Page 48 - Footprint Employee Handbook 2021

In order to avoid conflicts of interests, officers must disclose to the CPO or the CLO any material transaction or
relationship that reasonably could be expected to give rise to such a conflict for further disposition. Conflicts of
interests involving the senior officers and directors shall be disclosed to the Company’s Chief Executive Officer and
Chief Legal Officer, or if such matter involves the Company’s Chief Executive Officer, to the Company’s Chief Legal
Officer for further disposition by the Company’s Board of Directors. Any such disclosures shall be made prior to
the commencement of such persons’ engagement with the Company, and prior to every occasion in which
a potential conflict of interest could arise. Further, a review of any actual or potential conflicts of interest
will be conducted on at least an annual basis.

Employees, officers and directors who knowingly fail to disclose conflicts of interest or potential conflicts of interest
are subject to disciplinary action, including dismissal or removal from office.

CONTRACTUAL PROVISIONS

All agreements with contractors who are engaged in business transactions with Footprint shall include, as
appropriate, contractual provisions that include anti-corruption representations and undertakings, confirmation of
compliance programs that assure compliance with anti-corruption and other laws, allowing for internal audits of the
contracting party’s records to ascertain such compliance, and allowing for termination of the agreements for breaches
of the foregoing.

PROTECTION AND PROPER USE OF FOOTPRINT ASSETS AND SYSTEMS
Footprint provides various information and technology resources, such as computers, software, telephones,
networks, and other miscellaneous devices intended to maximize employee efficiency and job performance. These
tools are Company property and must only be used in a manner that positively reflects on the Company and our
employees. The sole purpose of Footprint’s equipment and supplies is the conduct of our business. They may only
be used for Footprint business consistent with Footprint’s guidelines.

Limited personal use of these assets may be occasionally permitted on a limited basis, but this use cannot interfere
with your work or job performance, or the work or job performance of your colleagues. Inappropriate or illegal use
of these assets will not be tolerated. Such improper use includes, but is not limited to inappropriate e-mails, logging
on to inappropriate web sites, distributing confidential or proprietary information of Footprint or its Constituent Third
Parties, hacking, pirating software, video or audio files, solicitations, or the distribution of literature.

The Company reserves the lawful right to monitor and inspect, without prior notice, the use by any employee of the
Company’s information and technology resources. Your Footprint assets are to be safeguarded at all times and
comply with IT security and information requirements. You must report any lost or stolen assets immediately.

Protecting Footprint assets against loss, theft or other misuse is the responsibility of every employee, officer, and
director. Loss, theft, and misuse of Footprint assets directly and adversely impact our business. Any such loss,
misuse or suspected theft should be reported immediately to the CPO or the CLO.

CORPORATE OPPORTUNITIES
Employees, officers, and directors are prohibited from taking for themselves any business opportunities that arise
through the use of corporate property, information, or position. No employee, officer or director may use corporate
property, information or position for personal gain, and no employee, officer or director may compete with Footprint.
Competing with Footprint may involve engaging in the same line of business as Footprint, or any situation where the
employee, officer or director takes away from Footprint opportunities for sales or purchases of products or services.
Accordingly, participation by employees in outside business opportunities that are related to the Company’s existing
or proposed lines of business is prohibited.

YOU ARE REMINDED THAT UPON YOUR COMMENCEMENT OF YOUR EMPLOYMENT WITH FOOTPRINT,
EACH EMPLOYEE EXECUTED AN AGREEMENT IN WHICH YOU AGREED THAT YOU WOULD NOT
COMPETE WITH FOOTPRINT.

FAIR DEALING

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