Markforged Business Partner Code of Conduct

Last Revised: October 20, 2021

Markforged is built on a foundation of honesty, integrity and ethical conduct, and we expect our business partners around the world to share our commitment to ethical business practices. The Markforged Business Partner Code of Conduct (the “Code”) describes Markforged’s expectations of how its business partners will conduct business. All resellers, contractors, suppliers, and other business partners (each, a “Business Partner”) that are engaged in business activities with Markforged are required to act in accordance with the Code by contract, including aligning the Business Partner’s policies and practices with the Code and enforcing it across the Business Partner’s supply chain.

Business Partners must report violations of this Code promptly after discovering the violation. Markforged reserves the right to terminate any Business Partner relationship where there is a violation of the Code that is not promptly reported and/or where a violation is not corrected promptly. Upon request, Business Partners will provide Markforged with information to enable it to assess conformance with the Code.

Responsible Conduct

Business Partners must conduct themselves in a professional manner while representing Markforged products and services in the marketplace, including interactions with Markforged. Business Partners will engage only in fair and legal marketing practices, and will clearly identify themselves (and not Markforged) as the responsible party for Business Partner’s marketing activities. This means treating all persons with dignity and respect in a business-like manner while marketing, selling or supporting Markforged products. Business Partners will refrain from performing any act, engaging in any conduct or course of action or making or publishing an adverse, untrue, or misleading statement that has or may reasonable be expected to demean Markforged’s name or business reputation.

Legal and Regulatory Compliance

The Code assumes that all Business Partners will comply with the Code within the framework of the applicable federal, local, and state/provincial laws and regulations in their local jurisdictions. A Business Partner that believes this Code to be contrary to local law should contact Markforged promptly. Markforged is committed to the resolution of any discrepancies between this Code and a Business Partner’s legal obligations.

Discrimination/Anti-Harassment

Business Partners are required to:

• Refrain from discriminatory actions or harassment towards anyone on any grounds, including but not limited to veteran status, age, race, gender, religion, ethnicity, nationality, sexual orientation, and/or political beliefs.
• Maintain a workplace and a corporate culture that is free of sexual harassment, bullying and violence.
• Maintain a process through which employees can raise workplace concerns without fear of retaliation.

Antitrust and Competition Law

Markforged strictly prohibits price-fixing, bid-rigging and market/customer allocations. Business Partners must comply with all applicable antitrust and competition laws that prohibit agreements or actions that unreasonably restrain trade, are deceptive or misleading, or unreasonably reduce competition without providing beneficial effects to customers.

Anti-Corruption and Bribery

Markforged does not tolerate corruption or bribery in any form. Business Partners are expected to avoid any situation that involves a conflict of interest, or the appearance of a conflict of interest. Business Partners must not give, offer, or accept anything of value to obtain or retain business, gain favored treatment, or to obtain an improper advantage, either for the Business Partner itself, or on Markforged’s behalf. This includes excessive entertainment expenses that create the appearance of impropriety. Business Partners must in any case strictly comply with all applicable anti-corruption and anti-bribery laws, including but not limited to the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act.

Confidentiality

We expect our Business Partners to protect confidential information using no less than a reasonable standard of care. We expect Business Partners to comply with any confidentiality agreements to which they are subject, and in any case to keep all Markforged and customer information confidential, including personal information as well as non-public pricing, product roadmap, customer lists, and product specifications and information. Business Partners must adhere to all applicable data protection and data privacy laws and regulations, including but not limited to the General Data Protection Regulation, the U.K. Data Protection Act 2018, and any relevant state laws propagated in the U.S.

Some Markforged confidential information may qualify as Material Non-public Information (“MNPI”). In compliance with this Code and U.S. securities laws, Business Partners in receipt of MNPI in relation to Markforged are prohibited from purchasing or selling Markforged securities, or from communicating MNPI to any other person under circumstances in which it is reasonably foreseeable that such person is likely to purchase or sell Markforged securities, until such time that the information no longer qualifies as MNPI. MNPI is information not generally available to the public that a reasonable investor would likely consider important in making an investment decision to buy, sell, or hold securities.

Financial Integrity and Accounting

Business Partners must keep complete and accurate books and records regarding any and all transactions and expenditures with respect to their Markforged-related business.

Markforged does not tolerate unlawful tax evasion. Business Partners must comply with all applicable income, sales and personnel withholding tax laws.

Export Compliance

Business Partners must have and follow a documented export control policy designed to ensure compliance with U.S. and other applicable export and import laws and regulations when handling or distributing Markforged products.

Intellectual Property

Business Partners must not misappropriate or infringe Markforged’s trademarks or other intellectual property rights, or remove trademark or copyright notices from any Markforged device or content.