CODE OF CONDUCT

Participants may receive access to our internal work, resources, proprietary information, intellectual property, and platforms. They either join select projects, or are able to request to contribute and join a number of projects, and are recognized for the work they are a part of*. They are able to share any public material that A77 has made readily available to the public through the website or social media. When financial benchmarks for projects are reached, they will be the first considered for joining the team full-time. Those part of any and all types of collaborative and/or participatory programs must adhere to the Code of Conduct.

A77 reserves the right to review and approve or reject any Participant applications at its discretion. Submitting an application or completing the Participation Agreement does not mean enrollment as a Participant as part of the Participant community. Applications will be reviewed, assessed and approved or rejected. Accepted Participants may be subject to review or to re-complete various forms, applications, and waivers as requested by A77 Inc.

The A77 Inc. (hereby referred to as ‘A77’) code of conduct (the “Code”) is one of the ways we hold ourselves accountable to the highest ethical standards as an organization. The Code should be used as a yardstick against which our day-to-day interactions are measured. Every A77 team member should understand and uphold the Code and its values. The Code should be used as the ultimate reference point for any team member who witnesses behaviour that makes them uncomfortable or raises concerns. Please note agreement to the Code is required for any collaboration, participation, or partnership with A77 and as legally binding.

Who must follow our code?

Every single team member at A77 is expected to follow the code of conduct, including participants, our senior leadership and board of directors. Every team member, no matter their role or position, plays an integral part in building an inclusive company culture where all feel welcome and empowered regardless of gender, race, ethnicity, sexual orientation, disability, or any other facet of identity. As such, every team member is responsible for adopting and upholding the principles outlined in the Code. The Code also applies to A77 vendors. Failure to comply with the values outlined in the Code can result in termination of the relationship between the service provider and our company. A77 reserves the right to terminate at any time agreements or working relationships with but not limited to Participants, Collaborations, Partnerships at its discretion.

What should I do if I have a question or concern pertaining to the code?

If you have a question about the Code or you witnessed something concerning that you think violates the Code—speak up! We are relying on you to help us uphold our values and principles, which sometimes means calling attention to questionable or outright unethical behaviour. We cannot expect that challenges will not arise, but we can commit to approaching every situation by being ready to listen, take ownership and adopt meaningful solutions.

If you have a concern, you can approach your manager, your HR representative or a member of the ethics, diversity, and inclusion committee [if applicable]. You can submit any concerns or report any incidents through the incident form in this link. This code of conduct is subject to change at any time. As we evolve, so will our code of conduct.

No retaliation
A77 prohibits any retaliation against any team member who comes forward with a concern. Retaliation refers to a negative reaction suffered by a team member after they draw attention to inappropriate or unethical behaviour. Retaliation includes but is not limited to termination, demotion, reduction of work hours, reassignment, third-party reprisals (e.g., terminating someone with a close relationship to a team member) and more.

Definitions

Team members refers to participants, employees, contractors, collaborators, and volunteers.

I. Our principles

At A77 we are governed by a core set of principles that contribute to a diverse and inclusive culture. We believe that every A77 team member should feel welcome and empowered to do their best work regardless of gender, race, ethnicity, sexual orientation, cognitive style, disability, age, or any other piece of their identity. We do not tolerate harassment, discrimination, or exclusionary behaviour in any form, and we are committed to continuously dismantling systemic racism, sexism, homophobia, and other unconscious biases in the workplace.

• Diversity
  At A77, our goal is to build a workforce representative of the communities we serve. Commonly, diversity refers to the prevalence of visible minorities in the workplace, but can also be expanded to include variety in backgrounds, experience, places of origin, sexual identities, gender, ages and more.

• Inclusion
  Getting talent through the door is just the beginning; ensuring that every team member feels heard and valued by their team is the ultimate goal. Diversity is about the variety of people at A77. Inclusion is about creating a sense of belonging for all people working here. We are committed to both.

• Transparency
  Openness and communication are essential to our success. We want you to feel like you understand the decisions that are being made and the reasons behind them. We commit to being transparent with you and ask that you do the same in return.

• Accountability
  We take ownership of our mistakes. Situations will arise where we may fall short of our Code. When this happens, we will take accountability for what occurred and remedy the situation to the best of our ability. We will take concrete steps to ensure the same mistakes do not happen again.

• Growth
  A77 is dedicated to ongoing growth and development. We understand that inclusion is a journey and will continue to explore ways we can become a better company. While growth is sometimes difficult, it is also necessary, and we ask all team members to adopt a growth mindset and ask themselves how they can personally contribute to building a more diverse and inclusive environment.

II. Actions

All A77 team members are expected to act in accordance with the Principles outlined in the Code. Every team member has both the right to feel included at A77 as well as the responsibility to include others.

• Equality and fairness
  Employment and advancement at A77 are based strictly on merit, accomplishment, and professional qualifications. A77 strictly prohibits any discrimination on the basis of gender, race, ethnicity, sexual orientation, cognitive style, age, nationality, disability, mental health, religion, pregnancy status, or any other demographic trait or identity factor.

• Harassment and discrimination
  A77 will not tolerate harassment or discrimination of any team member or group of team members by team-members, managers or leaders. If you have personally experienced discrimination, you are strongly encouraged to speak to your manager or your HR representative. If you have witnessed or have been a bystander to harassment or discrimination, it is your duty and responsibility to report the incident(s). Every team member at A77 should be an active ally (and not a passive bystander). You can report incidents through the form at this link.

• Allyship
  A77 encourages all team members to learn from and listen to colleagues from under-represented backgrounds. You are expected to be an ally to your peers by using your voice to speak up for (without speaking over) marginalized groups, breakdown barriers and promote equity.

III. Avoiding Conflict of Interest

Team members are expected to avoid any personal, financial, or other interests which may hinder their capability or willingness to fulfill their role duties.

A conflict of interest exists when an individual engages in activities, investments, or associations that compete with the A77’s financial interest, interferes with one’s judgment concerning the A77’s needs, or exploits one’s position with A77 for personal gains. A77 business decisions should be based on the company’s needs, rather than personal interests or the interests of family or friends. Team members and stakeholders must disclose and discuss any potential conflict of interest with, in the first instance, their team lead and Human Resources, to determine steps to avoid creating a conflict of interest or the appearance of one. The obligations of avoiding Conflict of Interest shall survive the termination of this Agreement. Team members shall not represent any party involved in any projects A77 is engaged in, pursuing, or planning on pursuing based on knowledge made available to the Team Member during their time with A77 in any capacity, and shall not provide similar services to any competitors of the Company. In the event the Participant or Team Member breaches any clauses in this agreement, A77 shall be entitled to seek injunctive relief and any other appropriate remedies available under applicable law.

IV. Upholding Confidentiality

To ensure the continued confidentiality of the Confidential Information, team members are to hold all information shared as Confidential Information in strict confidence; not to disclose it to others; not to use it in any way, commercially or otherwise, except in performing their work as deemed required by A77; and not to allow any unauthorized person access to it. Team members are to take all action reasonably necessary to protect the confidentiality of the Confidential Information including, without limitation, implementing and enforcing operating procedures to minimize the possibility of unauthorized use or copying of the Confidential Information; and that Confidential Information will be and remain the sole property of A77.

Team members agree to return all Confidential Information and any materials or other property provided by the Company promptly, at the Company’s request, upon expiration of their Agreement or upon termination of team members for any reason, whichever occurs first. Team members agree not to retain any Confidential Information or reproductions thereof, or other such property or materials, after such request, expiration or termination.

Team members are to be cautious using social media when in a workspace as there may be confidential information that can be revealed. Team members are not to release any project information, in any form, to any external parties or outside their project team unless directed to do so by the company in part of their role or projects. The obligations of Confidentiality shall survive the termination of this Agreement.

V. Protecting Intellectual Property

All work, including but not limited to creative and technical work, produced is the sole intellectual property of A77. Team members during the term of their agreement, and upon its termination and or expiration are not to copy, display, distribute, transmit, transfer, link to, reproduce, license, frame, alter, create derivative works of, reverse engineer, or republish all or any portion of any work or material for any commercial or public purpose without A77’s prior consent. Team members may however view information available on our site for your informational purposes. Team members acknowledge and agree that they do not acquire any ownership rights of any kind of any work produced, or by downloading material from our site(s). A77 retains ownership of all copyright, trademark, and patent assignments. Team members hereby irrevocably waive, in favour of A77, its successors, assigns and nominees, all moral rights arising under the Copyright Act (Canada) as amended (or any successor legislation of similar effect) or similar legislation in any applicable jurisdiction, or at common law, to the full extent that such rights may be waived in each respective jurisdiction, that you may have now or in the future with respect to A77. The obligations of Protecting Intellectual Property shall survive the termination of this Agreement. A77 reserves the right to employ various monitoring and auditing efforts to ensure compliance with IP and Confidentiality protection measures.

VI. Dress Code

Our dress code company policy outlines how we expect our team members to dress at work. Team members should note that their appearance matters when representing our company in front of clients, visitors, or other parties. The team’s appearance can create a positive or negative impression that reflects on our company and culture.

All team members are expected to be well-groomed and to have good hygiene. We will not restrict styles that are dictated by religion or ethnicity. All attire should be clean and in good shape, any attire with rips, tears or holes will not be tolerated.

As a startup, our dress code is casual and/or contemporary, most start-ups follow this dress code policy and we do too. We may change our dress code in special cases. For example, we may require team members to wear semi-formal or formal attire for an event. A team member’s position may inform their dress code.

VII. Professional Conduct

All team members are expected to respect their colleagues. We will not allow for any kind of discriminatory behavior, harassment, or victimization. Team members should also conform with the equal opportunity policy in all aspects of their role duties.

All team members are expected to act and show integrity and professionalism while in the workplace: 

• Personal appearance
  When it comes to personal appearance of a team member, we expect all team members to follow our dress code.

• Corruption
  We strongly discourage team members from accepting gifts from outside parties unless specific permission is provided. We also prohibit briberies that can benefit an external or internal party.

• Role duties and authority
  All team members should fulfill their role duties with integrity and respect toward customers, stakeholders, and the community. Supervisors and managers mustn’t abuse their authority. We expect them to delegate duties to their team members taking into account their competences and workload. Likewise, we expect team members to follow team leaders’ instructions and complete their duties with skill and in a timely manner.

• Mentorship
  We encourage mentoring throughout our company on all levels.

• Absenteeism and tardiness
  Team members need to follow their schedules. However, there are exceptions that may prevent team members from following the standard working hours or days required. In any case, we do expect all team members to be punctual when tracking their time.

• Collaboration
  At the workplace, team members are expected to act friendly and collaborative with everyone. We don’t want anyone to disrupt the workplace or create obstacles to colleagues’ work.

We may take disciplinary action against any team members who have repeatedly or intentionally failed to follow our code of conduct. The disciplinary actions will vary based on the violation committed. Possible consequences include demotion, suspension or termination when dealing with serious offenses, or legal action if corruption, theft, embezzlement, or other unlawful behaviour takes place at any given time.

VIII. Health and Safety

Our Health and Safety Policy help us preserve the best possible work conditions for our team members. Every team member has a right to feel safe at work. Our company is committed to follow legal standards and create a hazard-free workplace.

Our Health and Safety Policy help us preserve the best possible work conditions for our team members. There are two aspects to consider when establishing a Health and Safety Program: Preventative Action and Emergency Management.

Preventative action is any action we take to avoid injuries or illness related to workplace conditions. Team members are directed to periodically perform risk assessments to discover potential hazards and to ensure that their workspace is clear of any hazards or objects that may cause injury or harm. We’ll establish preventative measures accordingly. Also, we’ll enforce a zero-tolerance substance abuse policy to protect team members from colleagues’ misconduct.

Emergency management refers to our plan to deal with sudden catastrophes like fire, flood, earthquake, or explosion. These depend on human error or natural forces.

A77 strives to provide a healthy and safe environment for all team members and guests. Workplace health and safety is a shared responsibility and therefore, we will collectively work together to see the success of this program.

We believe that all incidents are preventable, so our goal is ZERO incidents. Active participation at all levels will ensure that our goal can be achieved.

A77 is dedicated to providing proper and relevant training, role-specific safe work practices, personal protective equipment, operation and maintenance procedures, and safety guidelines that focus awareness on reducing the risk of incidents in all activities.

A77, contractors, and all working individuals, are responsible for complying with all health and safety standards and regulations.

A77 is committed to safe and sustainable practices in all aspects of our operations and therefore will review and update our safety program on a yearly basis to adapt to industry changes, trends, and requirements.

Team members that perform the majority of their roles seated or at a computer are recommended to refer to the province of Ontario’s computer ergonomics resource link for diagrams and information on how to prevent health problems such as musculoskeletal disorders when using computers or mobile technology for prolonged periods of time. We encourage all team members to get up from their desk every hour or two at most to stretch and move and promote various healthy living habits in and out of the workplace.

IX. Compliance with law

All team members are required to protect our company’s legality; therefore, they should comply with all environmental, safety and fair dealing laws. We do expect team members to be ethical and responsible whenever dealing with our company finances, products, partnerships, and public image.

X. Indemnification

The team members agree to indemnify and hold A77 Inc., and any current or future parent or subsidiary companies and directors harmless against and in respect of any loss, damage, claim, cost or expense whatsoever, including any and all incremental out-of- pocket costs, including, without limitation, all reasonable any such Claim relates to or arises out of or in connection with the following matters:

• any misrepresentation or breach of any warranty, agreement, covenant or obligation;

• any reassessment for income, corporate sales, excise or other tax;

• any claim regarding occupational health and safety risks, as for example, but not limited to, the risk of workplace related illness and any claim related to environmental issues.

• The obligation of the team members to indemnify A77 Inc. for any loss, damage, claim, cost or expense shall survive the termination of this Agreement.

• Should a dispute arise the team members agree to binding arbitration.

• By submitting your CV/Resume/Profile/Bio, hereby referred to as ‘Profile’ to A77, team members hereby:

  • Release A77 from any employment obligations through Participation or any Collaboration and acknowledge and agree that the submission of a Profile to A77 does not create an employement relationship, contractual obligation, or any form of guarantee of future employement.

  • Agree to indemnify and hold A77 Inc. to the complete terms of this section and this agreement.

  • Assume all responsibility and liability for the accuracy, completeness, and legality of the information contained in the provided Profile, and agree to promptly notify A77 of any changes or updates to the provided Profile and any other relevant information.

  • Authorize A77 to team members' Profile in various project teams and bids where their skills are applicable, which may include but not limited to investor packages, marketing & media, and project proposals.

XI. Further Assurances

Each Party agrees that upon the written request of any other Party, it will do all such acts and execute all such further documents, conveyances, deeds, assignments, transfers and the like, and will cause the doing of all such acts and will cause the execution of all such further documents as are within its power to cause the doing or execution of, as the other Party may from time to time reasonably request be done and/or executed as may be required to consummate the transactions contemplated under this Agreement or as may be necessary or desirable to effect the purpose of this Agreement or any document, agreement or instrument delivered under this Agreement and to carry out their provisions or to better or more properly or fully evidence or give effect to the transactions contemplated under this Agreement.

XII. Entire Agreement

This Agreement and the documents required to be delivered hereunder, constitute the entire agreement between the Parties relating to the subject matter hereof and supersede all prior agreements, understandings, negotiations and discussions, whether oral or written. There are no representations, warranties, conditions, covenants or other agreements, express or implied, collateral, statutory or otherwise, between the Parties in connection with the subject matter of this Agreement, except as specifically set forth herein and therein.

XIII. Amendment and Waiver

This Agreement may be amended without notice by A77. Any waiver of any provision of this Agreement will be effective only if it is in writing and signed by the Party to be bound thereby, and only in the specific instance and for the specific purpose for which it has been given. No failure on the part of any Party to exercise, and no delay in exercising, any right under this Agreement will operate as a waiver of such right. No single or partial exercise of any such right will preclude any further or other exercise of such right.

XIV. Severability

If any provision of this Agreement is determined to be invalid, illegal or unenforceable by an arbitrator, that provision will be severed from this Agreement, and the remaining provisions will remain in full force and effect.

XV. Assignment and Benefit of the Agreement

Neither this Agreement nor any of the rights or obligations under this Agreement are assignable by either Party without the prior written consent of the other Party. Subject to that condition, this Agreement will endure to the benefit of and be binding upon the Parties and their respective heirs, executors, administrators, legal representatives, successors and permitted assigns.

XVI. Counterparts and Electronic Execution

This Agreement may be executed in any number of counterparts each of which will be deemed to be an original, and all of which taken together will be deemed to constitute one and the same instrument. This Agreement may be executed and delivered by electronic means and each of the Parties may rely on such electronic execution as though it were an original hand-written signature.

XVII. Confidentiality & Competition

The Participant shall keep confidential all confidential technology and any other confidential information. If this Agreement is terminated without completion of the transactions contemplated herein then, promptly after such termination, all documents, work papers and other written material obtained by the Participant in connection with this Agreement shall be returned by the Participant.  The Participant shall not at any time or by any means distribute or share any of the Company's proprietary information. The Participant shall not use any of the Company's information, ideas, trademarks or contacts to compete with the Company in any manner or by any means.

XVIII. Conclusion

It is impossible to predict every scenario we will encounter on our journey. But the values and principles outlined in the Code should serve as a strong reference point for what we stand for. We ask you to challenge yourselves and those around you to strive daily to uphold these values and contribute to a culture of inclusion from which we will all benefit.

These Terms & Conditions and Code of Conduct are the sole property of A77 Inc and current or future parent companies, and are not to be copied or reused in any form by any unauthorized party. Unauthorized use is strictly prohibited and is in violation of our Terms & Conditions and Code of Conduct.

Terms & Conditions and Code of Conduct recognizes A77 Inc. and any current or future parent and or subsidiary companies it may have.

*Recognition will be done by but not limited to being on select pages on the website relating to team members and their work, pitch decks, presentations identifying the project team, social media, and more. Recognition locations and forms may change without notice as required.