Last Updated: March 31, 2022

Splunk is committed to its core values: to be innovative, passionate, disruptive, open and fun. In keeping with these values, Splunk expects our partners to act honestly, ethically, fairly and legally in all dealings with or on behalf of Splunk and its employees, customers, suppliers, partners and government officials. This Partner Code of Conduct outlines the standards and practices that Splunk expects our partners to follow while conducting business with or on behalf of Splunk. All Splunk partners are required to read and comply with these standards and to ensure that these requirements are communicated, understood and followed by your employees. These standards are intended to supplement and underscore the requirements and terms outlined in your Splunk partner agreement and the Splunk Code of Business Conduct and Ethics which is incorporated herein by reference. A violation of this Partner Code of Conduct may constitute a breach of your agreement with Splunk and may result in action up to and including termination of your status as a Splunk partner.

Improper inducements involving customers, suppliers, partners, government officials and any other parties are strictly prohibited. We expect you to act with the utmost honesty, integrity and transparency in all dealings with customers, suppliers, partners and government officials. Splunk partners shall not give, attempt to give, offer, promise or authorize any payment, thing of value, favor, fee, entertainment, bribe, gift, loan, rebate, reward, payoff, influence payment, kickback or other similar payment or advantage to a foreign or domestic government official or employee, or to any non-government partner, customer, or potential customer, for the purpose of improperly influencing an act or decision (including a decision not to act) or to induce such a person to use his or her influence to improperly affect any such act or decision in order to obtain, retain or direct any business. Any discounts, rebates or other financial benefits provided by Splunk through an authorized partner program or approved incentive shall not be used to disguise or facilitate any improper payment or gift. Splunk partners must comply with all applicable anti-corruption laws and regulations everywhere you do business with Splunk and/or on Splunk’s behalf, including but not limited to, the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act, and all local country-specific anti-bribery and/or related laws.

Splunk partners shall use good judgment, discretion and moderation when giving or accepting gifts, hospitality or entertainment involving any Splunk customer, employee or family member of a Splunk customer or employee. When extending or receiving common business courtesies, Splunk partners should not request, accept, offer to give or give anything of significant value that would give the appearance of impropriety or create the impression that the gift or entertainment was intended in any way to improperly influence a business relationship. A general guideline for evaluating whether a gift or other business courtesy is inappropriate is whether public disclosure would be embarrassing to you, to Splunk or to the recipient. Also keep in mind that local gift giving customs, practices and laws may vary in different countries.

Splunk partners must comply with applicable U.S., local and any other country-specific antitrust and competition related laws and regulations. Although specific laws vary from country to country, certain general guidelines are applicable around the world. Splunk partners shall not propose or enter into any agreement or otherwise conspire, collude or coordinate business conduct in a manner that harms or reduces competition, including but not limited to attempting to fix, adjust or control prices for Splunk products or services; boycotting suppliers or customers; dividing or allocating customers or markets; limiting the sale of services, products or product lines; or coordinating with competitors on the bidding process. Splunk partners must not engage in discussions of such matters with Splunk employees, other Splunk partners or representatives of other companies. Splunk partners shall not share information or discuss or enter into formal or informal agreements with any competitor relating to competitively sensitive information such as price, profit or profit margin, costs, production levels or quotes for a specific customer’s business. In addition, unfair methods of competition and deceptive practices also are prohibited, including misrepresenting products, services or prices, or making unfair, misleading, inaccurate, exaggerated or false claims about, or comparisons with, competitor offerings.

Splunk partners must maintain accurate and complete books, statements and records related to your agreements with Splunk, all transactions related to sales of Splunk products and services and any and all transactions or other expenditures with respect to any Splunk-related business. Splunk partners must follow Splunk’s Proof of Sell Through (POST) Policy and must not engage in the creation or preparation of any misleading or inaccurate transactional document or statement or the falsification of any type of transaction documentation or statement relevant to Splunk-related business. All requests for non-standard discounts must be for legitimate business purposes. Business records must be maintained in accordance with record retention policies and all applicable laws and regulations, including the Sarbanes-Oxley Act of 2002 and applicable Internal Revenue Service requirements, and are subject to audit as defined in your agreement with Splunk.

Splunk partners shall not engage in any activity, situation or relationship that may involve an inappropriate conflict or the appearance of a conflict with the interests of Splunk. This includes any circumstances that could cast doubt on your ability to act with total objectivity with regard to the distribution or resale of Splunk products and services. Splunk partners should notify Splunk if there is an actual, perceived or potential conflict of interest with Splunk or any of its employees.

Splunk is a U.S. headquartered company, and as such, Splunk technologies, products, and services are subject to U.S. government export regulations. Splunk partners must comply with all applicable government economic sanctions, trade embargoes and export and re-export restrictions applicable to Splunk-provided software and services, including the restrictions reflected in relevant Splunk licenses and agreements, regardless of whether the product or service is Splunk-branded. Splunk partners must not engage in sales or marketing, or other activities, or directly or indirectly, export, re-export or transfer Splunk products to restricted countries, including any destinations subject to U.S. embargoes or trade sanctions; to restricted or denied end users, including any entity or individual specified on U.S. government-maintained exclusion lists; or for restricted end uses. In addition, Splunk partners must not provide or facilitate the submission of misleading or inaccurate information concerning end destinations, end users and potential end uses of Splunk products, and must promptly notify Splunk if they learn a product or service has been provided to a party who is ineligible to receive it under applicable law. Splunk partners are responsible for understanding how the export control laws apply and for monitoring changes to them. For more information on export compliance at Splunk see: https://www.splunk.com/en_us/legal/export-controls.html.

Certain activities that may be customary and appropriate when dealing with commercial or non-government customers may be considered improper or even illegal when dealing with government or government-owned or government-controlled customers (including prime and lower tier contractors) at all levels, federal, state and local. Splunk partners are responsible for understanding and complying with all rules and regulations that apply to government contracting and interactions with government officials and employees. Splunk partners must not directly or indirectly lobby on behalf of Splunk. This prohibition includes efforts to influence the formation, adoption or modification of legislation, regulations, rulemaking, executive orders, ratemaking or other government policies or programs.

Splunk partners must comply with all applicable U.S. and local insider trading and securities laws. Splunk partners may sometimes receive material, non-public information about Splunk and Splunk customers, vendors, suppliers, distributors or other companies engaged in business or contemplating a transaction with Splunk. Splunk partners must not use such information for the personal benefit of you, your employees, or any other person. This information is also subject to the restrictions set forth in “Data Protection and Confidentiality” below.

Splunk partners must protect Splunk’s and its customers’ non-public information, not disclose it to any unauthorized third party and use it only for business with Splunk or Splunk’s customers pursuant to applicable agreements and data privacy and protection laws. This includes information regarding business activities, structure, financial situation and performance and any other confidential information. Splunk partners also must comply with all industry best practices relating to confidentiality, security and data privacy and protection, as well as government data use restrictions including those pertaining to the International Traffic in Arms Regulations, classified materials and controlled unclassified technical data. Splunk’s software, documentation and related materials are considered proprietary confidential information of Splunk and may not be reproduced without the express written consent of Splunk. For more information on compliance with data privacy and protection laws see: Splunk's Privacy Policy.

Splunk partners must comply with all applicable agreements and all U.S., local and other applicable laws relating to Splunk’s intellectual property rights. Splunk partners are also prohibited from infringing on the intellectual property rights of third parties in any manner related to your Splunk partner status. Splunk partners must not use Splunk’s intellectual property, documentation, or other written materials without appropriate written permission. Splunk partners must notify Splunk of any unauthorized use of Splunk’s copyrights, trademarks, trade secrets, proprietary or confidential information, including by a third party.

Splunk partners must comply with all health and safety regulations, laws upholding the rights of persons with disabilities, domestic and international labor laws and fair labor practices. Splunk partners must also observe and comply with international principles relating to human rights. These rights include freely chosen employment, avoidance of child labor, implementation of fair working hours, wages and benefits, anti-human trafficking efforts, guarantee of humane treatment and freedom of association. Splunk partners must never discriminate based on race, color, age, gender, sexual orientation, ethnicity, religion, disability, union membership, marital status or political affiliation.

Splunk partners must conduct your operations in an environmentally responsible manner promoting the sustainable use of resources and in compliance with all applicable laws, standards and regulations protecting the environment where you do business on behalf of Splunk.

All Splunk partners are subject to the requirements outlined in this Partner Code of Conduct and Splunk may require additional written certification of compliance with these requirements from you. If you become aware of any potentially improper conduct by any Splunk employee, agent, consultant or partner, you should report this activity via the Splunk Ethics and Compliance Hotline at 1-844-649-6910, or via the corresponding web portal at www.splunk.ethicspoint.com.