Code of Business Ethics & Compliance

1. Introduction

Pxier Services Inc. is dedicated to conducting business with the highest standards of integrity, transparency, and ethical behaviour. As a leading SAAS provider to the hospitality industry—with solutions including event management, restaurant billing, and SPA management software—we recognize that our reputation is built on trust. This Code of Business Ethics & Compliance (“Code”) sets forth the principles and standards of conduct that all employees, officers, consultants, and third-party representatives must follow.

This Code is intended to guide decision-making and behaviour in every aspect of our business operations and to ensure compliance with applicable laws and regulations, including anti-corruption and anti-bribery statutes. Our commitment to ethical conduct is a key component of our strategic relationship with global partners, including Oracle Corporation.

2. Scope and Applicability

This policy applies to:

• All employees, officers, and directors of Pxier Services Inc.
• Consultants, contractors, and temporary staff working on behalf of the company.
• Third-party representatives, vendors, and partners engaged in business with Pxier.

Every individual covered by this Code must understand and comply with its provisions, regardless of geographic location. This includes strict adherence to both the spirit and letter of all applicable laws and internal policies.

3. Core Principles

3.1. Integrity and Honesty

• Commitment to Truthfulness: All business dealings must be conducted with complete honesty and integrity.
• Respect for the Law: Every individual is expected to understand and comply with all applicable legal, regulatory, and ethical standards.

3.2. Accountability and Transparency

• Clear Recordkeeping: All transactions must be accurately recorded and maintained.
• Responsibility: Employees are personally accountable for their actions and decisions made on behalf of Pxier.

3.3. Fair Competition and Respect

• Competition Based on Merit: We compete fairly based on the quality of our products and services, without engaging in unethical practices.
• Respectful Treatment: All interactions—with customers, suppliers, and competitors—must be conducted respectfully and professionally.

4. Anti-Corruption and Compliance with Laws

4.1. Zero Tolerance for Corruption

• Prohibition on Bribery: No employee, officer, or representative of Pxier Services Inc. may offer, accept, or solicit bribes, kickbacks, or any other improper payments that might influence business decisions.
• Compliance with International Standards: We strictly adhere to relevant anti-corruption laws, such as the U.S. Foreign Corrupt Practices Act (FCPA) and comparable laws in other jurisdictions. For additional context, see the Foreign Corrupt Practices Act.

4.2. Due Diligence and Monitoring

• Regular Audits: Our internal controls include regular audits and compliance reviews to ensure adherence to this Code.
• Training Programs: Employees will participate in ongoing training sessions to understand and implement anti-corruption practices effectively.

4.3. Reporting and Whistleblower Protections

• Confidential Reporting: Any employee or third party who suspects a violation of this Code is encouraged to report the matter immediately through our confidential communication line or to a supervisor.
• Protection Against Retaliation: Reports made in good faith will be protected, and no retaliation will be tolerated against individuals reporting suspected violations.

5. Gifts, Entertainment, and Hospitality

5.1. Definition and General Guidelines

• Gifts and Entertainment: “Gifts” include items or services provided as a gesture of goodwill. Business meals, hospitality, and modest tokens provided during routine business interactions are acceptable if they are customary, infrequent, and do not imply a quid pro quo.
• Nominal Value: Gifts or entertainment with a cumulative value above an internally defined threshold (e.g., USD 100 per calendar year per recipient) require prior written approval from management.

5.2. Permissible and Prohibited Practices

Permissible:

• Occasional business meals or modest hospitality provided as part of normal business interactions.
• Gifts that are promotional in nature (e.g., branded merchandise) and carry minimal intrinsic value.

Prohibited:

• Gifts, entertainment, or hospitality intended to influence a business decision or gain unfair advantage.
• Any arrangement where a gift or favor could be perceived as creating an obligation or conflict of interest.

Recordkeeping: All instances of gifts and entertainment must be documented, with clear records maintained for audit purposes.

5.3. Specific Considerations for Government Officials

• Strict Prohibition: Under no circumstances shall any gift, hospitality, or favor be extended to government officials if it is intended to influence an official act or decision.
• Legal Compliance: All engagements with public officials must adhere to the highest ethical standards and applicable legal requirements.

6. Payment of Commissions and Incentives

6.1. Transparency and Fairness

• Documentation: Any commissions or incentives paid must be fully documented, clearly reflecting the rationale, amount, and approval process.
• Industry Standards: Commission structures must be competitive yet transparent, ensuring that they reflect fair market practices and do not serve as a means to unduly influence business outcomes.

6.2. Approval Process

• Internal Controls: All commission arrangements must be approved by the relevant management and/or compliance teams prior to implementation.
• Monitoring: These arrangements will be subject to periodic review to ensure they remain consistent with company policy and legal standards.

7. Conflicts of Interest

7.1. Identification of Conflicts

• Personal vs. Business Interests: Employees must avoid any situation in which personal interests conflict with the interests of Pxier. This includes, but is not limited to, investments, outside employment, or personal relationships with vendors or customers.
• Disclosure Requirements: Any potential conflict of interest must be disclosed immediately to the relevant supervisor or compliance officer.

7.2. Managing Conflicts

• Preventative Measures: When a conflict is identified, steps will be taken to manage or eliminate the conflict to ensure objective decision-making.
• Annual Certification: Employees may be required to certify annually that they have no undisclosed conflicts of interest.

8. Confidentiality and Data Protection

8.1. Confidential Information

Definition: Confidential information includes all technical, commercial, and financial data related to Pxier, its customers, suppliers, and business partners.

Obligations: Employees must maintain the confidentiality of such information and must not disclose it to unauthorized parties without explicit, written consent.

8.2. Handling and Storage

• Secure Storage: All confidential information must be stored securely and only accessed by individuals with a legitimate need.
• Post-Employment: The obligation to protect confidential information continues even after employment with Pxier ends.

8.3. Compliance with Data Protection Laws

Legal Requirements: Our practices comply with all relevant data protection regulations (for example, GDPR for European data subjects).

9. Financial Integrity and Company Assets

9.1. Accurate Recordkeeping

• Books and Records: All financial transactions must be recorded accurately and in a timely manner. False or misleading entries are strictly prohibited.
• Internal Controls: Employees are expected to adhere to internal accounting policies and report any discrepancies immediately.

9.2. Use of Company Assets

• Proper Use: Company assets, including cash, equipment, and proprietary software, must be used exclusively for legitimate business purposes.
• Prohibition of Misuse: The unauthorized use or misappropriation of company assets is grounds for disciplinary action and may result in legal consequences.

10. Employee Conduct and Workplace Behavior

10.1. Professional Behaviour

Standards of Conduct: Employees are expected to conduct themselves professionally at all times, whether on company premises, during business travel, or when representing Pxier externally.

Zero Tolerance: Dishonest, illegal, or unethical behavior is not tolerated under any circumstances.

10.2. Substance Abuse and Workplace Safety

Prohibited Conduct: The use of illegal drugs, abuse of alcohol, and other behaviors that impair judgment are strictly forbidden.

Safety Policies: All employees must adhere to workplace safety protocols and report any unsafe conditions or practices immediately.

10.3. Discrimination and Harassment

Inclusive Environment: Pxier is committed to maintaining a workplace free of discrimination, harassment, and retaliation.

Reporting Mechanism: Any employee who experiences or witnesses discrimination or harassment should report the incident immediately to Human Resources.

11. Reporting Violations and Compliance Monitoring

11.1. Reporting Procedures

Internal Channels: Employees are required to report any suspected violations of this Code through established internal channels, such as their immediate supervisor, Human Resources, or directly to the Compliance Office.

Anonymous Reporting: A confidential hotline is available for anonymous reporting of unethical behavior. The details of this hotline are available on our internal website.

11.2. Investigation and Resolution

Prompt Investigation: All reported concerns will be investigated promptly and thoroughly. Cooperation with any internal or external investigation is mandatory.

Corrective Actions: If a violation is confirmed, appropriate corrective measures will be taken, including disciplinary action, retraining, or termination.

11.3. No Retaliation

Protection for Whistleblowers: Pxier strictly prohibits retaliation against any employee who, in good faith, reports a violation of this Code. Such protections extend to all individuals involved in a report.

12. Disciplinary Action

12.1. Enforcement

Consequences: Violations of this Code may result in disciplinary action, including reprimand, suspension, demotion, or termination, as well as potential legal action.

Due Process: Disciplinary measures will be implemented in a fair and consistent manner, ensuring that all individuals receive due process.

12.2. Management Responsibility

Oversight: Supervisors and managers are responsible for enforcing this Code and ensuring that their teams understand and adhere to its principles.

Documentation: All disciplinary actions taken will be documented and retained as part of the company’s compliance records.

13. Training, Communication, and Acknowledgment

13.1. Regular Training

Mandatory Programs: All employees will receive regular training on this Code and related compliance matters to ensure a full understanding of their responsibilities.

Updates: Training materials will be updated periodically to reflect changes in law, industry standards, and company policy.

13.2. Communication

Accessibility: This Code will be published on the company intranet and available to all employees. Updates and amendments will be communicated promptly.

Open Dialogue: Employees are encouraged to seek clarification on any aspect of this Code from their supervisors or the Compliance Office.

13.3. Annual Acknowledgment

Certification: Each employee must sign an acknowledgment form annually, confirming that they have read, understood, and agree to comply with the terms of this Code.

14. Administration and Review

14.1. Oversight Committee

Ethics Committee: An Ethics Committee has been established to oversee the implementation of this Code, review any reported issues, and recommend changes as necessary.

Regular Reviews: This Code will be reviewed at least annually by the Ethics Committee to ensure that it remains relevant and effective.

14.2. Amendments

Policy Updates: Changes or updates to this Code will be approved by senior management and communicated to all employees. Amendments will also be posted on our website.

15. Implementation

Pxier Services Inc. is committed to continuous improvement of its ethics and compliance program. The responsibilities of every employee—from senior management to the individual contributor—are integral to ensuring that our business practices remain ethical, legal, and transparent.

For any questions regarding this policy or its implementation, please contact our Compliance Officer at:

Email: Pxier Support
Website: Compliance

This document serves as the official Code of Business Ethics & Compliance for Pxier Services Inc. and must be adhered to by all persons conducting business on behalf of the company. By continuing to work with or for Pxier Services Inc., you agree to abide by the principles and guidelines set forth herein.