Vendor Compliance Manual

Sherpa Adventure Gear (owned and operated by Bradshaw Taylor Ltd.)

Social and Ecological Requirements

Quality means much more than a supplied first-class product. SHERPA ADVENTURE GEAR wants to offer its customers the best quality possible. Therefore, SHERPA ADVENTURE GEAR works with first class materials and modern techniques to achieve the best rating in product quality, functionality, and style. We also expect SHERPA ADVENTURE GEAR products to be produced under conditions that are socially and ecologically acceptable.

SHERPA ADVENTURE GEAR expects all its business partners to work towards the same goal – to produce products, which deserve to carry the SHERPA ADVENTURE GEAR or associated brand names. We can only reach these goals in cooperation with our business partners.

1. Code of Labour Practice

(Requirements for fair working conditions in textile production)

SHERPA ADVENTURE GEAR respects human rights and is dedicated to the implementation of international social standards within the supply chain. SHERPA ADVENTURE GEAR has adopted a Code of Labour Practice and expects from you as a vendor to comply with the requirements.

Our Code of Labour Practice (CoLP) is based on the conventions of the International Labour Organisation (ILO) and the general statement to human rights of the EU.

The following passage concludes the most important conventions. In addition to the CoLP, SHERPA ADVENTURE GEAR follows the recommendations of the ILO and the relevant local laws.

Labour standard 1. Employment is freely chosen.
There shall be no use of forced, including bonded or prison, labour (ILO Conventions 29 and 105).

Comment: Today, forced, or bonded labour, if it occurs, mostly appears as economic bondage: employees are not free to leave their jobs, for example, because they have insurmountable deSherpa Adventure Gears with the company or a labour contractor.

Labour standard 2. No discrimination in employment
In recruitment, wage policy, admittance to training programs, employee promotion policy, policies on employment termination, retirement, and any other aspect of employment, relationships shall be based on the principle of equal opportunities, regardless of race, colour, sex, religion, political affiliation, union membership, nationality, social origin, deficiencies, or handicaps. (ILO Conventions 100 and 111)

Comment: Discrimination often springs from the broader society and cannot always be solved in one factory. However, factories can always take steps to decrease discrimination.

Labour standard 3. No exploitation of child labour
There shall be no use of child labour. The age for admission to employment shall not be less than the age of completion of compulsory schooling and, in any case, not less than 15 years, or 14 years in exceptional cases as specified in article 2.4 of the Minimum Age Convention (ILO Convention 138). There shall be no forms of slavery or practices similar to slavery, such as the sale and trafficking of children, deSherpa Adventure Gear bondage and serfdom and forced or compulsory labour. [...] Children [in the age range 15-18] shall not perform work which, by its nature or the circumstances in which it is carried out, is likely to harm their health, safety or morals." (ILO Convention 182)

Labour standard 4. Freedom of association and the right to collective bargaining
The right of all workers to form and join trade unions and bargain collectively shall be recognized (ILO Conventions 87 and 98). The Company shall, in those situations in which the right to freedom of association and collective bargaining are restricted under law, facilitate parallel means of independent and free association and bargaining for all workers. Workers' representatives shall not be the subject of discrimination and shall have access to all workplaces necessary to carry out their representation functions (ILO Convention 135 and Recommendation 143).

Labour standard 5. Payment of a living wage
Wages and benefits paid for a standard working week shall meet at least legal or industry minimum standards and always be sufficient to meet basic needs of workers and their families and to provide some discretionary income (ILO Conventions 26 and 131). Deductions from wages for disciplinary measures shall not be permitted nor shall any deductions from wages not provided for by national law be permitted. Deductions shall never constitute an amount that will lead the employee to receive less than the minimum wage. Employees shall be adequately and clearly informed about the specifications of their wages including wage rates and pay periods.

Comment: Where a collective bargaining agreement exists, negotiated between employers and trade unions, either in the factory or in the sector and/or region, the agreed wages will, as a first approach, be regarded as an acceptable "living wage" level. Where collective bargaining is not in place gradual wage increases - if required - must be set in consultation with competent and relevant local authorities, unions, and business associations.

Labour standard 6. No excessive working hours
Hours of work shall comply with applicable laws and industry standards. In any event, workers shall not on a regular basis be required to work more than 48 hours per week and shall be provided with at least one day off for every 7-day period. Overtime shall be voluntary, shall not exceed 12 hours per week, shall not be demanded on a regular basis and shall always be compensated at a premium rate (ILO Convention 1).

Labour standard 7. Decent working conditions
A safe and hygienic working environment shall be provided, and best occupational health and safety practice shall be promoted, bearing in mind the prevailing knowledge of the industry and of any specific hazards. Appropriate attention shall be paid to occupational hazards specific to this branch of the industry and ensure that a safe and hygienic work environment is provided for. Effective regulations shall be implemented to prevent accidents and minimise health risks as much as possible (following ILO Convention 155).

Physical abuse, threats of physical abuse, unusual punishments or discipline, sexual and other harassment, and intimidation by the employer are strictly prohibited.

Comment: Regarding occupational health and safety, national laws and regulations apply, and companies are expected to follow best practices in the national garment industry. Special attention will be paid to the following issues: first aid provisions, fire protection and emergency exits, light, fresh air, dust removal, toilet facilities, drinking water, safety of machines and equipment, the use of hazardous materials, protective equipment for employees, working space, canteens, housing facilities for employees (if any), and sexual and other harassment of employees.

Labour standard 8. Legally binding employment relationship
Working relationships shall be legally binding, and all obligations to employees under labour or social security laws and regulations shall be respected.

Comment: All employees should have a written labour contract, and legally required social security fees must be paid.

For further information, please contact our responsible person for Corporate Responsibility, at [email protected]

As vendor you must provide us names and addresses of all your manufacturing locations and fill out our questionnaire. Audits and statements must be provided on request.

2. Harmful Substances

2.1. Safe Chemical Usage
SHERPA ADVENTURE GEAR seeks to eliminate harmful substances from beginning to end of the manufacturing process and expects you to control standards for an environmentally friendly and safe production.

2.2. Restricted Substance List (RSL)
Due to regulations for customers‘ health and safety in the European Union and global markets, SHERPA ADVENTURE GEAR has to undertake all necessary precautionary measures to ensure that all products sold are safe and do not contain harmful substances.

In the Restricted Substances List (RSL) as provided by REACH, you will find SHERPA ADVENTURE GEAR’s requirements for all relevant harmful substances. Our limited values are based on European regulations and customer needs.

Furthermore, you must pay attention to the so called “Candidate list”. According to article 33 of the REACH Regulation [Regulation (EC) No. 1907/2006], it is the legal obligation for an articles’ supplier to inform his customer, in case there is/are one/several of those “candidate substances” in an article supplied in a concentration of more than 0.1% weight by weight (w/w) respectively. Please make sure that you are always aware of the actual SVHC (substances of very high concern/ candidate list) list.

The effective Candidate List can be downloaded from the internet under:

The REACH legislation only applies in European countries but should be adopted by all vendors.

2.3. Good Housekeeping
“Good Housekeeping“ is the textile industry term for proper and environmental fair operational management, such as occupational health and safety measures and appropriate storage of chemicals.

Possible Measures are:
• To check all chemical containers and keep a record
If a container is
o Unlabelled
o In poor condition
o Expired
o Not essential
• To think about how much of a particular chemical is used every year and how many months/years of supply are currently in storage?
• To determine which containers should be disposed.
In the case of disposal please follow the guidelines below:
o Create a Disposal List (*)
o Identify a qualified professional to assist in the chemical cleanout and disposal process
o Prepare for the chemical cleanout and disposal
o Take steps to reduce the need of future chemical cleanouts (e.g. purchasing controls, inventory management)

2.4. AZO Dyes and Pigments
SHERPA ADVENTURE GEAR generally prohibits the use of AZO dyes and pigments for all dying processes along its supply chain.

The relevant 28 prohibited substances you will find in our Restricted Substances List in Appendix B, Arylamines.

2.5. Oeko-Tex 100
The requirements of Oeko-Tex 100 match in most parts with the SHERPA ADVENTURE GEAR requirements.

Nevertheless, all articles that will be used for our products need to fulfil the demands and the limited values from our RSL, regardless of an article being certified by Oeko-Tex 100 or not.

2.6. Sandblasting
SHERPA ADVENTURE GEAR wants to ensure healthy and safe conditions for workers in the factories. Therefore, we prohibit the method of sandblasting for finishing of denim articles.

3. Requirements for raw material of animal and vegetal origin

3.1. Animal Welfare Policy
SHERPA ADVENTURE GEAR respects the environment and supports animal protection. This includes animal welfare, which means that only materials from sources that can demonstrate responsible animal welfare/ ethical husbandry are used for SHERPA ADVENTURE GEAR products. Therefore, all our products need to be produced according to the five freedoms of animal welfare of the Farm Animal Welfare Council (FAWC).
( )

The 5 Freedoms:
• Freedom from hunger and thirst
• Freedom from physical and thermal discomfort
• Freedom form pain, injury and disease
• Freedom to express normal patterns of behaviour
• Freedom from fear and distress

3.1.1. Down
SHERPA ADVENTURE GEAR respects the environment and supports animal protection. Therefore, we do not accept the usage of down feathers origin from forced feed and/or life plugged geese/ducks. Generally, we do not want down from grey geese. All Down and Feather which will be used for SHERPA ADVENTURE GEAR have to fulfil the RDS Standard (Responsible Down Standard).

3.1.2. Angora/Mohair
SHERPA ADVENTURE GEAR prohibits the use of angora / mohair as far as the ethical husbandry cannot be guaranteed. In many cases the production of angora / mohair is carried out under painful conditions for the angora rabbits and angora goats.

3.1.3. Wool
SHERPA ADVENTURE GEAR prohibits the use of wool origin from farmers, who practice the method of mulesing.

Please take special attention to merino wool originated from Australia as there the method of mulesing is allegedly a widespread practice. Mulesing involves the removal of strips of wool-bearing skin from around the breech of a sheep to prevent flystrike. It is a common practice as a method to reduce the incidence of flystrike, particularly on highly wrinkled Merino sheep. Many times, it is performed without any anaesthetization and by unskilled persons.

3.1.4. Fur
To protect animals, SHERPA ADVENTURE GEAR only uses synthetic fur for its collection. It is prohibited to use real fur.

3.1.5. Leather
Only skin of not threatened and not protected species is allowed. SHERPA ADVENTURE GEAR accepts skin of cow, goat, pig, lamb and sheep. The leather is only a by-product/ waste-product of the food industry.

3.2. Cotton
The use of cotton origin from Uzbekistan is prohibited because of the common practice of child and forced labour by the crop in the country. That is a violation against the SHERPA ADVENTURE GEAR policy, and the code of labour practice point 1. and 3.

3.3. Wood
Sometimes trims consist of wood, for example buttons.

It is not allowed to use wood origin from High Conservation Value Forests (rain forest) or illegal wood harvest. Background is the damage of natural forests and the negative impact to the global climate.

4. Materials and products from Xinjiang China

The use of cotton and any other material harvested, produced, or processed and other products (garments, trims, etc.) and services from this region is prohibited because of the latest reports on human rights violations in the region Xinjiang.

Anti-Slavery and Human Trafficking Statement

Sherpa Adventure Gear fully supports the objectives to eradicate modern slavery and human trafficking.

We look to source goods from multiple countries, we make sure the suppliers we use are protecting workers’ rights – such as visiting factories where our own brand stock is manufactured to check working conditions are being met and vetting suppliers for suitability wherever practicable. We are committed to ensuring that our supply chains are free of any taint of slavery or trafficking. To ensure this, we are committed to working ethically with integrity, and seek to work with those organisations who also want to and can demonstrate they work in that way and share our values.

Our policies on slavery and human trafficking:

We are committed to ensuring that there is no modern slavery or human trafficking in our supply chains or in any part of our business. We have a range of policies in place including anti-bribery, anti-fraud and corruption, whistleblowing, disciplinary procedures, diversity, and conflict of interest which reflect our commitment to acting ethically and with integrity in all our business relationships and to implementing and enforcing effective systems and controls to ensure slavery and human trafficking is not taking place anywhere in our supply chains.

Due diligence processes for slavery and human trafficking:

As part of our initiative to identify, monitor, and mitigate against industry risk, business transaction risk and risk in the countries in which we operate, we have in place policies and systems across our business; our trading partners; and our supply chains to: -
• Identify inappropriate employment practices.
• Identify, assess, and monitor other potential risk areas.
• Mitigate the risk of slavery and human trafficking occurring.
• Protect whistle-blowers.
• Investigate reports of Modern Slavery.

Further Steps:

Going forward we intend to enhance our supplier due diligence process. We recognise that due to the large number of supplier relationships throughout our business a risk-based approach is appropriate in seeking to ensure that there is no slavery or human trafficking in our business or our supply chain.

We will establish a process to allow the company to identify its higher risk relationships which enables us to tailor our supplier due diligence accordingly. We are continuing to structure this process. To ensure a high level of understanding of the risks of modern slavery and human trafficking in our supply chains and our business we are developing the training available for our staff, and we encourage them to identify and report any potential concerns.

Anti-Corruption & Bribery

SHERPA ADVENTURE GEAR is committed to conducting business in an ethical and honest manner and is committed to implementing and enforcing systems that ensure bribery is prevented. SHERPA ADVENTURE GEAR has zero-tolerance for bribery and corrupt activities. We are committed to acting professionally, fairly, and with integrity in all business dealings and relationships, wherever in the world we operate. We are subject to international and regional laws prohibiting bribery and corruption, including the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act.

We comply with these laws and take pride in competing based on the quality of our products and service, versus an improperly oSherpa Adventure Gearained advantage. SHERPA ADVENTURE GEAR do not pay bribes to anyone, for any reason.

Intellectual Property, Patents, Copyrights and Trademarks

Vendors working with SHERPA ADVENTURE GEAR must agree to keep all patents, trademarks, copyrights, and trade secrets owned by SHERPA ADVENTURE GEAR or gained by the vendor in the process of working with SHERPA ADVENTURE GEAR strictly confidential. This protection is extended to any matters of proprietary innovation developed by SHERPA ADVENTURE GEAR or its brands.

SHERPA ADVENTURE GEAR operates a zero-tolerance policy towards IP infringement of any kind.

Counterfeit Goods

SHERPA ADVENTURE GEAR prohibits the production and sale or promotion of counterfeit products.

Counterfeit goods contain a trademark or logo that is identical to or substantially indistinguishable from the trademark or logo of another. They mimic the brand features of the product to pass themselves off as a genuine product of the brand owner.

All vendors will ensure that no involvement in counterfeit good manufacture takes place and that no employee, vendor, sub-contractor or associate of the vendor engages in the production or sale of counterfeit goods.


Our Audit Commitment

SHERPA ADVENTURE GEAR is committed to carry out best practices and actions for people and our planet. Respect for people and the environment in an expectation of SHERPA ADVENTURE GEAR and its dealers and consumers.

We will review and audit our vendors on:
• Doing business ethically
• Ensuring our products meet the highest quality standards
• Ensuring the manufacturing processes of our products meet the highest safety standards
• Reducing the environmental impact of materials and processes
• Protecting the human rights of those within our supply chain

Types of audits
1. Ethical Audits. To ensure social accountability is being reviewed. With increasing pressure for all companies to be socially accountable – to provide healthy, safe, and ethical work environments along with sound labour practices and pay – an ethical audit ensures the appropriate work conditions are being followed. The criteria used for ethical factory audits can be both client-specific and based on several different international standards.

2. Structural Audits. To analyse the integrity and safety of your suppliers’ buildings and premises. This includes auditing the structural integrity, fire safety measures, relevant codes, and conditions.

3. Environmental Audits. By monitoring and improving the environmental impact of your supply chain, environmental factory audits help evaluate compliance with local laws and regulations as it relates to environmental protection.

We may require one or all of the above audits, depending on vendor. We will use several methods to gather this information, the type depending on frequency, order size and location.

• Shared audit. Provision of an existing audit from the last 24 months, issued by a specialist 3rd party auditing company. Copies of audits issued in partnership with market leading brands may also be accepted.
• New Vendor Audit.
• Semi-Announce Audit.
• Unannounced Audit.

All audits are scored internally against our own grading criteria. Our buying and CSR teams support the factories through remediation of any issues raised.

Factory Rating Levels
• Green. No Issues. Social audit must be conducted again after 24 months
• Yellow. Minor. Social audit must be conducted again after 18 months
• Orange. Critical. Social audit must be conducted again after 12 months
• Red. Zero Tolerance. Not authorised for production until commitment and remediation plan agreed.

SHERPA ADVENTURE GEAR regularly evaluates the effectiveness of our auditing process.

Agent Requirement

All agents are required to provide Social Compliance Documentation for the vendors/factories they represent. The requirements for agent vendors remain the same as the direct vendors of Bradshaw Tailor.

Subcontractor Requirements

All subcontractors working on behalf of the primary vendor must be approved in writing by SHERPA ADVENTURE GEAR. Primary vendor shall supply all pertinent subcontractor details of any entity that will provide manufacturing services of SHERPA ADVENTURE GEAR products. All Vendor Compliance requirements will also apply to the subcontractor, and must be monitored the primary vendor. A signed copy of this Vendor Manual will be required from each subcontractor after approval by SHERPA ADVENTURE GEAR. There is a Subcontractor Disclosure Form after the signature page.