1. Purpose

At Rubrik, Inc. (“Rubrik”), we believe in a set of core values we refer to as RIVET – Relentlessness, Integrity, Velocity, Excellence and Transparency.  In line with these core values, we expect everyone we have a business relationship with, including our distributors, resellers, managed service providers, vendors, suppliers and their employees, contractors and agents (“Third Parties”) to act with the highest integrity at all times.  This Rubrik Third Party Code of Conduct (the “Code”) outlines our expectations for acceptable behavior and promoting ethical and legal business conduct, which mirror our expectations for our own employees.

If applicable laws and regulations are more permissive than the Code, we expect Third Parties to comply with the Code. If applicable laws and regulations are more restrictive, Third Parties must always comply with those legal requirements.  Rubrik reserves the right to amend or alter this Code at any time, for any reason.

2. Policy

2.1 Compliance with Laws

2.1.1 Anti-Bribery

Third Parties must ensure that they comply with all applicable anti-bribery and anti-corruption laws, treaties and conventions including the U.S. Foreign Corrupt Practices Act and the UK Bribery Act (“Anti-Bribery Laws”).  In order to comply with Anti-Bribery Laws, Third Parties must never pay or offer anything of value, directly or indirectly, to any foreign official or private individual with the intent to induce an act or decision by the recipient.  These payments can take the form of cash, gifts, travel, lodging, entertainment or any other type of expenses.

2.1.2 Competition

Rubrik expects Third Parties to compete fairly and legitimately.  Third Parties are responsible for complying with all applicable laws designed to preserve the competitive market system.  Often referred to as competition or antitrust laws, these laws govern a wide range of business activities including setting prices and purchasing, selling and marketing goods and services.  Activities that demonstrate anti-competitive behavior include: (i) fixing or controlling prices, (ii) conspiring amongst competitors to undermine a competitive bidding process, (iv) boycotting suppliers or customers, (v) tying or bundling unrelated products to restrict competition without providing benefits to customers, (vi) limiting the production or sale of products or product lines and (vi) discriminatory pricing.

2.1.3 Human Rights, Discrimination and Harassment

Third Parties must treat all others, including Rubrik’s employees and their own employees, with dignity, professionalism and respect.  This means complying with applicable laws prohibiting forced or involuntary labor, child labor, human trafficking and slavery.  Third Parties must also abide by all applicable wage and labor laws and refrain from any discrimination based on race, religion, age, nationality, skin color, gender, gender identity, disability, pregnancy, marital status, political affiliation, military status, sexual orientation or any other characteristic protected under applicable law.  Rubrik will not tolerate harassment in any form – whether verbal, physical, virtual, visual or otherwise.

2.1.4 Environmental, Health and Safety

Rubrik recognizes its responsibility to protect the environment and expects Third Parties to comply with all applicable environmental laws and regulations.  Third Parties shall use commercially reasonable efforts to reduce consumption of resources and waste.  Third Parties are also expected to maintain a safe and healthy work environment for their employees and comply with all applicable workplace safety regulations.

2.1.5 Global Trade Compliance

Third Parties must comply with all applicable import and export control laws and will not export, re-export, download or otherwise transmit Rubrik’s products to: (i) any country or region subject to a U.S. embargo or comprehensive trade sanctions, (ii) any individual or entity identified on any U.S. Government restricted party lists (including the Consolidated Sanctions, Specially Designated Nationals, Denied Persons, Entity, or Unverified Lists) or (iii) any end user with knowledge or reason to know that Rubrik’s products will be used for nuclear, chemical, or biological weapons proliferation, or for missile-development purposes.

2.1.6 Data Protection

Rubrik expects that Third Parties comply with all applicable laws, regulations, and standards related to privacy and data protection.  Third Parties will only access, store or process personal data provided by Rubrik in connection with a legitimate business purposes and will only use personal data as necessary for such legitimate business purpose.  Rubrik expects Third Parties to implement appropriate safeguards, which at a minimum are in accordance with current industry standards, to ensure the protection, integrity, and security of personal data in accordance with applicable data privacy laws and security standards, which includes requiring subcontractors to comply with similar requirements.  Third Parties shall also immediately notify Rubrik should a suspected or actual breach of Rubrik's Confidential Information (as defined below) occur.

2.2 Record Keeping and Financial Integrity

All Third Parties are expected to maintain accurate, complete and reliable financial and business records in connection with all transactions with Rubrik and Rubrik’s distributors.  Side agreements, whether written or oral, will not be honored or accepted by Rubrik if such agreements were not previously approved by a Rubrik employee authorized to approve.  Placing an order with Rubrik or Rubrik’s distributors without the existence of a corresponding order from an end user is not acceptable and prohibited by Rubrik.  Third Parties may only submit an order to Rubrik or Rubrik’s distributors after receiving an order from an end-user for the same Rubrik products and services.  Any request by a Rubrik employee to do otherwise must be immediately reported to Rubrik.

2.3 Confidential Information and Intellectual Property

Third Parties may receive non-public, confidential information from Rubrik in the course of their business relationship with Rubrik.  Third Parties shall protect and preserve in strict confidence all such confidential information and only use such information in connection with their business with Rubrik and in accordance with any obligations of confidentiality in a separate contract with Rubrik.  Third Parties will only disclose confidential information to third parties with a need to know and who are under a similar obligation of confidentiality. 

Third Parties may only use Rubrik’s intellectual property, including patents, copyrights, trademarks and trade secrets, in a manner permitted under their contract with Rubrik and may not misappropriate or infringe the intellectual property of others in the course of their business relationship with Rubrik.

2.4 Conflicts of Interest

Third Parties must avoid situations that may involve a conflict or the appearance of a conflict between their personal interests and the interests of Rubrik.  These situations may compromise a Third Parties’ ability to act objectively with respect to Rubrik.  Rubrik wishes to keep all business relationships free of conflicts and expects Third Parties to report any potential conflicting situations to the Rubrik.  This includes, but is not limited to, any close personal or family relationships with employees at Rubrik.

3. Administration of the Code

3.1 Reporting Violations

Third Parties that become aware of any violations of this Code by any individual, including any employees, contractors or agents of Rubrik, shall immediately report the violation to Rubrik in one of the following methods:

  1. Contact the Rubrik Legal Department at legal@rubrik.com
  2. Use the Rubrik Integrity Portal (http://rubrik.ethicspoint.com/) to either call or provide an online report (can be submitted anonymously)

Reports will be handled as confidentially as possible.

3.2 Enforcement of the Code

Rubrik expects all Third Parties to adhere to this Code and to provide reasonable assistance with any investigation into a violation of this Code or applicable law.  Any material violation of this Code will constitute the basis for immediate termination of Rubrik’s business relationship with the violating Third Parties, pursuant to applicable laws.