OpenAI's mission to ensure that artificial general intelligence benefits all of humanity transcends the boundaries of technology. This Supplier Code of Conduct (Code) underscores the values and principles that guide our relationships with suppliers and their subsidiaries, affiliates, subcontractors, and sub tier suppliers (collectively referred to as "Suppliers"). This Code sets forth the minimum standards and expectations in various areas, including legal compliance, ethical conduct, labor rights, health and safety, and more.

Suppliers must operate in full compliance with all applicable laws, regulations, and standards in the jurisdictions where they conduct business. This includes, but is not limited to, laws related to labor, health and safety, the environment, intellectual property, data protection, trade controls, antitrust, and anticorruption. Suppliers must also adhere to this Code and the standards referenced herein.

• Understanding of Laws: Suppliers must have a comprehensive understanding of the local laws and regulations that govern their operations.
• Continuous Monitoring: Regular monitoring and evaluation of compliance status are essential to ensure ongoing adherence to legal requirements.
• Compliance : Suppliers should establish robust compliance programs that include policies, procedures, training, and internal controls to support legal compliance.

Cooperation: Suppliers must cooperate fully with regulatory authorities and any inquiry or audit authorized by OpenAI by providing all necessary or required information.

OpenAI expects all Suppliers to adhere to the highest standards of integrity, transparency, honesty, and ethical conduct in all their business dealings. Ethical business practices include:

• Fair Dealings: Engage in fair and honest business practices with all stakeholders, including customers, employees, subcontractors, regulators, competitors, and OpenAI.
• Anti-Corruption and Anti-Bribery: Prohibit all forms of corruption, bribery, kickbacks, or any other improper payments. Implement effective measures to prevent such practices.
• Transparency and Accuracy: Maintain transparent and accurate business records, including records that would reflect compliance with any applicable law and OpenAI standards, as well as financial statements, and reporting to reflect the true nature of business transactions.
• Conflict of Interest: Identify, disclose, and manage any actual or potential conflicts of interest that may influence business decisions or relationships with OpenAI.
• Data Integrity: Ensure the integrity, confidentiality, and availability of data, including personal data, intellectual property, and other sensitive information.
• Supplier Conduct: Require and ensure similar ethical conduct from your own suppliers, subcontractors, and partners.
  

Suppliers must unequivocally reject the use of forced labor, bonded labor, indentured labor, prison labor, or child labor in any of their operations or supply chains.

• Freedom of Employment: All work must be voluntary, and workers must be free to leave employment after reasonable notice without penalty.
• No Child Labor: Comply with minimum age laws and applicable international standards and ensure that no underage workers are employed.
• Verification of Age and Employment Status: Implement proc  up esses to verify the age and legal status of workers to prevent forced or child labor.
• Awareness and Training: Educate and train staff, particularly those involved in recruitment and management, on the risks of forced and child labor and the methods to identify and prevent it.
• Supply Chain Responsibility: Ensure that all subcontractors and sub tier suppliers also comply with these standards.
  

Suppliers must foster a work environment that is respectful, free from harassment, abuse, or discrimination, and that recognizes and values diversity and inclusion.

• Equal Opportunity: Provide equal employment opportunities regardless of race, color, religion, gender, age, national origin, disability, marital status, sexual orientation, or any other protected characteristic under applicable laws.
• Respectful Workplace: Maintain a workplace where all individuals are treated with respect and dignity. Any form of harassment, bullying, or intimidation is unacceptable.
• Grievance Mechanisms: Implement effective grievance mechanisms to allow employees to voice concerns without fear of retaliation.
  

Suppliers must ensure that working hours, overtime, and benefits comply with all applicable laws and OpenAI standards and that workers are provided with fair compensation and humane working conditions.

• Working Hours: Comply with laws regulating working hours and overtime. Ensure that workers are not required to work excessive hours and that they receive adequate rest periods.
• Overtime Pay: Compensate workers for overtime at rates defined by law or industry standards, whichever is higher.
• Benefits: Provide all legally mandated benefits, such as social security, health insurance, and paid leave.
• Transparency in Pay Structure: On or before onboarding, clearly communicate pay structure, benefits, deductions, and terms of employment to all workers.
  

Suppliers must respect the rights of workers to freely associate, join unions, seek representation, and engage in collective bargaining, consistent with applicable law and practice.

Suppliers are responsible for ensuring that their subcontractors and sub-tier suppliers also adhere to the principles set forth in this Code.

• Due Diligence: Conduct due diligence when selecting subcontractors, ensuring alignment with OpenAI's ethical, social, and legal standards.
• Contracts and Agreements: Include provisions in contracts and agreements with subcontractors that require adherence to this Code.
• Monitoring and Auditing: Implement regular monitoring and auditing processes to assess subcontractors' compliance with this Code.
• Corrective Actions: Take appropriate corrective actions if noncompliance is identified, up to and including termination of the relationship if necessary.
  

OpenAI encourages reporting of any concerns or violations related to this Code and is committed to ensuring protection for whistleblowers.

• Reporting: Provide channels for reporting of concerns, ensuring that whistleblowers can raise issues without fear of reprisal, all consistent with applicable law.
• Non-Retaliation Policy: Implement a strict non-retaliation policy that protects whistleblowers from harassment, discrimination, or any adverse employment action.
• Investigation and Resolution: Investigate all reported concerns promptly, impartially, and confidentially, and take appropriate actions to address and resolve the issues.
• Training and Communication: Educate and inform employees, subcontractors, and suppliers about the whistleblower policy and reporting mechanisms, ensuring that everyone understands their rights and responsibilities.
  

Suppliers must prioritize workers' safety and wellbeing, providing a safe and healthy work environment.

• Compliance with Safety Laws: Adhere to all applicable health and safety laws, regulations, and standards.
• Risk Assessment: Conduct regular risk assessments to identify and mitigate occupational hazards.
• Training and Education: Provide ongoing training and education to workers on health and safety practices and procedures.
• Personal Protective Equipment (PPE): Supply appropriate PPE to workers as needed, and ensure proper use and maintenance.
• Reporting and Investigation of Incidents: Implement processes for reporting and investigating workplace incidents, including near misses, injuries, illnesses, and fatalities. Take corrective actions to prevent recurrence.
  

Suppliers must operate in full compliance with all applicable environmental laws, regulations, permits, and standards.

• Environmental Permits: Obtain and maintain all necessary environmental permits and comply with their terms and conditions.
• Waste Management: Implement responsible waste management practices, including reduction, recycling, and proper disposal of waste, in accordance with legal requirements.
• Hazardous Materials: Manage and handle hazardous materials responsibly, ensuring proper storage, labeling, transportation, and disposal.
  

Suppliers are expected to comply with all privacy and data security laws and regulations in all of the jurisdictions in which they operate or are established.

Suppliers are also expected to comply with standard industry practices with respect to data security by providing appropriate technical and organizational measures to protect data based on its sensitivity.

OpenAI's Supplier Code of Conduct represents a commitment to ethical governance, human rights, environmental stewardship, responsible business practices, health and safety, and robust whistleblower protections.

Adherence to this Code is vital for maintaining a business relationship with OpenAI. Suppliers are expected to demonstrate compliance, participate in assessments and audits, and engage in continuous improvement efforts to align with the principles and values articulated in this Code.

OpenAI reserves the right to update or modify this Code as needed to reflect changes in laws, regulations, industry standards, or OpenAI's commitments and values.