SUPPLIER CODE OF CONDUCT (VENDORS)
Litera values integrity, transparency, and respect for people and the planet, and expects all Vendors to meet basic standards for ethical conduct and legal compliance, ensuring their teams understand and follow this Code.This Supplier Code of Conduct applies to all third party vendors, consultants, developers, Vendors, subcontractors, agents, and other third parties and non-Litera employees (“Vendors”) of Litera.
1. Compliance with Laws
Vendors and their affiliates must comply with all applicable laws and regulations, including those covering anti-bribery, competition, export controls, labor, health and safety, environment, data protection, privacy, cybersecurity, and intellectual property.
2. Data Protection and Confidentiality
Vendors must protect Litera’s confidential, proprietary, and trade secret information by using it only for authorized purposes and limiting access to those who need it. They are required to comply with all relevant data protection laws and contractual terms, including practices such as data minimization, purpose limitation, implementing security safeguards, and providing breach notifications.
3. Security
To the extent applicable, Vendors must also maintain strong administrative, technical, and physical safeguards such as encryption, access controls, secure development, vulnerability management, and incident response, notify Litera of any actual or suspected data breach or security incident affecting Litera Information - in accordance withInformation Security Requirements .
4. Labor, Human Rights and Workplace Conduct
Vendors must uphold internationally recognized human rights and fair labor practices by ensuring equal opportunity without discrimination, respecting freedom of association and collective bargaining, paying at least the legal minimum wage with all required benefits, complying with laws on working hours and rest, prohibiting forced or child labor, and providing a safe, healthy workplace with proper training, hazard controls, and incident reporting. Vendors are expected to maintain a professional work environment characterized by zero tolerance for harassment, violence, or intimidation. Additionally, Vendors must ensure a drug-free workplace and that all workers are fit for duty at all times. The use or presence of offensive, pornographic, or unlawful materials on or through Litera assets is strictly prohibited.
5. Environmental Responsibility
Vendors must minimize their environmental impact by complying with all applicable environmental laws, reducing energy, water, and material use, preventing waste and managing emissions and hazardous materials responsibly. They are also expected to pursue pollution prevention, recycling, and sustainable sourcing.
6. Intellectual Property and Technology Use
Vendors must respect the intellectual property rights of Litera and third parties, including patents, copyrights, trademarks, and trade secrets. They must use only properly licensed software and comply with all license terms, including open-source obligations. Access to Litera systems must be authorized, and Vendors must not bypass security controls or introduce malicious code.
7. Conflicts of Interest
Vendors should avoid engaging in any activities that might create, or seem to create, a conflict between their personal interests and their responsibilities to Litera. If an actual or potential conflict of interest arises, it must be promptly disclosed to Litera, and any mitigation efforts should be implemented only with Litera’s approval.
8. Protection and Use of Company Assets
Litera assets—including equipment, facilities, software, data, and information, must be used exclusively for authorized business purposes. Vendors are responsible for safeguarding these assets against loss, theft, misuse, and unauthorized access. Upon request or contract termination, assets should be returned or securely destroyed in accordance with all legal and contractual requirements.
9. Fair Dealing and Trade Practices
Vendors are expected to conduct business with fairness and integrity when dealing with Litera, its customers, and all stakeholders. They must accurately represent their qualifications, capabilities, and pricing, ensuring transparency and honesty in all communications. The misuse, concealment, or misrepresentation of privileged information is strictly prohibited.
10. Corruption and Financial Crime
Vendors must uphold a zero-tolerance approach to bribery, corruption, fraud, and all other financial crimes. Vendors must not engage in trading or provide tips to others based on material non-public information acquired through their work with Litera. Vendors are required to comply with all applicable anti-bribery, anti-corruption, anti-fraud, anti-money laundering, counter-terrorism financing, and insider trading laws, both locally and internationally. Vendors must never engage in corrupt or fraudulent practices, including offering or accepting bribes, kickbacks, inducements, or inappropriate gifts and hospitality nor manipulate procurement processes or misappropriate funds. All business must be conducted transparently, with due diligence to ensure reputable third-party relationships, and a demonstrated culture that actively opposes and prevents corruption and financial crime.
11. Recordkeeping and Accounting
Vendors are required to maintain complete, accurate, and auditable records of all transactions related to Litera, ensuring that there is no falsification or misclassification of information. They must also preserve these records in accordance with all applicable legal and contractual retention requirements and are expected to implement legal holds whenever notified by Litera.
12. Raising Questions and Enforcement
Vendors are required to promptly report any suspected violations of this Code, applicable laws, or contractual terms. The primary point of contact for such reports should be the Supplier’s Litera business contact, or alternatively, the Legal Department can be reached at legal@litera.com . Litera strictly prohibits any form of retaliation against supplier personnel who make good-faith reports. In addition, Vendors are expected to fully cooperate with any investigations and remediation efforts conducted by Litera.
13. Management Rights and At-Will Employment
Litera may update this Code, audit compliance, and require corrective actions, training, or termination of non-compliant subcontractors. This Code does not change any employee’s at-will status or create an employment relationship between Litera and Supplier personnel.
14. Modern Slavery Compliance.
To the extent applicable, the Supplier shall comply with all applicable modern slavery and human trafficking laws, statutes, and regulations, including but not limited to the UK Modern Slavery Act 2015 and the Australian Modern Slavery Act 2018. The Supplier shall take reasonable steps to ensure that slavery, servitude, forced or compulsory labor, and human trafficking are not taking place in any part of its business or supply chain. The Supplier shall, upon request, provide Litera with information regarding its efforts to prevent modern slavery and human trafficking and shall promptly notify Litera of any actual or suspected breach of this clause.
15. Violations
If Vendors fail to comply with this Code, Litera may take a range of actions, including implementing corrective measures, suspending work, terminating contracts, removing Vendors from approved lists, seeking recovery of damages, referring matters to the appropriate authorities, and pursuing any other remedies available to Litera.
16. Acknowledgement
The Supplier confirms that they have received, understand, and agree to adhere to this Code. Furthermore, the Supplier commits to ensuring that all of their employees, agents, and subcontractors involved in supporting Litera’s business also comply with the requirements outlined in this Code.