I. PURPOSE AND APPLICABILITY

This Code of Conduct is released to promote and ensure the absolute integrity of Huawei Cloud’s business dealings with its partners. It is intended to establish clear compliance standards and ethical principles to be obeyed by all partners.

This Code of Conduct applies to all Huawei Cloud partners and their employees, temporary workers, agents and subcontractors. Huawei Cloud partners refer to any party who joins Huawei Cloud partner network by signing Huawei Cloud Partner Network Certification Agreement. Huawei Cloud expects all the partners to be familiar with and comply with all applicable laws and regulations and demonstrate high standards of business ethics.

II. LEGAL COMPLIANCE

(1) General legal compliance

Partners must comply with applicable laws and regulations in force in their place of incorporation and the places in which they operate as well as any applicable international laws and regulations.

(2) Labor protection

Partners must provide their employees with a healthy work environment where they are treated with dignity and fairness and ensure that their employees are free from discrimination or harassment for any reason whatsoever, including but not limited to skin color, ethnicity, age, gender, sexual orientation, religion and political affiliation.

(3) Environmental compliance

Partners must conduct their operations in an environmentally responsible business manner and in strict compliance with applicable environmental laws and standards.

(4) Government customers

Partners must comply with all applicable bidding or procurement laws when conducting business with governments, public institutions, state-owned enterprises, governmental departments, quasi-governmental bodies or local authorities where such bidding or procurement regulations apply.

(5) Anti-bribery

Partners shall not directly or indirectly offer, promise to offer, make or receive any form of bribe to or from government officials, political parties, or commercial-sector (non-public sector) parties, in order to win or retain business or seek to influence a business decision inappropriately. Such inappropriate activities include but are not limited to offering or providing any gift or hospitality which is excessive or inappropriate in nature for the purpose of obtaining any improper advantage or illicit benefit.

(6) Unfair competition

Partners shall not monopolize the market or engage in any unfair competition practices individually or in collusion with others. Typical examples of these conducts include but are not limited to practices that damage the rights and interests of end users: (i) dividing markets through agreement or collusion; (ii) fixing resale prices; (iii) coordinating in competing bids; (iv) requiring purchase of tie-in products; and (v) abusing a dominant position in the market.

(7) Cyber security

Partners shall strictly abide by all applicable laws and regulations regarding cyber security and data protection of the countries/provinces/states in which they operate and shall not infringe the freedom of communication and privacy of end users.

(8) Export control

Partners shall strictly abide by: (i) the applicable laws, regulations, and resolutions regarding export control of the countries in which they operate; (ii) any export control laws of the United States; and (iii) any further export control obligations Huawei Cloud communicates to a partner from time to time.

III. BUSINESS ETHICS

(1) Complete and truthful materials

Partners must ensure that all materials they provide to Huawei Cloud are truthful, factual, legitimate, and valid and that full authorization has been obtained from third parties if the materials contain any confidential information related to a third-party. Partners must also acknowledge that all information they provide to Huawei Cloud, including but not limited to purchase orders, sales reports, special price applications, rebates, payment applications, and changes to important company information, are truthful, accurate, and complete.

(2) Falsified revenue

Partners are not allowed to assist Huawei Cloud employees in recognizing falsified revenue, recognizing revenue in advance, or intentionally delaying revenue recognition by such means as creating fraudulent projects, inflating customer requirements, signing multiple contracts for the same project, or providing fraudulent receipts or acceptance reports, neither are partners allowed to forge/falsify stamps, official documents, or correspondences of Huawei Cloud in any form.

(3) Lawful acquisition and use of competitor information

Partners are prohibited from using any illegal or unethical means to acquire and use trade secrets or other confidential information of others, including but not limited to improper solicitation or receipt of confidential information from customers, a competitor's employees, or any other parties, whether or not such information is owned by the competitor or the third party.

(4) Marketing communication and advertising media

In the course of marketing communication, partners shall not make false/misleading statements or exaggerate product performance. Without prior permission from Huawei Cloud, partners shall not disclose information regarding their projects in cooperation with Huawei Cloud to the media.

During external business interactions, partners shall not make any false or misleading statements to any party.

(5) Subject to Huawei Cloud audits

Partners shall not cover up any information that may compromise Huawei Cloud's interests. To ensure compliance with this Code of Conduct, partners shall be subject to reasonable audits from Huawei Cloud or third parties on its behalf.

(6) Compliance with Huawei Cloud's partner policies

To the extent permissible by local law, partners must strictly abide by Huawei Cloud's Partner policies, including but not limited to policies and regulations on partner management and partner incentives. They must also recognize Huawei Cloud's exclusive right to develop and interpret the said policies and regulations.

(7) Unauthorized commitments

Partners shall not make commitments to end users or any third party on matters in which they have not been authorized in writing by a Huawei Cloud employee with such express authority to do so.

Any losses incurred by Huawei Cloud from a partner's unauthorized commitment or its failure to reject the unauthorized commitment of Huawei Cloud employees (i.e. those Huawei employees not expressly authorized to make such a commitment) shall be fully borne by the partner on a full indemnity basis and Huawei Cloud shall not be obligated to any contractual commitments to partner arising from such actions.

(8) Defamation

Partners must operate with integrity and shall not defame or disparage Huawei Cloud or its competitors. Partners are prohibited from making false or misleading statements regarding competitors or their products and services.

(9) Bribing Huawei Cloud employees

Partners are not allowed to bribe or transfer illicit benefits to any Huawei Cloud employee in any forms whatsoever, including but not limited to cash, negotiable securities, and payment vouchers, in an attempt to obtain illicit benefits or maintain cooperation with Huawei Cloud. In addition, partners are not allowed to give Huawei Cloud employees inappropriate gifts and/or etiquette that is far beyond the propriety of the situation, or any other conducts that could be construed as inappropriate conduct. Whether the entertainment or gifts are appropriate business etiquette or not shall be determined by Huawei Cloud at its discretion taking into account various factors including considering whether those involved in the giving or receiving would be embarrassed should such events or actions be made known to the public.

This clause also applies to the family members and other close relatives of Huawei Cloud employee.

(10) Conflict-of-interest relationship

Partners shall not allow those who currently work at Huawei Cloud or their family members to have a stake in their company. In the event that a Huawei Cloud employee or his/her immediate family member(s) works for a partner, or acts as an employee, consultant, board member, executive, or shareholder of the partner, the partner shall report such situations to Huawei Cloud immediately.

(11) Intellectual property rights and confidential information

Partners shall respect Huawei Cloud's intellectual property rights. Without prior permission, partners shall not disclose any confidential information they have access to during their dealings with Huawei Cloud nor use any Huawei intellectual property without permission from Huawei Cloud.

IV. COMPLIANCE MANAGEMENT

(1) Establishing a compliance system

Huawei Cloud encourages all partners to establish their own internal compliance management system to ensure compliance with all applicable laws and regulations, including without limitation, such laws and regulations related to fair competition, sanction and export control.

(2) Communicating Huawei Cloud's principles

Partners shall make this Code of Conduct available to their respective partners or develop an equivalent document with standards not lower than those contained in this Code of Conduct.

(3) Strict employee management

Partners must strictly manage the conduct of their employees, ensure the relevant employees abide by their own business conduct guidelines, as well as this Code of Conduct.

V. MISCELLANEOUS

(1) Consequences of any violation of this Code of Conduct

Any violation of this Code of Conduct may result in reduction of incentives partners are entitled to or the immediate termination of the business relationship with Huawei Cloud. In addition, Huawei Cloud reserves the right to request partners to indemnify all losses caused to Huawei Cloud due to the violation of this Code of Conduct.

(2) Version update

Huawei Cloud reserves the right to supplement and change this Code of Conduct at any time. Partners are expected to monitor the website regularly for changes to this Code of Conduct.

(3) Submitting questions or reporting violations

If you have any question about this Code of Conduct or become aware of any violations of this Code of Conduct that is believed in good faith to be either an actual or potential violation of this Code of Conduct, please send an email to BCGComplain@huawei.com. Please submit the questions or report any suspicious behavior which may constitute a violation with your real name attached.

Please note that the information that you provide to Huawei Cloud must be truthful, accurate and complete to the greatest extent possible. If necessary, Huawei Cloud expects you to reasonably assist with any investigations into the incident or situation that you report, including providing reasonable access to any associated documentation within partner control. Reporting misleading or defamatory information to Huawei Cloud may result in Huawei Cloud's immediate termination of your business relationship with us.

Updated: September 17, 2022