Code of Business Conduct & Ethics

Introduction
In this Code of Business Conduct and Ethics, the terms “Ascot”, “Company”, “we”, “us”, and “ours” mean Ascot and all of its subsidiaries. The policies and procedures set forth in this Code govern the conduct of every aspect of our business. While this Code provides a brief summary of the standards of conduct that are the foundation of our business operations, it is not possible to cover all situations confronting our personnel in the
day-to-day conduct of their many activities. We must rely on the individual judgment and personal ethical standards of each of our staff to maintain a high standard of honesty and integrity in conducting business.

This Code applies to all directors, officers, contract laborers and employees of Ascot and to all Ascot business locations throughout the world. Those who violate the standards of this Code will be subject to disciplinary action, including warnings, suspensions, termination of employment, or such other actions as may be appropriate under the circumstances.

General Policy
It is our policy to conduct our business in accordance with applicable laws, rules and regulations, with honesty and integrity, in a manner which demonstrates respect for local cultural and ethnic customs, and with a strong commitment to the highest standards or ethics.  We demand high standards of integrity and sound ethical judgment from our personnel at all times.

Conflict of Interest
A “Conflict of Interest” exists when a person’s private interest interferes in any way with the interests of Ascot or the client.  Each of our staff has a duty to avoid financial, business or other relationships which might be opposed to Ascot's or the client's interests or might cause a conflict with the performance of their duties.

As a general rule, we do not accept anything from third parties that may influence business decisions.  To that end, we are prohibited from accepting anything of value from third parties, except as provided.  Specifically, we may not accept the following from, or offer the following to, any concern that does, or is seeking to do, business with, or is a competitor of, Ascot:

• Cash payments

• Gifts of more than token value

• Excessive entertainment

• Recreational trips

• Use of facilities (e.g. planes or lodges)

Unauthorized Use of Corporate Funds
The use of corporate funds or assets for any unlawful or improper purpose is strictly prohibited.  Examples include illegal corporate political contributions to candidates, parties or government officials in any country, and payments to any government officials or private individuals to induce customers to purchase our goods and services.

Under certain circumstances it may be permissible to make facilitating payments in nominal amounts to low-level government employees to obtain or expedite the performance of nondiscretionary, legitimate customary duties such as mail delivery, security, customs clearance and the like, where the practice is usual or customary in the country concerned.  Before such payments are made, the applicable Work Country Manager and/or the Chief Financial Officer shall have made a determination that:

• The government action or assistance is proper for the Company to receive

• The payments are customary in the country in which they are to be made

• There is no reasonable alternative to making such payments.

All such payments must be accurately disclosed in the appropriate operating company’s books and records.