Code of conduct

Last updated: January 24, 2022

Related: see ”Diversity, equity, and inclusion

The purpose of this Code is to promote responsible and ethical conduct in the way we run our business. We want this Code to help you respond to common ethical dilemmas and avoid pitfalls.

Who does this Code apply to?

Every teammate, consultant, contractor, and supplier is required to read, become familiar with, and follow our Code of Conduct.

Our pledge

We pledge to make participation in our company, our projects, and our community an open, welcoming, and harassment-free experience for everyone, regardless of ability, age, body size, skin color, culture, education, ethnicity, gender identity and expression, immigration status, level of experience, mental and physical ability, nationality, personal appearance, political beliefs, race, relationship or family status, religion, sex, sexual identity and orientation, or socio-economic status.

We care about the safety and comfort of everyone in our community, including colleagues, contributors, and users.

Team member philosophy

If you work at Sourcegraph or participate in our projects and community, you are important to us. If for any reason you don’t feel that, [please let us know](#Raising concerns).

Your ultimate success with Sourcegraph will be a function of your personal agency and the environment we create as a team. We want that environment to set you up for success and enable you to thrive while realizing your professional goals and dreams.

Our mission is to enable everyone to unlock the value of code. For us, that means first helping those who code for a living understand the world of code in which they work. Ultimately, it means making the universe of code accessible to billions of people, most of whom currently cannot partake in the code economy. We believe the ability to make a living from code should be available to all.

We live these values within our own organization: We welcome people from a diverse set of backgrounds, and we want every teammate to grow and flourish at Sourcegraph. We believe that a team with a diverse set of viewpoints and experiences united by our common cause will give us the best chance of realizing our mission.

Our standards

We encourage you to:

  • Be welcoming. Our communities and teams welcome and support people of all backgrounds and identities.
  • Be respectful. We are a worldwide community of professionals, and we conduct ourselves as such. Disagreement is no excuse for poor behavior. Unacceptable behavior includes, but is not limited to:
    • Aggressive threats or language.
    • Discriminatory or derogatory jokes and language.
    • Posting sexually explicit or violent material.
    • Trolling.
    • Posting, or threatening to post, people’s personally identifying information (“doxing”).
    • Insults, especially those using discriminatory terms or slurs.
    • Behavior that could be perceived as unwanted sexual attention or advances.
    • Public or private harassment.
    • Advocating for or encouraging any of the above behaviors.
  • Be friendly and patient. Remember you might not be communicating in someone else’s primary spoken or programming language, and others may not have your level of understanding.
  • Understand disagreements. Disagreements, both social and technical, are useful learning opportunities. Seek to understand other viewpoints, and resolve differences constructively.
  • Be comfortable debating ideas, and keep debates focused on the topic at hand and the concrete actions that will be taken as an outcome of the discussion.
  • Be forgiving in your advice, and careful and precise with the things you produce.
  • Exercise empathy. We all have bad days. Avoid attributing to character flaws what might better be explained by situational factors (Fundamental Attribution Error). Show empathy towards coworkers and community members.
  • Praise in front of groups; criticize constructively (1-on-1) when solicited. Whether you’re an individual contributor, a manager, or a community manager, be clear and concise without language that can be misconstrued as aggressive or personally attacking. Generally, posting unsolicited criticism in public Slack channels is not effective. Praise, however, does belong in public. Some ways we praise at Sourcegraph include:
    • Comments in the #thanks Slack channel or in team-specific Slack channels.
    • In company or team meetings.
    • Sending an eCard/gift card or written note.
    • Giving a few hours off (if you’re in a position to do so).
    • Sending swag (cup, t-shirt, stickers, socks).
    • Sending a tweet or LinkedIn Kudo.

Keep the following things in mind:

  • When representing Sourcegraph, be mindful that your words are a reflection on Sourcegraph and the many individuals who make up the team.
    • Those in management roles should be especially mindful of their personal beliefs and biases when acting on behalf of the company.
  • Appreciate uniqueness and do not treat individual opinions as representative of the opinion of the larger group.
  • Engage others to ensure their voices are heard. Constructive dissent should be addressed directly.
  • Public polls and private ballots often do not yield the same result. Keep this in mind when gauging consensus.
  • Handle interpersonal conflict with professionalism and integrity. If there is strong disagreement, feedback should be given directly and clearly, without heat, or implicit denigration.
  • You will work with others who have personal opinions or beliefs that differ from your own. Strive to overcome these differences and find common cause.
  • Be aware of power differentials. If you have the ability to threaten someone’s job, your criticism may be taken more harshly than you intend.

This Code is not exhaustive or complete. It serves to capture our common understanding of a productive, collaborative environment. We expect the Code to be followed in spirit as much as in the letter.

Our responsibilities

Leadership is responsible for clarifying the standards of acceptable behavior and is expected to take appropriate and fair corrective action in response to any instances of unacceptable behavior.

Leadership has the right and responsibility to remove, edit, or reject comments, commits, code, wiki edits, issues, and other contributions that are not aligned to this Code of Conduct, or to ban temporarily or permanently any contributor for other behaviors that they deem inappropriate, threatening, offensive, or harmful.

Respect each other

No tolerance for discrimination, harassment, or involuntary labor

We provide equal employment opportunities for all who work at and apply to work at Sourcegraph. We are committed to providing an environment free of harassment and discrimination of all types.

Anyone who feels harassed, discriminated against, or otherwise disrespected should report the incident to their manager, the People Team, the Legal Team, or our anonymous, confidential third-party hotline. See the Reporting violations section.

We must comply with all applicable labor laws. We do not use or tolerate the use of forced, involuntary, or child labor.

Be worthy of trust

Our success depends on the trust we earn from customers, partners, and each other. Trust takes time to build and is easy to break. Use good judgment. Act in Sourcegraph’s best interests. Uphold the trust in our relationships with each other, our customers, and our partners.

Respect others and their property and confidential information

Protect company assets and use them properly

We provide company resources for company business use.

Personal use on company equipment such as laptops is fine as long as your use does not impede your work, disrupt our work environment, or break any laws. See our Device usage and privacy policy.

Any technology that you buy using Sourcegraph money or that you use to do work for Sourcegraph is subject to access by Sourcegraph at any time and subject to discovery in the event of litigation involving the company. Be mindful of what you put on your company equipment. Avoid putting any personal content that you would like to keep private.

Direct questions about the proper use of company resources to the Tech Ops Team at tech-ops@sourcegraph.com.

Protect confidential information of Sourcegraph, its customers, users, and other business partners

We are an open and transparent company. However, you still have a duty to protect confidential company information as well as nonpublic information entrusted to you by Sourcegraph employees, customers, and other business partners. Confidential and proprietary information includes nonpublic pricing, financial data, and customer information. See our level of transparency chart.

If you receive customer or user data in your role, you must safeguard and treat such data with paramount care, including complying with our privacy policies, security commitments, and applicable data privacy laws.

Your obligation to protect confidential information does not end when you leave Sourcegraph.

Uphold your commitments to third parties including confidentiality and other obligations to former employers

You may be subject to an NDA, confidentiality, non-solicit, or other obligations with a third party or a former employer during your work for Sourcegraph. We expect you to review and respect those obligations.

If you are bound by a non-solicit obligation for a period of time following your previous employment, do not initiate contact with your former teammates to encourage them to leave your former workplace. If someone at your former workplace reaches out to you, you may engage, but save a copy of any written message.

Fair sales and marketing practices

  • Do not misrepresent Sourcegraph products or services to win business.
  • Do not try to get information improperly, by lying, misleading, or pretending to be someone you are not, including a competitor’s confidential information.
  • If you receive another company’s confidential information by mistake, return or destroy it. Do not use it.

Protect teammate personal information

If you have access to other teammates’ personal information (such as home addresses, medical information, Social Security numbers, compensation) because of your role, you must protect it and keep it strictly confidential. That means using the information only for legitimate business purposes and not sharing it with anyone who does not have a work-related reason to see it.

Accurate business records

All financial and business records and reports must be true, accurate, and complete. Company data must be promptly and accurately entered in books in accordance with applicable accounting principles. Here are a few examples of prohibited conduct:

  • Undisclosed or unrecorded payments, assets, funds, or accounts for any purpose
  • Unsupported or unauthorized disbursement of corporate funds or property
  • Misclassification of transactions as to accounts, business units, or accounting periods

You must not improperly influence, manipulate, or mislead any audit or interfere with any auditor performing an audit of Sourcegraph’s books, records, processes, or internal controls.

No side letters

Do not enter into any side letter, agreement, or promise with another entity (like a customer, partner, or supplier) that creates obligations outside of our standard processes. If you want to amend a contract, contact the Legal Team. If you become aware of any side letter, let the Legal and Accounting Teams know immediately.

Conflicts of interest

You must avoid activities and relationships that could impair–or appear to impair–your ability to make objective decisions when working for Sourcegraph. At times, the decisions you make on behalf of Sourcegraph may conflict with your own personal or family interests. When such conflicts arise, you owe a duty to Sourcegraph to advance its legitimate best interests. You must not use property or information received from Sourcegraph for personal gain. You must disclose all actual and potential conflicts of interest to the Legal Team so that we can determine how best to move forward in the event of a conflict. Use this form.

Determining whether a conflict of interest exists can be hard. Reach out to the Legal Team if you have a conflict of interest question.

Here are some areas where conflicts of interest could arise:

  • Outside employment, advisory, or board service

You want to work for or provide services to a third party that (a) impairs your ability to do your work for Sourcegraph or (b) otherwise creates a conflict of interest. If you are unsure or have a borderline scenario, get written approval from your manager first.

A conflict is especially likely if the third party is (i) an actual or potential competitor or (ii) a supplier or contractor with which Sourcegraph does a material amount of business, such as the equivalent of $10,000 USD or more per year.

  • Financial interest and investments

You have an undisclosed material financial interest or want to make a material investment (such as greater than 1% ownership in a company) in (i) an actual or potential competitor or (ii) a supplier or contractor with which Sourcegraph does a material amount of business, such as the equivalent of $10,000 USD or more per year.

  • Business with related parties

You want to place company business with a firm owned or controlled by you or your family. “Family members” include spouses, parents, children, siblings, and in-laws.

  • Personal relationships

You want to hire or supervise a family member or closely related person.

No bribery

Globally, many countries have laws that prohibit bribery, kickbacks, and other improper payments. You may not offer or provide bribes or other improper benefits to obtain business or an unfair advantage. You must avoid participating in commercial bribery and kickbacks, or even the appearance of it, in all of our business dealings. Even in locations where such activity may not technically be illegal, it is absolutely prohibited by our company policy.

Definitions

  1. Commercial bribery involves a situation where something of value is given to a current or prospective business partner with the intent to obtain business or influence a business decision.
  2. Kickbacks are agreements to return a sum of money to another party in exchange for making or arranging a business transaction.
  3. A bribe is defined as directly or indirectly offering “anything of value” to influence or induce action, or to secure an improper advantage.
  4. “Anything of value” is very broadly defined and can include such things as:
  • Cash
  • Gifts
  • Meals
  • Entertainment
  • Travel and lodging
  • Personal services
  • Charitable donations
  • Business opportunities
  • Favors
  • Offers of employment

Government officials

You must not promise or make any payment of money or object of value, directly or indirectly, to any US or foreign government official, political candidate, or their immediate family for the purpose of influencing their actions to win or retain business for Sourcegraph.

Gifts

We are committed to competing solely on the merit of our products and giving our business to suppliers and other business partners based solely on merit. This policy applies to both giving and receiving gifts or other things of value at Sourcegraph.

You may give and receive customary courtesies and gifts that meet all the following criteria:

  1. Goodwill purpose, not for favored treatment. The purpose of the gift is to build goodwill and not to obtain special or favored treatment;
  2. Customary, infrequent, not lavish. The business gift is customary and would not embarrass Sourcegraph if publicly disclosed. The occasional meal, event, gift basket, or item with company logo is generally acceptable, as long as they’re not too lavish. Items with market value around $50 USD or less are generally fine;
  3. Not to a government or public official. Do not give any gift–including meals, entertainment, items of value–of any amount–to a US or foreign government official, political candidate, or their immediate family; and
  4. Not cash or cash equivalent. Cash is not an acceptable gift. Giving or receiving cash is viewed as a bribe or kickback and is against our company policy. For gift cards, the more broadly usable a gift card, the less acceptable (such as a Visa or Amazon gift card). Coffee and tea gift cards under $50 USD or the equivalent are acceptable.

Gifts that do not meet all the above criteria should be avoided. You may not lower the value of the gift given by absorbing part of the cost yourself. A gift is any item of value. Gifts include goods, services, and entertainment (like tickets, invitations to concerts, sporting events, etc.).

Exchanging gifts can help build relationships but can also create a conflict of interest, influence a business decision, or be seen as a bribe. Avoid any actions that create a perception that you sought or received the favorable treatment of outside entities in exchange for personal gifts.

Reach out to the Legal Team with any questions about whether you should give or accept a gift.

FAQs

Q: What should you do if you receive a gift that does not meet all the above criteria?

  • Politely decline the gift, either in writing or in a conversation. For example: Thank you for the gift, but I cannot accept it because it is not acceptable under our gift policy.

Q: When should you disclose a gift to the Legal Team via our form?

  • Before accepting a gift that does not meet all the above criteria (no need to disclose gifts that you decline)
  • Before giving a gift that does not meet all the above criteria so we can review, approve, and track any exceptions

Q: What if you receive a physical gift in the mail that does not meet all the above criteria?

  • Disclose the gift to the Legal Team via our form so we can keep a record of it and advise on any remediation such as removing you or the gift giver from a future vendor selection process, and
  • Let the gift giver know not to send these types of gifts again because they violate our gift policy.

Q: Should you do anything before sending a gift?

  • Check with your recipient. Most companies have their own gift policies.

External communications

You are a Sourcegraph ambassador, even when you are not at work or acting in an “official” capacity. When you post your opinion or information about Sourcegraph on the Internet, your comments may be attributed to Sourcegraph, even though you didn’t mean it that way. Make sure your comments reflect Sourcegraph’s culture and values.

Do not:

  • publish confidential or insider information about Sourcegraph, its customers, or partners
  • talk to the press or financial community about Sourcegraph, unless you’ve cleared the communication with the Comms Team. Refer all press inquiries to the Comms Team at our #press channel. “Press” includes all media, blogs, video, podcasts, and other digital platforms.

Speaking engagements

If you have a public speaking opportunity, check with your manager before accepting. Once your manager has approved, please fill out this form so the Comms Team can track speaking engagements and support you with company messaging, stats, and potentially speaker training.

Before accepting any hotel, flight, or compensation, get approval from the Legal Team. In the event you are offered compensation, to avoid potential appearance of impropriety and conflict of interest, direct such compensation to be donated to a company-approved non-profit organization.

Political activities

Sourcegraph does not make political contributions to individual candidates or parties. But you are free and encouraged to be involved in the political activities of your choice. When you participate, do not say or do anything to suggest that you are participating in your capacity as a Sourcegraph teammate.

Follow the law

We do not expect you to know all aspects of every applicable law, but you should understand the major laws and regulations that apply to your work. Take advantage of the Legal Team to assist you here. Below we point out a few laws that are not intuitive and are easy to violate unintentionally.

Fair competition

Most countries have “antitrust,” “competition,” or “unfair competition” laws designed to promote fair competition. These laws generally prohibit:

  • deals with competitors that reduce competition or harm consumers, and
  • use of market power to crush competitors.

Here we include examples of common conduct that violates these laws and can result in your imprisonment, not to mention severe penalties for Sourcegraph:

  • Agreeing with competitors about prices (or sharing competitively sensitive information such as pricing with competitors)
  • Agreeing with competitors to rig bids or to allocate customers or markets
  • Agreeing with competitors to boycott a supplier or customer

Sourcegraph is committed to competing fair and square. We sell products and services based on their merit, superior quality, functionality, and competitive pricing.

Reach out to the Legal Team if you have any questions about the antitrust laws and how they apply to you. If you suspect that anyone at the company is violating the competition laws, notify the Legal Team immediately.

Insider trading

Sourcegraph stock is not publicly tradable today, but through your work at Sourcegraph, you may possess confidential, inside information relating to Sourcegraph’s publicly traded customers, partners, and other third parties.

Do not buy or sell securities based on inside information or tip off others to do so. Doing so violates the law and the trust we’ve built with our customers, partners, and other stakeholders.

For example, in selling a Sourcegraph subscription purchase to a customer, you may learn about a customer’s nonpublic expansion plans. Do not use that information to purchase or sell stock or advise others to do so–it can be illegal insider training and a breach of your duty of confidentiality to Sourcegraph.

Inside information includes material nonpublic information about any organizations we work with. “Material” means that an average investor would find the information useful when buying or selling securities. “Nonpublic” means that it’s confidential information not yet shared broadly outside of the company.

International trade restrictions

You must comply with export controls, economic sanctions, and other restrictions on trade affecting Sourcegraph. Sourcegraph cannot sell to, hire, or otherwise do business with:

  • Companies or people in US embargoed locations: the Crimea Region, Cuba, Iran, North Korea, and Syria
  • Other restricted parties such as Huawei companies, certain governments, and specially designated parties

We regularly implement and update procedures to prevent us from violating international trade restrictions, but if you notice or suspect a violation, raise it to the Legal Team.

Raising concerns

If you have a question or concern about a violation of the Code, speak up. Contact your manager, the People Team at people-ops@sourcegraph.com or jonathan.ayers@sourcegraph.com, or the Legal Team at legal@sourcegraph.com or tammy@sourcegraph.com. You can also use Slack, set up a meeting, or call them directly.

If you want to remain anonymous, you can report your observations, concerns, and any suspected violations through our 24/7 third-party hotline at (toll free, 24/7 accessible phone number pending) or (website pending). The third-party hotline will share your report with limited members of the People and Legal Teams so we can look into and respond to your concerns.

Confidentiality

We keep all reports confidential, except to the extent needed to investigate a report or to comply with laws.

Investigation

We will promptly investigate your report and expect you to cooperate with any investigation.

No retaliation

We will not retaliate or allow retaliation against anyone who raises concerns in good faith or assists in an investigation.

Implementation and Amendment

We make this Code available to all teammates, consultants, contractors, and suppliers. Failure to follow the Code can result in disciplinary action, up to and including termination.

We intend to regularly review and update our Code of Conduct. To seek an exception or amendment to the Code of Conduct, contact the Legal Team.