Code of Conduct for Suppliers and Service Providers

Introduction 4

Scope and Governance 5

Legal Compliance 5

Human and Labor Rights 6 Child Labor 6Forced Labor 6Human Trafficking 6Respectful Treatment, Equal Opportunity Rights 6Freedom of Association and Collective Bargaining 7Compensation, Working Hours, and Other Conditions 7Health and Safety 8

Environment 8

Ethical Business and Fair Operating Practices 9Anti-Corruption 9Gifts and Business Hospitality 9Political Contribution, Charitable Contribution, and Sponsorships 10Conflict of Interest 10Anti-Trust 10Import and Export 10

Quality and Responsible Sourcing 11Quality 11Procurement Integrity 11Responsible Sourcing of Minerals 11

Information Protection 12Intellectual Property 12Security in the Supply Chain 12

Implementation and Expectations 13Whistleblower Protection 13Violations of this Code of Conduct 13

Table of Contents

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Our CSR Compass

We are guided by one overall purpose: to deliver security for countries,

alliances, and individuals; security is a means to maintaining and

developing prosperity and protecting human lives and sovereignty.

In fulfilling this purpose, we conduct our business ethically, inspired

by the United Nations Global Compact.

Introduction

Starting our journey in 1949, Terma has deep and proud roots in Denmark and has a strong global presence through our sub-sidiaries and liaison offices. Our activities encompass the following Business Areas: Aeronautics, Space, Surveillance & Mission Systems, and Support & Services. Terma provides global support and services for our installed products and solutions.

We work closely with defense and emergency forces, public authorities, and international organizations around the world. We are guided by one overall purpose: to deliver security for countries, alliances, and individuals. Security is a means to maintaining and developing pros-perity and to protecting human lives and sovereignty.

Strong of this identity, our values, and our vision, we are committed to conducting our activities responsibly. We comply with legal re-quirements and strive to attain best practice, and equally important, to live up to our commitment towards the United Nations Global Com-pact’s ten principles. We acknowledge that social responsibility is an

ongoing journey, and as part of a value chain, we too have the respon-sibility to use our sphere of influence in order to promote progress to-wards ethical and responsible business practice.

Regular stakeholder engagement is crucial to our progress, and we are open for dialog and communication with our key stakeholders. As part of this engagement, we report regularly and openly on our prog-ress and challenges.

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Scope and Governance

Terma recognizes that its social, financial, and environmental impact is highly linked to its supply chain and business partners, and we therefore hold our suppliers, business partners, and other stakeholders to the same standards as we hold ourselves to.

We expect all our suppliers, business partners, and other third par-ties with whom we cooperate to behave in respect of this commit-ment, and to adhere to legal requirements as well as best practices with regard to ethics and social responsibility. Our suppliers and sub-contractors at any tier as well as our contractors, distributors, and oth-er service providers (hereinafter referred to collectively as “Suppliers”)

are particularly important in this regard, and we expect them to live up to the same ethical standards (such as the United Nations Global Com-pact) as we do and to actively work towards improved ethical and re-sponsible business practices.

The Terma Code of Conduct for Suppliers and Service Providers sets out the principles that Terma requires its Suppliers to commit to as part of a joint effort towards continuous progress, sustainable development, and improved ethical business practices. Our Suppliers are required to cascade these principles throughout their own organization and supply chain; and are encouraged to implement and adhere to their own similar code of conduct.

Legal ComplianceIn addition to this Code of Conduct, we expect our Suppliers to comply with all applicable laws and regulations and prevailing industry standards. To the extent that any such laws, regulations, or standards differ from this Code of Conduct, Suppliers are ex-pected to comply with the more stringent requirements.

Keeping accurate recordsKeeping accurate records is something we require from all our Suppliers. All records, regardless of their format, made or received

as evidence of a business transaction, shall fully and accurately represent the transaction or event being documented. When a record is no longer needed to conduct current business, records shall still be retained based on applicable retention requirements.

Suppliers delivering under a U.S. Government contract (whether directly or indirectly) shall comply with the requirements in Federal Acquisition Regulation (FAR), Subpart 4.703.

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Human and Labor Rights

Terma expects its Suppliers to respect universally recognized human rights, as described in the International Bill of Human Rights, and to avoid causing or contributing to adverse human rights impacts. As part of this engagement, Suppliers shall treat people with respect and dignity, encourage diversity, remain receptive to diverse opinions, promote equal opportunity, and foster an inclusive and ethical culture. Suppliers shall refrain from violating the rights of others and address any human rights impacts of their operations.

Child Labor The International Labor Organization (ILO) in conventions nos. 138 and 182 shall be adhered to.

The acceptable minimum age is set at 15 years, and as far as necessary and only if national law permits, children under the age of 15 are allowed to carry out light work that does not interfere with compulsory schooling. Suppliers operating under less stringent local legislation are encouraged to apply the ILO standard. In any case, employees under the age of 18 are not to be involved in night work or work that is hazardous or likely to have a negative impact on the employee’s physical or mental development.

Suppliers shall ensure that child labor, in violation of national or local labor laws, is not used in the performance of work.

Forced Labor Suppliers shall not use forced or involuntary labor. All employees shall enjoy the freedom of movement during the course of their em-ployment. Personal and/or employment documents or payment of compensation shall not be withheld, thereby preventing individuals’ freedom of movement. The ILO convention no. 29 on Forced Labor and no. 105 on Abolition of Forced Labor shall be adhered to.

Human TraffickingSuppliers shall adhere to regulations prohibiting human trafficking and comply with all applicable local laws in the country or countries in which they operate. Suppliers shall educate employees on prohibited trafficking activities and discipline employees found to have violated applicable laws or rules.

Suppliers delivering under a U.S. Government contract (whether directly or indirectly) shall comply with the requirements in FAR 52.222-50 Combatting Trafficking in Persons.

Respectful Treatment, Equal Opportunity RightsTerma expects its Suppliers to ensure that their employees are offered a working environment that is free from physical, psychological, and verbal harassment, or other abusive conduct.

Suppliers shall ensure that they do not engage or support discrimination and shall adopt a non-discriminating practice that ensures equal

treatment and recruitment, hiring, compensation, access to training, employee benefits and services, promotion, termination and retirement, irrespective of gender, race, color, disability, religion or belief, language, national or social origin, trade union membership, or any other status recognized by international law.

Freedom of Association and Collective BargainingSuppliers are expected to respect the rights of its employees to associate freely, join or refrain from joining trade unions and/or workers councils, or engage in collective bargaining, in accordance with national law and international conventions. Suppliers shall ensure that their employees can communicate freely with management regarding working condi-tions without fear of harassment, intimidation, penalty, interference, reprisal, or retaliation.

The ILO convention no. 87 on Freedom of Association and Protection of the Right to Organize, the ILO Convention no. 135 on Worker’s Rep-resentatives, and the ILO Convention no. 98 on the Right to Organize and Collective Bargaining shall be adhered to.

Compensation, Working Hours, and Other Working ConditionsSuppliers shall pay its employees fair compensation in accordance with applicable national laws, regulations, and relevant collective agreements, including overtime hours, when required by law or relevant collective agreements, and all legally mandated benefits.

The ILO convention no 131 on Minimum Wage Fixing shall be adhered to.

Terma expects its Suppliers to comply with applicable working hours, rest hours, and weekly rest requirements as established by national laws, regulations, or relevant collective agreements.

The ILO convention no. 1 Hours of Work (Industry) and the ILO convention no. 30 Hours of Work (Commerce and Office) shall be adhered to.

Suppliers shall ensure that workers employed by the Supplier and any subcontractor of the Supplier who contribute to the performance of the work for Terma are secured paid, including special allowances, hours of work and other working conditions in accordance with applicable national regulations and legislation including obligations for work performed in that country. For work performed in Denmark, the Supplier shall furthermore ensure that said workers are secured paid, including special allowances, hours of work and other working conditions, which are not less favorable than those established for work of the same character under a collective agreement entered into by the most rep-resentative organizations of workers and employers in Denmark in the trade or industry concerned being in force throughout the territory of Denmark. Furthermore, Suppliers shall ensure that said workers are informed of these Supplier obligations.

Health and SafetyTerma expects its Suppliers to provide a safe and healthy working environment for employees and others who are on a Supplier site. We expect our Suppliers to have in place effective health and safety management systems to ensure: Compliance with applicable laws and regulations Compliance with customer requirements Management of hazards and risks associated with its operations.

Suppliers shall continuously educate and train their employees about safety practices in the workplace.

The ILO convention no. 94 on Labor Clauses (Public Contracts) and the ILO convention no. 155 on Occupational Safety and Health shall be adhered to.

Terma expects its Suppliers to integrate environmental considerations in their activities and strive for continuous improvement, by minimizing any adverse effects of their activities on the environment.

We require our Suppliers to comply with all relevant local and national environmental laws and regulations, including the European Union REACH and RoHS directives where applicable, as well as all requirements for environmental licenses and permits.

Suppliers shall strive to develop and implement environmental management systems that include measurement and monitoring in order to: Identify environmental impacts. Reduce waste, energy, and emissions to air, ground, and water. Handle chemicals in an environmentally safe way. Handle, store, and dispose of hazardous waste in an environmen-

tally safe manner. Contribute to the recycling and reuse of materials and products

and implement environmentally-friendly technologies. Ensure pollution prevention measures are in place.

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Ethical Business and Fair Operating Practices

We require our Suppliers to exert due diligence to prevent and detect corruption in all business arrangements, including partnerships, joint ventures, offset agreements, and the hiring of intermediaries such as agents and consultants.

Gifts and Business Hospitality We expect our Suppliers to compete on the merits of their products and services. The exchange of business courtesies may not be used to gain an unfair competitive advantage or exercise improper influence. In any business relationship, our Suppliers shall ensure that the offering or receipt of any gift or business courtesy is permitted by law and regulation, and that these exchanges do not violate the rules and standards of the recipient’s organization and are consistent with reasonable marketplace customs and practices.

Anti-CorruptionCorruption and corrupt practices are illegal and unacceptable; they promote inequality, lead to distortion of competition, put employees and businesses at risk, tarnish brand, and destroy future business opportunities.

Therefore, Terma strongly dissociates itself from corruption and corrupt practices and requires from its Suppliers that they comply with the anti-corruption and anti-bribery laws, directives, and regulations that govern operations in the countries in which Suppliers do business as well as global anti-corruption laws.

Suppliers, including their officers, directors, employees, consultants, agents, or Suppliers, shall refrain from offering or making any improper payments of money or anything of value to government officials, political parties, candidates for public office, or other persons. This includes a prohibition on facilitation payments intended to expedite or secure performance of a routine governmental action like obtaining a visa or customs clearance, even in locations where such activity may not violate local law. It also includes a prohibition of paying, offering to pay, or receiving kickbacks.

Environment

Political Contribution, Charitable Contribution, and SponsorshipsTerma expects its Suppliers to avoid any political contributions, charitable donations, or sponsorships that would aim at or give the appearance of aiming at gaining an unfair competitive advantage or exercising improper influence.

Conflict of Interest Terma expects its Suppliers to avoid all conflicts of interest or situations giving the appearance of a potential conflict of interest in their dealings with Terma. We expect our Suppliers to provide notification to all affected parties in the event that an actual or potential conflict of interest arises. This includes a conflict between the interests of Terma and personal interests or those of close relatives, friends, or associates of a Supplier or its employees.

Anti-Trust Suppliers shall not engage in anti-competitive practices in violation of applicable law, regulation, or contractual requirements. Our Suppliers shall not fix prices or rig bids with their competitors. They shall not exchange current, recent, or future pricing information with competitors and shall refrain from participating in cartels that have been formed for the purpose of promoting anti-competitive practices.

Import and ExportSuppliers shall ensure that their business practices are in accordance with all applicable laws, directives, and regulations governing the import and export of parts, components, and technical data. We require our Suppliers to provide truthful and accurate information and timely obtain appropriate licenses and/or authorizations where necessary.

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Quality and Responsible Sourcing

QualitySuppliers shall take due care to ensure their work product meets Terma’s quality standards and specifications.

We expect our Suppliers to have in place quality assurance processes to identify defects and implement corrective actions and to facilitate the on time delivery of a product whose functionality meets the agreed requirements.

Procurement IntegritySuppliers shall maintain the integrity of our procurement and acquisition processes. Suppliers shall not improperly use competitors’ confidential or proprietary information for their own benefit. If a Supplier becomes aware of any such use of confidential or proprietary information, appropriate steps shall be taken promptly to avoid continued use and so inform Terma.

Responsible Sourcing of MineralsSuppliers shall comply with applicable laws and regulations regarding conflict minerals and assist Terma in meeting its obligations under law and regulation.

We require our Suppliers to support our efforts to report on the use of conflict minerals in our products including the identification of such minerals in their products and in their supply chain. The minerals concerned are: tantalum, tin, tungsten, and gold originating from the Democratic Republic of Congo and adjoining countries.

Information Protection

We expect our Suppliers to respect and comply with all applicable laws regarding the protection and safety of data, including data privacy laws. Terma’s Suppliers shall be fully compliant to all statutory and regulatory requirements, e.g. European Aviation Safety Agency (EASA) when so required by Terma.

Intellectual PropertyWe require our Suppliers to respect and comply with all applicable laws and regulations governing intellectual property rights, including protection against disclosure, patents, copyrights, and trademarks.

Security in the Supply ChainSuppliers are encouraged to implement practices and procedures to ensure the security of the employees and personnel working under their responsibility, as well as of the information, property, and other assets, including their supply chain.

In case of an incident or breach of their systems, Suppliers are expect-ed to have a business continuity plan and to inform Terma as soon as possible of any impacts or consequences for Terma.

Suppliers shall maintain the confidentiality of all information entrusted to them by Terma, our customers, or other third parties, except where disclosure is authorized or legally required (and then only after prior notice).

We require our Suppliers to properly handle and protect from improper disclosure any sensitive information, including classified, controlled, proprietary, and personal information, competition sensitive information, and intellectual property information. Information shall not be used for any purpose other than the business purpose for which it was provided, unless there is prior authorization from the owner of the information.

Where such information is stored, processed, or transferred electronically, we expect Suppliers to implement appropriate IT security programs designed to mitigate emerging threats to their information systems, products and services, and supply chain. This includes the requirement to timely notify Terma of any suspected or actual data breaches.

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Implementation and Expectations

We require our Suppliers to maintain an effective ethics and compliance program and to comply with this Code of Conduct. Supplier compliance with this Code of Conduct will be verified by Terma.

Whistleblower ProtectionOur Suppliers are expected to provide their employees with channels for raising legal or ethical issues or concerns without fear of retaliation. Our Suppliers shall also take action to prevent, detect, and correct any retaliatory practices.

Suppliers can make use of Terma’s whistleblower system Ethics Line if they experience any serious illegal misconduct.

Violations of this Code of ConductTerma reserves the right to audit its Suppliers to ensure they are com-plying with and have implemented the principles outlined in this Code of Conduct or an equivalent internal code of conduct. Suppliers shall cooperate and support such audits.

In substitution of such audit, Terma may review audit reports (not older than 1 year) made by a reputable independent auditing firm.

Terma may at any time request Suppliers to provide relevant docu-mentation of compliance with this Code of Conduct. Documentation may be in the form of code of conducts, policies, certificates, proce-dures, or any other evidence of compliance.

Suppliers shall provide such documentation within ten (10) working days. Upon Supplier’s written request, Terma may, at its sole option, agree to extend the deadline.

If the Supplier does not provide the requested documentation within the stipulated time limits, Terma is entitled to withhold amounts from its payments to the Supplier until the Supplier has provided the re-quired documentation. Unjustified failure to deliver the documenta-tion required in due time shall furthermore be construed as a material violation of this Code of Conduct.

Non-compliance in regard to the requirements in this Code of Conduct shall be deemed to exist if any deliverables supplied, in whole or in part, have been manufactured or is delivered under methods where any such requirement has not been observed. Failure to inform Terma on its own initiative and to take the necessary steps as stipulated in this Code of Con-duct shall furthermore be construed as a violation of this Code of Conduct.

In the event of a violation of this Code of Conduct, Terma may pursue corrective action to remedy the situation. In the case of an actual or possible violation of law or regulation, we may be required to report to relevant authorities.

We reserve the right to terminate our relationship or take any other appropriate action with any Supplier under the terms of the existing contract(s) for any verified material breach.

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References:Terma’s Ethics Linehttps://terma.whistleblowernetwork.net Federal Acquisition Regulations (FAR) https://www.acquisition.gov Foreign Corrupt Practices Act (FCPA) https://www.justice.gov/criminal-fraud/foreign-corrupt-practices-act International Labor Organization (ILO) http://www.ilo.org OECD Guidelines http://www.oecd.org/corporate/mne/ UK Bribery Act https://www.legislation.gov.uk/ukpga/2010/23/contents UK Modern Slavery Act http://www.legislation.gov.uk/ukpga/2015/30/contents/enacted United Nations Global Compact https://www.unglobalcompact.org/ United Nations Convention Against Corruption https://www.unodc.org/unodc/en/treaties/CAC/

For any questions or if you need further information, visit our website at www.terma.com or contact us at: supplier-responsibility@terma.com.

As of January 2019 - Version 1.0

www.terma.com

Operating in the aerospace, defense, and security sector, Terma supports customers and partners all over the world. With more than 1,500 committed employees globally, we develop and manufacture mission-critical products and solutions that meet rigorous customer requirements.

At Terma, we believe in the premise that creating customer value is not just about strong engineering and manufacturing skills. It is also about being able to apply these skills in the context of our custom-ers’ specific needs. Only through close collaboration and dialog can we deliver a level of partnership and integration unmatched in the industry.

Our business activities, products, and systems include: command and control systems; radar systems; self-protection systems for ships and aircraft; space technology; and advanced aerostructures for the aircraft industry.

Terma has decades of hands-on know-how in supporting and main-taining mission-critical systems in some of the world’s most hostile areas. Terma Support & Services offers Through Life support of all our products to maximize operational availability, enhance platform lifetime, and ensure the best possible cost of ownership.

Headquartered in Aarhus, Denmark, Terma has subsidiaries and op-erations in the Netherlands, Germany, Belgium, UK, France, UAE, India, Singapore as well as a wholly-owned U.S. subsidiary, Terma North America Inc. Terma North America Inc. is headquartered in Arlington, in the Washington D.C. area, with other offices in Geor-gia, Texas, and Virginia.

© Terma A/S 2019

Photo credits: Royal Danish Navy, Lockheed Martin Aeronautics, European Space Agency, Hasse Ferrold, and Terma