Axon Advisors’ Compliance Framework:

Axon Advisors has invested heavily in the development of strict compliance controls to reduce the risk of material non-public information being exchanged over our network. We provide independent alternative research services to our clients. We do not have an investment fund or trading desk. In order to achieve the strictest adherence to securities law, we have implemented the following processes in the governance of our research services:

1. All clients and consultants participating in the Axon Advisors Consultancy are required to agree to our terms and conditions. Read more about our Key Terms and Conditions below. Consultants are reminded of their obligations in every invitation to consult.
2. Axon Advisors’ Conflict Resolution Procedure instructs consultants to refuse to answer any questioning they sense may be in violation of any regulatory, legal, ethical or contractual obligation. Consultants understand that they will be paid in full for any project cut short on account of any perceived violation.
3. All consultants participating in the Axon Advisors Consultancy – and all Axon Advisors employees - must complete a yearly training program regarding proper use of the expert network. Consultants are also instructed on how to report any perceived misuse of our network by a client.
4. We have developed proprietary systems and integrated technology to implement our compliance protocols and enable our clients to implement their own.
5. Prior to engaging in any consultation engagement, we require disclosure of any conflicts related to the subject matter to be discussed and disqualify inappropriate consultants on this basis.
6. Employed consultants are not permitted to consult on subject matter pertaining to their employer.
7. Employers may contact Axon Advisors to enroll in our Corporate Do Not Contact List. We utilize comprehensive data sets on companies to automatically and systematically apply a parent-company rule to subsidiary employees.
8. Clients may set their own compliance requirements by creating Company and Individual Do Not Contact Lists, to uphold company-wide and individual end-user policies. Rules can be applied permanently and on a project-by-project basis. Rules can be applied to companies or individuals.
9. Axon Advisors annually hires outside counsel to review our Compliance Framework, including all related legal conditions and business processes.

Key Terms and Conditions

1. Consultants review and register agreement to our terms and conditions before participation.
2. Consultants must abide by any obligations with current and former employers and obtain any necessary consent from employers before participating in a project.
3. Consultants must affirm their knowledge of and ability to discuss the subject matter of a project before participation.
4. Consultants may not participate in discussions about their employer or with a client whose firm is a direct competitor of that employer.
5. Consultants must represent that information they provide is their own view.
6. Consultants may not attempt to gain from information stemming from the consultation engagement.
7. Consultants agree not to give investment advice
8. Consultants agree not to disclose material non-public information
9. Consultants agree not to disclose confidential information.
10. Consultants agree not to engage in any illegal activity.
11. Experts with specific backgrounds agree to additional restrictions:
12. Clinical researchers may not discuss non-disclosed information related to trials.
1. Accountants may not discuss companies audited in the past year.
2. Accountants may not offer accounting advice.
3. Lawyers may not offer legal advice.
4. Medical doctors may not offer medical advice.
5. Executives may not discuss a pending IPO, merger or tender offer.