Article 1 – For the purposes of this Code of Ethics and Conduct, the following terms defined here will have the following meanings, whether in the singular or plural and regardless of gender:
I. Company: ICT CONSULTORIA EM TECNOLOGIA
II. Affiliate: a company in which ICT CONSULTORIA EM TECNOLOGIA has more than 20% of the capital;
III. Public Agent: any agent, representative, employee, director, council member, or any person exercising, even temporarily and without remuneration, a position, function, or job, elected or appointed, in any entity, department, government agency, including any entities of the Executive, Legislative, and Judiciary powers, direct or indirect public administration, mixed-capital companies, public foundations, national or foreign, public international organization, or any political party, including candidates running for public office in Brazil or abroad;
IV. Code: this present Code of Ethics and Conduct of ICT CONSULTORIA EM TECNOLOGIA
V. Policy: any procedure, rule, or guideline of ICT CONSULTORIA EM TECNOLOGIA
VI. Members: all individuals who work in and for ICT CONSULTORIA EM TECNOLOGIA LTDA., including councilors, directors, employees, interns, and apprentices;
VII. Anti-Corruption Law: Law No. 12.846, of August 1, 2013, and its respective regulation;
VIII. Bidding Law: Law No. 8.666, of July 21, 1993;
IX. Administrative Improbity Law: Law No. 8.429, of June 2, 1992;
X. Money Laundering Law: Law No. 9.613, of March 3, 1998; and
XI. Third Parties: refers to any individual or legal entity that acts on behalf of, in the interest of, or for the benefit of ICT CONSULTORIA EM TECNOLOGIA, provides services, or supplies other goods, as well as business partners, including, without limitation, resellers, channels, agents, consultants, suppliers, or other service providers.
Article 2 – The provisions of this Code must be observed by all Affiliates, members of ICT CONSULTORIA EM TECNOLOGIA LTDA., Third Parties providing any type of service to ICT CONSULTORIA EM TECNOLOGIA LTDA., whether directly or indirectly, as well as associations or any other entities or individuals, whether legal or physical, with whom ICT CONSULTORIA EM TECNOLOGIA LTDA. interacts sporadically or habitually.
Article 3 – This Code of Ethics is based on the Integrity Program of ABES – Brazilian Association of Software Companies, to which ICT CONSULTORIA EM TECNOLOGIA LTDA. has adhered as a member, and aims to establish the expected conduct of the individuals mentioned in the previous article, as well as to institute the rules for the main procedures adopted by ICT CONSULTORIA EM TECNOLOGIA LTDA.
Article 4 – The formulation of this Code was based on the missions, principles, and values of ICT CONSULTORIA EM TECNOLOGIA LTDA. and in compliance with the current legislation, including, but not limited to, the Anti-Corruption Law.
Article 5 – The missions of ICT CONSULTORIA EM TECNOLOGIA LTDA. are:
I. To promote a rich and differentiated work environment for our collaborators, produce solid results for our investors and partners, bring continuous innovation to the market, and provide information technology services that offer our clients a competitive advantage.
Article 6 – The values of ICT CONSULTORIA EM TECNOLOGIA LTDA. are established and must be observed in all relationships involving its Affiliates, Members, Third Parties, or any other collaborators in carrying out their activities related to ICT CONSULTORIA EM TECNOLOGIA LTDA.:
I. Integrity: to act with honesty, truthfulness, and fairness to all, without violating the internal rules of ICT CONSULTORIA EM TECNOLOGIA LTDA. or any applicable legislation;
II. Transparency: to adopt clear and transparent commercial practices, without hidden agendas;
III. Commitment: to act seriously, making the best efforts to achieve the missions of ICT CONSULTORIA EM TECNOLOGIA LTDA.
Article 7 – The missions, principles, and values of ICT CONSULTORIA EM TECNOLOGIA LTDA. should be disseminated, whenever possible, in all training, lectures, and events.
Section I – Commercial Activity of Affiliates
Article 8 – During their activities, Affiliates must seek the best interest of their clients, respecting the ethical standards of conduct outlined in this Code and valuing fair competition.
Paragraph only: It is prohibited for Affiliates to engage in any unfair acts that may harm their clients, partners, and/or competitors or negatively impact the group’s reputation in the market, such as irregular pricing, misleading advertising, and the dissemination of false information.
Article 9 – Affiliates will only propose to execute services for which they are perfectly capable of performing, neither suggesting nor accepting the execution of work that they do not consider appropriate for their clients.
Article 10 – In their contacts with clients, Affiliates must clearly define the work to be performed, the objectives to be achieved, the means proposed, the difficulties and acceptable limitations, as well as establish or estimate the conditions of prices and execution time.
Article 11 – In contracts with clients, the company affiliated with ICT CONSULTORIA EM TECNOLOGIA LTDA. establishes clearly and precisely the duties, obligations, responsibilities, and rights of both parties to the business.
Article 12 – When seeking the hiring of their services and products, Affiliates must never make disparaging references about their competitors to enhance their own work, although they may alert the client to proposals that, in their judgment, are poorly formulated and do not represent the client’s true interests.
Article 13 – ICT CONSULTORIA EM TECNOLOGIA LTDA. may restrict the issuance of commercial proposals requested by Resellers or Channels that are being investigated or prosecuted for violating the Anti-Corruption Law, Bidding Law, Administrative Improbity Law, or Money Laundering Law.
Article 14 – All Affiliates, as well as all Members, Third Parties, and other collaborators of ICT CONSULTORIA EM TECNOLOGIA LTDA., in carrying out their activities aimed at ICT CONSULTORIA EM TECNOLOGIA LTDA., must act and make their decisions in the best interest of ICT CONSULTORIA EM TECNOLOGIA LTDA., aiming to avoid conflicts of interest, even if apparent.
Article 15 – The individuals mentioned in the previous article must communicate to the Presidency and the Compliance Officer of ICT CONSULTORIA EM TECNOLOGIA LTDA., if their personal interests may interfere with the performance of their activities and duties with ICT CONSULTORIA EM TECNOLOGIA LTDA.
Article 16 – Members or any other collaborator of ICT CONSULTORIA EM TECNOLOGIA LTDA., who have decision-making power, may not deliberate on matters in which they have personal interests capable of influencing their impartiality.
Article 17 – It is prohibited for Affiliates, Members, Third Parties, and other collaborators of ICT CONSULTORIA EM TECNOLOGIA LTDA. to offer, promise, make, authorize, or provide (directly or indirectly) any undue advantage, payments (including facilitation payments), gifts, or the transfer of anything of value to any person, whether a public agent or not, to influence or reward any official action or decision of such a person for personal benefit or that of ICT CONSULTORIA EM TECNOLOGIA LTDA.
Paragraph only: In addition to the acts mentioned in the caput, all other actions or omissions that may constitute violations of the principles and values of ICT CONSULTORIA EM TECNOLOGIA LTDA., current legislation, especially the Anti-Corruption Law, the Administrative Improbity Law, the Bidding Law, and the Money Laundering Law, are prohibited.
Article 18 – The individuals mentioned in Article 17 have the duty to communicate to ICT CONSULTORIA EM TECNOLOGIA LTDA. any violation and suspicion of violation of the prohibited conducts in the caput and sole paragraph of the referred article.
Article 19 – All contracts executed in the name of ICT CONSULTORIA EM TECNOLOGIA LTDA. must contain an anti-corruption clause, and all Affiliates and Third Parties must be encouraged to adopt anti-corruption clauses in other contracts they may enter into.
Article 20 – Whenever possible, Affiliates, Members, Third Parties, and other collaborators of ICT CONSULTORIA EM TECNOLOGIA LTDA. must promote corporate social responsibility in their relationships with suppliers, customers, and other partners.
Article 21 – ICT CONSULTORIA EM TECNOLOGIA LTDA. promotes strict monitoring of its internal policies and the activities of its Members and Third Parties to prevent illegal practices, adopting a zero tolerance policy for corruption, fraud, or misconduct.
Article 22 – All individuals mentioned in this Code, in addition to the Code of Ethics of ABES – Brazilian Association of Software Companies, must report any conduct that contradicts the provisions of this Code and other applicable legislation.
Paragraph only: Reports may be made in person or anonymously through the channels established by ICT CONSULTORIA EM TECNOLOGIA LTDA. for this purpose.
Article 23 – It is prohibited for any Member, Affiliate, or Third Party to retaliate against anyone who, in good faith, reports violations of this Code or any applicable law or regulation.
Article 24 – Non-compliance with the provisions of this Code will subject the infractor to disciplinary measures, which may include, but are not limited to, written warnings, suspension, and termination of the employment relationship or service provision agreement.
Article 25 – This Code of Ethics and Conduct comes into effect on the date of its publication and can be amended or revoked at any time, upon deliberation by the Board of Directors of ICT CONSULTORIA EM TECNOLOGIA LTDA.