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any other capacity, engage in, or be interested in, any other business which will requireyour attendance or attention during GoodLife's business hours or which is, or may becontrary to the interest of, or in competition or perceived competition with, GoodLife._________________________________________________________________________What is Conflict of Interest"Conflict of interest" refers to a situation where an associate's personal relationship(s) orfinancial interest(s) could reasonably be seen as influencing the associate's duty to act inthe best interests of GoodLife. Such Conflicts of Interest include but are not limited to:1. being a relative of an individual who is employed by or involved with a businesswhich seeks to do business with GoodLife or does business with GoodLife;2. being involved with or investing in a business which is competitive to the businessconducted by GoodLife such as Personal Training at home or starting a homebusiness3. being retained by another company or organization, whether on a consultancy orpart-time basis, to advise on or do business similar to that which is beingtransacted by GoodLife;4. accepting "kickbacks" or "bribes";5. failing to advise GoodLife of a situation in which the Employment of RelativesPolicy would apply;6. failing to advise GoodLife of a situation in which Gifts, Favours and EntertainmentPolicy would apply;7. being investigated, charged, indicted or convicted for a criminal activity which mayhave an impact on the perception of the individual's business conduct and which, ifpublicly known, might affect the reputation of GoodLife as a company whichmaintains high ethical standards.8. to trade any GoodLife products or services for an associate’s own gain."Relatives" will include spouse, common-law spouse, same sex partner, child, sibling,parent or grandparent, former spouses or common-law spouses, cousins or being relatedthrough marriage._________________________________________________________________________If you are unsureAn associate who is unsure whether something constitutes a Conflict of Interest willimmediately discuss the specific concern with manager in order to determine GoodLifeposition on the issue.The manager will determine whether:1. a Conflict of Interest exists;2. the seriousness of the potential or actual Conflict of Interest;3. what steps are necessary to protect GoodLife against the Conflict of Interest_________________________________________________________________________Failing to report a Conflict of InterestAn associate who becomes aware of a Conflict of Interest or a potential Conflict of Interestand fails to immediately report that conflict is subject to discipline. Depending on theseverity of the conflict or potential conflict, an associate who fails to report a Conflict ofInterest may also be terminated for "cause" without notice or compensation in lieu ofnotice.Any associate who suspects or believes that he or she is involved in or may becomeinvolved in a Conflict of Interest must immediately disclose such Conflict of Interest fullyand accurately to management.Confidentiality[back to top]GoodLife is committed to protecting its confidential and proprietary information andensuring that this confidential information remains the sole and exclusive property ofGoodLife.Confidential and Proprietary Information of Goodlife Fitness Clubs | V14 July 2009 68