Common use of Party Risk Management Clause in Contracts

Party Risk Management. Novartis expects the supplier to adhere to ethical business practices and to observe the Novartis Third Party Code and any other applicable Novartis codes, policies and guidelines. By providing goods/services/deliverables pursuant to this Purchase Order, the supplier hereby agrees that it will:  comply with the Third Party Code (and any published updates) which can be viewed and downloaded from xxxxx://xxx.xxxxxxxx.xxx/esg/reporting/codes-policies-and- guidelines (the supplier may request a copy free of charge from Novartis);  provide information/documentation on reasonable request to Novartis, its affiliated companies and respective representatives to allow Novartis to verify compliance with the Third Party Code in the form requested;  use best endeavours to rectify identified non-compliances with the Third Party Code (where capable of remedy) and report remediation progress to Novartis, its affiliated companies and respective representatives on request;  ensure supplier’s affiliated companies and/or subcontractors/agents directly engaged in providing goods/services/deliverables in pursuance of this Purchase Order are also required to comply with all the above requirements; and  where required by Novartis, fully co-operate (at supplier’s own expense) with Novartis and Novartis affiliated companies and respective representatives in completing and returning, as reasonably instructed, any questionnaire relating to compliance topics including, without limitation, anti-bribery compliance, that supplier has received as part of Novartis Third Party Risk Management processes at any time and any updates of same (“Questionnaire for Third Parties”). The supplier warrants and represents that the information provided in any Questionnaire for Third Parties (whether provided before or after the date of this Purchase Order, including updates to the same) is accurate and complete (and such information shall be treated as being part of the agreement between Novartis and the supplier pursuant to this Purchase Order). For the avoidance of doubt, this subparagraph applies to the supplier only, and not to any subcontractor engaged by the supplier in accordance with the terms of this Purchase Order (including in accordance with the provisions of the Third Party Code). Seven business days after the receipt of a written request from Novartis, the supplier will allow Novartis associates (or any third party auditor nominated by Novartis) adequate access to supplier’s premises and to any documents/records relating to this Purchase Order for the purposes of auditing compliance with the above obligations. Failure to adhere to any of the above shall entitle Novartis to terminate the agreement between supplier and Novartis pursuant to this Purchase Order with immediate effect and without further compensation. The supplier confirms that it has read and understood the latest version of the Novartis Third Party Code.

Party Risk Management. Novartis expects the supplier to adhere to ethical business practices and to observe the Novartis Third Party Code and any other applicable Novartis codes, policies and guidelines. By providing goods/services/deliverables pursuant to this Purchase Order, the supplier hereby agrees that it will:  • comply with the Third Party Code (and any published updates) which can be viewed and downloaded from xxxxx://xxx.xxxxxxxx.xxx/esg/reporting/codes-policies-and- guidelines (the supplier may request a copy free of charge from NovartisLek);  • provide information/documentation on reasonable request to Novartis, its affiliated companies and respective representatives to allow Novartis to verify compliance with the Third Party Code in the form requested;  • use best endeavours to rectify identified non-compliances with the Third Party Code (where capable of remedy) and report remediation progress to Novartis, its affiliated companies and respective representatives on request;  • ensure supplier’s affiliated companies and/or subcontractors/agents directly engaged in providing goods/services/deliverables in pursuance of this Purchase Order are also required to comply with all the above requirements; and  • where required by Novartis, fully co-operate (at supplier’s own expense) with Novartis and Novartis affiliated companies and respective representatives in completing and returning, as reasonably instructed, any questionnaire relating to compliance topics including, without limitation, anti-bribery compliance, that supplier has received as part of Novartis Third Party Risk Management processes at any time and any updates of same (“Questionnaire for Third Parties”). The supplier warrants and represents that the information provided in any Questionnaire for Third Parties (whether provided before or after the date of this Purchase Order, including updates to the same) is accurate and complete (and such information shall be treated as being part of the agreement between Novartis and the supplier pursuant to this Purchase Order). For the avoidance of doubt, this subparagraph applies to the supplier only, and not to any subcontractor engaged by the supplier in accordance with the terms of this Purchase Order (including in accordance with the provisions of the Third Party Code). Seven business days after the receipt of a written request from Novartis, the supplier will allow Novartis associates (or any third party auditor nominated by Novartis) adequate access to supplier’s premises and to any documents/records relating to this Purchase Order for the purposes of auditing compliance with the above obligations. Failure to adhere to any of the above shall entitle Novartis to terminate the agreement between supplier and Novartis pursuant to this Purchase Order with immediate effect and without further compensation. The supplier confirms that it has read and understood the latest version of the Novartis Third Party Code.