Code of Conduct and Standards of Engagement

The Buckle, Inc. and Buckle Brands, Inc. (collectively, "Buckle") is committed to maintaining the quality of our relationships with our agents, vendors, manufacturers and vendors' contractors and subcontractors, (collectively "Suppliers"). We continually strive to achieve the goal of providing the most enjoyable shopping experience possible for our guests. In order to achieve that goal, we must provide high quality products at the best value to our guests in the most equitable manner. The following policy sets minimum standards for our guests, teammates and Suppliers. Should applicable legal requirements conflict with these standards, the higher standard shall prevail. Laws, voluntary standards and regulations are continually changing, and Buckle expects all of its Suppliers to remain current on requirements that apply to their products.

Legal Requirements

Suppliers and their products must comply with all applicable federal, state, and local laws and regulations of the United States, of the countries in which Suppliers do business, and of national and international standards, including, but not limited to, all standards relating to human rights, forced and child labor, employment, anti–discrimination, environmental, criminal, health and safety, ethics, shipping, customs, and apparel manufacturing and marketing laws (collectively, "Laws").

Employment Practices

Our Suppliers must:

  • Pay wages and provide benefits and compensation for overtime in compliance with all applicable Laws and regulations, including legal collective bargaining agreements. Suppliers shall compensate overtime at a premium rate;
  • Adopt working hours that do not exceed the limits indicated in applicable Laws and regulations, including legal collective bargaining agreements. Suppliers shall provide at least one day off in seven and observe applicable Laws regarding vacation time, leave periods, and holidays;
  • Not employ workers under the age of 15 (or 14 in accordance with exceptions under International Labour Organization Convention No. 138) or under the local minimum legal age, whichever age is higher;
  • Not use indentured, bonded, forced, prison or slave labor, practices similar to slavery, or labor engaged through human trafficking¹;
  • Not employ or make use of homeworkers;
  • Not use corporal punishment or other mental, physical or verbal abuse or coercion;
  • Not permit monetary fines for disciplinary action;
  • Not engage in any form of harassment, including sexual, physical, psychological, or verbal harassment, or other forms of mental/physical coercion, abuse, or intimidation;
  • Be committed to equal opportunity in employment. Suppliers shall make employment decisions based on ability and competency, and not discriminate based upon race, color, religion, national origin, ancestry, political affiliation, gender, age, disability, genetic information, marital status, military status, veteran status or any other legally protected personal characteristic;
  • Respect the right to legally associate, organize or bargain collectively without interference, penalty or coercion. If local Laws restrict such activity, Suppliers shall introduce parallel means for free association and/or collective bargaining; and
  • Implement grievance mechanisms to allow workers to confidentially communicate concerns to Supplier management and/or a freely chosen worker representative without the risk of retaliation.

Health and Safety

Suppliers must provide safe and healthy work environments for their employees, including adequate facilities and protections from exposure to hazardous conditions or materials, and safe and healthy worker accommodations, if applicable, in compliance with all applicable Laws and regulations or other legally mandated standards for workplace health and safety. At a minimum, Suppliers shall provide proper health and safety management, building and fire safety, safety of machinery and equipment, adequate personal protective equipment, and access to potable water and suitable sanitary facilities.

Environmental Practices

Suppliers must demonstrate a high regard for the environment, as well as compliance with all applicable environmental Laws and regulations. Suppliers must also comply with all environmental Laws, rules and regulations related to product composition and packaging.

Product Quality and Safety

The terms under which you deliver your products ("Merchandise") to Buckle include a warranty that all Merchandise is safe and fit for the use for which it was manufactured, free of materials that may be injurious to persons, free of defects, adheres to applicable standards, and is of a professional quality, and work as expected and agreed upon. Buckle reserves the right to return Merchandise that does not meet the above standards.

Buckle Suppliers must ensure that all Merchandise, including children's Merchandise, sold to Buckle complies with applicable U.S. federal, state, and local Laws, and with the Laws of the respective country of manufacture or exportation. These include, but are not limited to, the laws, standards, rules and regulations enforced and adopted by the U.S. Consumer Product Safety Commission and the Federal Trade Commission, and California's Proposition 65 (including requirements and provisions of any consent judgment Buckle is party to, including People v. Burlington Coat Factory Warehouse Corp., et al., No. RG 04–162075, Center for Environmental Health v. Lulu NYC LLC, et al., No. RG 09–459448, and Center for Environmental Health v. Aeropostale, Inc., et al., RG 10–514803). Supplier must adopt an appropriate testing program and perform all testing necessary to issue a general conformity certificate or third–party testing certificate sufficient to comply with the Consumer Product Safety Improvement Act of 2008 ("CPSIA").

Buckle does not give legal advice to its Suppliers or accept the responsibility to inform Suppliers about how to comply with the law. Buckle encourages Suppliers to consult their own legal counsel to assist with reviewing, understanding, and complying with all applicable Laws and requirements. For the sake of convenience only, Buckle has provided the following links for Supplier review:

Because Buckle operates in every state, via its online store, any time there is a discrepancy regarding state law or regulations, Buckle requires compliance with the highest state standard.

Subcontracting

Suppliers must share this policy (Code of Conduct and Standards of Engagement) with subcontractors and require subcontractors to adhere to it. Suppliers shall engage in adequate monitoring activity to verify subcontractor compliance with the policy.

Customs

Suppliers must comply with applicable United States federal and state Laws relating to the import of products, including country of origin labeling, product labeling and fabric and product testing. Suppliers must also cooperate with local, national, and foreign customs and other agencies to guard against terrorism and illegal activity.

Intellectual Property

Suppliers must comply with all intellectual property Laws and regulations of the United States and countries in which they do business, ensuring that no merchandise sold to Buckle infringes upon the patents, industrial designs, trademarks, trade names, and/or copyrights, (collectively, "IP Rights") of a third party.

If agreeing to manufacture private label goods for Buckle, Suppliers acknowledge that all trademarks used by Buckle for such goods are the intellectual property of Buckle, that all use of such trademarks inures solely to benefit of Buckle, that they will not apply to register such trademarks anywhere in the world, and that, in the event they do, upon demand by Buckle, they will immediately and without additional compensation, assign such trademarks to Buckle.

If agreeing to manufacture private label goods for Buckle, Suppliers also acknowledge that all other intellectual property provided to them by Buckle, including without limitation, designs and other copyrightable materials, are the sole property of Buckle and may not be used for their own or the benefit of third parties without the express written permission of Buckle.

Ethics, Corruption, and Bribery

All Supplier business records shall be clear, truthful, and accurate. Suppliers shall not engage in unethical behavior, including bribery, kickbacks or any unfair trade practices to obtain or retain business. Suppliers must comply with the U.S. Foreign Corrupt Practices Act, which prohibits giving money or anything of value to foreign government officials, foreign political parties, or foreign political candidates for the purpose of influencing a foreign government. This includes giving payments or anything of value to intermediaries, such as sales representatives.

Indemnification

1. Supplier agrees to protect, defend, hold harmless and indemnify Buckle, its subsidiaries and affiliates, and each of their respective customers, employees, agents, officers, directors, successors and assigns, from and against any and all claims, actions, suits, costs, liabilities, damages and expenses (including, but not limited to, all direct, special, incidental, exemplary and consequential damages and losses of any kind, and reasonable attorneys' fees) based upon or resulting from any:

  • Alleged or actual infringement of the IP Rights and/or any other third party rights arising from the sale, or advertising of the sale, of the Merchandise;
  • Alleged or actual defect in any of the Merchandise;
  • Alleged or actual injury or death to person or damage to property arising out of the furnishing, use or performance of the Merchandise;
  • Breach by Supplier of any representations, warranties or covenants;
  • Alleged or actual violation by Supplier and/or the Merchandise of any applicable Laws; and
  • Proceeding, action, and causes of action of any and every kind and nature arising or growing out of or in any way connected with the Code of Conduct and Standards of Engagement, or otherwise arising out of the Supplier's relationship with Buckle.

2. In the event Buckle notifies Supplier in writing of a claim, demand, action, suit or other matter ("Claim"), Supplier shall, within five (5) days after receiving Buckle's notice of such Claim, (i) provide prompt assurance, to Buckle's reasonable satisfaction, of Supplier's ability to so indemnify Buckle, and (ii) commence to defend such Claim, at Supplier's sole cost and expense. Buckle has the right to approve the selection of any attorney by Supplier selected to represent Buckle. Additionally, Buckle may, at its option, elect counsel to represent it independently or in conjunction with counsel selected by Supplier, and Supplier shall be solely responsible for the payment or reimbursement, at Buckle's option, of counsel fees and all other fees and costs incurred in defending such Claim, for any and all damages arising thereunder, and for any and all amounts paid by Buckle in settlement thereof.

3. Buckle shall have the right, at Buckle's option, to withhold from any payments due or which may become due to Supplier an amount (determined in Buckle's reasonable discretion) sufficient to cover all potential damages, losses, costs and legal fees that may be suffered by Buckle as a result of any Claim received by Buckle, its subsidiaries and/or affiliates. Once such Claim is resolved, appropriate adjustments will be made in accordance with the Code of Conduct and Standards of Engagement, and any withheld monies then due to Supplier shall be paid to Supplier or credited to Supplier or deducted from amounts due to Supplier, at Buckle's option, or any additional monies then owed by Supplier shall be charged to Supplier, at Buckle's option, as applicable.

4. Supplier shall be responsible for all costs of any kind incurred by Buckle in responding to any discovery or legal process served upon Buckle, its subsidiaries and/or affiliates in connection with litigation between a third party and Supplier (or any person or entity affiliated with Supplier), which costs shall be charged to Supplier or deducted from amounts due to Supplier, at Buckle's option.

Documentation and Inspection

Buckle and its designated parties reserve the right to monitor compliance with our Code of Conduct and Standards of Engagement through whatever reasonable means are possible, including unannounced on–site inspection of our Suppliers' and their subcontractors' facilities, access to facility grounds, including workers' accommodations, access to employees for private interviews and access to relevant documentation. Suppliers shall maintain adequate and up–to–date documentation to prove compliance with our Code of Conduct and Standards of Engagement as well as any applicable Laws. Buckle will review and may terminate its relationship and cancel any then pending orders with any Supplier found to be in violation of our Code of Conduct and Standards of Engagement.

Suppliers will periodically be required to certify in writing their compliance with this policy.

Suppliers will display in a prominent place which is accessible to all employees within each facility where Buckle products are being manufactured, a copy of Buckle's Code of Conduct and Standards of Engagement translated into all the native languages of Supplier's employees.

If you believe that Buckle's Code of Conduct and Standards of Engagement are not being upheld or if you have any questions regarding these requirements, please contact BuckleBelieves@buckle.com.

¹Refer to the Supplementary Convention on the Abolition of Slavery, the Slave Trade, and Institutions and Practices Similar to Slavery (1957), the Protocol to Prevent, Suppress and Punish Trafficking in Persons, especially Women and Children (2000), and International Labour Organization Convention No. 29.