TaskUs, together with its affiliated subsidiaries, is committed to fair, ethical, and transparent business practices. In line with this commitment, all suppliers (“Suppliers”) are required to uphold and adhere to the standards outlined in this Code when conducting business with TaskUs. These standards apply to both current and prospective Suppliers and Suppliers agree that this Code extends to their parent companies, subsidiaries, affiliates, employees, subcontractors, and other entities involved in fulfilling obligations to TaskUs.

This Code is deemed incorporated in every contract or agreement TaskUs enters into with its Suppliers. Failure to comply with the provisions of this Code may affect current and future business with TaskUs.

Suppliers must comply with all applicable local and international laws, regulations, and rules related to the provision of its products or services to TaskUs. Suppliers must also perform their obligations in accordance with industry standards and best practices, and meet the highest standards of quality and safety.

Suppliers must compete fairly and avoid antitrust and anti-competitive practices, including price-fixing and collusion, and must maintain accurate books and records, in accordance with lawful and relevant accounting practices.

Suppliers are expected to maintain the highest ethical standards across all business operations, relationships, sourcing, and practices. Suppliers must not engage in any unethical, inappropriate or criminal activity including but not limited to acts of corruption, extortion, embezzlement, bribery, and must strictly comply with all applicable laws and regulations.

1. Anti-Bribery
   

   Suppliers shall not offer or give anything of value to TaskUs employees, officers, agents, or representatives in return for favorable decisions, confidential information, or actions amounting to favoritism or corruption. Suppliers must immediately report any attempts by TaskUs personnel to solicit improper benefits or engage in corrupt practices.

2. Anti-Corruption
   

   TaskUs adheres to a zero-tolerance policy against bribery and corruption. As such, Suppliers must comply with all applicable anti-corruption laws, including the U.S. Foreign Corrupt Practices Act (FCPA), the UK Bribery Act, the Organization for Economic Cooperation and Development (“OECD”) Anti-Bribery Convention, Anti-Graft and Corruption Practices Act of Philippines (RA3019), The Prevention of Corruption Act of India, and all applicable anti-corruption laws worldwide.

   Suppliers undertake and warrant to TaskUs that it, shall not, directly or through third parties, offer, promise, give, approve, or authorize the giving of, anything of value to any person or any entity for the purpose of:

   1. Securing any improper advantage for TaskUs;
   2. Inducing or influencing a public official improperly to act or refrain from acting in a way that helps Supplier or TaskUs gain or retain business, or direct business to any party;
   3. Inducing or influencing a public official to use their influence with any government or international organization for such purpose.
   
   
3. Conflict of Interest
   

   Suppliers must disclose any actual or potential conflicts of interest that may compromise its objectivity, independence, or fairness in delivering goods or services to TaskUs.

   A conflict of interest arises when a Supplier, its officers, employees, or related parties have personal (including family ties or current or former employment with TaskUs or any TaskUs client), financial, or other interests or commitments that may compromise the Supplier’s ability to act in the best interests of TaskUs or could influence TaskUs’ business dealings with the Supplier. Supplier shall make these disclosures in writing to TaskUs’ designated representative within fifteen (15) days of becoming aware of any such relationship. Failure to make such declaration shall be construed as a conflict of interest and grant TaskUs the right to terminate the contract for violation of this Code.

4. Sanctioned Countries
   

   The Vendor represents and warrants the following:

   1. The Vendor, its subsidiaries and affiliates, branches, agents, or distributors, including its connected parties (Beneficial Owners, Directors, Executive Managers) are not currently subject of any economic sanctions administered or enforced by the United Nations Security Council (UN), European Union and its member states (EU), Her Majesty’s Treasury-United Kingdom (UKHMT) and the Treasury’s Office of Foreign Assets Control (OFAC);
   2. It does not have any presence or assets located in Crimea (territory), Cuba, North Korea, Iran, and Syria or any counties that will be added to the Sanctioned Countries list (“Sanctioned Countries”) nor does it have any direct or indirect, planned or committed capital expenditures or investments in these Sanctioned Countries;
   3. It does not have any current business activity in the Sanctioned Countries or with the Governments of Countries subject to Sanctions.
   
   
5. Respectful Conduct Toward TaskUs Personnel
   

   Suppliers must treat all TaskUs employees, clients, representatives, and other suppliers with professionalism, courtesy, and respect. Any form of harassment, discrimination, intimidation, or inappropriate behavior toward the aforementioned will not be tolerated. Suppliers are expected to foster a collaborative and respectful working relationship that upholds the values and reputation of both parties.

Suppliers shall comply with all applicable human rights laws, statutes, regulations, codes and standards.

Accordingly, Suppliers must treat their employees, personnel, and suppliers with dignity and respect, and uphold the highest standards of human rights and adhere to the following principles:

1. Compliance with Labor Standards
   

   Suppliers must comply with all applicable labor laws, rules, and regulations, including those governing fair wages and benefits, reasonable working hours, freedom of association, and other relevant labor standards.

2. Anti-Slavery and Child Labor
   

   Suppliers must not engage in any form of modern slavery, including forced labor, bonded labor, involuntary prison labor, slavery, or human trafficking. All work must be voluntary, and workers shall be free to leave their employment after reasonable notice. Suppliers must comply with all applicable laws related to modern slavery and are expected to take proactive measures to prevent, detect, and remediate any instances of forced labor within their operations and supply chains.

   Suppliers must ensure that their employees meet the minimum legal age, subject to lawful exceptions.

3. Social Impact and Inclusion
   

   Suppliers must provide equal opportunities for employment and advancement and must prohibit discrimination and harassment on the basis of age, disability, ethnicity, gender, marital status, nationality, political affiliation, race, color, religion, sexual orientation, gender identity, union membership, or any other status protected by law. Suppliers are encouraged to promote diversity and inclusion in hiring and advancement.

4. Anti-harassment and Anti-Discrimination
   

   Suppliers must promote a work environment free from harassment, bullying, and discrimination, including any form of physical, verbal, sexual, or emotional abuse, inhumane or degrading treatment, corporal punishment, threats, or intimidation. Suppliers must provide their employees with measures to prevent and address any form of harassment or discrimination.

Suppliers must comply with all applicable local health and safety laws and regulations, and provide a safe and healthy working environment, including necessary protective equipment, emergency preparedness, and occupational health standards.

When operating on premises owned, leased, or managed by TaskUs, the Supplier must adhere to all site-specific rules and regulations.

Suppliers must comply with all applicable environmental laws, regulations, and standards in the jurisdictions where they operate. Suppliers must actively work to reduce emissions, pollutants, and waste, and adopt environmentally responsible practices.

Suppliers must maintain accurate records of business activities, labor, health, safety, and environmental practices, and must disclose such information truthfully and transparently to appropriate parties.

Suppliers shall only engage in truthful, accurate, and transparent marketing and communication practices, avoiding any misleading or deceptive claims about their products, services, or business practices.

Suppliers must not disclose any confidential information belonging to TaskUs to any third party without TaskUs’ prior written consent. If disclosure is required by law, regulation, or court order, the Supplier must, to the extent legally permitted, provide TaskUs with prior written notice to allow TaskUs to seek appropriate protective measures.

Suppliers shall implement robust security measures to safeguard any proprietary or confidential information shared by TaskUs or its clients during the course of their business relationship. This includes, but is not limited to, maintaining secure systems, implementing data protection protocols, and ensuring that only authorized personnel have access to such information, if applicable.

Any suspected or actual breaches of confidentiality must be reported immediately to TaskUs.

Suppliers must respect and protect all intellectual property rights of TaskUs and third-parties. Suppliers are required to take all necessary measures to prevent unauthorized use, disclosure, or distribution of TaskUs’ intellectual property or that of its clients and partners. Suppliers must only use TaskUs intellectual property or confidential information for the purpose of fulfilling their contractual obligations.

Suppliers shall not infringe upon the intellectual property rights of any third party in the performance of their obligations.

Suppliers must ensure compliance with all the globally applicable data protection laws, directives, government and/or regulatory guidance and industry best practices providing for the collection, processing, protection, transfer, access, and storage of personal information in the countries they operate in and the jurisdictions where services are provided to TaskUs.

Suppliers providing services that require the handling of personal or sensitive personal information shall have adequate and demonstrable data protection and security governance in place. All such information must be kept confidential and protected from unauthorized access, destruction, use, modification, and disclosure through the implementation of appropriate technical and/or organizational measures.

The Supplier shall be required to inform TaskUs of its security measures from time to time and shall ensure that its sub-processors also adhere to equivalent data protection standards. The Supplier must also obtain TaskUs prior approval before engaging any sub-processors and grant TaskUs the right to audit their compliance with data protection requirements. In the event of a data breach or security incident, the Supplier must notify TaskUs promptly and take appropriate actions to mitigate the impact.

To the extent applicable, Suppliers warrant, represent, and certify that any personal information, including sensitive personal information, disclosed or made available by TaskUs to the Supplier in connection with the performance of the services shall not be used, directly or indirectly, to train, fine-tune, test, or otherwise develop any artificial intelligence systems or machine learning models, whether proprietary or third-party.

TaskUs reserves the right to request the Supplier to enter into a separate Data Protection Agreement if deemed necessary.

The Supplier is encouraged to help foster social and economic development and contribute to the sustainability of the communities in which it operates.

TaskUs conducts business ethically, responsibly, and with strong commitment to make a positive impact on the environment, local communities, and the society.

Suppliers are encouraged to share this commitment through various activities such as environmental awareness and improvement initiatives, advocacy for human rights and social justice, charitable donations and fundraising efforts for community development, and other activities that promote health, education, safety, and well-being. TaskUs prioritizes partnerships with Suppliers that align with the same values and integrate these commitments into their own operations.

TaskUs believes that shared participation in these efforts strengthens the connection between its employees, suppliers, and the communities it serves.

Suppliers shall regularly evaluate their own and their subcontractors’ facilities and operations to ensure compliance with this Code and applicable laws. TaskUs reserves the right to conduct or commission audits of Suppliers’ operations and facilities, including verifying compliance of this Code and to require remedial action if necessary.

TaskUs may modify this Code at any time, and without notice, to maintain compliance with any legal and/or regulatory requirements and to align with any TaskUs policies, standards, practices, and/or organizational changes.

TaskUs has established secure communication channels to encourage the Supplier to report suspected or actual violations of this Code. Anonymous reporting is allowed through the TaskUs Integrity Line available at Ethics Line reporting or through [email protected] and [email protected]. Suppliers can also convey its questions or concerns via these email addresses.

TaskUs assures the Supplier that all information or complaints shall be treated strictly confidential and that it shall not tolerate any act of retribution, retaliation or harassment, or any threat or attempt thereof, by anyone against a concerned Supplier who has, in good faith, sought out advice or has reported questionable behavior and/or a possible violation of this Code. TaskUs shall take the appropriate disciplinary action and/or impose the necessary sanction on anyone who threatens or commits such retaliatory act and/or act of harassment against the Supplier.

Breach of this Code of Conduct may result in the imposition of sanction/s on the erring Supplier, depending on the nature and gravity of the breach. The range of sanctions which TaskUs may impose shall include, but is not limited to the following:

1. Formal warning that the continued non-compliance will lead to the imposition of a more severe sanction;
2. Immediate termination of contract, without recourse;
3. Exclusion of the Supplier from present and future procurement activities,

The foregoing sanctions shall be without prejudice to any legal action which TaskUs may pursue for the protection of its rights and interests.