Supplier Code of Conduct

Introduction

At Sani/Ikos Group (“SIG”), our mission is to deliver exceptional guest hospitality and create unforgettable experiences. To fulfill this mission, we adhere to the highest ethical and professional standards, as outlined in our core values and our Code of Ethics and Business Conduct.

We recognize that our Suppliers operate in diverse legal and cultural environments. However, this Supplier Code of Conduct establishes the minimum standards that all Suppliers must meet to conduct business with us.

For the purposes of this Code, “Supplier” shall be understood to include any individual or entity that produces, provides, or supplies goods or services to SIG or any of its subsidiaries, regardless of the legal nature of the relationship or transaction involved. This includes, but is not limited to, providers of products or services under purchase agreements, lease or rental arrangements, consulting contracts, subcontracting, temporary assignments, or any other form of commercial cooperation or business operation.

Adherence

SIG expects all Suppliers to fully comply with the requirements of this Code. In addition, Suppliers must ensure that their employees, agents, subcontractors, and business partners also uphold these standards when conducting business with or on behalf of SIG.

Enforcement

This Supplier Code of Conduct should be understood and enforced in conjunction with any agreements signed between SIG and the Supplier and is not intended to contradict or override such agreements.

If a Supplier fails to comply with the environmental, social, and governance (ESG) obligations stipulated in this Code, SIG may require the implementation of a corrective action plan within a reasonable timeframe. If non-compliance persists, SIG reserves the right to terminate the Agreement without further liability.

SIG reserves the right to assess Supplier compliance through various means, including audits, questionnaires, and other evaluation methods. However, we expect Suppliers to proactively monitor and assess their own compliance, to pursue continuous improvement in their practices, and to promptly notify SIG through its Whistleblowing channel of any issues or events that may lead to a breach of this Code.

Labor Practices and Human Rights

At SIG we expect our Suppliers to uphold our strong commitment to human rights, equal opportunity, and fair labor practices.

When conducting business with SIG, the Supplier must ensure that their employment practices comply with all applicable laws and reflect the following principles:

Non- discrimination

The Supplier must ensure a professional, respectful, and inclusive workplace where all individuals are treated with dignity. Employment decisions must be based on merit and must not involve discrimination based on race, ethnicity, national origin, disability, religion, sex, sexual orientation, gender identity or expression, age, or any other characteristic protected by law. Particular care must be taken to protect the rights of indigenous peoples, migrant workers, and other vulnerable groups.

Voluntary labor

All work must be freely chosen. The Supplier must not use forced, bonded, indentured, or prison labor under any circumstances.
Human trafficking and any form of involuntary labor (including coercion, threats, deception, or physical restraint) are strictly prohibited.
Employees must be free to leave their employment with reasonable notice.

Regular employment

The Supplier must provide its employees with written employment contracts outlining their terms and conditions, consistent with local legal requirements. Hiring, promotion, and termination practices must be fair, transparent, and lawful. Decisions on pay, benefits, development opportunities, and employment terms must be based solely on experience and skills, ensuring equal pay and equal opportunities for all.

Fair remuneration (wage, benefits and working hours)

The Supplier must comply with all applicable wage and hour laws, including rules on minimum wage, overtime pay, and legally required benefits. Where no legal minimum wage exists, Suppliers must follow ILO guidelines or use cost-of-living benchmarks to set fair pay. Working hours must follow local legal limits, with rest breaks provided.
If overtime is unpaid, equivalent time off must be given as allowed by law, and records of these hours must be kept.

Harassment and abuse

The Supplier must treat their employees with respect and dignity.
The Supplier must not tolerate violent conduct, threats of violence, workplace harassment, workplace sexual harassment, and any other form of harassment, retaliation and other disrespectful or inappropriate behavior in the workplace.
The Supplier shall also establish effective grievance mechanisms to ensure workers can safely raise concerns and seek resolution.

Child Labor / Safeguarding children

SIG does not contract with or purchase any services or products that involve the use of workers below the legal working age. The Supplier must comply with all applicable child labor laws as well as international standards, including the UN Convention on the Rights of the Child and ILO Conventions 138 and 182.
The Supplier is responsible for ensuring that its own suppliers, contractors, and business partners also respect these requirements.

Freedom of association and collective bargains

The Supplier must respect the rights of employees to freely associate, form or join trade unions, and engage in collective bargaining, in accordance with local laws. These rights must be protected without risk of retaliation, intimidation, or harassment.

Safe working environment

The Supplier must ensure a safe and healthy working environment for all employees in compliance with all relevant occupational health and safety laws. This obligation also applies to its own suppliers, contractors, and business partners.
Where the Supplier provides housing, it must also be safe, clean, and meet basic standards of health and safety.
The Supplier’s staff who handle chemicals or other hazardous substances must receive proper training to minimize risks to people and the environment and must be provided with appropriate personal protective equipment (PPE) in line with national and international standards.

Recruitment Practices

Suppliers must not themselves engage in exploitative or abusive recruitment practices, nor may they work with recruitment agencies or intermediaries that do so. In particular, no one involved in recruitment may:

• Require candidates to pay recruitment fees.
• Take bonds, deposits, or other fees that candidates must “work off.”
• Withhold personal documents such as passports, ID cards, or bank cards.
• Offer incentives or loans that bind a person to employment or keep them under the control of the recruiter or employer.

The Supplier is responsible for ensuring that both their own recruitment practices, and those of any agency they use, fully comply with these standards.

Environmental Sustainability and Health & Safety

SIG is a proud member of The United Nations Global Compact, a voluntary United Nations initiative to encourage businesses worldwide to adopt sustainable and socially responsible practices. SIG properties are certified under ISO 14001, ISO 50001, ISO 22000 and ISO 14064.

In line with this commitment, the Supplier must comply with the following requirements.

Ensure compliance with environmental standards

The Supplier must comply with all applicable environmental laws, regulations, and standards. Where relevant, they must implement systems to manage and reduce pollution, waste, and the consumption of water and other natural resources. The Supplier should also be prepared to provide data and reports when requested by SIG to ensure ESG compliance.

Conduct operations lawfully and transparently

All operational activities—including construction, renovation, and restoration—must be conducted in strict compliance with applicable laws and regulations. The Supplier must obtain all necessary permits and licenses before commencing such activities.

Food sustainability, safety and hygiene

The Supplier of food and related products must ensure sustainable sourcing and comply with recognized food safety standards and best practices to protect consumer health. The Supplier must regularly assess and manage risks, provide protective equipment, and maintain ongoing training and emergency preparedness measures. All materials used must comply with applicable chemical and packaging regulations and avoid hazardous substances.

Minimize environmental Impacts

The Supplier must take proactive measures to reduce the environmental footprint of their operations, in line with applicable laws, regulations, and industry best practices. At a minimum, this includes: (a) Efficient use and conservation of natural resources; (b) Reduction of greenhouse gas emissions; (c) Responsible waste management and disposal; and (d) Pollution prevention and control. Suppliers are encouraged to pursue circular economy approaches, renewable energy, and net-zero transition plans.

Anti Greenwashing and claims

The Supplier must ensure that any environmental or social claims about their products, services, or operations are honest, accurate, and supported by evidence. Claims like “eco-friendly,” “green,” or “carbon neutral” must be verifiable, and suppliers should be ready to provide proof when requested. Marketing or labelling claims must follow applicable laws and standards, such as the EU Green Claims Directive.

Responsible Sourcing and Supply Chain Transparency

Where applicable, the Supplier shall carry out regular supply chain checks and be transparent about the sourcing of key raw materials (e.g., timber, palm oil, soy, cocoa, coffee, tea, conflict minerals, and single-use plastics). Sourcing must follow OECD guidance and relevant EU rules on packaging and plastics. Suppliers must be able to show full chain-of-custody records when requested.

Manage hazardous substances responsibly

The Supplier and their supply chains must adhere to all national and international laws and conventions relating to the handling, use, and disposal of hazardous substances, including persistent organic pollutants, mercury, and other environmentally harmful materials.

Biodiversity and Animal Welfare

Where applicable, the Supplier must prevent harm to biodiversity, ecosystems, and protected areas, and comply with relevant biodiversity rules.
The Supplier must follow animal welfare standards, prohibit cruel or exploitative practices, and respect cultural and natural heritage sites, avoiding harm to local communities or the environment.

Business Practices and Ethics

SIG is committed to doing business with integrity and expects Suppliers to abide by the highest standards and have appropriate procedures in place to safeguard against bribery and corruption to avoid even the perception of impropriety or a conflict of interest in all business interactions worldwide.

To uphold this commitment, the Supplier must comply with the following requirements:

Anti-Bribery and corruption

In the context of the services provided, the Supplier is obliged to refrain from any action that constitutes a violation of the provisions on bribery, acceptance of gifts and benefits, or other corruption offenses on the part of its staff. In case of violation of the above, SIG has the right to withdraw from the present Agreement, and the Supplier will not be entitled to any remuneration and will be obliged to return any such that has already been paid. The Supplier acknowledges and agrees that the price under any agreement with SIG shall not be used, directly or indirectly, for contributions in cash or in kind to any political party, political candidate, or for any political purpose.
The Supplier shall implement appropriate antibribery and corruption measures to ensure that their employees, agents, and subcontractors comply with applicable anticorruption laws and/or standards.

Gifts and hospitality

The Supplier must not offer anything of value to obtain or retain a business advantage or to influence the decision-making of SIG or its representatives. Gifts, meals, or entertainment must always be offered with good judgment, discretion, and moderation.

Conflicts of Interests

The Supplier must not seek to obtain preferential treatment or influence SIG employees inappropriately.
All actual, potential, or perceived conflicts of interest must be disclosed in writing to SIG before entering into a business relationship and as soon as such conflict is identified. Disclosures should be made to compliance@saniikos.com.

Use of Assets

The Supplier must protect SIG assets and use them only for authorized SIG business, as directed by SIG. The Supplier must not use SIG assets for personal use.

Accurate reporting and recordkeeping

The Supplier must maintain accurate and truthful records of all business activities with SIG, including financial and contractual documents, in compliance with applicable laws and accounting standards. They must also be transparent in all dealings with regulators, auditors, and authorities.

Competing fairly

The Supplier must not act in an anti-competitive manner that contravenes applicable anti-trust or competition laws.

Anti Money Laundering

Where applicable, the Supplier shall comply with anti-money laundering regulations and must have controls in place to prevent their services or products from being used for illegal purposes, check their business partners carefully, and report any suspicious activity to the authorities as required by law.

Trade compliance and sanctions

The Supplier must comply with all applicable trade laws and sanctions, including those of the U.S., EU, UK, and UN. They must not engage with sanctioned parties or in transactions that breach—or may breach—trade or customs laws.

Publicity and use of names

The Supplier shall not make public that SIG is Supplier’s client without first obtaining SIG’s written approval. Any marketing text, materials, or communications that the Supplier wishes to use in relation to SIG are also subject to SIG’s prior approval.

Confidentiality

The Supplier may receive or have access or potential access to confidential information from SIG or any of its subsidiaries. For this purpose, the following obligations apply:

Obligation of confidentiality

The Supplier shall use confidential information solely for the purpose of fulfilling its obligations under any Agreement signed with SIG.
The Supplier commits to:

1. Maintain the confidentiality and secrecy of the information.
2. Prevent unauthorized access or use.
3. Ensure that all personnel (employees, subcontractors, interns, etc.) involved in the performance of the Agreement adhere to the same confidentiality obligations.

Prohibition of unauthorized use or disclosure

Neither the Supplier nor any person or entity acting on its behalf may reproduce, alter, publish, share, or disclose confidential information to any third party without the prior express written consent of SIG.

Exceptions to Confidentiality Obligations

The confidentiality obligations do not apply to the information that:

1. Was in the public domain at the time of disclosure or later entered the public domain without fault of the receiving party.
2. Was lawfully in the Supplier’s possession before disclosure by SIG and not subject to confidentiality obligations.
3. Must be disclosed by law or pursuant to a governmental or judicial order.
   In such cases, the Supplier shall promptly notify SIG and take reasonable steps to preserve confidentiality.

Definition of Confidential information

The Supplier may receive or have access—actual or potential—to confidential information belonging to SIG or any of its subsidiaries.
Confidential information includes, but is not limited to:

1. Business processes, marketing, and strategic plans.
2. Customer and supplier information.
3. Know-how, methods, functional analyses.
4. Source code, technical specifications.
5. Market studies, statistics, financial and feasibility analyses.
6. Products, materials, samples, formulas, and designs.
7. Personal data subject to privacy regulations.
8. Any information not expressly authorized by SIG for public use or disclosure.

Security and business continuity

The Supplier must safeguard SIG’s data and systems with industry-standard security and cybersecurity measures and maintain tested business continuity and disaster recovery plans as required by law and contract.

Liability of breach Obligations

If confidential information is disclosed, used, or disseminated fraudulently or negligently by the Supplier, the Supplier shall indemnify SIG for any resulting damages and losses. This is without prejudice to any civil or criminal proceedings that SIG may initiate.

Use of Generative AI

The Supplier must never include or input any Personal Data or SIG’s confidential or proprietary information, in any generative AI tools (such as ChatGPT) or similar public AI models.

Personal Data Protection

If the Supplier processes personal data on behalf of SIG, all such processing must be governed by a Data Processing Agreement (DPA) that meets the requirements of Article 28 GDPR and incorporates the following obligations:

General

The Supplier must comply with all applicable data protection and privacy laws, regulations, and standards relating to the processing of personal data under this Agreement, particularly the General Data Protection Regulation (EU) 2016/679 (“GDPR”).
Particularly, the Supplier must:

1. Process personal data only on documented instructions from SIG.
2. Ensure that personnel, employees, agents, and contractors with access to personal data are bound by appropriate confidentiality obligations.
3. Implement appropriate technical and organizational measures to ensure the security of the personal data.
4. Ensure that any engaged third parties or sub-processors comply with the same data protection and confidentiality obligations as set out in this Agreement. The Supplier remains fully liable for any breaches by such third parties or sub-processors.
5. Cooperate with SIG to support the exercise of data subjects’ rights under applicable data protection laws.
6. Assist SIG in complying with its legal obligations, including data security, breach notifications, data protection impact assessments, and consultations with supervisory authorities.

International Data Transfers

The Supplier shall not transfer personal data to a third country or an international organization without prior written consent from SIG, unless legally required to do so. In such cases, the Supplier must notify SIG of the legal requirement prior to the transfer, unless prohibited by law for reasons of public interest.

Personal Data Breaches

The Supplier shall notify SIG without undue delay upon becoming aware of any personal data breach. The notification must include:

1. Details of the breach.
2. Likely consequences.
3. Measures taken or proposed to address and mitigate the breach.

Data Retention and Deletion

The Supplier shall retain personal data only for as long as necessary to fulfill the purposes of the agreement or as required by applicable law.
Upon termination or expiration of the agreement, or at the request of SIG, the Supplier must securely delete or return all personal data, unless retention is legally required.

Audit Rights

SIG reserves the right to audit the Supplier’s compliance with this data protection clause at any time, upon reasonable notice. The Supplier must provide all necessary access and cooperation to demonstrate compliance.

Intellectual Property

Intellectual Property Warranty

The Supplier warrants that all products, equipment, and materials supplied under this Agreement do not infringe any third-party intellectual property rights, including patents, copyrights, trademarks, or designs. In case of any infringement claim, the Supplier shall be solely responsible for resolving the matter and indemnifying SIG against any related liability or cost.

Custom Designs

Any customized designs, drawings, plans, specifications, prototypes, or intellectual creations developed by SIG’s instructions shall be the exclusive property of SIG from the moment of creation. This does not apply to standard retail or catalogue design products where requested changes do not create new intellectual property.

Licensed Content

Where products include software, technology, or other IP-protected items, the Supplier grants SIG a non-exclusive, perpetual, irrevocable, royalty-free license for use, installation, operation, and maintenance in connection with the Agreement’s purpose.

Infringement Remedies

If any supplied product infringes third-party IP rights, the Supplier shall, at its own cost:

1. Secure necessary rights for SIG to continue using the product; or
2. Modify or replace it to avoid infringement.

If neither is possible, the Supplier shall reimburse SIG the full value and cover removal costs.

Improvements Requested by SIG

Any modifications or improvements made at SIG’s request that result in new creations or innovations shall be the sole property of SIG. The Supplier shall assign all related rights, including commercial rights, without time or territorial limits. This does not apply to standard retail or catalogue design products where requested changes do not create new intellectual property.

SIG’s Confidential Designs

All designs, specifications, drawings, and confidential information provided by SIG remain its exclusive property. The Supplier may only use or disclose such information for the purposes of this Agreement and with prior written consent.

Indemnification

The Supplier agrees to indemnify and hold SIG harmless against all claims, damages, losses, or expenses (including legal fees) arising from any infringement of IP rights related to the supplied products.

Published: October 2025