights of all people. We avoid the infringement of human rights and strive to remediate the impact, if any, on human rights resulting from our activities. Flexport will support the advancement of children's rights, will not engage in child labor and will always adhere to the legal age requirements in all countries in which we operate. We do not employ children under the age of 16 or under the age of completing compulsory education.

Employment relationships

Flexport recognizes the International Labour Organization (ILO) declaration on Fundamental Principles and Rights at Work. We, together with all our business partners, must comply with its four fundamental principles:

1. freedom of association and the effective recognition of the right to collective bargaining;
2. the elimination of all forms of forced or compulsory labor;
3. the effective abolition of child labor; and
4. the elimination of discrimination in respect of employment and occupation.(1)

Flexport represents and warrants that it shall not:

• employee anyone against their will.
• engage in slavery or servitude.

Flexport shall:

• comply with all local labor laws.
• comply with working hours and remuneration laws while being fair and just.
• comply with legal working ages as well as with the ILO Conventions on working ages in each country.
• commit to a workplace free of harassment and abuse. Management or any employee shall not threaten workers with, or subject them to, harsh or inhumane treatment, including but not limited to verbal abuse and harassment, psychological harassment, mental and physical coercion, and sexual harassment.

Flexport shall not discriminate against current or potential employees and subcontractors. The people we deal with shall be treated with dignity and respect. Flexport or any employee thereof, shall not harass or discriminate based on culture, language, nationality, race, religion, gender, political preference, disability, association, sexual orientation or age. Flexport will not work with business partners who otherwise deprive employees or subcontractors of their rights.

Flexport also recognizes the International Labour Standards on Occupational Safety and Health and complies with its standards.

Environment and community

Flexport complies with all relevant environmental laws and ensures that the necessary permits are in place. We are committed to the efficient use of raw materials, energy, and other natural resources while minimizing waste, emissions, and noise. While conducting our business, we try to reduce our impact on ecosystems and biodiversity. We care about the communities we operate in, and listen to their concerns. Our employees are encouraged to help foster social and economic development and contribute to the sustainability of the communities in which they operate or are a part of.

Grievance mechanism and whistleblower protections

Flexport emphasizes that whistleblower protection is essential to encourage the reporting of misconduct, fraud, and corruption. We encourage and facilitate whistleblowing, in particular by providing a clear policy, effective legal protection and clear guidance on reporting procedures. Providing effective protection for whistleblowers supports an open organizational culture where employees and subcontractors are not only aware of how to report but also have confidence in the reporting procedures.

Flexport provides their employees and other interested parties with a mechanism to raise concerns about violation or potential violation of laws, the principles provided in this Code as well as other Flexport policies. Flexport has made its employees, subcontractors, and business partners aware of this Code and the policies associated with it and how to report (potential) violations of this Code.

To report any violations or concerns of violations, employees and business partners should be instructed to, either email ethics@flexport.com, report by phone, or online through the link provided below.

Reports can be submitted by phone:

• United States: 800 461 9330
• The Netherlands: +31 (0) 800 022 0441
• Germany: (0) 800 181 2396
• United Kingdom: (0)-808-189-1053

Phone numbers for other countries and/or to make a written report, please see the Flexport Integrity Helpline.

Any and all reported or suspected violations will be dealt with promptly and professionally. Flexport will not tolerate retaliation against any individual for filing a good-faith report or for participating in the investigation following such a report.

Additional Reference Materials:

• Universal Declaration of Human Rights (UDHR)
• UDHR Summary
• UN Guiding Principles on Business & Human Rights (English)
• UN Guiding Principles on Business & Human Rights (Chinese - Mandarin)
• Convention on the Rights of the Child
• ILO Convention on Fundamental Rights
• ILO Conventions on Working Ages
• Country listing for working wages
• Environmental permit guidelines
• Occupational health and safety guidelines (ILO)
• Modern Slavery Act (UK)