Code of Ethics, Professional Conduct
and Anti-Corruption

1. Objective

Warpcom adopts this Code of Ethics, Professional Conduct and Anti-Corruption, hereinafter referred to as the Code, which includes a set of Values, Principles, Rules of Conduct and Professional Ethics, transversal to the entire organization.

The adoption of Values, Principles, Rules of Ethics, Professional Conduct and Anti-Corruption is essential for Warpcom and its Employees to act with integrity and consistency in conducting their relationships with the different interest groups they deal with on a daily basis, and guarantee the articulation necessary for common success. This Code is therefore intended to regulate the actions of Warpcom employees with society, customers, suppliers, service providers and third parties in general.

This Code supersedes all previous versions.

2. Field of Application

The values and principles that have been included in this Code emanate from Warpcom’s vision and objectives. The trust of customers and the market is ensured through relationships guided by ethical behavior and exemplary conduct.

All employees must act in a way that reflects the values, principles and rules of ethics and conduct expressed in this Code.

3. Definitions

N/A

4. Description

Warpcom has its employees as its greatest asset. It recognizes and values the contribution of each one, seeking to establish and maintain an environment of trust, with clear, open and constructive communication. The Human Resources policy is available on Sharepoint for internal consultation.

Warpcom is committed to developing work of excellence and improving knowledge, technical competence and professional performance both individually and collectively. We seek to assess your needs, understand your expectations and satisfy both.

Warpcom defends the fundamental and essential principles for a democratic society, based on equality, transparency, free competition, impartiality, legality, integrity and fair redistribution of wealth.

All Warpcom employees must feel responsible for achieving the highest standards of integrity, ethics and professionalism.

4.1 Warpcom’s Mission and Vision

4.1.1 Mission

We foster close and trusting relationships with the aim of contributing to technological evolution. We work with enthusiasm, committed to creating value and exceeding the expectations of our people, partners and clients, actively contributing to their development.

4.1.2 Vision

We work daily to be the leading company in the design, development, integration and management of technological solutions, enhancing the evolution and competitiveness pf our client´s businesses and making us a benchmark, innovative company with a dynamism capable of impacting its ecosystem.

4.2 Warpcom values

The values that define Warpcom’s DNA are:

Trust – Over the years we have established trusting relationships with our team, our clients and partners.
Excellence – Excellence is at the heart of everything we do!
Proximity – We work with a management close to the team, that allows the continuos evolution of our people, contributing to the transformation of our client´s business.
Commitment – It is with dedication and commitment that we develop our teams relationships, and with clients and partners, actively contributing to the success of their journey.
Integrity – Honesty and transparency are the pillars on which an ethical and inclusive work culture is based, which aims to protect both the people and business.

4.3 Working Environment

4.3.1 Labor Relations

In all its operations, Warpcom seeks to build constructive relationships with recognized unions or other legitimate employee representatives.

4.3.2 Health and Safety

The company commits to provide all employees with a good working environment, both in terms of hygiene and safety. Warpcom provides means that allow its employees to report all situations that may constitute a potential danger.

4.3.3 Drug-Free Environment

The possession, distribution or use of any illicit substance, as well as the abuse of alcohol or medication on Warpcom premises is expressly prohibited.

4.3.4 Copyright/Intellectual Property

All employees are aware of and are responsible for legal compliance regarding the use of software licenses used in the performance of their duties.

4.3.5 Environmental Concerns

Warpcom recognizes the value of a clean and healthy environment and is committed to maintaining it. The health and safety of our employees, customers and the surrounding community is paramount in everything we do. We are committed to reducing waste and minimizing this impact on the environment. We are dedicated to energy reduction, recycling and other waste management methods.

The company takes environmental issues into account in its business and complies with all laws and regulations on this topic.

4.3.6 Discrimination

Warpcom promotes equal employment and does not discriminate on the basis of race, color, religion, gender, age, national origin, sexual preference, disability or any other discriminatory factor.

Warpcom is an inclusive company that will provide and adapt working conditions in order to provide equal conditions for all.

4.3.7 Harassment

Warpcom guarantees a work environment free of harassment (moral and/or sexual). We have implemented our Whistleblower Channel, which is available on the institutional website.

4.3.8 Personal Data

All employees who, in the performance of their duties, have access to personal and confidential data of other employees or customers, suppliers or third parties with which Warpcom establishes a relationship, are subject to professional secrecy and must guide their behavior with the utmost discretion.

4.4 Use of Warpcom facilities and assets

All employees must make good use of Warpcom’s facilities, reporting any situation they consider anomalous. All Warpcom assets, including information, know-how, must be used exclusively for professional purposes.

4.5 Integrated Management System Policies

The quality, environment, OHS and service management policy, as well as the information security policy, are available on Sharepoint for internal consultation and on Warpcom’s institutional website for external consultation.

These policies are included in the IMS manual where their approval is formalized. These policies must be known and respected by all employees.

Warpcom has implemented an Integrated Management System, based on 5 normative references, namely:

ISO 9001
ISO 14001
ISO 45001
ISO/IEC 20000-1
ISO/IEC 27001

This System is composed of procedures and policies that guarantee the best market practices in the relationships established with customers, suppliers and partners, or other interested parties.

4.6 Professional Ethics

4.6.1 Financial Practices

Warpcom repudiates any form or manifestation of corruption, which, within the scope of the Civil Convention on Corruption of the European Council, adopted on 11/04/1999 and in force since 11/01/2003, was defined as “the act of requesting , offer, give or accept, directly or indirectly, an illegal commission or any other advantage that is not due or the promise of such an undue advantage that affects the normal exercise of a function or the required behavior of the recipient of the illegal commission, undue advantage or of his promise”.

We have implemented our Whistleblower Channel, available on the institutional website, as well as publicized our Risk Prevention Plan for Corruption and Related Offenses.

4.6.2 Money Laundering

Warpcom has implemented instruments that allow the prevention of illicit commercial practices, including Money Laundering and Corruption, or other similar practices.

4.6.3 Conflicts of Interest – Incompatibility of Employees

Situations that should be avoided:

Having an outside interest, activity or other employment that does not allow the employee to work full time for Warpcom. Any external interest must be disclosed by the employee during the recruitment process or as soon as it becomes relevant if later than that time;
Having a financial interest in having employment with or serving on the governing bodies of a company that is a competitor of Warpcom or a company with which Warpcom does business;
Provide consultancy services to one of our Clients or Suppliers;
Doing business with an entity owned by a colleague or a family member without the prior consent of the company;
Any other commercial relationship with third parties or with a person who may influence third parties and which results in a gain for the employee, friend or family member and which harms the company.

4.6.4 Conflicts of Interest – Public Administration

Warpcom recognises the particular importance of preventing conflicts of interest in dealings with public administration bodies and undertakes to conduct its commercial, institutional and contractual activities in accordance with integrity, transparency, impartiality, competition and equal treatment.

All employees, members of governing bodies and Warpcom representatives must identify, prevent and disclose situations in which personal, family, financial or professional interests could influence, or appear to influence, their conduct or third-party decisions.

This duty covers actual, potential and apparent conflicts of interest, irrespective of whether any undue benefit or advantage exists.

The Compliance Officer is responsible for analysing and assessing reported situations, identifying associated risks and proposing appropriate prevention or mitigation measures, in coordination with Management whenever necessary.

Decisions on measures to be adopted rest with Management or its delegate. The process must be impartial and persons directly involved in the conflict of interest must not participate in the decision.

4.6.5 Commercial agreements

To provide solutions best suited to customer and market needs, Warpcom continually invests in partnerships and commercial agreements with technology and innovation leaders, ensuring quality and technological independence.
Warpcom’s partnership strategy focuses on delivering added value to customers’ businesses, taking account of their circumstances, specific needs and market trends.
All commercial agreements with customers or prospective customers must be fair, honest and impartial. We win and retain business on the basis of our high-quality services and competitive prices.
We must promote our services in the market based on our capabilities, certifications, prices and the value delivered to customers.

4.6.5 Sponsorships and donations

What is meant by:

Sponsorship: the act of financially supporting a project or initiative presented by an organization external to Warpcom, either through payment of money or another type of contribution in kind, in exchange for the association of a brand image, for advertising purposes, or in return for a benefit with a similar purpose.
Donation: value that is passed on free of charge to another person or organization, which accepts it.

Sponsorships and donations must always be made in accordance with the provisions of the applicable legislation and must never be linked, directly or indirectly, to illegal acts or undue benefits for Warpcom.

It is forbidden for donations to be intended, or to be interpreted, as having the intention of conditioning the bidding for contracts or any other benefit in favor of Warpcom.

The Finance Department manages and controls all sponsorships and/or donations made by Warpcom.

4.7 4.7. Competition / Antitrust

4.7.1 Antitrust laws

Antitrust laws were created to preserve free competition. Anti-competitive behavior is prohibited in many countries and, in particular, in the United States and the European Union. This means that any contract entered into by Warpcom must be compatible with the Anti-monopoly Laws.

Antitrust laws regulate 3 types of conduct:

Restrictive Practices or Agreements
Please note that the term “Agreement” means more than a formal written contract. A tacit understanding between companies or individuals may be enough for regulators to find that competition law has been broken. A restrictive agreement can exist between competitors or between companies operating at different levels in the supply chain (e.g. industry and commerce or industry and retail). An example of a restrictive agreement could be price fixing or a territorial restriction.
Abuse of dominant position
Anti-monopoly laws were created to prevent companies from behaving in a way that leads to the extinction of competitors or the exploitation of customers.
Acquisitions, Mergers and Joint Ventures
Transactions such as these must be subject to government review to ensure that the new business will not restrict competition.

Breaches of anti-monopoly laws can result in severe financial penalties. Breaches can potentially occur in any area of our business, but most often in relation to the sales and marketing of our services. In particular, prices, discounts, advertising, sales conditions and markets should not be discussed with competitors.

4.7.2 Trade associations

Participating in trade associations can be advantageous and legitimate, but you should always make sure that they are not used for questionable purposes. You should immediately leave any meeting of any association if you find that competition laws are being broken.

4.7.3 Coopetation with authorities

It is Warpcom’s policy to cooperate with all competent authorities when they inquire about our business practices, while defending our interests, and to cooperate with any inquiry or investigation carried out by competent authorities.

4.7.4 Obtaining Information About Others

Obtaining or attempting to obtain confidential information about competitors’ businesses, or any confidential information, by improper means is prohibited. Industrial espionage, infringement of third-party rights, unlawful interception of telephone calls and theft are illegal.

Improper requests for confidential data from a competitor or a competitor’s customer, in any form, breach our policy.

Any information supplied by third parties or from external sources must be kept secure and handled according to its assigned classification. Where no classification exists, the highest classification level under our methodology must be applied, in accordance with I-35-CSI – Information Classification.

4.8 Corruption and Bribery

Warpcom rejects all active or passive corruption and bribery, as well as all other forms of undue influence or unlawful conduct, in internal and external dealings with public or private entities.

All conduct that may constitute corruption or related offences, as described in P-54-OSV – Corruption and Related Offences Prevention Plan, is expressly prohibited.

All Warpcom employees are expressly prohibited, in performing their duties or acting on behalf of the company, from promising, offering, demanding, receiving or implying a wish to receive benefits of any kind from public or private entities with the aim of obtaining preferential treatment or an advantage, or influencing a commercial decision, transaction or official act.

Events and/or activities without any consideration for the company or other interested parties are excluded from the above prohibition.

4.9 Political Entities

It is forbidden to support financially or in kind, under any circumstances, political parties, candidates for political office and organisations or individuals whose mission is essentially political.

4.10 Reporting Irregularities

Any indication of non-compliance with this Code must be reported through the whistleblowing channel available on the corporate website.

All reports will be treated confidentially unless the reporting person expressly and unequivocally requests otherwise.

Reporting does not remove or replace any mandatory reporting obligation under criminal or criminal procedural law.

For more information about the whistleblowing channel, consult its FAQs.

Direct or indirect retaliation against any employee who reports a breach of this Code is prohibited.

Conflicts of interest must be disclosed proactively through the designated internal channels to the relevant line manager and/or the Compliance Officer, to ensure timely assessment and management.

Suspected offences or irregularities must be reported through the whistleblowing channel in accordance with applicable law. Preventive conflict-of-interest disclosures do not, in themselves, constitute whistleblowing reports.

4.11 Non-Compliance and Penalties

Failure to comply with the Code or improper conduct constitutes a breach of the duties of employees, partners or suppliers/service providers and may result in awareness-raising measures and, following an internal process (investigation, analysis and report), disciplinary measures and/or termination of contracts proportionate to the breach, as well as criminal and/or civil liability.

The offences referred to in this Code are punishable under applicable law.

No member of Warpcom, regardless of position, may ask an employee or supplier/service provider to perform an act contrary to this Code.