Supplier Code of Conduct

Purpose & Scope

This Supplier Code of Conduct ("Code") establishes the minimum standards expected of all suppliers, brands, importers, distributors, manufacturers, and other commercial counterparties (collectively, "Suppliers") who supply goods to or transact with Beta Trade Depot Corp. ("BTD") and its sister companies within the Beta Group.

Compliance with this Code is a condition of doing business with BTD. By accepting a purchase order, signing a supply agreement, or otherwise engaging with us, the Supplier represents that it has read, understood, and agreed to be bound by this Code.

Authorization & Sourcing Integrity

Suppliers must, on a continuous basis:

• Hold valid, documented authorization from the brand owner for any branded goods supplied (or be the brand owner themselves)
• Disclose the full sourcing chain on request, including manufacturer of record and country of origin
• Not supply goods diverted from authorized distribution channels, parallel imports without rights, or grey-market goods
• Maintain documentary evidence of authorization sufficient for marketplace operators (e.g., Amazon Brand Registry verification) and for brand owner audits

Product Authenticity

All products supplied to BTD must be:

• Genuine, authentic, and not counterfeit, replica, or unauthorized copies
• Manufactured by or under license from the legitimate brand owner
• Free of tampering, repackaging, relabeling, or alteration not authorized by the brand owner
• Supplied with all original packaging, accessories, documentation, and security features intact
• Within manufacturer warranty period and shelf life as applicable

BTD reserves the right to conduct authentication checks on any inbound shipment, including engaging third-party laboratories or brand owner verification programs. Costs of authentication on suspected non-conforming goods may be charged back to the Supplier.

Documentation Requirements

Suppliers must provide, on request and prior to first shipment, the following documentation:

• Business registration and corporate identity documents
• Letter of authorization from the brand owner (where applicable)
• Commercial invoice, packing list, and bill of lading for each shipment
• Certificate of origin and customs documentation as required
• Product specifications, safety data sheets (SDS), and regulatory certificates as applicable
• Insurance certificates evidencing product liability coverage where required

Quality & Safety Standards

Suppliers shall ensure that all goods supplied:

• Meet or exceed the brand owner's published quality specifications
• Comply with applicable Canadian product safety laws, including the Canada Consumer Product Safety Act, the Food and Drugs Act, the Cosmetic Regulations, and other federal and provincial regulations
• Are properly packaged to withstand normal handling, storage, and transport
• Are free from defects in materials and workmanship

Labelling & Regulatory Compliance

Goods destined for the Canadian market must comply with:

• Consumer Packaging and Labelling Act — bilingual (English and French) labelling, net quantity, and identity of dealer
• Food and Drug Regulations — for foods, drugs, and natural health products
• Cosmetic Regulations — ingredient disclosure (INCI), MSDS, and Cosmetic Notification
• CFIA requirements — for imported foods, including SFCR (Safe Food for Canadians Regulations) compliance
• Health Canada requirements — DIN, NPN, or other product identifiers where applicable

Goods destined for U.S. or U.K. markets must comply with the respective FDA, FTC, EU/UK, and other applicable regulatory frameworks.

MAP & Channel Compliance

Where the brand owner publishes a Minimum Advertised Price (MAP), Internet Minimum Advertised Price (IMAP), or similar pricing policy, BTD will adhere to such policy across all channels it operates. Suppliers in turn shall:

• Communicate MAP policies in writing prior to first shipment and on each update
• Enforce MAP consistently across all authorized resellers, not selectively
• Respect channel allocations and geographic restrictions agreed in writing
• Not supply parallel resellers in BTD's allocated channels or markets where exclusivity has been agreed

Business Ethics & Anti-Corruption

Suppliers shall conduct business in compliance with all applicable anti-corruption laws, including Canada's Corruption of Foreign Public Officials Act (CFPOA), the U.S. Foreign Corrupt Practices Act (FCPA), and the U.K. Bribery Act 2010. Suppliers shall not:

• Offer, give, solicit, or accept bribes, kickbacks, or improper payments of any kind
• Engage in fraudulent or deceptive business practices
• Misrepresent product origin, composition, authenticity, or specifications
• Engage in tax evasion or improper customs declaration

Labour & Human Rights

Suppliers shall respect international labour and human rights standards throughout their operations and supply chains, including:

• Prohibition on forced labour, prison labour, indentured labour, or human trafficking
• Prohibition on child labour as defined under ILO conventions and applicable local law
• Compliance with minimum wage, working hours, and overtime laws
• Safe and healthy working conditions
• Freedom from discrimination based on race, religion, gender, sexual orientation, disability, or other protected characteristics
• Respect for workers' rights of freedom of association where legally permitted

Suppliers operating in or sourcing from jurisdictions subject to Canada's Fighting Against Forced Labour and Child Labour in Supply Chains Act (Bill S-211) must be prepared to provide compliance attestations on request.

Environmental Responsibility

Suppliers shall comply with all applicable environmental laws and regulations in jurisdictions of operation, including those related to:

• Waste management and disposal
• Emissions, discharges, and pollution controls
• Restricted and hazardous substances in products (e.g., REACH, RoHS, Proposition 65 where applicable)
• Packaging materials and end-of-life obligations

Data & Confidentiality

Suppliers shall:

• Treat all non-public BTD information (pricing, volumes, customer data, operational details) as strictly confidential
• Not disclose BTD information to third parties without written consent
• Protect any personal information shared with them in accordance with PIPEDA and applicable privacy laws
• Notify BTD without undue delay of any actual or suspected data breach involving BTD information

Audits & Reporting

BTD reserves the right, on reasonable notice, to audit Supplier compliance with this Code, including by:

• Document review (authorization letters, invoices, customs documents, certifications)
• On-site inspection of warehouses, manufacturing facilities, or operations
• Third-party verification (laboratory testing, brand owner authentication)
• Sample audits of inbound shipments

Suppliers shall cooperate with reasonable audit requests and provide accurate, complete responses within agreed timeframes.

Reporting concerns: Anyone with knowledge of a potential violation of this Code may report it confidentially to info@betatrade.ca. We do not tolerate retaliation against good-faith reporters.

Enforcement & Termination

Violations of this Code may result in, at BTD's discretion:

• A formal corrective action plan with specified remediation milestones
• Suspension of purchase orders pending investigation
• Quarantine, return, or destruction of non-conforming goods at Supplier expense
• Chargebacks for costs incurred (authentication, customs penalties, marketplace claims)
• Immediate termination of the commercial relationship
• Reporting to brand owners, regulators, or law enforcement where required

Material violations — including supply of counterfeit goods, grey-market diversion, fraud, or forced labour — are grounds for immediate termination without notice and may give rise to legal claims for damages.

Contact

For questions about this Code, to report a concern, or to submit compliance documentation: