Anda di halaman 1dari 5

2015/07 Version 3_1.

0(G)

Undertaking of Ethics and Integrity

The company or entity signing this Undertaking of Ethics and Integrity (the “Undertaking”) on its own
behalf and also acting as the signing agent of the entities specified in Annex 1 hereto to sign on their
behalf (the “Company”), together with the entities shown on Annex 1 hereto (the Company and such
entities are collectively referred to as the “Undersigned Parties”), in consideration of the importance of
ethical integrity in business transactions among/between the Undersigned Parties and Pou Chen Group
and/or Yue Yuen Group, as defined below, hereby undertake to comply with all the provisions set forth
below:
1. Definition of Terms
(1) “Pou Chen Group” refers to Pou Chen Corporation and all its existing and future affiliated
companies and/or reinvested companies and/or other entities directly or indirectly controlled
by Pou Chen Corporation.
(2) “Yue Yuen Group” refers to Yue Yuen Industrial (Holdings) Limited and all its existing and
future affiliated companies and/or reinvested companies and/or other entities directly or
indirectly controlled by Pou Chen Corporation.
(3) “Improper Benefits” means monetary consideration, including but not limited to kickbacks,
commissions, rebates, brokerages, loans/guarantees and/ or other monetary consideration of a
similar nature; non-monetary consideration, including but not limited to securities, gifts, and/
or other non-monetary consideration of a similar nature; hospitalities, including but not
limited to business treatments that are outside the reasonable scope, meals, travels, and/or
other favors of a similar nature; opportunities relating to financial benefits or legal
relationships including but not limited to obtaining specified job positions, signing of
contracts, or other opportunities of a similar nature; or substantial monetary and/or non-
monetary assistance including but not limited to benefits associated with daily living, career
and/or studies, such as partial or full subsidies on overseas studies, purchase of real estate
and/or vehicles.
2. The Undersigned Parties hereby understand and acknowledge that all employees of Pou Chen
Group and Yue Yuen Group shall perform their job duties in accordance with “Employees’ Code of
Conduct” imposed by Pou Chen Group and Yue Yuen Group (the “Code of Conduct”) and other
related rules in connection with the performance of their job duties. Employees of Pou Chen Group
and Yue Yuen Group shall not involve themselves in any conducts which are illegal, in violation of
the Code of Conduct, or to the detriment of the goodwill or interest of Pou Chen Group or Yue
Yuen Group.

1
2015/07 Version 3_1.0(G)

In consideration of the above-


mentioned, the Undersigned
Parties hereby represent and
warrant that the prices and
other business terms set forth in the contracts, purchase orders, or other documentations entered
into among/between the Undersigned Parties and Pou Chen Group and/or Yue Yuen Group are
true, accurate and complete in all respects.
The Undersigned Parties shall under no circumstances offer employees of Pou Chen Group or Yue
Yuen Group or their dependents, relatives or other third parties appointed by the aforesaid persons
(the “Designated Persons”) any Improper Benefits in exchange for obtaining or retaining business
relationship with Pou Chen Group or Yue Yuen Group.
The Undersigned Parties shall not, for the purpose of obtaining or retaining business relationship
with Pou Chen Group or Yue Yuen Group, seek for the consents from or cooperate with any
Designated Persons to fabricate the information of price negotiation, affect transaction prices or
business deal conclusions, or perform other conducts of similar nature to the detriment of Pou
Chen Group or Yue Yuen Group.
3. The Undersigned Parties shall under no circumstances, for their own or third party’s interests,
solicit or entice the Designated Persons to perform any acts in conflicts with their job duties
designated by Pou Chen Group or Yue Yuen Group.
4. For the avoidance of suspicions, the Undersigned Parties/the Undersigned Parties’ senior
management shall not enter into any private business relationships, disassociated with Pou Chen
Group and Yue Yuen Group, with the Designated Persons, including but not limited to the
acquisition of shares from each parties’ companies/investments and loans/guarantees.
5. In case of any violation of Clause 2 or Clause 4 set forth in this Undertaking, directly or indirectly
induced by any Designated Persons, the Undersigned Parties hereby undertake to notify the
designated worldwide contacts of Pou Chen Group or Yue Yuen Group immediately through email,
whereby the Undersigned Parties shall provide all evidences and/or documentations, and cooperate
with Pou Chen Group or Yue Yuen Group in all subsequent investigation(s), if any. The email
address aforesaid is: HQ@pouchen.com.
6. The Company hereby represents and warrants that the list of entities in Annex 1 hereto is true,
accurate and complete in all respects. The Company shall immediately notify Pou Chen Group and
Yue Yuen Group in case that any entity should be added to, amended in, or removed from such list
and shall update Annex 1 hereto accordingly. The Company also represents and warrants that it has
or will have the right to duly represent any added or amended entity, and covenants that it will, on
behalf of such added or amended entity, agree that such added or amended entity will be deemed a
Undersigned Party and bound by this Undertaking from the time the Company notifies Pou Chen
Group and Yue Yuen Group or from the time such added or amended entity first transacts with Pou
Chen Group or Yue Yuen Group, whichever is earlier.

MISBAHUDIN
2015/07 Version 3_1.0(G)

7. The Undersigned Parties acknowledge that Pou Chen Group and Yue Yuen Group reserve the
rights to correct or amend the Undertaking in whole or in part at any time, and agree that such
correction or amendment shall be effective and binding upon all the Undersigned Parties as soon as
the contact person specified below is notified of such correction or amendment via email. The
Undersigned Parties shall immediately inform the designated person of Pou Chen Group and Yue
Yuen Group in case that the information of the contact person is changed; notification by Pou Chen
Group or Yue Yuen Group via any previous contact person information shall still be effective if the
Undersigned Parties fail to timely inform Pou Chen Group and Yue Yuen Group of any change of
contact person information.
8. In the event that any Undersigned Party breaches any of the provisions set forth above, Pou Chen
Signer’s
Group or Yue Yuen Group shall be entitled to terminate all ongoing Initials:_____________
businesses among/between any
or all of the Undersigned Parties and Pou Chen Group and/or Yue Yuen Group, and the
Undersigned Parties shall be jointly and severally liable for any loss or damage incurred by Pou
Chen Group and/or Yue Yuen Group arising from or in connection with such breach.
9. This Undertaking shall be governed by the laws of Indonesia and the Company further agreed that
any disputes arising from this Agreement shall be solved under the jurisdiction of Cianjur.

IN WITNESS WHEREOF, the Company hereto executes this Undertaking.

The Company (signing on its own behalf and also acting as the signing agent of the entities specified in
Annex 1 to sign this Undertaking):
CV. ZULFIKAR GOLDEN FISH INDONESIA
By:
MISBAHUDIN
Title: DIREKTUR
Address: JL. BADAK PUTIH Rt 01 Rw 09 No 18
KEL. PELABUHANRATU KEC. PELABUHANRATU SUKABUMI JAWA BARAT
Phone: 085883699299
Date: 08-01-2019

Contact Person:
CV. ZULFIKAR GOLDEN FISH INDONESIA
By:
DEDE TATI
Title: MARKETING
Address: JL. BADAK PUTIH Rt 01 Rw 09 No 18
KEL. PELABUHANRATU KEC. PELABUHANRATU SUKABUMI JAWA BARAT
Phone: 085211816489

3
2015/07 Version 3_1.0(G)

Date: 18 – 04- 2018

4
2015/07 Version 3_1.0(G)

Annex 1: Entities

Anda mungkin juga menyukai