Vendor labor practice code of conduct for Jones&Mitchell Sportswear, Inc.

I. Introduction: Jones & Mitchell Sportswear, Inc. ("Jones & Mitchell") is committed to doing business only with responsible vendors whose business practices meet Jones & Mitchell standards of ethical conduct and corporate citizenship. Therefore, in order to be selected or to continue providing goods for sale to Jones & Mitchell, all vendors must meet or exceed the following Labor Code of Conduct:

II. Application: This Code of Conduct shall apply to all vendors providing products and services to Jones & Mitchell. Throughout this Code, the term "Vendor" shall include all persons or entities who have accepted Jones & Mitchell purchase orders; as well as their respective contractors, subcontractors, vendors, manufacturers, sublicensees, and any related entities throughout the world which produce or sell products or materials incorporated in products sold to Jones & Mitchell. As a condition of being permitted to produce and/or sell products to Jones & Mitchell, each vendor must comply with this Code.

III. Workplace Standards and Practices: Specifically, vendors must operate workplaces and contract with employers whose workplaces adhere to the following minimum standards and practices.

A. Legal Compliance: Vendors must comply with all applicable legal requirements in conducting business related to or involving the production or sale of products or materials to Jones & Mitchell.

B. Environmental Compliance: Vendors must share Jones & Mitchell's commitment to the protection and preservation of the global environment and the world's finite resources and conduct business accordingly.

C. Ethical Principles: Vendors must be committed in the conduct of their business to a set of ethical standards that are not incompatible with those of Jones & Mitchell. These include, but are by no means limited to honesty, integrity, trustworthiness, and respect for the unique intrinsic value of each human being.

D. Employment Standards: Vendors will only do business with manufacturers whose workers are in all cases voluntarily present at work, not at risk of physical harm, fairly compensated, and not exploited in any way. In addition, the following specific guidelines must be followed:

1. Wages and Benefits: Vendors recognize that wages are essential to meeting employees' basic needs. Vendors shall pay employees, as a floor, at least the minimum wage required by local law or the prevailing industry wage, whichever is higher, and shall provide legally mandated benefits.

2. Working Hours: Except in extraordinary business circumstances, hourly and/or quota-based wage employees shall not be required to work more than the lesser of 48 hours per week and 12 hours overtime or the limits on regular and overtime hours allowed by the law of the country of manufacture or, where the laws of such country do no limit the hours of work, the regular work week in such country plus 12 hours overtime; and be entitled to at least one day off in every seven day period.

3. Overtime Compensation: In addition to their compensation for regular hours of work, hourly and/or quota-based wage employees shall be compensated for overtime hours at such a premium rate as is legally required in the country of manufacture or, in those countries where such laws do not exist, at a rate at least equal to their regular hourly compensation rate.

4. Child Labor: Vendors shall not employ any person at an age younger than 15 (or 14, where consistent with International Labor Organization practices for developing countries, the law of the country of manufacture allows such exception). Where the age for completing compulsory education is higher than the standard for the minimum age of employment stated above, the higher age for completing compulsory education shall apply to this section.

5. Forced Labor: There shall not be any use of forced prison labor, indentured labor, bonded labor or other forced labor.

6. Heath and Safety: Vendors must comply with applicable local law in providing workers with a safe and healthy work environment. If residential facilities are provided to workers, they must be safe and healthy facilities.

7. Nondiscrimination: While Jones & Mitchell recognizes and respects cultural differences, all workers must be employed on the basis of their ability to do the job, rather than on any personal characteristic. No person shall be subject to any discrimination in employment, including hiring, salary, benefits, advancement, discipline, termination or retirement, on the basis of gender, race, religion, age, disability, sexual orientation, nationality, political opinion, or social or ethnic origin.

8. Harassment or Abuse: Every employee shall be treated with dignity and respect. No employee shall be subject to any physical, sexual, psychological or verbal harassment or abuse. Vendors will not use or tolerate any form of corporal punishment or any form of psychological or physical coercion.

9. Freedom of Association: Vendors shall recognize and respect the legal right of workers of freedom of association and collective bargaining. Employees should not be subject to intimidation or harassment in the peaceful exercise of their right to join or to refrain from joining any organization.

10. Human Rights: Products and materials shall not be manufactured or produced in any country where the human rights environment, as determined by Jones & Mitchell, in it sole discretion, would prevent the conduct of business activities in a manner that is consistent with this Code of Conduct.

11. Women's Rights: Women workers shall receive equal remuneration, including benefits, equal treatment, equal evaluation or the quality of their work, and equal opportunity to fill all positions as male workers. Pregnancy tests shall not be a condition of employment, nor may they be demanded of employees. Workers who take maternity leave shall not face dismissal nor threat of dismissal, loss of seniority or deduction of wages, and will be able to return to their former employment at the same rate of pay and benefits. Workers may not be forced or pressured to use contraception. Workers shall not be exposed to hazards, including glues and solvents, which may endanger their safety, including their reproductive health. Vendors shall provide appropriate services and accommodations to women workers in connection with pregnancy.

IV. Full Public Disclosure: Each vendor shall disclose to Jones & Mitchell the location (including factory name, contact name, address, phone number, e-mail address, products produced, and nature of business association) of each factory used in the production of all items supplied to Jones & Mitchell. Such information shall be updated upon change of any factory site location. Jones & Mitchell reserves the right to disclose this information to third parties, without restriction as to its further distribution.

V. Verification: It shall be the responsibility of each vendor to ensure its compliance with this Code and to verify that its business partners, subcontractors and others involved in the production or manufacture of products or materials for Jones & Mitchell are in compliance with this Code. Each vendor shall maintain on file such documentation as may be needed to demonstrate its compliance with this Code and shall make the documentation available for inspection upon request by Jones & Mitchell or Jones & Mitchell's designee or external monitor. Jones & Mitchell designated external monitor shall be authorized to perform announced and unannounced visits to facilities for the purpose of monitoring compliance with this Code.

VI. Communication and Notification: Vendors must ensure that the management staff of each manufacturing facility has read and understood the requirements of this Code, and that the management staff effectively communicated the terms of this Code to the workers in the facility.

Affirmation

Every vendor of merchandise to Jones & Mitchell must certify in writing by signing below that its labor practices meet or exceed these standards; and they agree that Jones & Mitchell may take any corrective action deemed appropriate in Jones & Mitchell's discretion, up to and including termination of the vendor relationship, upon notice of any violation of these standards, including reports of violations published by human rights organizations.

Name (Print) :____________________________________________________________________________

Signature:_______________________________________________________________________________

Company:_______________________________________________________________________________