Zeetsoft® is committed to corporate integrity and doing business honestly and ethically everywhere we operate. This commitment extends to all those with whom we do business, including our customers and business partners. Likewise, we expect our business partners to act honestly, ethically, and legally in all dealings with Zeetsoft and our employees, customers, suppliers, business partners, and government officials.

This Partner Code of Conduct outlines the minimum standards and practices that Zeetsoft expects our partners to follow while conducting business with or on behalf of Zeetsoft. It is important that Partners understand their obligations under this Partner Code of Conduct. Therefore, all Zeetsoft business partners (“Partners”) are required to read and comply with these standards and to ensure that the requirements are communicated, understood, and followed by their employees. These standards are intended to enhance the requirements and terms outlined in your particular Zeetsoft partner agreement (whether a Value Added Distributor Agreement, Value Added Reseller Agreement, Referral Agreement, Channel Partner Agreement, Master Agent or Distributor Agreement, Marketplace Agreement, Master Services Agreement, Services Agreement, or another type of partner, supplier, or business agreement). A violation of this Partner Code of Conduct will constitute a breach of your agreement with Zeetsoft and may result in termination of your status as a Partner and the applicable agreement.

Anti-Corruption

• Zeetsoft has zero-tolerance for bribery, kickbacks, and corruption. Partners must not offer, give, promise, or authorize the giving of anything of value, such as money, a favor, a fee, a job, entertainment, a gift, a loan, a rebate, a reward, a payoff, travel expenses, charitable donations, or products, to anyone to obtain any business, to improperly influence any act or decision, or to otherwise gain an improper advantage.

• Partners shall use any Zeetsoft assets or funds paid to or entrusted with them (such as non-standard discount, rebates, marketing, or MDF) only for the specific purpose authorized or intended.

• Partners must comply with all applicable anti-corruption laws and regulations, including the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act, India’s Prevention of Corruption Act and Corporate Anti-bribery Code, and all local anti-bribery laws.

Antitrust, Fair Competition and Fraud

Zeetsoft expects Partners to win business through fair and honest competition. Partners must not propose or enter into any agreement (whether formal or informal) with any competitor that harms or reduces competition. For example, agreements to fix or control prices or rates for Zeetsoft products or services, boycott suppliers or customers, divide or allocate customers or markets, or coordinate on the bidding process are strictly prohibited.

• Partners must not attempt or even discuss such activities with Zeetsoft employees, other Zeetsoft business partners, or representatives of other companies. In addition, Partners must not share competitively sensitive information such as price, profit or profit margin, exchange rates, costs, credit terms, or quotes for a specific customer’s business with any of their competitors. Partners must compete fairly in their dealings with customers.

• Partners must comply with all applicable laws governing exclusionary contracts and discounts, below cost pricing and predatory practices, and false advertisement and business disparagement. Partners must not make any false representations to anyone or engage in other misleading or deceptive conduct in relation to any Zeetsoft product, service, or transaction.

• Partners must comply with all applicable antitrust and competition laws and regulations, including all INDIAN & U.S. and local laws, and all competition law program rules published by Zeetsoft.
• Partners shall not provide information to Zeetsoft that is false, intentionally misleading, or otherwise likely to deceive Zeetsoft or perform any action to gain an unfair advantage, including without limitation, impersonating any person, performing services for another, circumventing or working around security and control features of Zeetsoft products and services, misrepresenting (through misleading or omissions) the identify, skills, services, hours, or affiliation with any person or organization.

Financial Integrity and Accounting

• Partners must maintain accurate and complete books and records related to their agreements with Zeetsoft, all transactions related to sales of Zeetsoft products and services, and all transactions or other expenditures with respect to any Zeetsoft-related business.

• Partners must not facilitate the creation or preparation of any false, misleading, or inaccurate document relevant to Zeetsoft business.

• Business records must be maintained in accordance with record retention policies and all applicable laws and regulations, including where relevant, Sarbanes-Oxley, Internal Revenue Service, and tax requirements.

Conflicts of Interest

• Partners must avoid situations, activities, and relationships that may result in an inappropriate conflict or the appearance of a conflict with Zeetsoft’s interests.

• Partners must notify Zeetsoft if there is an actual or potential conflict of interest with Zeetsoft or any of its employees and other business partners. While it is not possible to list every conceivable conflict of interest, a Partner must disclose to Zeetsoft if the Partner (or someone employed by the Partner) is employed by or has a financial interest in Zeetsoft or with other partners, or if Partner (or someone employed by the Partner) has a family member who is employed by or has a financial interest in Zeetsoft or with other partners.

• Zeetsoft business partners acknowledge that Zeetsoft employees and their family members may not hold any significant economic interest in any entity that does business with Zeetsoft, and Zeetsoft business partners shall avoid such relationships with Zeetsoft employees.

Export Controls

• Partners must comply with all INDIAN & U.S. and local export, re-export, and economic sanctions laws and regulations, restrictions reflected in relevant Zeetsoft licenses, agreements, or program materials, and any other trade compliance restrictions applicable to Zeetsoft-provided products and services, regardless of whether the product or service is Zeetsoft-branded.

• Partners must not—directly or indirectly—export, re-export, or transfer Zeetsoft products, or make Zeetsoft products or services available, to restricted destinations, to restricted end users, or for restricted end uses without first obtaining all approvals or licenses required under INDIAN & U.S. or other applicable laws and regulations.

• Partners must not provide or facilitate the submission of misleading or inaccurate information concerning end destinations, end users, and potential end uses of Zeetsoft products, and they must promptly notify Zeetsoft if they learn a product or service has been made available to someone who is ineligible to receive it under applicable law.

• Partners are responsible for understanding how the export control laws and regulations apply and for monitoring changes to them.

Government Customers

• Certain activities that may be customary and appropriate when dealing with commercial or non-government customers may be improper or even illegal when dealing with government or government-owned or government-controlled customers (including prime and lower tier contractors) at all levels, including federal, state, and local jurisdictions.

• Partners must not directly or indirectly lobby on behalf of Zeetsoft without written authorization from Zeetsoft. This prohibition includes attempts to influence legislation, regulations, appropriations, rulemaking, executive orders, ratemaking, or other government policies or programs.

• Partners are responsible for understanding and complying with all laws, rules, and regulations that apply to government contracting and interactions with government officials and employees, including regulations governing procurement lobbying and attempts to influence the negotiation, award, or administration of government contracts, grants, and other such procurements, as well as matters such as loans, permits, and licenses. This includes, for example, understanding and complying with all lobbying registration and reporting obligations in each jurisdiction where the Partner is doing business.

Insider Trading

• Partners must comply with all applicable INDIAN & U.S. and local insider trading and securities laws governing transactions in the securities of Zeetsoft and its investors and partners.

• Partners may sometimes receive material, non-public information about Zeetsoft and Zeetsoft customers, vendors, suppliers, distributors, or other companies engaged in business or contemplating a transaction with Zeetsoft.

• Partners must not use such information for the personal benefit of the Zeetsoft partner, its employees, or any other person. Non-public information is also subject to the restrictions discussed in the section of this Partner Code titled “Data Protection and Confidentiality.”

Data Protection and Confidentiality

• Partners must protect Zeetsoft’s and its customers’ information, not disclose it to any unauthorized third party, and use it only for business with Zeetsoft or Zeetsoft’s customers pursuant to applicable agreements and data privacy and security laws.

• Partners also must comply with all government data use restrictions including those pertaining to the International Traffic in Arms Regulations, classified materials, and controlled unclassified technical data. Zeetsoft’s software, documentation, or other materials are considered Zeetsoft confidential information and may not be reproduced without the express written consent of Zeetsoft.

Intellectual Property

• Partners must respect Zeetsoft’s intellectual property rights and the intellectual property rights of others.

• Partners must comply with all applicable agreements and INDIAN & U.S., local, and all other applicable laws relating to Zeetsoft’s intellectual property rights.

• Partners may not misuse any Zeetsoft trademarks or copyrighted materials or improperly disclose Zeetsoft’s confidential information or trade secrets.

• Partners also are prohibited from infringing on the intellectual property rights of Zeetsoft or third parties in any manner related to their Zeetsoft partner status.

• Partners must notify Zeetsoft of any unauthorized use of Zeetsoft’s copyrights, trademarks, trade secrets, proprietary, or confidential information by a third party.

Human Rights, Labour Standards, and Fair Labour Practices

• Zeetsoft is committed to protecting and promoting human rights wherever it does business. Zeetsoft expects Partners to (a) support internationally recognized human rights and treat their own employees fairly, with dignity and respect, (b) comply with all applicable laws and regulations regarding health and safety in the workplace, wages, and benefits, and (c) work toward the eradication of human trafficking and slavery and the elimination of child labor in their operations and in their supply chains.

• Zeetsoft expects Partners to support fair labor practices, including the freedom to associate, and to create a work environment that is free from harassment and discrimination.

• Partners must comply with all relevant slavery and human trafficking laws in the countries in which they do business.

• Zeetsoft may require additional written certification of compliance with these laws from Partners.

• Zeetsoft condemn forced labor and will not knowingly work with Partners who engage in these practices or the use of incarcerated labor.

Environmental Laws

• Partners must conduct their operations in compliance with all applicable environmental laws, regulations, and standards.
• Partners provided residential facilities to the workers must be safe and hygiene.

Violation and Reporting

• The Partner Code of Conduct is a contractual obligation. Minor breaches of the Partner Code of Conduct will, in the first instance, be dealt with informally by the Zeetsoft partner and channel team. Where there is evidence of serious, deliberate or continued breach of the Partner Code of Conduct, a formal action may be taken against the Partner concerned, including suspension or termination of the Partner’s business relationship or agreement, at the sole discretion of Zeetsoft.
• If you become aware of any potentially improper conduct by Zeetsoft employee, agent, consultant, or partner, you should report this activity to the Zeetsoft Business Ethics and Compliance Team at compliance@zeetsoft.in