AGIVC

AGI Ventures Canada, Inc.

Code of Conduct

Effective Date: March 1, 2026

This Code of Conduct sets forth the behavioral standards, community expectations, and anti-harassment policies that govern all participants at Company events and gatherings. It should be read in conjunction with the Company's Terms of Service, Privacy Policy, and Waiver, Release of Liability, Assumption of Risk, and Indemnification Agreement, as applicable, which address legal, contractual, and data-related matters.

1. Purpose and Scope

1.1 Purpose

This Community Code of Conduct (this “Code”) establishes the behavioral expectations, community standards, and anti-harassment policies for AGI Ventures Canada, Inc. (the “Company”) and its community of participants. The Company is committed to providing a welcoming, safe, inclusive, and respectful environment at every gathering, event, and interaction associated with its community.

1.2 Who This Code Applies To

This Code applies to every individual who attends, participates in, speaks at, sponsors, exhibits at, volunteers at, or is otherwise present at any event, gathering, meetup, conference, workshop, retreat, online forum, virtual session, or related activity organized, hosted, co-hosted, or affiliated with the Company (each, an “Event”), whether held in-person, virtually, or in a hybrid format. All such individuals are referred to as “Participants” and include, without limitation, attendees, speakers, panelists, sponsors, vendors, exhibitors, volunteers, guests, contractors, and Company staff.

1.3 Where and When This Code Applies

This Code applies in all Event spaces, including physical venues, virtual platforms, chat rooms, social media groups, messaging channels, after-parties, and any related social activities. It applies from the moment a Participant arrives at or logs into an Event through the conclusion of all associated activities. The Company further reserves the right to apply this Code to Participant conduct outside of an Event where such conduct is reasonably connected to the Company's community, including public social media posts that reference the Event, the Company, or other Participants.

1.4 Relationship to Other Agreements

This Code governs behavioral standards and community expectations. It operates alongside, and does not replace, the Company's Terms of Service, Privacy Policy, and Waiver Agreement, which address legal liability, indemnification, intellectual property, data protection, assumption of risk, dispute resolution, and related contractual matters. In the event of any conflict between this Code and those agreements, the more protective provision (from the Company's perspective) shall apply. Acceptance of this Code is a condition of participation in any Event.

2. Our Community Values

The Company's community is built on the following foundational values. Every Participant is expected to embody these values at all times:

2.1 Respect

We treat every individual with dignity, courtesy, and consideration, regardless of differences in background, perspective, identity, or experience. We engage with others as we would wish to be engaged with ourselves.

2.2 Inclusivity

We actively foster an environment where all people feel welcome, valued, and safe to participate fully. We recognize the richness that diverse perspectives bring to our community and work to remove barriers to participation.

2.3 Integrity

We act honestly, ethically, and transparently. We represent ourselves truthfully, honor our commitments, and take responsibility for our actions and their impact on others.

2.4 Safety

We prioritize the physical, emotional, and psychological safety of all Participants. We look out for one another, intervene or report when we see harmful behavior, and support those who are affected by it.

2.5 Collaboration

We approach interactions with a spirit of cooperation, good faith, and mutual benefit. We share ideas generously, listen actively, give constructive feedback, and assume positive intent in our fellow Participants.

2.6 Accountability

We hold ourselves and each other to the standards set forth in this Code. When we fall short, we acknowledge our mistakes, seek to make amends, and commit to doing better.

3. Expected Standards of Behavior

3.1 Professional and Respectful Conduct

All Participants shall conduct themselves in a professional, respectful, and courteous manner in all interactions, including face-to-face conversations, presentations, Q&A sessions, networking events, virtual chats, and social media engagement related to the Event.

3.2 Constructive Communication

Participants shall communicate constructively, including during disagreements. Healthy debate and diverse viewpoints are encouraged; personal attacks, ad hominem arguments, and hostile or dismissive language are not. Participants should seek to understand before seeking to be understood.

3.3 Respect for Boundaries

Participants shall respect the personal boundaries of others. “No” and “Stop” are complete sentences. If a Participant indicates—verbally, nonverbally, or in writing—that they wish to end a conversation, be left alone, not be photographed, or not be touched, that boundary must be respected immediately and without question.

3.4 Inclusive Language and Behavior

Participants shall use language and engage in behavior that is inclusive and welcoming. This includes, but is not limited to, addressing others as they wish to be addressed, avoiding assumptions about others' backgrounds or experiences, and refraining from language or jokes that target or demean any individual or group.

3.5 Mindful Use of Shared Spaces

Participants shall be considerate of others in shared physical and virtual spaces, including maintaining appropriate noise levels, respecting seating and accessibility arrangements, keeping common areas clean and accessible, and not monopolizing shared resources or conversations.

3.6 Compliance with Directions

Participants shall promptly comply with all reasonable directions, instructions, and requests from Company staff, Event organizers, security personnel, and venue management, including directions related to health, safety, emergency procedures, and Event logistics.

3.7 Responsible Substance Use

Where alcohol is served at an Event, Participants shall consume it responsibly and in moderation. Intoxication that impairs judgment, behavior, or safety, or that contributes to a violation of this Code, is itself a violation. Possession or use of illegal substances at any Event is strictly prohibited.

3.8 Care for the Environment and Property

Participants shall treat all Event venues, equipment, materials, and the personal property of others with care and respect. Any damage caused by a Participant's conduct shall be the Participant's responsibility.

4. Anti-Harassment Policy

4.1 Zero Tolerance

The Company maintains a zero-tolerance policy toward harassment of any kind. Harassment undermines the safety, dignity, and wellbeing of individuals and the integrity of our community. Any Participant who engages in harassment is subject to immediate enforcement action, up to and including permanent removal and ban from all Company Events.

4.2 Definition of Harassment

“Harassment” means any unwelcome conduct—whether verbal, written, visual, physical, or digital—that has the purpose or effect of creating an intimidating, hostile, offensive, humiliating, or threatening environment for any individual, or that unreasonably interferes with an individual's ability to participate in and enjoy an Event. Harassment includes, but is not limited to, the following:

4.2.1 Sexual Harassment

  • Unwelcome sexual attention, advances, propositions, or requests for sexual favors.
  • Sexual comments, jokes, innuendo, or stories, whether made in person, in writing, or digitally.
  • Displaying, sharing, or distributing sexually explicit or suggestive images, objects, or materials.
  • Unwanted physical contact of a sexual nature, including touching, groping, or impeding movement.
  • Conditioning any benefit, opportunity, or privilege upon the acceptance of sexual attention or conduct.

4.2.2 Verbal and Written Harassment

  • Offensive, derogatory, or demeaning comments, slurs, epithets, or name-calling directed at or about any individual or group.
  • Mocking, ridiculing, or belittling another person's appearance, abilities, beliefs, ideas, or contributions.
  • Sustained or deliberate disruption of conversations, presentations, or sessions.
  • Sending unwelcome or repeated messages, including via text, email, direct message, or social media, after being asked to stop.

4.2.3 Discriminatory Harassment

  • Conduct or language that demeans, stereotypes, excludes, or marginalizes any individual or group based on any personal characteristic, including but not limited to those protected by applicable federal, state, provincial, local, or international law.
  • Persistent use of a name or form of address that an individual has asked not to be called, after being informed of that preference.
  • Display or promotion of symbols, imagery, or materials associated with hate groups, extremism, or supremacist ideologies.

4.2.4 Physical Harassment and Intimidation

  • Unwelcome physical contact of any kind, including but not limited to pushing, shoving, grabbing, blocking, or cornering.
  • Threats of physical violence or harm, whether explicit or implied.
  • Aggressive or intimidating behavior, including aggressive gestures, posturing, following, or stalking.
  • Deliberately invading another person's personal space after being asked to move away.

4.2.5 Cyber and Digital Harassment

  • Harassing, threatening, or abusive conduct through any digital channel, including social media, messaging apps, email, virtual meeting platforms, or Event-related forums.
  • Doxxing: publishing another person's private or identifying information without their consent.
  • Non-consensual photography, recording, or screen-capturing of individuals, particularly in a manner intended to harass, embarrass, or exploit.
  • Creating, sharing, or promoting deepfake, manipulated, or non-consensual intimate imagery of any individual.
  • Coordinated or targeted online harassment campaigns directed at a Participant.

4.2.6 Other Forms of Harassment

  • Bullying, ostracism, or deliberate exclusion intended to isolate or marginalize an individual.
  • Microaggressions when, after being made aware of the impact, a Participant continues the conduct.
  • Unwelcome proselytizing, political campaigning, or aggressive solicitation directed at individuals.
  • Any pattern of conduct that, taken as a whole, creates a hostile, intimidating, or offensive environment, even if no single incident would independently constitute harassment.

4.3 Context and Severity

In assessing whether conduct constitutes harassment, the Company will consider the totality of the circumstances, including the nature, frequency, severity, and context of the conduct; whether the conduct was unwelcome; the relationship between the parties; the impact on the affected individual(s); and any other relevant factors. A single incident may be sufficiently severe to constitute harassment. The fact that the offending Participant did not intend to cause harm is not a defense.

4.4 Consent

Consent must be affirmative, ongoing, and freely given. Prior consent does not constitute current consent. Consent to one activity does not constitute consent to another. Consent can be withdrawn at any time. Silence, lack of resistance, or prior relationship does not constitute consent. A person who is incapacitated (including by alcohol or other substances) cannot give consent.

5. Additional Prohibited Conduct

In addition to the harassment prohibited under Clause 4, the following conduct is strictly prohibited. This list is illustrative and non-exhaustive; the Company reserves the right to determine, in its sole discretion, that conduct not specifically listed herein constitutes a violation of this Code.

5.1 Violence and Threats

Any form of physical violence, threat of violence (whether explicit, implied, or conditional), aggressive behavior, or conduct that creates a reasonable apprehension of imminent harm. This includes physical assault, battery, destruction of property, and threatening gestures, language, or communications.

5.2 Weapons

Bringing any weapon to an Event Venue, including but not limited to firearms, bladed weapons, explosives, chemical agents, or any object carried with the intent to use it as a weapon, except where expressly permitted by applicable law and with the prior written consent of the Company.

5.3 Illegal Activity

Engaging in any activity that violates any applicable federal, state, provincial, local, or international law or regulation while at or in connection with any Event.

5.4 Unauthorized Recording or Surveillance

Making any photograph, video, audio recording, screenshot, or other recording of Event sessions, presentations, conversations, or individuals without the prior express consent of the Company and of all individuals being recorded, unless the Event or session has been expressly designated as open for recording. Surreptitious recording is strictly prohibited.

5.5 Unauthorized Commercial or Political Activity

Engaging in any unauthorized solicitation, advertising, selling, distribution of promotional materials, fundraising, political campaigning, or petition-gathering at any Event without the prior written consent of the Company.

5.6 Misrepresentation

Misrepresenting one's identity, credentials, qualifications, or affiliations, including impersonating another individual, falsely claiming affiliation with the Company, or using forged, altered, or invalid credentials or tickets.

5.7 Disruption

Conduct that unreasonably disrupts or interferes with any Event session, activity, or another Participant's experience, including excessive noise, heckling, monopolizing Q&A sessions, deliberately derailing discussions, or creating disturbances.

5.8 Unauthorized Access

Entering or attempting to enter areas of Event Venues that are restricted, staff-only, or not designated for the Participant's use, including backstage areas, speaker lounges, and private areas of virtual platforms.

5.9 Retaliation

Any adverse action taken against a Participant because they made a good-faith report under this Code, participated in an investigation, or otherwise exercised their rights under this Code. Retaliation is treated with the same severity as the underlying conduct being reported.

6. Bystander Responsibility

6.1 Active Bystander Expectation

The Company encourages all Participants to be active bystanders. If you witness conduct that you believe may violate this Code, you are encouraged to:

  • Check in with the person who may be affected and ask if they need support.
  • If you feel safe doing so, directly and respectfully address the behavior with the person engaging in it.
  • Report the conduct to Company staff or through a designated reporting channel.
  • Remove yourself and others from a potentially unsafe situation.

6.2 No Obligation to Intervene Directly

No Participant is obligated to physically intervene in or confront a situation that they believe may compromise their own safety. In such cases, reporting the conduct to Company staff is the preferred course of action.

7. Reporting Violations

7.1 How to Report

Any Participant who experiences, witnesses, or becomes aware of conduct that they believe violates this Code is encouraged to report it as promptly as possible using any of the following methods:

  • In person: Approach any Company staff member, Event organizer, or designated safety officer. Company staff will be identifiable by badges, lanyards, vests, or as otherwise identified.
  • By email: hello@agiventures.ca.

7.2 What to Include in a Report

Reports should include as much detail as reasonably possible, including: the name(s) or description(s) of the individual(s) involved; a description of the conduct; the date, time, and location of the incident; the names or descriptions of any witnesses; and any supporting evidence (such as screenshots, messages, or photographs). The absence of any particular detail shall not prevent a report from being accepted.

7.3 Third-Party and Delayed Reports

Reports may be made by any person, including third parties who were not directly involved in or present at the incident. Reports may also be made after the conclusion of an Event. There is no time limit for submitting a report, although prompt reporting is encouraged to facilitate investigation.

7.4 Good Faith

All reports must be made in good faith and based on a genuine belief that a violation has occurred. The Company will not take adverse action against any Participant who makes a good-faith report, even if the report is ultimately not substantiated. However, knowingly making a false, malicious, or bad-faith report is itself a violation of this Code and will be subject to enforcement action.

8. Investigation and Response

8.1 Acknowledgment

The Company will acknowledge receipt of a report within a reasonable time. The form of acknowledgment will depend on the reporting channel used and whether the reporter has provided contact information.

8.2 Investigation

The Company reserves the right, but is not obligated, to investigate any reported or suspected violation of this Code. Investigations may be conducted by the Company, its designees, or third-party investigators, at the Company's sole discretion. The scope, manner, and duration of any investigation shall be determined by the Company. All Participants shall cooperate fully and truthfully with any investigation.

8.3 Interim Measures

At any point during or prior to an investigation, the Company may take any interim measures it deems appropriate in its sole discretion to ensure the safety and wellbeing of Participants. Interim measures may include, but are not limited to:

  • Separating the parties involved.
  • Restricting a Participant's access to certain areas, sessions, or activities.
  • Suspending a Participant's participation in the Event.
  • Requiring a Participant to leave the Event Venue.
  • Assigning a Company staff member to monitor the situation.

Interim measures are not a determination of responsibility and may be imposed against any party regardless of whether a final determination has been made.

8.4 Confidentiality

The Company will make reasonable efforts to maintain the confidentiality of all reports, the identities of reporting parties, and investigation proceedings, to the extent practicable and consistent with the need to conduct a thorough investigation, protect the safety of Participants, and comply with legal obligations. Notwithstanding the foregoing, the Company may disclose information as it determines is necessary or appropriate in its sole discretion.

8.5 Standard of Review

The Company will assess reported conduct based on the totality of the circumstances, including the information gathered during any investigation. The Company is not bound by formal rules of evidence or procedure. A determination of whether this Code has been violated will be made by the Company in its sole and absolute discretion.

9. Consequences and Enforcement

9.1 Range of Consequences

Upon a determination by the Company, in its sole and absolute discretion, that a Participant has violated this Code, the Company may impose any one or more of the following consequences, proportionate to the severity, nature, and frequency of the violation:

  • A verbal warning or a formal written warning.
  • A requirement to immediately cease the offending conduct.
  • A requirement to apologize to the affected individual(s).
  • Temporary restriction from specific Event sessions, activities, or areas.
  • Immediate removal from the Event, without refund.
  • A temporary ban from future Company Events for a specified period.
  • A permanent ban from all future Company Events.
  • Revocation of any speaking engagement, sponsorship, exhibitor, vendor, or volunteer privileges.
  • Notification to the Participant's employer, professional organization, or other relevant body, where the Company deems it appropriate.
  • Referral to law enforcement authorities, where the Company believes the conduct may involve criminal activity.
  • Any other action the Company deems appropriate under the circumstances.

9.2 No Progressive Discipline Requirement

The Company is not required to follow a progressive discipline process. A first offense may result in the most severe consequence, including immediate removal and permanent ban, depending on the nature and severity of the violation.

9.3 Sole Discretion

The selection and imposition of consequences is within the sole and absolute discretion of the Company. The Company's decisions under this Code are final. This Code does not create any right of appeal, review, or hearing, except as may be required by mandatory applicable law.

9.4 No Refund Upon Removal

A Participant who is removed from an Event or banned from future Events for a violation of this Code shall not be entitled to any refund, credit, reimbursement, or compensation of any kind, including registration fees, travel costs, accommodation expenses, or any other costs.

9.5 Reservation of Rights

Enforcement of this Code does not limit or waive any other rights or remedies available to the Company under its Terms of Service, Waiver Agreement, any other agreement, or applicable law. The Company expressly reserves all such rights and remedies, which are cumulative and not exclusive.

10. Support for Affected Individuals

10.1 Immediate Support

The Company will make reasonable efforts to provide or facilitate support for any Participant who reports being affected by a violation of this Code, which may include assistance with personal safety, relocation within the Event Venue, connecting the individual with local support services, and providing a private space to decompress.

10.2 No Requirement to Confront

At no point will the Company require an affected Participant to directly confront the person whose conduct is at issue, participate in mediation or restorative justice processes with that person, or take any other action that the affected Participant is not comfortable with.

10.3 External Resources

The Company may, at its discretion, provide information about external support resources, such as local crisis hotlines, counseling services, or legal aid organizations. The Company does not endorse, control, or assume responsibility for any external resource or the services they provide.

11. Social Media and Public Communications

11.1 Representing Yourself, Not the Company

When discussing Company Events on social media or other public channels, Participants must make clear that any views expressed are their own and do not represent the views or positions of the Company. Participants shall not use Company logos, branding, or trademarks in a manner that implies endorsement without prior written consent.

11.2 This Code Applies Online

The behavioral standards and anti-harassment provisions of this Code apply equally to online interactions connected to Company Events, including social media posts, comments, direct messages, forum discussions, and virtual event chat features.

11.3 Respect Privacy

Participants shall not share photographs, recordings, or personally identifying information of other Participants on social media or other public channels without the express consent of those individuals. This applies to content captured at any Event or in any Event-related communication channel.

12. Amendments and Interpretation

12.1 Amendments

The Company reserves the right to amend, modify, supplement, or replace this Code at any time, at its sole discretion, with or without prior notice. The most current version will be made available on the Company's website and at Event registration. Continued participation in any Event after any amendment constitutes acceptance of the amended Code.

12.2 Non-Exhaustive

The examples and categories of conduct described in this Code are illustrative and non-exhaustive. The Company reserves the right to address conduct not specifically described herein that is inconsistent with the spirit and intent of this Code or that is harmful to the community, its members, or the Company.

12.3 Interpretation

In this Code: (a) “including” means “including without limitation”; (b) words in the singular include the plural and vice versa; (c) references to “Clause” are to clauses of this Code; (d) headings are for convenience only and do not affect interpretation; and (e) this Code shall not be construed against the Company as drafter.

12.4 Severability

If any provision of this Code is found to be invalid, illegal, or unenforceable, such provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable, or if modification is not possible, severed from this Code. The invalidity of any provision shall not affect the validity of any other provision.

12.5 Governing Terms

For all matters relating to legal liability, indemnification, intellectual property, data protection, assumption of risk, dispute resolution, and governing law, the Company's Terms of Service and Waiver Agreement shall control. This Code is intended to establish behavioral standards and enforcement mechanisms for community conduct and is not intended to create additional contractual obligations beyond those set forth in the Company's existing legal agreements, except to the extent expressly stated herein.