Time Warner Ethical Sourcing Guidelines

It is important that Time Warner’s Vendors and Licensees conduct business in compliance with local laws and regulations and industry standards. Vendors typically fit into one of two categories:

i) Time Warner Product Vendors – Entities that produce products that are distributed by Time Warner at either the wholesale or retail level, including premiums and promotional material.

ii) Other Goods and Services Vendors – Entities that provide other goods and services purchased by Time Warner.

Licensees are third parties to whom Time Warner licenses its intellectual property, used in consumer products that are manufactured and/or distributed by the same or other third parties.

In implementing these Guidelines, our focus is on those Vendors or Licensees that present the most significant potential risk to Time Warner’s businesses, including our reputation for integrity and ethics, and where Time Warner’s actions in implementing these Guidelines can be effective in addressing that risk. For example, a reputable, well-established Other Goods and Services Vendor may present very little risk and the Guidelines may provide no incremental benefit. The International Labor Organization (ILO) Core Labor Conventions, as established by the tripartite United Nations affiliated agency, have served as the foundation upon which much of these Guidelines are based.

Employment

1. Non-Discrimination

Time Warner expects that Vendors and Licensees will not discriminate in recruitment, hiring, training and employment practices, including compensation, benefits, advancement, discipline, termination or retirement, on the basis of race, color, religion, national origin, sex (including pregnancy), age, sexual orientation, marital status, physical or mental disability or any other category protected by law that does not affect an individual’s ability to do the job,

2. Child Labor

Time Warner expects that Vendors and Licensees will not employ any person under the age of 15 (or 14 where local law allows) or younger than the age for completing compulsory education in the country of manufacture where such age is higher than 15. Workers under 18 years of age should not perform work likely to jeopardize the health or safety of young persons. All Vendors and Licensees should also adhere to legitimate workplace apprenticeship programs and comply with all laws and regulations governing child labor and apprenticeship programs. The employment of child actors may be subject to separate guidelines.

3. Involuntary Labor

Time Warner expects that Vendors and Licensees will not use any forced or involuntary labor, whether prison, bonded, indentured or otherwise. Vendors and Licensees will not require employees to relinquish any personal identification, including but not limited to passports, identification cards or work permits, as a condition of employment.

4. Coercion and Harassment

Time Warner expects that Vendors and Licensees 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.

5. Association

Time Warner expects that Vendors and Licensees will allow freedom of association when allowed by local law, and in all cases respect the right of employees to communicate openly and directly with management and will not intimidate, harass or reprimand employees for doing so.

6. Working Hours and Compensation

Time Warner expects that Vendors and Licensees will comply with all wage and hour laws as mandated by applicable country law or industry standard, including those relating to minimum wages, overtime, maximum hours, and other elements of compensation. Time Warner also expects that non-management employees of Vendors and Licensees will not routinely work in excess of sixty hours per week. Vendors’ and Licensees’ employees should be provided with a minimum of one rest day in every seven-day week.

7. Statutory Social Security and Welfare Benefits

Time Warner expects that Vendors and Licensees will contribute to all statutory social security and welfare funds to which employers and/or employees are required by applicable laws to contribute, including medical insurance, industrial injury insurance, pension, housing and unemployment funds, as well as contribute to these funds on behalf of all employees in accordance with all relevant laws and regulations.

8. Employment Records

Time Warner expects that Vendors and Licensees will retain one year of complete and accurate records and documentation, including employment contracts, residence and work permits (if applicable), proof of age documentation, maternity leave records, industrial injury reports, and work time and pay records, relating to employees in manufacturing and operations positions necessary to demonstrate compliance with these Guidelines, other than information and records that applicable law requires Vendor to retain for a shorter period of time.

Health & Safety and Environment

9. Health and Safety

Time Warner expects that Vendors and Licensees will provide employees with a safe and healthy workplace in compliance with all applicable laws and regulations, ensuring at a minimum, occupational safety, machine guarding, emergency preparedness, industrial hygiene, reasonable access to potable water and sanitary facilities, fire safety, and adequate lighting and ventilation. Any Vendor or Licensee that is a manufacturer will also ensure that the same standards of health and safety are applied in any housing or canteen facilities that it provides for employees.

10. Environment

Time Warner expects that Vendors and Licensees will comply with all applicable environmental laws and regulations and ensure that all required environmental permits and registrations are obtained, maintained and kept current and that operational and reporting requirements are followed.

Intellectual Property & Ethics

11. Anti-Piracy

Time Warner expects that Vendors and Licensees will respect all intellectual property rights and will not copy or allow third party access to any Time Warner content without authorization, including but not limited to any form of film, video or digital elements containing audio/visual content, except as necessary to perform obligations under the Vendor’s or Licensee’s agreement with Time Warner.

12. Business Ethics

Time Warner expects Vendors and Licensees to implement effective ethics and compliance programs. For a sample policy, see the Time Warner Inc. Corporate Standards of Business Conduct at Standards of Business Conduct.

Implementation and Compliance

These Guidelines highlight Time Warner’s expectations of the manner in which its Vendors and Licensees will conduct themselves in their business relationships with Time Warner. Time Warner recognizes that achieving the standards established in these Guidelines will be a dynamic rather than a static process and encourages Vendors and Licensees continually to improve their workplace conditions.

Time Warner expects that its Vendors and Licensees will establish and maintain appropriate management systems, the scope of which is consistent with the content of these Guidelines, and actively review, monitor and modify their management processes and business operations to ensure that their operations align with the principles set forth in these Guidelines. Time Warner expects that Vendors and Licensees will work with their own suppliers and subcontractors to ensure that they also strive to meet the principles of these Guidelines or an equivalent set of principles.

It is entirely within Time Warner’s discretion whether to continue to use a Vendor or Licensee, subject to contractual obligations. Time Warner reserves the right to take such actions as it deems appropriate, in its discretion, to monitor and promote adherence to these Guidelines. If it is found that any Vendor or Licensee acts in a manner inconsistent with these Guidelines, actions that Time Warner may take, subject to contractual obligations, include, but are not limited to, working with the Vendor or Licensee to ensure steps are taken to address the violation(s) and prevent recurrence, canceling the affected contract, terminating the relationship with such Vendor or Licensee, commencing legal action or other actions as warranted against such Vendor or Licensee, and/or reporting Vendor or Licensee to appropriate legal or regulatory authorities.

If a person has knowledge of conduct that is inconsistent with these Guidelines, or has a question with respect to the Guidelines, the person should contact Time Warner’s Corporate Social Responsibility Department or his/her contact at the relevant Time Warner subsidiary.