SCHEDULE 11: Anti bribery policy

1. Purpose
   1. 1.1Go Live UK Ltd. (“the Company”) is committed to the practice of responsible corporate behaviour and to complying with all laws, regulations and other requirements which govern the conduct of our operations.
   2. 1.2The Company is fully committed to instilling a strong anti-corruption culture and is fully committed to compliance with all anti-bribery and anti-corruption legislation including, but not limited to, the Bribery Act 2010 (“the Act”) and ensures that no bribes or other corrupt payments, inducements or similar are made, offered, sought or obtained by us or anyone working on our behalf.
2. Bribery
   1. 2.1Bribery is defined as the giving or promising of a financial or other advantage to another party where that advantage is intended to induce the other party to perform a particular function improperly, to reward them for the same, or where the acceptance of that advantage is improper conduct.
   2. 2.2Bribery is also deemed to take place if any party requests or agrees to receive a financial or other advantage from another party where that advantage is intended to induce that party to perform a particular function improperly, where the acceptance of that advantage is improper conduct, or where that party acts improperly in anticipation of such advantage.
   3. 2.3Bribery of a foreign official is defined as the giving or promising of a financial or other advantage which is intended to influence the official to obtain business or an advantage in the conduct of business unless the foreign official is required or permitted by law to be influenced by such advantage.
3. Consequences of Bribery
   1. 3.1Anyone or any organisation found guilty of bribery under the Act may face fines and/or prison terms. In addition, high legal costs and adverse publicity are likely to result from any breach of the Act.
   2. 3.2For employees of the Company, failure to comply with this Policy and/or with the Act may result in:
      1. 3.2.1disciplinary action which may include dismissal; and
      2. 3.2.2criminal penalties under the Act which may result in a fine and/or imprisonment for up to 10 years.
   3. 3.3For the Company, any breach of this Policy by any employee or business associate may result in:
      1. 3.3.1the Company being deemed to be in breach of the Act.
      2. 3.3.2the Company being subject to fines; and
      3. 3.3.3the Company suffering negative publicity and further associated damage because of such breach.
4. Responsibility for Compliance and Scope of Policy
   1. 4.1This Policy applies to all employees, agents, contractors, subcontractors, consultants, business partners and any other parties (including individuals, partnerships, and bodies corporate) associated with the Company or any of its subsidiaries.
   2. 4.2It is the responsibility of all the above-mentioned parties to ensure that bribery is prevented, detected and reported and all such reports should be made in accordance with the Company’s Whistleblowing Policy or as otherwise stated in this Policy, as appropriate.
   3. 4.3No party described in section 4.1 may:
      1. 4.3.1give or promise any financial or other advantage to another party (or use a third party to do the same) on the Company’s behalf where that advantage is intended to induce the other party to perform a particular function improperly, to reward them for the same, or where the acceptance of that advantage will constitute improper conduct.
      2. 4.3.2request or agree to receive any financial or other advantage from another party where that advantage is intended to induce the improper performance of a particular function, where the acceptance of that advantage will constitute improper conduct, or where the recipient intends to act improperly in anticipation of such an advantage.
   4. 4.4Parties described in section 4.1 must:
      1. 4.4.1be aware and alert at all times of all bribery risks as described in this Policy and as set out in section 9 below.
      2. 4.4.2exercise due diligence always when dealing with third parties on behalf of the Company; and
      3. 4.4.3report all concerns relating to bribery to Managing Director or, in the case of non-employees, their normal point of contact within the Company, or otherwise in accordance with the Company’s Whistleblowing Policy.
5. Facilitation Payments
   1. 5.1A facilitation payment is defined as a small payment made to officials in order to ensure or speed up the performance of routine or necessary functions.
   2. 5.2Facilitation payments constitute bribes and, subject to section 5.3, may not be made at any time irrespective of prevailing business customs in certain territories.
   3. 5.3Facilitation or similar payments may be made in limited circumstances where your life is in danger but under no other circumstances. Any payment so made must be reported to Managing Director as soon as is reasonably possible and practicable.
6. Gifts and Hospitality
   1. 6.1Gifts and hospitality remain a legitimate part of conducting business and should be provided only in compliance with the Company’s Gifts and Hospitality Policy.
   2. 6.2Gifts and hospitality can, when excessive, constitute a bribe and/or a conflict of interest. Care and due diligence should be always exercised when giving or receiving any form of gift or hospitality on behalf of the Company.
   3. 6.3The following general principles apply:
      1. 6.3.1Gifts and hospitality may neither be given nor received as rewards, inducements, or encouragement for preferential treatment or inappropriate or dishonest conduct.
      2. 6.3.2Neither gifts nor hospitality should be actively sought or encouraged from any party, nor should the impression be given that the award of any business, custom, contract or similar will be in any way conditional on gifts or hospitality.
      3. 6.3.3Cash should be neither given nor received as a gift under any circumstances.
      4. 6.3.4Gifts and hospitality to or from relevant parties should be generally avoided at the time of contracts being tendered or awarded.
      5. 6.3.5The value of all gifts and hospitality, whether given or received, should be proportionate to the matter to which they relate and should not be unusually high or generous when compared to prevailing practices in our industry or sector.
      6. 6.3.6Certain gifts which would otherwise be in breach of this Policy and/or the Hospitality and Gifts Policy may be accepted if refusal would cause significant and/or cultural offence, however the Company will donate any gifts accepted for such reasons to a charity of Managing Director choosing.
      7. 6.3.7All gifts and hospitality, whether given or received, must be recorded in the Hospitality & Gifts Register.
7. Charitable Donations
   1. 7.1Charitable donations are permitted only to registered (non-profit) charities. No charitable donations may be given to any organisation which is not a registered charity.
   2. 7.2All charitable donations must be fully recorded in Charity and Donation Register.
   3. 7.3Proof of receipt of all charitable donations must be obtained from the recipient organisation.
   4. 7.4Under no circumstances may charitable donations be made in cash.
   5. 7.5No charitable donation may be made at the request of any party where that donation may result in improper conduct.
8. Political Donations
   1. 8.1The Company does not make political donations and the Company is not affiliated with any political party, independent candidate, or with any other organisation whose activities are primarily political.
   2. 8.2Employees and other associated parties are free to make personal donations provided such payments are not purported to be made on behalf of the Company and are not made to obtain any form of advantage in any business transaction.
9. Due Diligence and Risks

   The following issues should be considered with care in any and all transactions, dealings with officials, and other business matters concerning third parties:

   1. 9.1Territorial risks, particularly the prevalence of bribery and corruption in a particular country.
   2. 9.2Cross-border payments, particularly those involving territories falling under section 9.1.
   3. 9.3Requests for cash payment, payment through intermediaries or other unusual methods of payment.
   4. 9.4Activities requiring the Company and / or any associated party to obtain permits or other forms of official authorisation.
   5. 9.5Transactions involving the import or export of goods.

This Policy has been approved and authorised by Mr. Ivan Yordanov, Managing Director of Go Live UK Ltd.