Compliance & Ethics Policy

1. Purpose

2. Anti-Corruption and Anti-Bribery

Better Day Payments maintains a zero-tolerance policy toward bribery and corruption in any form.

2.1 Prohibited Conduct

All employees, contractors, and agents of the Company are prohibited from:

• Offering, promising, giving, or authorizing any bribe, kickback, or improper payment to any person, including government officials, in order to obtain or retain business or secure any improper advantage.
• Accepting bribes, kickbacks, or improper payments from any third party.
• Making facilitation payments to expedite routine governmental actions.
• Using third parties, intermediaries, or agents to carry out any activity that would violate this policy.

2.2 Compliance with Applicable Laws

The Company complies with all applicable anti-corruption laws, including but not limited to:

• The U.S. Foreign Corrupt Practices Act (FCPA)
• State and federal anti-bribery statutes
• The Anti-Kickback Statute (AKS) as applicable to healthcare transactions
• The Stark Law and related healthcare fraud and abuse regulations

3. Business Ethics

3.1 Integrity in Business Dealings

All business decisions and activities must be conducted with honesty, fairness, and transparency. Employees and representatives of the Company shall:

• Act in good faith in all business transactions.
• Provide accurate and truthful information to clients, partners, and regulators.
• Avoid conflicts of interest or promptly disclose them when they arise.
• Protect confidential and proprietary information of the Company, its clients, and its partners.
• Comply with all contractual obligations and applicable laws.

3.2 Fair Competition

The Company is committed to competing fairly in the marketplace. We do not engage in anti-competitive practices, including price-fixing, bid-rigging, market allocation, or any other conduct that violates antitrust or competition laws.

3.3 Data Privacy and Security

As a payment technology company operating in the healthcare sector, we are committed to:

• Maintaining PCI DSS compliance in all payment processing activities.
• Protecting patient and cardholder data in accordance with HIPAA and applicable privacy regulations.
• Implementing appropriate technical and organizational safeguards to prevent unauthorized access to sensitive information.

4. Gifts, Entertainment, and Hospitality

4.1 General Principles

Business gifts, meals, entertainment, and hospitality must be reasonable, appropriate, and consistent with applicable laws. They must never be offered or accepted with the intent to improperly influence a business decision.

4.2 Guidelines

• Modest and Reasonable: Any gifts or entertainment must be of modest value and appropriate to the business relationship.
• Transparent: All gifts and entertainment must be properly documented and reported.
• Lawful: Gifts and entertainment must comply with the policies of the recipient's organization and all applicable laws.
• No Cash or Cash Equivalents: Cash, gift cards, or cash-equivalent gifts are prohibited.

4.3 Government Officials

Additional restrictions apply to interactions with government officials:

• No gifts, meals, entertainment, or anything of value may be provided to government officials without prior written approval from Company leadership.
• All interactions with government officials must comply with applicable federal, state, and local laws, including lobbying and ethics regulations.

5. Commissions and Third-Party Payments

5.1 Legitimate Business Purpose

All commissions, referral fees, and payments to third parties must:

• Serve a legitimate business purpose.
• Be commensurate with the services provided.
• Be documented in a written agreement.
• Comply with all applicable laws, including healthcare-specific regulations such as the Anti-Kickback Statute.

5.2 Due Diligence

The Company conducts appropriate due diligence on third parties, agents, and business partners to ensure they share our commitment to ethical business practices and legal compliance.

6. Healthcare-Specific Compliance

As a company providing payment technology services to healthcare organizations, Better Day Payments is committed to:

• Ensuring all payment facilitation services comply with applicable healthcare regulations.
• Maintaining transparent fee structures and surcharge disclosures in accordance with card network rules and state laws.
• Supporting our healthcare clients in meeting their own regulatory obligations.
• Never engaging in arrangements that could constitute improper inducements to healthcare providers or their patients.

7. Reporting and Enforcement

7.1 Reporting Concerns

All employees and representatives are encouraged to report any suspected violations of this policy or any applicable law. Reports can be made to Company leadership without fear of retaliation.

7.2 Non-Retaliation

The Company strictly prohibits retaliation against anyone who reports a compliance concern in good faith or participates in a compliance investigation.

7.3 Consequences of Violations

Violations of this policy may result in disciplinary action, up to and including termination of employment or business relationship, and may also result in civil or criminal liability.

8. Policy Administration

This policy is administered by the leadership of Better Day Payments, LLC. It will be reviewed and updated periodically to ensure continued compliance with applicable laws and industry best practices.