– Employees are prohibited from engaging in acts that are intended to harm another person or property
– Weapons are not permitted in the workplace or while traveling on behalf of Dell
– Report all violence or threats of violence to Dell Security

– Alcohol and illegal drugs are not permitted in the workplace
– Moderate and prudent consumption of alcohol is permitted during legitimate business entertainment

– All transactions must be properly recorded, classified and summarized in accordance with Dell's accounting policies
– It is a violation to misrepresent our financial performance
– No employee may enter information in the company's books or records that intentionally hides, misleads or disguises the true nature of any transaction or result
– It is against policy to influence, coerce, or mislead independent or internal auditors regarding financial statements, processes or internal controls

– To avoid a conflict of interest the job or venture must not:

– In general, it is permissible to serve as a director (or similar capacity) of another company under the following:

• The company is not a competitor of Dell
• If the company is one in which Dell has invested, the prior consent of the chief executive officer or president must be obtained
• You must not make, participate in or influence decisions on behalf of Dell that relate to dell's relationship with the other company
• The company's business must not be illegal, immoral or otherwise reflect negatively on Dell

• Theft and Fraud

– A business courtesy is generally a gift or entertainment
– You may accept gifts of nominal value ($50 USD or less)
– Dell employees must never give or accept a bribe or kickback
– You should never give or accept a business courtesy that would:

• Compromise your judgment
• Inappropriately influence others
• Conflict with Dell's ability to succeed
• Reflect negatively on Dell

• Giving or Accepting Business Courtesies

– You may also accept meal and entertainment provided they are reasonable, in good taste, and consistent with accepted business practices
– Courtesies you must never accept:

Ø Gifts of cash or equivalent
Ø Any other courtesy given in an attempt to motivate you to do anything that is prohibited by law, regulation or Dell policy

FOREIGN CORRUPT PRACTICES ACT (FCPA) - What it prohibits:

1. Corruptly offering or giving money (or anything of value) directly to a Foreign Official :

1. Corruptly offering or giving money (or anything of value) indirectly to a Foreign Official through a third party.

USE OF CORPORATE FUNDS AND ASSETS

• Information and Technology Resources

– Occasional personal use of resources is permitted but should be limited and must not be inappropriate
– Passwords should not be shared with anyone
– All communications should comply with Dell policies which include the anti-discrimination and anti-harassment policies
– Consistent with local laws, Dell reserves the right to monitor the use of its information and technology resources

• Software & hardware Licensing

– Software purchases are permitted only with the appropriate approvals
– Software should be installed only by employees designated by the IT department
– With the exception of one backup copy, employees must not copy software

• Travel and Entertainment

– Dell funds may not be used at any establishment that would negatively reflect on Dell
– Certain venues (e.g. gentlemen's clubs) are not acceptable for business entertainment even if the expenses are not submitted for reimbursement
– All employees are expected to use good judgment when traveling on Dell business

Confidential information

– Confidential/Proprietary information cannot be used for personal gain.
– Disclose only on a need-to-know basis and take care when in a public place (casual conversations in elevators, etc.).
-Mark your documents accordingly:

• Dell confidential
• Internal use only

– Dell docs and data are company property and may not be disclosed outside Dell unless properly released for publication in accordance with Dell's guidelines (work with Corp. Communications).

DEALING WITH OTHERS

We do not sell your personal information.' Dell Privacy Policy

Personal data may only be shared if:

• The customer gives consent; or
• It is required by law; or
• It is required to fulfill an obligation AND is with a Dell partner that shares Dell's commitment to protecting privacy.

• Speaking on behalf of Dell

– Dell policy requires all employees to contact Corporate Communications before participating in the following:

• Contact with the media or industry analysts
• Requests from vendors or suppliers for public relations partnerships
• Invitations to participate in surveys
• Invitations to speak at public events
• Letters to the media

– Inquires from the financial community should be directed to Investor relations or the finance organization

– Inquires from lobbyists or government agencies should be directed to the legal department.

• Dealing with competitors

– Dell is responsible for complying with U.S. antitrust laws related to competition in countries where Dell does business
– Employees must avoid even the appearance of collusion with a competitor with regards to:

• Price
• Discounts
• Terms of sale (I.e. credits, profits margin or costs)
• Sales territories
• Other competitive information

– It is improper to make false or deceptive statements concerning a company and its products
– Obtain competitor information legitimately

• International Trade

– U.S. laws mandate very specific requirements that must be complied with before an export of goods, services, software and technology
– Dell will comply with all laws of the the U.S. and those of other countries that may apply concerning the import or export of those items listed above
– You should obtain advice from the WW Export Compliance organization before making any commitment concerning the export from the U.S. or another country

Open Door Policy

– The open door policy provides employees with a way to raise issues, concerns or otherwise have their voices heard
– Every Employee should feel comfortable dealing directly with his or her manager, other members of management Human resources
– All employees will be treated with dignity and respect and will not be subject to retaliation, threats or harassment for using the open door policy

RAISING ISSUES & CONCERNS

Ethics Connection 1-888-888-9975

Corporate Business Conduct Office