Google Code of Conduct

The Google Code of Conduct is one of the ways we put Google’s

values into practice. It’s built around the recognition that everything
we do in connection with our work at Google will be, and should be,
measured against the highest possible standards of ethical business
conduct. We set the bar that high for practical as well as aspirational
reasons: Our commitment to the highest standards helps us hire
great people, build great products, and attract loyal users. Respect
for our users, for the opportunity, and for each other are
foundational to our success, and are something we need to support
every day.

So please do read the Code and Google’s values, and follow both in
spirit and letter, always bearing in mind that each of us has a
personal responsibility to incorporate, and to encourage other
Googlers to incorporate, the principles of the Code and values into
our work. And if you have a question or ever think that one of your
fellow Googlers or the company as a whole may be falling short of
our commitment, don’t be silent. We want – and need – to hear from
you.

Who Must Follow Our Code?

We expect all of our employees and Board members to know and
follow the Code. Failure to do so can result in disciplinary action,
including termination of employment. Moreover, while the Code is
specifically written for Google employees and Board members, we
expect members of our extended workforce (temps, vendors, and
independent contractors) and others who may be temporarily
assigned to perform work or services for Google to follow the Code
in connection with their work for us. Failure of a member of our
extended workforce or other covered service provider to follow the
Code can result in termination of their relationship with Google.

Employees and extended workforce members must complete in a

timely fashion all trainings that are required for their roles.

What If I Have a Code-Related Question or Concern?

If you have a question or concern, don’t just sit there. You can
contact your manager, your Human Resources representative or
Ethics & Business Integrity. You can also submit a question or raise
a concern of a suspected violation of our Code or any other Google
policy through the Alphabet Helpline. If you believe a violation of law
has occurred, you can always raise that through the Alphabet
Helpline or with a government agency.

If you have a misconduct concern about the CEO, a direct report to

the CEO, or a Senior Vice President, you may also notify the Audit
Committee of Alphabet’s Board of Directors. To notify the Audit
Committee, please mail your concern to:

Alphabet Inc.
Attn: Workplace Concern
1600 Amphitheatre Parkway
Mountain View, CA 94043

You may report your concerns to the Audit Committee anonymously.

However, the Audit Committee encourages you to provide your
name and contact information so that we may contact you directly if
necessary.

No Retaliation
Google prohibits retaliation against any worker here at Google who
reports or participates in an investigation of a possible violation of
our Code, policies, or the law. If you believe you are being retaliated
against, please contact to Ethics & Business Integrity.

I. Serve Our Users

Our users value Google not only because we deliver great products
and services, but because we hold ourselves to a higher standard in
how we treat users and operate more generally. Keeping the
following principles in mind will help us to maintain that high
standard:

1. Integrity
Our reputation as a company that our users can trust is our most
valuable asset, and it is up to all of us to make sure that we
continually earn that trust. All of our communications and other
interactions with our users should increase their trust in us.

2. Usefulness
Our products, features, and services should make Google more
useful for all our users. We have many different types of users, from
individuals to large businesses, but one guiding principle: “Is what
we are offering useful?”

3. Privacy, Security, and Freedom of Expression

Always remember that we are asking users to trust us with their
personal information. Preserving that trust requires that each of us
respect and protect the privacy and security of that information. Our
security procedures strictly limit access to and use of users’
personal information, and require that each of us take measures to
protect user data from unauthorized access. Know your
responsibilities under these procedures, and collect, use, and access
user personal information only as authorized by our Security
Policies, our Privacy Policies, and applicable data protection laws.

Google is committed to advancing privacy and freedom of

expression for our users around the world. Where user privacy and
freedom of expression face government challenges, we seek to
implement internationally recognized standards that respect those
rights as we develop products, do business in diverse markets, and
respond to government requests to access user information or
remove user content. Contact Legal or Ethics & Business Integrity if
you have questions on implementing these standards in connection
with what you do at Google.

4. Responsiveness
Part of being useful and honest is being responsive: We recognize
relevant user feedback when we see it, and we do something about
it. We take pride in responding to communications from our users,
whether questions, problems, or compliments. If something is
broken, fix it.

5. Take Action
Any time you feel our users aren’t being well-served, don’t be
bashful - let someone in the company know about it. Continually
improving our products and services takes all of us, and we’re proud
that Googlers champion our users and take the initiative to step
forward when the interests of our users are at stake.

II. Support and Respect Each Other

A. Our principles
As part of Alphabet, Google has an unwavering commitment to
prohibiting and effectively responding to harassment,
discrimination, misconduct, abusive conduct, and retaliation. To that
end, Google adheres to these Guiding Principles:

Commitment: Google sets a tone at the top of commitment to a

respectful, safe, and inclusive working environment for all
employees and members of the extended workforce.

Care: Google creates an environment with an emphasis on respect

for each individual at all levels of the organization, including
specifically by offering assistance and showing empathy to
employees and members of the extended workforce throughout and
after the complaint process.

Transparency: Google is open and transparent as an organization

regarding the frequency with which complaints arise regarding
harassment, discrimination, misconduct, abusive conduct, and
retaliation, and the Company’s approach to investigating and
responding to those allegations.

Fairness & Consistency: Google ensures that individuals are treated

respectfully, fairly, and compassionately in all aspects of Alphabet
interactions and applies policies, procedures, and outcomes
consistently regardless of who is involved.

Accountability: Google holds all individuals responsible for their

actions, and ensures that where appropriate, those individuals hold
others accountable too.

B. Our practice
Consistent with the Principles, Googlers are expected to do their
utmost to create a supportive work environment, where everyone
has the opportunity to reach their fullest potential, and be free from
harassment, intimidation, bias, and unlawful discrimination.

Please read the Employee Handbook relevant to your locale.

Located in the Human Resources section of our internal corporate
site, the Handbook covers in greater detail how we should conduct
ourselves at work.
1. Equal Opportunity Employment
Employment here is based solely upon individual merit and
qualifications directly related to professional competence. We
strictly prohibit unlawful discrimination or harassment on the basis
of race, color, religion, veteran status, national origin, ancestry,
pregnancy status, sex, gender identity or expression, age, marital
status, mental or physical disability, medical condition, sexual
orientation, or any other characteristics protected by law. We also
make all reasonable accommodations to meet our obligations under
laws protecting the rights of the disabled.

2. Harassment, Discrimination, and Bullying

Google prohibits discrimination, harassment and bullying in any
form – verbal, physical, or visual, as discussed more fully in our
Policy Against Discrimination, Harassment and Retaliation. If you
believe you’ve been bullied, harassed, or discriminated against by
anyone at Google, or by a Google partner or vendor, we strongly
encourage you to immediately report the incident to your
supervisor, Human Resources or both. Similarly, supervisors and
managers who learn of any such incident should immediately report
it to Human Resources. Human Resources will promptly and
thoroughly investigate any complaints and take appropriate action.

3. Drugs and Alcohol

Our position on substance abuse is simple: It is incompatible with
the health and safety of our employees, and we don’t permit it.
Consumption of alcohol is not banned at our offices, but use good
judgment and never drink in a way that leads to impaired
performance or inappropriate behavior, endangers the safety of
others, or violates the law. Illegal drugs in our offices or at
sponsored events are strictly prohibited. If a manager has
reasonable suspicion to believe that an employee’s use of drugs
and/or alcohol may adversely affect the employee’s job performance
or the safety of the employee or others in the workplace, the
manager may request an alcohol and/or drug screening. A
reasonable suspicion may be based on objective symptoms such as
the employee’s appearance, behavior, or speech.

4. Safe and Healthy Workplace

We are committed to a safe, healthy, and violence-free work
environment. Behavior that poses risk to the safety, health, or
security of Googlers, our extended workforce, or visitors is
prohibited. If you become aware of a risk to the safety, health, or
security of our workplace, you should report it to Google Security
immediately. If it is life-threatening or an emergency, call your local
police, fire, or other emergency responders first, and then report it
to Google Security.

5. Dog Policy
Google’s affection for our canine friends is an integral facet of our
corporate culture. We like cats, but we’re a dog company, so as a
general rule we feel cats visiting our offices would be fairly stressed
out. However, before bringing your canine companion to the office,
please make sure you review our Dog Policy.

III. Avoid Conflicts of Interest

When you are in a situation in which competing loyalties could
cause you to pursue a personal benefit for you, your friends, or your
family at the expense of Google or our users, you may be faced with
a conflict of interest. All of us should avoid conflicts of interest and
circumstances that reasonably present the appearance of a conflict.

When considering a course of action, ask yourself whether the

action you’re considering could create an incentive for you, or
appear to others to create an incentive for you, to benefit yourself,
your friends or family, or an associated business at the expense of
Google.If the answer is “yes,” the action you’re considering is likely
to create a conflict of interest situation, and you should avoid it.

Below, we provide guidance in seven areas where conflicts of

interest often arise:

 Personal investments
 Outside employment, advisory roles, board seats, and starting
your own business
 Business opportunities found through work
 Inventions
 Friends and relatives; co-worker relationships
 Accepting gifts, entertainment, and other business courtesies
 Use of Google products and services
In each of these situations, the rule is the same – if you are
considering entering into a business situation that creates a conflict
of interest, don’t. If you are in a business situation that may create a
conflict of interest, or the appearance of a conflict of interest, review
the situation with your manager and Ethics & Business Integrity.
Finally, it’s important to understand that as circumstances change, a
situation that previously didn’t present a conflict of interest may
present one.

Personal Investments
Avoid making personal investments in companies that are Google
competitors or business partners when the investment might cause,
or appear to cause, you to act in a way that could harm Google.

When determining whether a personal investment creates a conflict

of interest, consider the relationship between the business of the
outside company, Google’s business, and what you do at Google,
including whether the company has a business relationship with
Google that you can influence, and the extent to which the company
competes with Google. You should also consider 1) any overlap
between your specific role at Google and the company’s business, 2)
the significance of the investment, including the size of the
investment in relation to your net worth, 3) whether the investment
is in a public or private company, 4) your ownership percentage of
the company, and 5) the extent to which the investment gives you
the ability to manage and control the company. Investments in
venture capital or other similar funds that invest in a broad cross-
section of companies that may include Google competitors or
business partners generally do not create conflicts of interest.
However, a conflict of interest may exist if you control the fund’s
investment activity.

Outside Employment, Advisory Roles, Board Seats, and Starting Your

Own Business
Avoid accepting employment, advisory positions, or board seats with
Google competitors or business partners when your judgment could
be, or could appear to be, influenced in a way that could harm
Google. Additionally, because board seats come with fiduciary
obligations that can make them particularly tricky from a conflict of
interest perspective, you should notify your manager before
accepting a board seat with any outside company. Google board
members and employees who are VP and above should also notify
Ethics & Business Integrity. Finally, do not start your own business if
it will compete with Google.

Business Opportunities Found Through Work

Business opportunities discovered through your work here belong
first to Google, except as otherwise agreed to by Google.

Inventions
Developing or helping to develop outside inventions that a) relate to
Google’s existing or reasonably anticipated products and services,
b) relate to your position at Google, or c) are developed using
Google corporate resources may create conflicts of interest and be
subject to the provisions of Google’s Confidential Information and
Invention Assignment Agreement and other employment
agreements. If you have any questions about potential conflicts or
intellectual property ownership involving an outside invention or
other intellectual property, consult Ethics & Business Integrity or
Legal.

Personal Relationships at Work

Certain relationships within Google may compromise or be seen to
compromise your ability to perform your job responsibilities, may
create uncomfortable or conflicted positions, and may raise issues of
fairness, favoritism, or harassment. Therefore, be mindful of how
your relationships within Google could impact or be perceived by
others. Romantic, physical or familial relationships are not permitted
between a Googler and another Googler or member of the extended
workforce where one individual is in a position to exercise authority
or supervision over the other. This prohibition includes any situation
where one person is in the reporting line of the other, or, for
example, a situation where one person is a project or a technical
lead on a project on which the other person is working. For more
information, see the Policy on Personal Relationships at Work.

Accepting Gifts, Entertainment, and Other Business Courtesies

Accepting gifts, entertainment, and other business courtesies from a
Google competitor or business partner can easily create the
appearance of a conflict of interest, especially if the value of the
item is significant. Google’s Non-Government Related Gifts & Client
Entertainment Policy provides specific guidance on when it is
appropriate for Googlers to accept gifts, entertainment, or any other
business courtesy (including discounts or benefits that are not made
available to all Googlers) from any of our competitors or business
partners.

Generally, acceptance of inexpensive “token” non-cash gifts is

permissible. In addition, infrequent and moderate business meals
and entertainment with clients and infrequent invitations to attend
local sporting events and celebratory meals with clients can be
appropriate aspects of many Google business relationships,
provided that they aren’t excessive and don’t create the appearance
of impropriety. Before accepting any gift or courtesy, consult the
Non-Government Related Gifts & Client Entertainment Policy, and be
aware that you may need to obtain manager approval.

Contact Ethics & Business Integrity if you have any questions. See
the discussion of Anti-Bribery Laws in Section VII(d) for guidance on
when it is appropriate to give gifts and business courtesies in the
course of doing Google business.

Use of Google Products and Services

Avoiding potential conflicts of interest also means that you should
not use Google products, services, internal tools, or information in a
way that improperly benefits you or someone you know or creates
the appearance that you have an unfair advantage over users
outside of Google. For example, you should never approve Google
accounts, services, or credits for yourself, your friends, or family
members. Similarly, you should not use the tools, information, or
access that you have as a Googler to participate in or to generate a
financial benefit for yourself or others from invalid ad traffic (IVT) on
Google products, such as generating IVT, purchasing or selling IVT
(except for the purposes of company sanctioned research), or
linking to (or appearing to link to) business partners that may be
engaging in IVT. If you find yourself subject to a conflict of interest
regarding the use of Google’s products, services, tools, or
information, discuss the situation with your manager, Legal, or
Ethics & Business Integrity.

Reporting
Ethics & Business Integrity will periodically report to the Google
Compliance Steering Committee all matters involving Google
officers – VPs and above – approved under this section of the Code,
and will periodically report to the Google Nominating and Corporate
Governance Committee all matters involving Google executive
officers and Board members approved under this section.

IV. Preserve Confidentiality

We get a lot of press attention around our innovations and our
culture, and that’s usually fine. However, certain kinds of company
information, if leaked prematurely into the press or to competitors,
can hurt our product launches, eliminate our competitive advantage
and prove costly in other ways. Our responsibilities extend beyond
not revealing Confidential Google material – we must also:

 properly secure, label, and (when appropriate) dispose of

Confidential Google material;
 safeguard Confidential information that Google receives from
others under non-disclosure agreements;
 take steps to keep our trade secrets and other confidential
intellectual property secret.

1. Confidential Information
Make sure that information that is classified as “Need to Know” or
“Confidential” in Google’s Data Classification Guidelines is handled
in accordance with those Guidelines and Google’s Data Security
Policy. At times, a particular project or negotiation may require you
to disclose Need to Know or Confidential information to an outside
party: Disclosure of that information should be on an “only as
needed” basis and only under a non-disclosure agreement. In
addition, Google policy may require a prior security assessment of
the outside party that is to receive the confidential information. Be
sure to conduct the appropriate due diligence and have the
appropriate agreement in place before you disclose the information.

There are, of course, “gray areas” in which you will need to apply
your best judgment in making sure you don’t disclose any
confidential information. Suppose a friend who works at a non-profit
organization asks you informally how to improve the Google search
ranking of the group’s website: Giving your friend site-optimization
tips available in public articles and on websites isn’t likely to be a
problem, but giving tips that aren’t publicly known definitely would
be. If you’re in a gray area, be cautious in what advice or insight you
provide or, better yet, ask for guidance from Ethics & Business
Integrity.

And don’t forget about pictures you and your guests take at Google
– it is up to you to be sure that those pictures don’t disclose
confidential information.

Finally, some of us will find ourselves having family or other

personal relationships with people employed by our competitors or
business partners. As in most cases, common sense applies. Don’t
tell your significant other or family members anything confidential,
and don’t solicit confidential information from them about their
company.

2. Google Partners
Just as you are careful not to disclose confidential Google
information, it’s equally important not to disclose any confidential
information from our partners. Don’t accept confidential information
from other companies without first having all parties sign an
appropriate Non-disclosure Agreement approved by Legal. Even
after the agreement is signed, try only to accept as much
information as you need to accomplish your business objectives.

3. Alphabet and “Other Bet” data

Be sure to protect confidential information of Alphabet or of any
Alphabet or Google subsidiary or affiliate (“Alphabet companies”).
You may have access to confidential information through
collaborations, rotations, 20% projects with another Alphabet
company, access to Alphabet buildings or networks, or simply
through casual interactions. Don’t access or use confidential
information of other Alphabet companies except when authorized
and reasonably necessary for valid business purposes within the
scope of your work at Google. Take all reasonable steps to maintain
the confidentiality of any such information just as you would for
Google confidential information.

Don’t disclose any confidential information about any Alphabet

company, including financial, partner, business, technical, or IP
information, before obtaining appropriate sign-off from Legal, which
may include getting consent from affected Alphabet companies.
4. Competitors/Former Employers
We respect our competitors and want to compete with them fairly.
But we don’t want their confidential information. The same goes for
confidential information belonging to any Googler’s former
employers. If an opportunity arises to take advantage of a
competitor’s or former employer’s confidential information, don’t do
it. Should you happen to come into possession of a competitor’s
confidential information, contact Legal immediately.

5. Outside Communications
You probably know that our policy is to be extremely careful about
disclosing confidential proprietary information. Consistent with that,
you should also ensure your outside communications (including
online and social media posts) do not disclose confidential
proprietary information or represent (or otherwise give the
impression) that you are speaking on behalf of Google unless you’re
authorized to do so by the company. The same applies to
communications with the press. Finally, check with your manager
and Corporate Communications before accepting any public
speaking engagement on behalf of the company. In general, before
making any external communication or disclosure, you should
consult our Employee Communications Policy and our
Communications and Disclosure Policy.

V. Protect Google’s Assets

Google has a well-earned reputation for generosity with our
employee benefits and openness with confidential information
shared within the company. Our ability to continue these practices
depends on how well we conserve company resources and protect
company assets and information.

1. Intellectual Property
Google’s intellectual property rights (our trademarks, logos,
copyrights, trade secrets, “know- how”, and patents) are among our
most valuable assets. Unauthorized use can lead to their loss or
serious loss of value. You must respect all copyright and other
intellectual property laws, including laws governing the fair use of
copyrights, trademarks, and brands. You must never use Google’s
(or its affiliated entities’) logos, marks, or other protected
information or property for any business or commercial venture
without pre-clearance from the Marketing Team. We strongly
encourage you to report any suspected misuse of trademarks, logos,
or other Google intellectual property to Legal.

Likewise, respect the intellectual property rights of others.

Inappropriate use of others’ intellectual property may expose
Google and you to criminal and civil fines and penalties. Please seek
advice from Legal before you solicit, accept, or use proprietary
information from individuals outside the company or let them use or
have access to Google proprietary information. You should also
check with Legal if developing a product that uses content not
belonging to Google.

A word about open source – Google is committed to open source

software development. Consistent with our policy of respecting the
valid intellectual property rights of others, we strictly comply with
the license requirements under which open source software is
distributed. Failing to do so may lead to legal claims against Google,
as well as significant damage to the company’s reputation and its
standing in the open source community. Please seek guidance from
Legal and the Open Source Programs Office before incorporating
open source code into any Google product, service, or internal
project.

2. Company Equipment
Google gives us the tools and equipment we need to do our jobs
effectively, but counts on us to be responsible and not wasteful with
the Google stuff we are given. Nobody’s going to complain if you
snag an extra bagel on Friday morning, but company funds,
equipment, and other physical assets are not to be requisitioned for
purely personal use. Not sure if a certain use of company assets is
okay? Please ask your manager or Human Resources.

3. The Network
Google’s communication facilities (which include both our network
and the hardware that uses it, like computers and mobile devices)
are a critical aspect of our company’s property, both physical and
intellectual. Be sure to follow all security policies. If you have any
reason to believe that our network security has been violated – for
example, you lose your laptop or smart phone or think that your
network password may have been compromised – please promptly
report the incident to Information Security. For more information,
consult Google’s Security Policy.

4. Physical Security
If you’re not careful, people may steal your stuff. Always secure your
laptop, important equipment, and your personal belongings, even
while on Google’s premises. Always wear your badge visibly while
on site. Don’t tamper with or disable security and safety devices. If
you see someone in a secure space without a badge, report that,
and any other suspicious activity, to Google Security. For more
information, review Google’s Physical Security Policy.

Use of Google’s Equipment and Facilities

Anything you do using Google’s corporate electronic facilities (e.g.,
our computers, mobile devices, network, etc.) or store on our
premises (e.g., letters, memos, and other documents) might be
disclosed to people inside and outside the company. For example,
Google may be required by law (e.g., in response to a subpoena or
warrant) to monitor, access, and disclose the contents of corporate
email, voicemail, computer files, and other materials on our
electronic facilities or on our premises. In addition, the company
may monitor, access, and disclose employee communications and
other information on our corporate electronic facilities or on our
premises where there is a business need to do so, such as
protecting employees and users, maintaining the security of
resources and property, or investigating suspected employee
misconduct.

5. Employee Data
We collect and store personal information from employees around
the world. Access this data only in line with local law and Google
internal policies, and be sure to handle employee data in a manner
that is consistent with Google’s Data Classification and Employment
Data Guidelines and other Google policies.

VI. Ensure Financial Integrity and Responsibility

Financial integrity and fiscal responsibility are core aspects of
corporate professionalism. This is more than accurate reporting of
our financials, though that’s certainly important. The money we
spend on behalf of Google is not ours; it’s the company’s and,
ultimately, our shareholders’. Each person at Google – not just those
in Finance – has a role in making sure that money is appropriately
spent, our financial records are complete and accurate, and internal
controls are honored. This matters every time we hire a new vendor,
expense something to Google, sign a new business contract, or
enter into any deals on Google’s behalf.

To make sure that we get this right, Google maintains a system of

internal controls to reinforce our compliance with legal, accounting,
tax, and other regulatory requirements in every location in which we
operate.

Stay in full compliance with our system of internal controls, and

don’t hesitate to contact Ethics & Business Integrity or Finance if
you have any questions. What follows are some core concepts that
lie at the foundation of financial integrity and fiscal responsibility
here at Google.

1. Spending Google’s Money

A core Google value has always been to spend money wisely. When
you submit an expense for reimbursement or spend money on
Google’s behalf, make sure that the cost is reasonable, directly
related to company business, and supported by appropriate
documentation. Always record the business purpose (e.g., if you
take someone out to dinner on Google, always record in our
expense reimbursement tool the full names and titles of the people
who attended as well as the reason for the dinner) and comply with
other submission requirements. If you’re uncertain about whether
you should spend money or submit an expense for reimbursement,
check with your manager. Managers are responsible for all money
spent and expenses incurred by their direct reports, and should
carefully review such spend and expenses before approving.

Signing a Contract
Each time you enter into a business transaction on Google’s behalf,
there should be documentation recording that agreement, approved
by the Legal Department. Signing a contract on behalf of Google is a
very big deal. Never sign any contract on behalf of Google unless all
of the following are met:
  You are authorized to do so under our Signature Authority and
Approval Policy. If you are unsure whether you are authorized,
ask your manager
 The contract has been approved by Legal. If you are using an
approved Google form contract, you don’t need further Legal
approval unless you have made changes to the form contract
or are using it for other than its intended purpose
 You have studied the contract, understood its terms and
decided that entering into the contract is in Google’s interest

All contracts at Google should be in writing and should contain all of

the relevant terms to which the parties are agreeing – Google does
not permit “side agreements,” oral or written.

2. Recording Transactions
If your job involves the financial recording of our transactions, make
sure that you’re fully familiar with all of the Google policies that
apply, including our Revenue Recognition Policy and our Purchasing
Policy.

Immediately report to Finance any transactions that you think are

not being recorded correctly.

3. Reporting Financial or Accounting Irregularities

It goes without saying (but we’re going to say it anyway) that you
should never, ever interfere in any way with the auditing of Google’s
financial records. Similarly, you should never falsify any record or
account, including time reports, expense accounts, and any other
Google records.

Familiarize yourself with our Reporting of Financial and Accounting

Concerns Policy. If you suspect or observe any of the conduct
mentioned above or, for that matter, any irregularities relating to
financial integrity or fiscal responsibility, no matter how small,
immediately report them to Ethics & Business Integrity.

4. Hiring Suppliers
As Google grows, we enter into more and more deals with suppliers
of equipment and services. We should always strive for the best
possible deal for Google. This almost always requires that you solicit
competing bids to make sure that you’re getting the best offer.
While price is very important, it isn’t the only factor worth
considering. Quality, service, reliability, and the terms and
conditions of the proposed deal may also affect the final decision.
Please do not hesitate to contact the Purchasing Team if you have
any questions regarding how to procure equipment or services.

5. Retaining Records
It’s important that we keep records for an appropriate length of
time. The Google Records Retention Policy suggests minimum
record retention periods for certain types of records. These are great
guidelines, but keep in mind that legal requirements, accounting
rules, and other external sources sometimes specify longer
retention periods for certain types of records, and those control
where applicable. In addition, if asked by Legal to retain records
relevant to a litigation, audit, or investigation, do so until Legal tells
you retention is no longer necessary. If you have any questions
regarding the correct length of time to retain a record, contact the
Records Retention Team.

VII. Obey the Law

Google takes its responsibilities to comply with laws and regulations
very seriously and each of us is expected to comply with applicable
legal requirements and prohibitions. While it’s impossible for anyone
to know all aspects of every applicable law, you should understand
the major laws and regulations that apply to your work. Take
advantage of Legal and Ethics & Business Integrity to assist you
here. A few specific laws are easy to violate unintentionally and so
are worth pointing out here:

1. Trade Controls
U.S. and international trade laws control where Google can send or
receive its products and/or services. These laws are complex, and
apply to:

 imports and exports from or into the U.S.

 imports and exports of products from or into other countries,
with additional concerns when those products contain
components or technology of U.S. origin
 exports of services or providing services to non-U.S. persons
 exports of technical data, especially when the technical data is
of U.S. origin
What constitutes an “import” or “export” under the law is pretty
broad. For example:

 exposing or allowing access by non-U.S. persons to U.S.

technical data can be an “export”, regardless of what country
the exposure occurred in
 sending a server from one country (“country X”) into another
country (“country Y”) is an export from country X and an
import into country Y
 permitting the download of software from one country
(“country X”) into another country (“country Y”) is an export
from country X
 transporting technical data or software on your laptop, or tools
or equipment in your luggage, may be an export and import

The bottom line: If you are in any way involved in sending or making
available Google products, services, software, equipment, or any
form of technical data from one country to another, work with your
manager to be absolutely sure that the transaction stays well within
the bounds of applicable laws. If you or your manager are not sure,
please contact Global Trade Compliance.

2. Competition Laws
Most countries have laws – known as “antitrust,” “competition,” or
“unfair competition” laws – designed to promote free and fair
competition. Generally speaking, these laws prohibit 1)
arrangements with competitors that restrain trade in some way, 2)
abuse of intellectual property rights, and 3) use of market power to
unfairly disadvantage competitors.

Certain conduct is absolutely prohibited under these laws, and could

result in your imprisonment, not to mention severe penalties for
Google.

Examples of prohibited conduct include:

 agreeing with competitors about prices

 agreeing with competitors to rig bids or to allocate customers
or markets
 agreeing with competitors to boycott a supplier or customer
Other activities can also be illegal, unfair, or create the appearance
of impropriety. Such activities include:

 sharing competitively sensitive information (e.g., prices, costs,

market distribution, etc.) with competitors
 entering into a business arrangement or pursuing a strategy
with the sole purpose of harming a competitor
 using Google’s size or strength to gain an unfair competitive
advantage

Although the spirit of these laws is straightforward, their application

to particular situations can be quite complex.
Google is committed to competing fair and square, so please
contact Competition Compliance if you have any questions about
the antitrust laws and how they apply to you. Any personnel found
to have violated Google’s Global Competition Policy will, subject to
local laws, be disciplined, up to and including termination of
employment. If you suspect that anyone at the company is violating
the competition laws, notify Ethics & Business Integrity immediately.

3. Insider Trading Laws

As we said earlier, internally we share information, including non-
public information, about Google’s business operations pretty freely
(think of TGIF). In addition, you may overhear a hallway
conversation or come across a memo at a copy machine, either of
which might involve confidential information. To use this nonpublic
information to buy or sell stock, or to pass it along to others so that
they may do so, could constitute insider trading. Insider trading not
only violates this Code, it violates the law. Don’t do it.

You should familiarize yourself with Google’s Insider Trading Policy.

It describes company- wide policies that address the risks of insider
trading, such as a prohibition on any Google employee hedging
Google stock; and periodic blackout windows when no Google
employee may trade Google stock.

4. Anti-bribery Laws
Like all businesses, Google is subject to lots of laws, both U.S. and
non-U.S., that prohibit bribery in virtually every kind of commercial
setting. The rule for us at Google is simple – don’t bribe anybody,
anytime, for any reason.
5. Non-government relationships
You should be careful when you give gifts and pay for meals,
entertainment, or other business courtesies on behalf of Google. We
want to avoid the possibility that the gift, entertainment, or other
business courtesy could be perceived as a bribe, so it’s always best
to provide such business courtesies infrequently and, when we do,
to keep their value moderate. Consult Google’s Non-Government
Related Gifts and Client Entertainment Policy before providing any
business courtesies and contact Ethics & Business Integrity if you
have any questions.

6. Dealing with government officials

Offering gifts, entertainment, or other business courtesies that could
be perceived as bribes becomes especially problematic if you’re
dealing with a government official. “Government officials” include
any government employee; candidate for public office; or employee
of government-owned or -controlled companies, public international
organizations, or political parties. Several laws around the world,
including the U.S. Foreign Corrupt Practices Act and the UK Bribery
Act, specifically prohibit offering or giving anything of value to
government officials to influence official action or to secure an
improper advantage. This not only includes traditional gifts, but also
things like meals, travel, political or charitable contributions, and job
offers for government officials’ relatives. Never give gifts to thank
government officials for doing their jobs. By contrast, it can be
permissible to make infrequent and moderate expenditures for gifts
and business entertainment for government officials that are
directly tied to promoting our products or services (e.g., providing a
modest meal at a day-long demonstration of Google products).
Payment of such expenses can be acceptable (assuming they are
permitted under local law) but may require pre-approval from Ethics
& Business Integrity under Google’s Anti-Bribery and Government
Ethics Policy.

The U.S. also has strict rules that severely limit the ability of a
company or its employees to give gifts and business courtesies to a
U.S. government official and also limit the official’s ability to accept
such gifts. The Honest Leadership and Open Government Act
prohibits giving any gifts, including travel and other courtesies, to
Members, Officers, and employees of the U.S. Senate and House of
Representatives unless they fit within one of a number of specific
exceptions. Gifts to employees of the U.S. executive branch are also
regulated and subject to limits. Finally, state and local government
officials in the U.S. are also subject to additional legal restrictions.
Consult Google’s Anti-Bribery and Government Ethics Policy before
giving any such gifts or business courtesies and obtain all required
pre-approvals. In sum, before offering any gifts or business
courtesies to a U.S. or other government official, you should consult
Google’s Anti-Bribery and Government Ethics Policy. Carefully follow
the limits and prohibitions described there, and obtain any required
pre-approvals. If after consulting the Policy you aren’t sure what to
do, ask Ethics & Business Integrity.

VIII. Conclusion
Google aspires to be a different kind of company. It’s impossible to
spell out every possible ethical scenario we might face. Instead, we
rely on one another’s good judgment to uphold a high standard of
integrity for ourselves and our company. We expect all Googlers to
be guided by both the letter and the spirit of this Code. Sometimes,
identifying the right thing to do isn’t an easy call. If you aren’t sure,
don’t be afraid to ask questions of your manager, Legal or Ethics &
Business Integrity.