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•	to identify any product the Company sells or has sold to its customers that, for purposes of Rule 13p-1 and Item 1.01, the Company manufactures or contracts to manufacture that contains one or more Conflict Minerals necessary to the functionality or production of such product (each such product, a “CM Product”);

•

to make good faith, reasonable country of origin inquiries (“RCOIs”) to determine the country of origin of each Conflict Mineral contained in any CM Product the Company sells or has sold and that is necessary to the functionality or production of such CM Product (each, a “Necessary Conflict Mineral”) or that such Necessary Conflict Mineral came from recycled or scrap sources (as defined in Item 1.01); and

•	where required, to conduct due diligence on the source and chain of custody of Necessary Conflict Minerals contained in CM Products.

•

makes inquiries of appropriate Associates (as the Company refers to its employees) throughout its global operations to identify each product, if any, containing one or more Necessary Conflict Minerals that the Company sells or has sold and that was manufactured during such reporting year that is not clearly a generic product purchased from a supplier, whether or not such product bears a private label or brand name of the Company (each, a “Possible CM Product”);

•	obtains and assesses information with respect to its procurement of, and the manufacture of, each Possible CM Product and determines whether the Company manufactured such Possible CM Product;

•	for each such Possible CM Product that the Company determines it did not manufacture, determines whether the Company contracted to manufacture such Possible CM Product based on the Company’s assessment of the facts and circumstances

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▪

whether the Company exercised any influence over the manufacturing of such Possible CM Product, including over the materials, parts, ingredients, or components included in such Possible CM Product, based on the individual facts and circumstances surrounding the Company’s business as a retailer and the retail industry, and, if the Company exercised any influence over any of such matters, the nature and degree of the influence the Company so exercised;

▪	whether the Company specified in, or negotiated with the supplier of such Possible CM Product, terms of the Company’s purchase order for such Possible CM Product that directly related to the manufacturing of such Possible CM Product or did so in a manner that was the practical equivalent of contracting on terms that directly related to the manufacturing of the Possible CM Product;

▪	the nature of the specifications for such Possible CM Product that were given to the supplier of such Possible CM Product by the Company;

▪

how any specifications for the Possible CM Product provided by the Company to the supplier of such Possible CM Product differed from the type of specifications that retailers generally must provide to their suppliers to indicate particular generic products sold by a supplier that the retailers are ordering from the supplier or, where generic products sold by a supplier are ordered by model name or number or item number, the type of specifications of such generic products reflected in a supplier’s description of such generic products; and

▪	the nature of the supplier of such Possible CM Product and whether the Company was a sales channel for the supplier’s products, including the Possible CM Product, as opposed to the Company having outsourced to the supplier what would otherwise be the Company’s own manufacturing activity.

(a)	the Company notified the Supplier of the Conflict Minerals Policy, the Company’s expectations regarding its compliance obligations under Rule 13p-1 and its expectations for the Supplier’s cooperation in the Company’s compliance activities;

(b)	provided the Supplier with access to the Retail Industry Leaders Association’s Conflict Minerals awareness training;

(c)

delivered live or recorded training to the Supplier on the Company’s Compliance Portal regarding the use of the Company’s Conflict Minerals survey tool, which is based on the Conflict-Free Sourcing Initiative’s Conflict Minerals Reporting Template and is designed to elicit representations and certifications from the suppliers of CM Products to provide the Company with reasonable assurance as to country of origin and source of the Necessary Tantalum (a “Conflict Minerals Survey”);

(d)	required the Supplier to complete, and obtained from the Supplier, a completed Conflict Minerals Survey;

(e)	assessed appropriate completion of, and analyzed and took steps to confirm the responses to, the Conflict Minerals Survey completed and provided to the Company by the Supplier (the “Completed Supplier Survey”);

(f)

determined that the Company did not need to escalate inquiries and communications with the Supplier or conduct follow-up training regarding Rule 13p-1, Item 1.01, the Conflict Minerals Survey and the Compliance Portal, which inquiries, communications and follow-up training would have been made and conducted if the Company deemed such appropriate based on its assessment of the Completed Supplier Survey;

(g)	ascertained that the Company had final completion of a Conflict Minerals Survey by the Supplier and that the Company had no need for, and had not received, any follow-up responses of the Supplier to the Completed Supplier Survey or any other inquiries made of the Supplier; and

(h)	compiled the results of the Completed Supplier Survey and any other inquiries and reviewed such results to determine the country of origin of the Necessary Tantalum.

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