Code of Conduct

(Effective October 2022)

This Supplier Code of Conduct (“Code of Conduct”) applies to all suppliers, vendors, consultants, agents, and third-party representatives and each of their respective affiliates, subsidiaries, agents and representatives (each, a “Supplier” and collectively, the “Suppliers”) who provide goods or services (collectively, “Goods”) to Banza LLC, Virginia Park LLC, or any of their respective subsidiaries or affiliates (collectively, “Buyer”). Suppliers must be committed to the highest standards of ethical conduct in their business practices. This Code of Conduct sets forth the basic requirements that all Suppliers must comply with in order to do business with Buyer and all Goods provided to Buyer must be manufactured or otherwise provided in accordance with this Code of Conduct. Buyer reserves the right to make changes to the Code of Conduct, and the latest version of the Code of Conduct may be found at 


If Buyer believes that a Supplier has violated this Code of Conduct, Buyer has the right to terminate its business relationship, and any related agreements, with that Supplier and seek to enforce any rights or remedies available to Buyer under applicable law or otherwise. 


Child Labor

Suppliers will not use child labor. The term “child” refers to a person younger than age 15 (or 14 where local law allows) or, if higher, the local legal minimum age for employment or the age for completing compulsory education.  Suppliers employing young persons who do not fall within the definition of “children” will also comply with any laws and regulations applicable to such persons.



Involuntary Labor

Suppliers will not use any forced or involuntary labor, whether prison, bonded, indentured or otherwise. All work must be voluntary, and employees must be free to leave work or to terminate their employment at will. Suppliers must not require employees to surrender any government-issued identification, passport or work permit as a condition of employment. Suppliers must take reasonable measures to ensure that all of their employees understand the terms of their employment.



Coercion and Harassment

Suppliers will treat each employee with dignity and respect, and will not use corporal punishment, threats of violence or other forms of physical, sexual, psychological or verbal harassment or abuse.




Suppliers will implement hiring and employment practices in accordance with applicable law, including, in respect of compensation, benefits, advancement, discipline, termination or retirement.  Suppliers shall not discriminate in its hiring and employment practices, including with respect to those items described in the preceding sentence, on the basis of race, religion, age, nationality, social or ethnic origin, sexual orientation, gender, political opinion or disability. Buyer expects all Suppliers to foster a culture and working environment that values and respects employee diversity and inclusivity.




Suppliers will respect the rights of employees to associate, organize and bargain collectively in a lawful and peaceful manner, without penalty or interference.



Health and Safety

Suppliers will provide employees with a safe and healthy workplace in compliance with all applicable laws and regulations, ensuring at a minimum, reasonable access to potable water and sanitary facilities, fire safety, and adequate lighting and ventilation. Suppliers will also ensure that the same standards of health and safety are applied in any housing they provide for employees.




Buyer expects Suppliers to recognize that wages are essential to meeting employees’ basic needs.  Suppliers will, at a minimum, comply with all applicable wage and hour laws and regulations, including those relating to minimum wages, overtime, maximum hours, piece rates and other elements of compensation, and provide legally mandated benefits.  



Protection of the Environment  

Suppliers will comply with all applicable environmental laws and regulations.  Without limiting the generality of the foregoing, the Goods will be manufactured using environment-friendly materials and processes. Suppliers will look to conserve resources and protect the communities and environment that surround them. Buyer encourages its Suppliers to develop and diffuse environmentally friendly technologies and to increase the use of renewable energies.



Fair Dealing; Fair Competition

Suppliers must not manipulate, conceal, or misrepresent facts, misuse information, or otherwise act illegally, unfairly, dishonestly or unethically. Suppliers must adhere to all applicable fair competition laws prohibiting activities that restrain trade or create anti-competitive markets.



Conflicts of Interest; Bribery and Corruption

Suppliers agree not to engage in any activity which could create either the appearance of, or an actual conflict of interest, between the personal interests of Buyer’s representatives, employees, agents or designees (including their immediate family members) and the interests of Buyer. Suppliers will not offer gifts or entertainment exceeding nominal value to Buyer or any of its representatives, employees, agents or designees. Suppliers must renounce bribery, corruption, fraud and unethical practices in all forms and in all dealings and must comply with all applicable anti-corruption laws and regulations, including the United States Foreign Corrupt Practices Act, in connection with the provision of any Goods to Buyer.




Other Laws

Suppliers will comply with all applicable laws and regulations, including those pertaining to the manufacture, pricing, sale and distribution of the Goods. All references to “applicable laws and regulations” in this Code of Conduct include local and national codes, rules and regulations as well as applicable treaties and voluntary industry standards.




In the event that Suppliers are permitted to use subcontractors in accordance with the terms of any agreement with Buyer, or uses third parties to source materials relating to the Goods provided to Buyer, Suppliers will ensure that any applicable subcontractor or third party complies with the Code of Conduct in connection with providing those goods or services to Buyer. Suppliers will not retain any subcontractor or third party that fails to comply with the Code of Conduct. Buyer also encourages Suppliers to work closely with local communities to implement projects and strategies that improve the community and those who live there.



Monitoring and 


Suppliers must be able to demonstrate compliance with this Code of Conduct upon Buyer’s request, and will take any action to correct any non-compliance. To ensure compliance with this Code of Conduct, Buyer reserves the right to audit or inspect Supplier’s books and records, and any facilities used by Suppliers in providing Goods for Buyer, at any time, directly or through Buyer’s designees. Suppliers agree to cooperate with Buyer in confirming its compliance with Buyer’s policies, including by: (i) promptly responding to inquiries and requests for information; (ii) making facilities readily available for inspection; (iii) participating in any required audits; (iv) working with Buyer and any applicable industry bodies or audit programs to resolve issues; (v) designating a representative responsible for legal compliance and compliance with this Code of Conduct; and (vi) maintaining records and documentation sufficient to demonstrate compliance with this Code of Conduct.



Reporting and Non-Retaliation

Suppliers will provide an adequate mechanism for their employees to report integrity concerns, safety issues and misconduct without fear of retaliation. Suppliers will not retaliate against any person reporting those concerns. Suppliers will also appropriately investigate reports and take corrective action, if needed. Subject to any restriction posed by applicable law, Suppliers will also promptly inform Buyer of any concern related to issues governed by this Code of Conduct or any other agreement between Buyer and Suppliers. To report a concern to Buyer, Suppliers can always speak directly to their Buyer representative.





Suppliers will take reasonable steps to ensure that the provisions of this Code of Conduct are communicated to its employees, agents, and third party representatives, in the local language and in a place readily accessible at all times.