Business Partner Code of Business Conduct

Purpose

The Business Partner Code of Business Conduct contains the policies at set standards of conduct by Jarden Corporation and its subsidiaries such as ExOfficio (hereby referred to as "the Company"). These policies are to be observed and followed by its agents, contractors, and vendors in general that represent or conduct business with our company in any capacity (collectively "Business Partners") domestic and worldwide. Our company strives to apply high ethical, moral and legal principles in every aspect of business conduct.

Policy

The Company requires its business partners to comply with all laws applicable to the Company. If a law conflicts with the Code, follow the law. If a local custom or policy conflicts with the Code, follow the Code. When in doubt about how to deal with conflicts between the code and local laws, custom or practices, contact your ExOfficio business contact. Each Business Partner must adhere to these standards and apply them in good faith and with reasonable business judgment. Any Business Partners who do not adhere to these standards is acting outside the scope of the business relationship.

Along with legal compliance, all Business Partners should observe high standards of business and personal ethics when performing assigned duties. This requires using honesty and integrity when dealing with other associates, the public, the business community, customers, suppliers and governmental and regulatory authorities.

The Code for Business Partners

Compliance with Laws

Business Partners will comply with all applicable laws, codes, rules and regulations in the locations where we conduct business, including the labor and employment laws of those jurisdictions. If the standards outlined in this Code of Conduct exceed a country's legal requirements, however, we will adhere to the requirements of our Code of Conduct.

Prohibition of Forced, Prison and Other Involuntary Labor

Business Partners will not use involuntary prison or forced labor – indentured, bonded or otherwise. All employment will be maintained on a voluntary basis.

Discipline, Harassment or Abuse

Workers will not be denied their rights and dignity. Business Partners will not tolerate harassment, psychological or physical abuse, corporal punishment, or physical coercion in any form. Sexual harassment, indecent or threatening gestures, abusive tone or language and undesired physical contact will not be allowed.

Discrimination

With consideration for local and national laws, workers will be hired, paid, promoted, and terminated based on their ability to do the job rather than on the basis of personal characteristics or beliefs, such as race, color, national origin, gender, sexual orientation, religion, disability or other similar factors.

Child Labor

Business Partners will not hire any employee under the age limit established by applicable law, or under the age corresponding with compulsory schooling, or under the age of 16, whichever is greater. In addition, Business Partners will comply with all applicable legal restrictions of the nature and volume of work performed by young workers.

Compensation and Benefits

For all hours worked, Business Partners will pay wages, regular and overtime and benefits that match or exceed the requirements of the local and national laws of the jurisdictions in which we do business.

Hours of Work

Except in extraordinary business circumstances, employees will not be required to work more than the lesser of (a) 48 hours per week and 12 hours overtime or (be) the limits on regular overtime hours allowed by the law of the country of manufacture or where the laws of such countries do not limit the hours of work, the regular work week in such a country plus 12 hours overtime and will be entitled to at least one day off in every seven day period.

Health and Safety

Business Partners will provide a safe, clean, healthy and productive workplace for our employees. Workers will be adequately trained to perform their jobs safely. Business Partners that provide residential facilities for their workers will provide safe and healthy residential facilities.

Freedom of Association and collective Bargaining

Business Partners respect the rights of employees to exercise their rights of free association and collective bargaining and to join or not join the organization of their choice, without penalty or interference.

Environment

Business Partners will comply with all applicable environmental rules, regulations and standards and observe environmentally sound practices including the proper handling and disposal of hazardous and other waste. We will only use Business Partners that share our commitment to the environment.

Customs Compliance

Business Partners will comply with all applicable customs laws and establish and maintain programs to safeguard against the illegal transshipment of products.

Security

Business Partners will maintain security procedures to guard against the introduction of non manifested cargo into shipments of our products (e.g. drugs, explosives, biohazards, and/or other contraband).

Conflict of Interest

Our Business Partners may not give our employees, agents, or subagents a gift of value in excess of $100.00 USD and may not bribe the officials of any government, judicial or administrative authority to benefit us or our business.

Inspections

Business Partners will ensure proper implementation of, and compliance with, the standards set forth in the Code of Conduct through regular onsite inspection of their own facilities and other compliance methods. This will include our Business Partners sharing information on production facilities and procedures with the objective of improving our collective service to customers in a responsible manner. Business Partners will also allow representatives from the Company onsite access to their facilities in order to audit compliance with the standards set forth in this Code upon reasonable notice.

Subcontracting

Our Business Partners may not subcontract all or any part of the work on our products without our expressed written consent, which shall not be given unless the subcontractor complies with the code.

AFFIRMATION AND ACKNOWLEDGMENT

All partners must read and sign the "Company Code of Business Conduct and Ethics" (the "Code") policy and understand its provisions. It is their responsibility to comply with the Code. They must also have read and understand the ExOfficio Vendor Manual and agree to comply with its guidelines. Failure to comply may result in penalties or termination of business arrangements.