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Info-Systems — Smart Solutions

Corporate

Code of Ethics

This code provides each of us with guidance as to how we should conduct ourselves in relation to ethical issues that arise during our work — with coworkers, customers, suppliers, business partners and competitors.

Letter from the C.E.Os

Dear employees,

Please find below the Code of Ethics of Info-Systems Ltd. The Code provides each and every one of us with guidance on how to conduct ourselves on a daily basis when faced with ethical issues that may arise in the course of our work — in our interactions with colleagues, customers, suppliers, business partners, and competitors.

Since its establishment, under the leadership of its founders, Shmuel Wagner, of blessed memory, and Arie Marcus, these values have been an integral part of Info-Systems' organizational culture and the way we conduct our business. We continue to carry these values forward and to act in accordance with them today.

Each of us is an ambassador of Info-Systems, both in and outside the workplace. Our commitment to conducting ourselves appropriately, ethically, fairly, and transparently strengthens the company. Our key commitments as a company are to integrity and fairness toward our employees, business partners, and the community as a whole.

The Code of Ethics applies to everyone employed by the company, including employees, senior officers, and directors. We expect each of you to align your conduct and decisions with the ethical standards set forth in this Code.

Sincerely yours,

Gilad WagnerArie Marcus

1

Introduction

The Code of Ethics of a business company is a document that expresses the company’s core values and prescribes values and rules of ethical and proper conduct for the company’s employees at all echelons and in all positions.

Info-Systems Ltd.’s Code of Ethics provides guidance for the Company’s employees about appropriate behavior towards all of our interested parties: employees, customers, suppliers, business partners, government authorities, competitors and the environment in which we work.

The Code of Ethics is designed to guide us in our daily activities, to provide us with tools for coping with ethical and moral dilemmas and to help us in our decision-making processes.

Each of us — employees, managers and directors — is obligated to act in compliance with the Code of Ethics in relation to every one of our decisions in the Company. Anyone who manages employees also has the responsibility of setting a personal example, as well as the obligation to instruct others never to act in any illegal or unethical manner.

The Code of Ethics applies to employees of Info-Systems Ltd. and its subsidiaries, as well as to its business partners.

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Employees

Info-Systems Ltd.’s employees are the Company’s most important resource and the power that drives our success. We pledge to treat our employees with respect and fairness, and expect each of our employees to conform to the highest ethical standards, both inside the Company and elsewhere.

Our obligations to our employees

Abiding by the law
We are obligated to uphold the law, the regulations and the Company’s procedures during all of our actions.
Respecting human and employee rights
We safeguard and respect the basic human rights of all of our employees and strictly comply with the statutory requirements pertaining to employee rights in every country where we operate. This includes safeguarding the rights of contractors’ employees; employees and managers are required to report any infringement of those rights.
Health and safety
We provide a healthy and safe work environment and comply with all statutory provisions relevant to safeguarding our employees’ health and safety, including training as required by the safety laws. Noncompliance with safety procedures endangers human lives and constitutes a grave disciplinary offense. Every employee is obligated to report any suspected hazard, malfunction or accident.
Equal opportunity and non-discrimination
We maintain a work environment free of discrimination on any basis that is not egalitarian or does not conform to statutory requirements. We recruit, employ, promote and remunerate employees based on their qualifications and their capacity to excel in their jobs. We encourage employees to report any incident of discrimination or unfair treatment.
Prevention of harassment and violence
The Company prohibits harassment or violence of any kind, whether physical or verbal, and prohibits the use of drugs and alcohol at work. Sexual harassment and unfair treatment are prohibited by law and constitute grave disciplinary offenses. The Company maintains regulations for the prevention of sexual harassment and an officer in charge of handling such matters.
Protecting employee privacy
We respect our employees’ privacy and will not disclose information to any unauthorized entity that could infringe on a person’s privacy. Security cameras and the monitoring of computers, e-mail and mobile phones are used solely with prior knowledge, and only where necessary to safeguard the Company’s privileged interests and the welfare and safety of its employees.

Our obligations to the organization and to each other

Respect, fairness and integrity
We are diligent about fairness and integrity in all of our actions. We treat each other with respect and cooperation, accept those who are different, and take part in safeguarding our own health and safety and that of our coworkers.
Preventing conflicts of interest
We think about what is best for the Company and about achieving its objectives, without allowing ulterior motives to influence our decisions. We avoid situations that might lead to a conflict of interest — actual or apparent — and where one arises we act with integrity and transparency and report it to our supervisors in a timely manner.
Reliability and trustworthiness
We are reliable and trustworthy in our behavior and in our reports, with coworkers and with outside sources: customers, business partners, the authorities and all other parties.
Safeguarding information and confidentiality
We recognize the importance of the Company’s commercial secrets and safeguard them against unauthorized disclosure. Privileged information is any information belonging to the Company or its business partners that is not in the public domain — technical, financial and operational data, information about customers, memos, or anything concerning the Company’s businesses, operations or future plans. We do not use insider information for personal benefit or for anyone else’s.
Bribery and corruption
We are not involved, directly or indirectly, in any action that could be construed as giving a favor or bribe, or in any activity involving corruption — not even in countries where such activity is seemingly acceptable.
Use of Company property
We use the Company’s resources — information, equipment, vehicles and other assets — responsibly and efficiently, solely for the Company’s benefit, exercising sound judgment. In any instance of doubt, we ask permission from our supervisors.
Attire, appearance and conduct
We are diligent about attire, appearance and behavior appropriate to the professional and safety requirements of our jobs and respectful of the people we are in contact with during our work.
Political involvement
We do not participate in political processes or events within the framework of our jobs, and they form no part of our business considerations.
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Customers

We see ourselves as obligated to sustain the trust between our customers and ourselves, to be respectful in our actions and conduct, and to conduct our business with them responsibly and professionally, with integrity and fairness.

Fair negotiations and fulfillment of undertakings
We treat our customers fairly during negotiations and engagement, and we are diligent about fulfilling the undertakings we assume within the scope of our agreements.
Gifts and events
Accepting or giving gifts, invitations to business events and hospitality are part of our business proceedings. We exercise prudent and calculated judgment and refrain from allowing irrelevant considerations or bias to influence us. In any instance of doubt, we consult our supervisor for authorization in a timely manner.
Prohibition of favors and bribes
We will not tolerate any form of inappropriate behavior towards decision-makers. We will never proffer, pay, solicit or accept any type of bribe, directly or indirectly. Any attempt to give or proffer a bribe or favor is reported immediately to a supervisor.
Prohibition of misleading information
We are reliable and precise with our customers and provide them with all details about the services they require, in conformity with Company policy, while safeguarding trade secrets. Any intentional misleading of customers is strictly prohibited. We also exercise extreme care when describing a competitor’s product or service.
Safeguarding information and confidentiality
The privileged business information of any customer is its property, and we will do nothing that might diminish the trust our customers place in us. To the same extent, we will not disclose the Company’s privileged information to our customers. In all contacts with customers we are cognizant that we represent Info-Systems Ltd. and are obligated under duties of trust and confidentiality.
4

Suppliers

We view our suppliers as partners in our activities and in our success. We consider the stability of our relationships with our strategic suppliers vitally important, and are meticulous about conducting ourselves with dignity, integrity and fairness in our relations with them.

Trust and dignity
We maintain our fiduciary relations with suppliers based on integrity and honesty, and are strict about complying with the terms of our contracts and our undertakings towards them.
Selecting suppliers and negotiating with them
We select suppliers, negotiate and conclude engagements while maintaining dignity, professionalism, transparency, fairness and integrity, according to professional and objective criteria such as technological capability, price, quality, production capacity and terms that facilitate long-term engagements.
Safeguarding information and confidentiality
We will not forward information to a supplier or to any other party about any of our other suppliers, and we will not use information furnished to us by suppliers except for the purpose for which it was disclosed and subject to the signing of a confidentiality agreement.
5

Competitors

Info-Systems Ltd. is committed to free and fair competition and complies with all statutory requirements pertaining to it. We abide by fair and proper rules of the game with and towards our competitors.

Compliance with antitrust law
We meticulously comply with the requirements of the antitrust laws applicable to us and refrain from any situation that violates, or is perceived as violating, those laws.
Refraining from slander
We refrain from any negative remarks about our competitors, their products or their actions, and from engaging in unfair advertising.
Intellectual property
We are careful not to infringe on the intellectual property rights of our competitors.
6

Authorities

Info-Systems Ltd. honors its relationships with the various government and judicial authorities that govern it, in every location where it operates, and complies with the statutory requirements and laws applicable to the Company in every field.

Prohibition of favors and bribes
We maintain the required contacts with government authorities and promote our business interests while complying with the provisions of law and the highest professional and ethical standards. We take no part in any activity involving improper means such as the giving of favors or bribes.
High managerial, record-keeping and reporting standards
We comply with all laws and regulations applicable to our activities and meticulously abide by stringent standards of record-keeping and precise reporting to our interested parties.
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Implementation

This Code of Ethics may be found on our website, or a hard copy may be obtained from the HR department. Info-Systems Ltd. undertakes that the Code of Ethics will be accessible to all employees of the Company.

How do I identify an ethical dilemma?

  • If the appropriate course of action is not obvious;
  • If we are unaware of a law, procedure or regulation that tells us how to act;
  • If a person or organization might be harmed as a result of the course of action chosen;
  • If the circumstances give rise, or could give rise, to unpleasantness or be negatively construed.

What should I do in the face of one?

  • Reread the Code of Ethics;
  • Exercise judgment and take into account the possible courses of action;
  • Choose the course of action that best reflects the Company’s values;
  • Consult with the manager in charge, or with a manager at a higher echelon;
  • Consult with the Company’s ethics trustee.

The clear conscience test

  • Would I do this if my actions were made known to everybody?
  • Is my course of action contrary to the organization’s professional standards?
  • Do I feel like I am doing the right thing?
  • Is it legal?
  • Would it adversely affect the organization?
  • How would it look in the newspapers?
  • Can I sleep at night?

Reporting a violation

The Company encourages all employees, managers and directors to report any suspected misconduct immediately, and intends to investigate every complaint of a suspected breach of Company policy. In the event of a violation, report to your supervisor.

Protection for those who report

Employees who, in good faith, report to the ethics trustee about suspected violations of the Code of Ethics will be protected from retaliation or any other reprisal for whistleblowing.

Questions about how we work?

If your organization has specific conduct, safety or confidentiality requirements for on-site contractors, tell us — we will work to them.