3.1. Suppliers’ Commitment to Compliance.

Suppliers:

o Must conduct their business relations in accordance with principles of business ethics, efficient management, transparency and honesty.

o Must comply with the Group’s general and special compliance principles and values, including the fight against corruption, fraud, forced labour and any form of modern slavery. They must also comply with the highest standards of ethical and moral conduct, international conventions and applicable laws in this area by ensuring they establish appropriate procedures for this purpose.

o Agree to promote free and fair competition in the markets in which they operate, and to comply with antitrust regulations. To this end, they must actively collaborate with the relevant supervisory authorities.

o Must not promise, offer or pay any bribe, directly or indirectly, to facilitate transactions or make other improper payments to any third party or Group employee in connection with their contracts.

o Must not make any corrupt promises, offers or payments, whether directly or indirectly, of money or other valuable property in order to: (i) influence the act or decision of a third party or Group Professional; (ii) obtain an improper or undue advantage for the Group; (iii) induce a third party or Group Professional to influence the act or decision of a public official or other person involved in the exercise of public functions.

o Must not promise, offer or give gifts or valuable items of any kind to public officials or individuals involved in the exercise of public functions, in connection with or related to the fact of entering into contracts with SAPA, if these could be considered a subterfuge for a bribe or could improperly influence decisions or prejudice the objectivity of their business.

o May only promise, offer or give reasonable gifts or items of nominal or token financial value, including entertainment or meal expenses, to persons or entities that are not

public officials or involved in the exercise of public functions, and this must be in accordance with anti-corruption laws and the SAPA Compliance Model. In any case, gifts or items of irrelevant or symbolic economic value must serve a legitimate business purpose.

o Inform their employees and Subcontractors of the content of this Code and the existence of the Whistleblowing Channel.

SAPA reserves the right to require Suppliers to provide proof of compliance with these obligations.

3.2. Conflicts of interest.

Suppliers must have mechanisms in place to ensure their independence and full compliance with the law in the event of a potential conflict of interest between the Supplier and any of its or SAPA’s professionals.

It is your obligation to avoid conflict of interest situations.

A conflict of interest arises when personal, family, friendship or other external circumstances may affect the professional objectivity of managers or professionals at the Supplier involved in a decision.

SAPA’s internal regulations oblige its staff to report any situation involving a conflict of interest to their line manager before taking action, and to refrain from participating in decision-making processes or influencing those responsible for making such decisions.

Similarly, to guarantee their independence, Suppliers must have internal procedures in place to check and verify possible conflicts of interest. They must also inform SAPA immediately of any actual or potential conflicts that may arise from their personal or professional relationships with customers, suppliers, competitors or SAPA employees during any operational or commercial processes they intend to perform with SAPA.

At the beginning of each procurement process for services, supplies or deliveries, Suppliers must notify SAPA if any of the following has had an employment relationship with a company or entity of the Group within the previous three years: (i) a shareholder; (ii) a member of its management body; or (iii) any of its professionals related to the procurement or purchase. The same applies if they collaborate with such a person through a business relationship involving SAPA’s proposed contracting or purchasing process.

3.3. Duty of Secrecy.

Suppliers and their respective professionals are responsible for taking sufficient security measures to protect SAPA’s confidential information, and for having the necessary means to safeguard it.

Suppliers must also enter into a confidentiality agreement with SAPA.

Suppliers who have access to personal data as part of their business relationship with SAPA must comply with current legislation and regulations, as well as SAPA’s guidelines, regarding the processing of this data (i.e. it must be lawful, fair, transparent and confidential).

Any queries regarding the processing of personal data can be addressed to lopd@sapa.es

3.4. Employment Practices.

Suppliers must reject any form of forced or compulsory labour or modern slavery, as set out in the law and applicable international conventions, and must take appropriate measures within their organisation to eliminate it. Similarly, they will set the same standards for their supply chain.

Likewise, Suppliers must explicitly reject child labour within their organisation and supply chain, adhering to the minimum hiring ages as set out in applicable legislation and international conventions. They must also implement robust mechanisms to verify the age of their employees.

Suppliers must reject.

 Any form of discrimination in employment and occupation on the basis of any status or characteristic; treating all professionals fairly, with dignity and respect.

 Any conduct that could be qualified as harassment.

To this end, they must promote a culture of prevention that rejects any form of workplace violence and harassment, fostering a respectful and healthy working environment. They must also apply the principle of zero tolerance to any behaviour that could be classified as harassment or discrimination.

Suppliers must respect the freedom of association and the right to collective bargaining of their staff, subject to the applicable rules and main international conventions.

Labour relations between Suppliers and their employees must be based on equal opportunities, particularly with regard to gender, and on non-discrimination based on any condition or characteristic. They must also consider diversity and inclusion in all their forms.

In accordance with applicable laws and local practices, Suppliers should consider implementing work-life balance measures that respect the personal lives of their employees and facilitate a healthy work-life balance. These measures must not be removed under any circumstances after becoming a SAPA Supplier.

3.5. Health and safety commitments.

Suppliers must take all necessary measures to ensure the health and safety of professionals and third parties providing services at their facilities. This includes reducing workplace hazards and minimising associated risks by adopting effective preventive and protective measures, in accordance with applicable international conventions and current legislation.

Suppliers must identify and assess potential emergency situations in the workplace, minimising their potential impact by implementing emergency preparedness and response plans and procedures.

Suppliers must provide adequate training in preventive matters to their own professionals and to third parties providing services at their facilities. They must also cover the cost of implementing the remaining preventive and protective measures. Suppliers will be held liable for any damage or harm for which they may be responsible, whether through action or omission. This includes failing to adopt appropriate preventive measures in health and safety matters.

They will also collaborate closely with SAPA to manage health and safety in the workplace and in the services performed on SAPA premises.

3.6. Commitment to the environment.

Suppliers must comply rigorously with all applicable environmental obligations, and must have effective environmental policies and due diligence systems in place. These systems must be appropriate to the products and services supplied, and must serve, among other purposes, to:

 Reduce greenhouse gas emissions by using energy and resources efficiently and minimising energy consumption to reduce their carbon footprint.

 Minimise the use of natural resources, fuels, chemicals and consumables in order to reduce their corporate environmental footprint and prevent pollution.

 Identify and manage substances, waste and other materials that pose a risk to the environment if released, to ensure they are handled, transferred, stored, recycled, reused or disposed of safely. This will guarantee their circularity, ensure compliance with applicable regulations and guarantee proper waste management, with the ultimate aim of preventing and minimising pollution, waste, wastewater and emissions that could have an adverse effect on the environment.

 Prevent deforestation by ensuring that they do not supply products that cause it, and by ensuring the conservation of land and water resources in areas where they operate or have the capacity to influence.

Suppliers must act transparently and have adequate reporting mechanisms in place to provide information on the aforementioned aspects if SAPA requests it.

3.7. Free competition

SAPA’s Suppliers must perform their professional activities with respect for free competition, avoiding behaviours that illegally restrict it or could be considered unfair competition, including, among others:

 Negotiating or reaching agreements with competitors regarding prices, product offerings, production levels, customer allocation, markets, quotas or boycotts of certain customers or suppliers, or engaging in any other anti-competitive behaviour.

 Actions that may be considered as an abuse of a dominant position.

 Denigrating the reputation of competitors.

 Similarly, they must not enter into collusive agreements or act in breach of competition legislation, either during the award procedures in which they participate or when performing the services.

 They should ensure that any third parties involved in their operations are aware of, and comply with, such legislation.

SAPA advocates a zero-tolerance approach to any behaviour that restricts free competition.

3.8. Quality and safety of the products supplied.

Suppliers must ensure that their products and services comply with the quality and safety standards and parameters required by applicable legislation. Particular attention must be paid to compliance with prices, delivery times and safety conditions.

3.9. Commitment to human rights, due diligence and sustainability.

Suppliers must respect internationally recognised Human Rights, including, but not limited to, the following:

 The “International Bill of Human Rights”. 1

 The International Labour Organisation (ILO) has established rights principles relating to the Fundamental Principles on Fundamental Rights at Work, as well as the eight conventions that develop these principles.

1 The Universal Declaration of Human Rights (1948) is also referred to as the International Bill of Human Rights. This term encompasses the Declaration itself, as well as the two covenants that developed it: the International Covenant on Civil and Political Rights (1976) and the International Covenant on Economic, Social and Cultural Rights (1976).

In accordance with existing legal requirements, Suppliers must collaborate with SAPA in identifying the human rights and environmental impacts associated with their operations, products or services performed for SAPA, when requested to do so.

Likewise, to the extent applicable to them, Suppliers agree to take as a reference the provisions of Directive (EU) 2024/1760 of the European Parliament and of the Council of 13 June 2024 on corporate sustainability due diligence and amending Directive (EU) 2019/1937 and Regulation (EU) 2023/2859 (CSDDD), which is pending transposition into Spanish law.

Therefore, Suppliers must contribute to sustainable development and the transition to sustainable economies and societies by identifying, prioritising where necessary, and preventing, mitigating, eliminating, minimising and remediating any adverse human rights or environmental impacts related to their own operations, and to those of their subsidiaries and business partners in their supply chain, where appropriate.

3.10. Subcontracting.

The use of subcontractors by the Supplier is not permitted, unless specifically authorised by the clauses governing the legal

relationship between the Supplier and SAPA (general terms and conditions, contracts, etc.).

Where subcontracting is authorised, Suppliers must ensure that SAPA is aware of, understands and complies with the standards set out in this Code with regard to products or services provided to SAPA by their supply chain.

To this end, Suppliers should monitor their supply chains and take appropriate measures to mitigate any potential negative impact on SAPA’s reputation or integrity.

Additional controls may be established in the clauses governing the legal relationship between the Supplier and SAPA (e.g. general terms and conditions or contracts) when dealing with higher-risk Suppliers (e.g. those that outsource to emerging countries).

3.11. Corporate image and reputation.

SAPA considers its corporate image and reputation to be among its most valuable assets.

Suppliers agree to take the utmost care to protect the image and reputation of SAPA in all their professional activities.

Suppliers must never give the impression that they are speaking on behalf of SAPA or refer to SAPA in their advertising without prior written authorisation.

SAPA’s image and reputation are its most valuable assets.