Revision Date: 11/08/2017 SUPPLIER PRODUCT QUALITY AND SAFETY EXPECTATIONS GUIDE

Transcription

1 SUPPLIER PRODUCT QUALITY AND SAFETY EXPECTATIONS GUIDE

2 Esteemed Topco Suppliers: 3 Topco is pleased to present the Supplier Product Quality and Safety Expectations Guide for suppliers detailing the programs and practices, which are required of new and potential suppliers. To current suppliers, this will serve as a reference tool for compliance with Topco expectations. Whether you are hoping to become a new supplier or you are already well established in this capacity, please read the Expectations Guide carefully and adhere to its contents. Additionally, please share this document with your teams and keep it close at hand for ready reference. Thank you. Topco Product Integrity & Regulatory Compliance Copyright 2017 Topco Associates, LLC

3 SECTION EXPECTATION Topco products are designed to meet specific quality levels and are to be produced to pre-established specifications. Where appropriate, the private label product is to emulate an identified Brand Standard. Private label products produced by Topco vendor partners are expected to consistently meet the standards of the initially approved product and to be produced within the tolerances outlined in the finished product specification. PAGE Introduction...3 REQUIREMENTS Quality Tiers and the National Brand Equivalent (NBE) Concept...4 Food Safety Modernization Act (FSMA)...5 Regulatory...7 Sensory...8 Quality Management Systems and Quality Policy...9 Supplier/Product Approval Criteria...16 Topco Compliance Portal First Production Approval...21 Product Monitoring...22 Commodity Specific Expectations...24 Recalls/Withdrawals...31 Supplier Performance Issues...32 TOPCO MISSION STATEMENT Topco s mission is to provide solutions for our owners to profitably grow their business and realize a sustainable competitive advantage in the markets they serve. We drive value and demonstrate leadership by delivering aggregation, innovation and knowledge management solutions.

4 / INTRODUCTION Consistent quality and safe products have long been a hallmark of Topco Associates LLC. The contents of this guide reflect Topco s general expectations for developing and enhancing the quality and product safety systems of supplier facilities that supply manufactured products to Topco Associates and its members. Compliance with the necessary components of these requirements will be assessed by Topco Product Integrity & Regulatory Compliance through a combination of the following elements: 3 Topco s review of facilities audit/certification reports and/or manufacturing systems reviews; may also include facilities visits/inspections conducted by Topco Product Integrity & Regulatory Compliance or its agents. Topco s product monitoring system, which is based on a combination of product risk assessment and each supplier s product quality and safety performance. Many of the expectations in this manual are predicated upon regulatory requirements and/or industry best practices. Topco Product Integrity & Regulatory Compliance reserves the right to make modifications to this manual as necessary. This manual does not eliminate a supplier s responsibility to comply with all applicable federal, state, and local regulations or other contractual or legal obligations. Each year Topco Product Integrity & Regulatory Compliance will award one private label supplier with the TopQuality award. This award recognizes superior overall performance in all aspects related to product quality and safety and the overall working relationship with Topco Product Integrity & Regulatory Compliance: consistent product quality, absence of withdrawals/recalls, management of product safety, responsiveness to issues and requests for information, timely turnaround of reformulation projects, overall proactive approach to product development and other initiatives, strong strategic partner mentality in all aspects of the relationship with Topco Product Integrity & Regulatory Compliance.

5 EXPECTATION Topco products are designed to meet specific quality levels and are to be produced to pre-established specifications. Private label products produced by Topco suppliers are expected to consistently meet the standards of the initially-approved product and must be produced within the tolerances outlined in the finished product specification. QUALITY TIERS AND THE NATIONAL BRAND EQUIVALENT (NBE) CONCEPT There are three quality tiers in Topco s private label programs: Premium, First Label/ National Brand Equivalent (NBE), and Economy/Value/Opening Price Point. The positioning for each of these quality tiers is outlined below. Premium: Products in this category are unique in nature or have quality/grade attributes that are higher than those typically found in the NBE-quality tier. First Label/National Brand Equivalent (NBE): The quality of these products will be equal to or better than that of the NBE. This is the largest segment of Topco s private label program. In this quality tier, the items are engineered to replicate as closely as possible the quality, performance, sensory attributes, nutritional profile and packaging of the leading selling national (in some cases regional) brand as identified by total sales volume. Economy/Value/Opening Price Point: The quality/grade of these products is intended to be, where possible, below that of the National Brand Equivalent to provide products of good quality at a lower price point to consumers. 4 REQUIREMENTS Topco products are initially qualified and approved based on the target quality tier identified. Once a product has been approved by Topco Product Integrity & Regulatory Compliance, it must consistenly meet the quality and performance attributes demonstrated by the product initially evaluated and approved unless and until a reformulation has been approved by Topco Product Integrity & Regulatory Compliance. Topco suppliers of products in the NBE tier are expected to regularly monitor the NBE products and to notify Topco of any formulation, sizing, packaging, nutritional, or claim changes that have been made to NBE items that correspond to the private label products produced for Topco. Working cooperatively with Topco, suppliers are then expected to work toward reformulating Topco s private label products or revising packaging to be consistent with changes made by the national brand.

6 EXPECTATION Topco Product Integrity & Regulatory Compliance expects all manufacturers, suppliers, and importers (both domestic and international) of food items to be compliant to the provisions of the Food Safety Modernization Act passed into law in December, Depending on relevance and appropriateness of the products being manufactured, the above entities shall monitor the rules as they become final and take immediate steps to be compliant. FOOD SAFETY MODERNIZATION ACT (FSMA) THE LAW: Preventive Controls FDA has a legislative mandate to require comprehensive, prevention-based controls across the food supply. 5 The legislation empowers the FDA by requiring food facilities to evaluate the hazards in their operations, implement and monitor effective measures to prevent contamination, and have a plan in place to take any corrective actions that are necessary. It also requires FDA to establish science-based standards for the safe production and harvesting of fruits and vegetables to minimize the risk of serious illnesses or death. Inspection and Compliance The legislation recognizes that inspection is an important means of holding industry accountable for their responsibility to produce safe product. FDA is expected to meet this expectation by: Applying its inspection resources in a risk-based manner Innovating in its inspection approaches to be the most efficient and effective with existing resources Imported Food Safety The legislation provides significant enhancements to FDA s ability to achieve greater oversight of the millions of food products coming into the United States from other countries each year.

7 More specifically, relative to import food safety, the legislation: requires importers to perform supplier verification activities to ensure imported food is safe authorizes FDA to refuse admission to imported food if the foreign facility or country refuses to allow an FDA inspection authorizes FDA to require certification, based on risk criteria, that the imported food is in compliance with food safety requirements provides an incentive for importers to take additional food safety measures by directing FDA to establish a voluntary program through which imports may receive expedited review of their shipments if the importer has taken certain measures to assure the safety of the food Response FDA will also have mandatory recall authority for all food products. Enhanced Partnerships The legislation recognizes the importance of building the capacity of state, local, territorial and tribal food safety programs, and also seeks to improve training of state, local, territorial and tribal food safety officials and authorizes grants for training, conducting inspections, building capacity of labs and food safety programs, and other food safety activities. 6 REQUIREMENTS Topco Product Integrity and Regulatory Compliance requires manufacturers, suppliers, and importers to be compliant with all aspects of the following rules that have been finalized by the FDA, and subsequent rules that are finalized afterwards. Preventive Controls for Human Food Preventive Controls for Food for Animals Standards for Produce Safety Standards for the Growing, Harvesting, Packing, and Holding of Produce for Human Consumption Foreign Supplier Verification Program Accredited Third-Party Certification Sanitary Transportation of Human and Animal Food Mitigation Strategies to Protect Food against Intentional Adulteration

8 EXPECTATION All Topco suppliers are expected to stay current with all applicable federal, state, and local government laws and regulations. Topco suppliers are responsible for providing label copy that meets all laws and regulations. Information must be accurate, complete and in compliance with Topco design standards. Suppliers must provide Topco with reasonable advance notice of any proposed changes in label copy or product formulation with an explanation of how our products will be impacted along with an action plan, including timelines, to achieve compliance with regulatory changes. REGULATORY 7 REQUIREMENTS All packaging designs must go through the Topco internal review process prior to printing, except where controlled by Topco members. All claims made on labels must be substantiated with analytical data and be verifiable. Data on claims must be available when requested by Topco or its members. Suppliers must provide all allergen information in a separate statement immediately following the ingredients and must have the common name of the allergen clearly stated per labeling regulations. The correct nutrition panel must be used based on the size of the finished product package and must be consistent with current regulations. All ingredients and additives used in Topco private label products must meet regulatory requirements for the country where the products are sold. All certifications (Kosher, Organic, etc.) must have a certificate or verified statement provided to Topco Regulatory. For all Women, Infant and Children (WIC) eligible items, WIC labeling must be accurate, and other information including electronic label images must be available, upon request, for submission to each state. All Federal Environmental Protection Agency (EPA) registrations must be submitted by the suppliers, and Topco Regulatory must be notified with appropriate documentation. State registrations are also the responsibility of the supplier, with some exceptions, and are handled on a case-by-case basis. All suppliers must comply with Topco-issued position papers or guidance documents. The Country of Origin will be provided and labeled correctly as designated by regulation. All products that are sold into California or have the potential to be sold in California must be compliant with Proposition 65 (Prop 65), a law that regulates substances known to cause cancer, birth defects or other reproductive harm. Prop 65 is administered by the California Office of Environmental Health Hazard Assessment (OEHHA) All products must be in compliance with the Consumer Products Safety Improvement Act (CPSIA) that establishes consumer product safety standards and other safety requirements including testing and documentation requirements.

9 EXPECTATION Topco Product Integrity & Regulatory Compliance monitors the sensory attributes of private label food and beverage products through their evaluation via in-house sensory panels and/or home-use tests. Sensory insights suggesting sub-par performance of Topco private label products vs. the national brand equivalent or other target product are expected to be addressed by the supplier, by making the improvements that are necessary to address the identified sub-par sensory attributes. SENSORY REQUIREMENTS Upon request by Topco Product Integrity & Regulatory Compliance or Topco Category Management, suppliers will be asked to provide product to Topco for use in blind sensory panels. Product that is provided to Topco Product Integrity & Regulatory Compliance must: Be packed in a Topco-controlled brand from a commercially produced lot that was packed to ship on one or more Topco Member purchase orders. Bear all retail labels and markings as commercially shipped, making note that all lot code markings are present in order to trace back to the production controls and records for the product 8 Be from one single production lot code Be confirmed to be in specification for all quality and safety criteria and represent typical performance for the product/formula For products where significantly lower sensory scores are determined in comparison to the identified comparison product, Topco Product Integrity & Regulatory Compliance and/or Category Management personnel will initiate discussions with the supplier to address the attributes, with the goal being to reassess an improved product through the sensory panel process in order to ensure that the necessary improvements in sensory scores are achieved.

10 EXPECTATION All suppliers of Topco private label products are expected to have fully implemented policies, procedures and training programs in all manufacturing and co-manufacturing facilities to produce safe products of consistent quality. The essential elements and requirements are outlined in this section. These requirements apply to both existing and new suppliers. All suppliers must demonstrate ongoing sustained compliance with all Topco requirements as well as with all federal, state and local regulations regarding the manufacture, labeling, storage and distribution of Topco products. QUALITY MANAGEMENT SYSTEMS AND QUALITY POLICY REQUIREMENTS (A) PROCUREMENT CONTROLS 9 Ingredient Supplier Selection Topco suppliers must have protocols in place to qualify ingredient suppliers to ensure that product safety, quality and traceability protocols are in place for all ingredient sources. Written specifications must be in place for ingredients sourced externally and new sources must be qualified against those specifications. Scheduled validation testing protocols must be in place to confirm suppliers are maintaining specified quality and safety standards. Incoming Ingredients Receiving Policy Topco suppliers must have proper protocols in place for receipt of ingredients to identify and isolate any that do not conform to agreed-upon specifications and shipping standards. Protocols must include necessary documentation to facilitate proper inspection, storage, rotation and traceability of each ingredient from both domestic and imported sources. Topco suppliers as well as their co-manufacturers, warehousing facilities and shipping contractors must have appropriate controls in place, including documentation, to respond to any threats or actual cases of product or carrier tampering.

11 Packaging Food Contact Materials Topco suppliers must have protocols in place to qualify suppliers of food contact materials to ensure that product safety, quality and traceability protocols are in place for all sources. Written specifications must be in place for food contact packaging materials and new sources must be qualified against those specifications. Scheduled validation testing protocols must be in place to confirm that suppliers are maintaining specified quality and safety standards. No changes to the packaging of Topco private label products are to be made without prior approval by Topco Product Integrity & Regulatory Compliance. Packaging changes must not compromise established product shelf life. (B) STORAGE OF INGREDIENTS Topco suppliers must understand their ingredients and their corresponding storage requirements and take steps to ensure that appropriate food safety and quality principles are followed for all ingredients. (C) GOOD MANUFACTURING PRACTICES (CGMPs) Each supplier facility must have functional policies and procedures that provide product protection that are, at minimum, in compliance with FDA CGMPs requirements of the Preventive Control for Human Food Regulation, 21 CFR 117 Subpart B, of the FSMA (Food Safety Modernization Act) or USDA regulations for GMPs. 10 All employees at each facility, as well as visitors, construction personnel, equipment contractors, or others whose work is being done in areas where CGMP regulations apply, must be trained in CGMPs and be required to be in compliance with them. (D) HAZARD ANALYSIS AND RISK-BASED PREVENTIVE CONTROLS (HARPC) or HAZARD ANALYSIS CRITICAL CONTROL POINT (HACCP) PLANS Each supplier facility must have fully-functional documented HARPC and/or HACCP programs for each product type to control all physical, chemical and biological hazards. Where regulated, HARPC and/or HACCP plans must be developed and operational to FDA or USDA requirements, as applicable. Adequacy of HARPC and HACCP plans must be reassessed at least annually or whenever a change occurs that could affect the hazard analysis or require reassessment of risk when new hazards related to biological, chemical, radiological or terrorist threats are identified. Unless exempt from HARPC, suppliers of food products that fail to implement HARPC will be/become ineligible to be a Topco supplier.

12 (E) FOOD SAFETY CERTIFICATIONS AND THIRD-PARTY AUDITS Global Food Safety Initiative (GFSI) Benchmarked Scheme Certification (for food and beverage facilities, including pet food) All supplier facilities packing private label food and beverage products, including pet foods, for Topco-controlled private label brands must be certified to one of the GFSI benchmarked schemes. Likewise, Topco expects that direct suppliers of private label products implement a similar process to require their food ingredients suppliers to achieve and maintain certification to one of the GFSI benchmarked schemes. GFSI benchmarked schemes include those listed below. BRC Global Standard for Food Safety (Issue 6) CanadaGAP (Canadian Horticultural Council On-Farm Food Safety Program) FSSC Global Aquaculture Alliance Seafood Processing Standard GLOBALG.A.P. Global Red Meat Standard (GRMS) IFS Food Version 6 PrimusGFS Safe Quality Food (SQF) Level 2 (7th edition) More information about GFSI and the most up-to-date list of benchmarked schemes can be found at Supplier facilities that have achieved certification to any of the above GFSI benchmarked schemes must submit copies of their certificate and full audit report (including corrective actions with timelines) to Topco Product Integrity & Regulatory Compliance initially and on a yearly basis thereafter, or as dictated by the terms of the certification. Suppliers are expected to manage these certificates and audit reports via the Topco Compliance Portal (for more information on the Topco Compliance Portal and related content, refer to page 19). Any supplier whose GFSI benchmarked scheme certification is revoked or not renewed is required to inform Topco Product Integrity & Regulatory Compliance that their certification has been discontinued within 24 hours of being notified.

13 Third-Party Audits (for non-foods, General Merchandise [GM] and Health & Beauty Care [HBC] facilities) Non-Foods Facilities A third-party audit is required for facilities producing and packing Topco private label non-foods, GM and HBC products. This is required initially before being approved as a supplier to Topco and then, at minimum, every two years thereafter. A copy of the full audit report (including corrective actions with timelines) must be submitted to Topco Product Integrity & Regulatory Compliance initially and, as completed, thereafter. Suppliers are expected to manage these audit reports via the Topco Compliance Portal (for more information on the Topco Compliance Portal, refer to page 19). (F) FINISHED PRODUCT SPECIFICATIONS Suppliers must have current and accurate finished product specifications on file for all private label products packed for Topco. These finished product specifications must be provided to Topco Product Integrity & Regulatory Compliance initially through the RAQ (risk assessment questionnaire) process during the product approval (new product and reformulation) stages, as well as when supplier specification updates are made, or upon request by Topco Product Integrity & Regulatory Compliance. Elements to be included in finished product specifications may vary by product; they include, but are not limited to the following, with acceptable variances, where applicable: Item Description Eligible Claims (with supporting information) Organoleptic Properties Preparation/Usage/Dosage Instructions Physical Storage Instructions Chemical Warning Statements (where applicable) Microbiological Country of Origin Ingredient Statement Product Shelf Life Nutrition Facts Code Date Information and Interpretation Allergen Statements 12 Topco specifications for each formula/retail pack size are created by Topco Product Integrity & Regulatory Compliance and housed in the Topco Compliance Portal. Attached to each Topco specification in the Topco Compliance Portal is a copy of the most recent specification details provided by the supplier. Specifications managed by Topco Product Integrity & Regulatory Compliance are based on the private label product formulation and packaging format initially evaluated and approved. No changes are to be made to approved Topco products, specifications, packaging, or the facilities where the products are packed, without the prior evaluation and approval of the changes by Topco Product Integrity & Regulatory Compliance and, in some cases, by the Topco member involved.

14 (G) MANUFACTURING CONTROLS Work-In-Process Suppliers of Topco private label products must have controls in place to ensure that all in-process products are controlled to prevent cross-contamination with any other products or ingredients. Metal Detection and/or Prevention A documented metal detection and/or metal prevention program, including verification steps, must be in place for all private label products packed for Topco. Product that is confirmed to have metal contamination shall be quarantined and not allowed to enter commercial distribution. Weight/Volume Controls Net quantity of contents controls (weight, volume, count, length, etc.) must be in place to ensure that the contents of each retail container be, at minimum, the net contents stated on the label throughout the shelf life of the product. Documentation for net contents of Topco private label products must be maintained and made available to Topco Product Integrity & Regulatory Compliance upon request. 13 Positive Release Programs Finished products must be held until all product and packaging attributes have been verified as being in compliance with specification prior to shipment. In addition, suppliers of Topco private label products, who subject finished products to pathogen testing, must have fully functional hold & release programs in place to ensure that product is not shipped unless and until negative test results are received. Re-testing with the intention to achieve a negative result on a lot that previously yielded a positive test result is not allowed for Topco private label products. (H) ALLERGEN CONTROLS Suppliers of Topco private label products must have written programs as well as manufacturing and warehouse controls in place to prevent the presence of unlabeled allergens in products. If allergens are present in a facility, they must be controlled in order to prevent cross-contamination of other products, food contact surfaces and food contact packaging materials. Appropriate allergen training programs must be in place for all employees who have a role in the production, handling and packaging of food or other consumable products. Suppliers must have a label verification process for Topco private label products to confirm label accuracy in comparison to the ingredients used.

15 (I) SANITATION All suppliers of Topco private label products must have documented sanitation programs in place that ensure the cleanliness of the equipment and facility. Sanitation effectiveness checks must be included as part of the documented program. Personnel who manage and perform the sanitation tasks must have appropriate training in all aspects of the sanitation tasks that they perform. (J) FINISHED PRODUCT STORAGE & DISTRIBUTION Topco private label products must be stored and distributed under conditions, controlled as necessary and specific to the product needs to ensure that product quality, safety and shelf life are not compromised. (K) BIOSECURITY All food manufacturing facilities and co-manufacturing facilities producing Topco private label products as well as warehouse facilities storing Topco private label products must be registered with the Food and Drug Administration in accordance with the FDA Bioterrorism Act. For imported products, Prior Notice of Imported Foods shipments must be filed in compliance with the Bioterrorism Act. Manufacturing and warehouse facilities must have documented established Food Defense Plans to ensure the security of Topco private label products. The plans must include, at minimum, inbound and outbound shipments, manufacturing site, grounds, employees, record keeping, inbound and outbound traffic and visitors. 14 (L) SITE AVAILABILITY All supplier manufacturing facilities, warehouses and distribution facilities, including those of co-manufacturers, must be available to Topco for facilities audits performed by Topco Product Integrity & Regulatory Compliance or its agents at any time. (M) TRACEABILITY Suppliers of Topco private label products must have systems and controls in place to identify and trace all finished products, raw materials, food contact packaging materials, and labels with an ingredient statement one step forward and one step back, at minimum, in compliance with the FDA Bioterrorism Act. Topco expects all suppliers to be able, at any time, to identify and provide the sources of the ingredients used in the finished products that they supply Topco or Topco Members as well as be able to provide documentation by finished product and by lot or production code printed on the item. Information is expected to be provided within 48 hours of the inquiry.

16 (N) CODING AND CASE MARKINGS Coding Retail Units Code dating for all Topco private label products follows the Trading Partner Alliance format. Depending on the nature of the product that a supplier packs and the specific message that is to be conveyed to the consumer, one of two standard product code date statements should be used, as outlined in the table below. Pay particular attention to formatting for upper and lower case in the statements as placed on packaging. Options are provided based on size of package. The preferred format for each version is that stated in the first line in the table below. 15 Additional characters may appear as part of the code information that is printed on each retail unit; if additional characters are used, Topco Product Integrity & Regulatory Compliance must, at all times, have details regarding full explanation of each character in the code. For packing facilities that are shared by importers or other entities, the code must also reflect a three-character importer/supplier identifier code at the end of the USE By or BEST If Used By date line; this code is assigned by Topco Product Integrity & Regulatory Compliance. All code markings must be fully legible, must not interfere with or overlap other markings on the container, and must not be removable. The practice of removing or obliterating one code date and replacing it with a different one is prohibited for any Topco product. Coding Shipping Cases For all Topco private label products, the shipping cases must reflect the same expiration date and/or lot coding format as printed on the retail packages contained within them. Additional characters may appear as part of the code information that is printed on each shipping case. Shipping Case Markings Refer to the Topco Supplier Handbook for case marking requirements.

17 EXPECTATION All private label products that are procured through Topco (including line item extensions of existing product lines) must be approved by Topco Product Integrity & Regulatory Compliance before initial production can begin. This includes both new products and reformulated products. All facilities packing product for Topco (including any co-manufacturing facilities) must also be approved before initial production can begin. All existing products that are moved from one manufacturing facility to another facility that has not previously packed the products for Topco, must also be approved by Topco Product Integrity & Regulatory Compliance prior to start-up of the new/alternate manufacturing facility. SUPPLIER/PRODUCT APPROVAL CRITERIA REQUIREMENTS Supplier Facility Approval A supplier facility approval precedes the product approval step. At the request of Topco Procurement or Category Management, all suppliers must submit a completed Supplier Approval Risk Assessment Questionnaire (RAQ) for any new manufacturing or co-manufacturing facility associated with a product being considered for development by Topco. Associated facilities and process-related documents submitted with a completed RAQ include current Global Food Safety Initiative (GFSI) benchmarked scheme certification audit report and certificate (for food plants) or third-party audit report (for non-foods, GM and HBC plants). 16 The facilities reports and other associated documentation must be submitted to Topco Product Integrity & Regulatory Compliance by means of the online Risk Assessment Questionnaire (RAQ) for facilities. Topco Product Integrity & Regulatory Compliance will make an accept/reject decision for the supplier facility in question based on a review of all associated documents. Only facilities that have been approved by Topco Product Integrity & Regulatory Compliance can proceed to the Product Approval step. See Quality Management Systems and Quality Policy for further details regarding Food Safety Certifications and Third-Party Audit minimum requirements. Each approved facility doing business with Topco must set up an account in the Topco Compliance Portal and populate/maintain the supplier information page for that facility. For more information about the Topco Compliance Portal, refer to page 19. A facility that has not been actively supplying Topco members for more than 1 year will be regarded as a new facility and is subject to the Supplier Facility Approval process before being eligible for reactivation.

18 Product Approval The Product Approval process applies to both new and reformulated products as well as packaging changes. As directed by Topco Procurement or Category Management, the supplier will be sent a Product Approval Risk Assessment Questionnaire (RAQ) for each product identified for evaluation. All associated technical information for each product must also be submitted by means of the (RAQ) to Topco Product Integrity & Regulatory Compliance. Topco Product Integrity & Regulatory Compliance cannot proceed with product evaluation work until this information is submitted in its entirety. Product information that must accompany product RAQ includes: Finished product quality specifications (organoleptic, grading criteria, performance standards, physical, chemical and microbiological limits, critical component percentages) Product shelf life Code interpretation (full description, all characters) for the lot code portion of the code 17 Technical label copy: product name, nutrition facts, ingredient statement, allergen statement, net contents, country of origin, preparation instructions, storage instructions, warning statement, health or nutrition claims and supporting information Valid certifications related to the product and packing facilities (organic, kosher, etc.) For product changes or reformulations, a clear explanation of all changes made Upon approval of a Product Approval RAQ, supplier will be requested by Topco Procurement or Category Management to provide commercially-produced and packaged samples along with samples of the NBE, where one exists, for evaluation by Topco Product Integrity & Regulatory Compliance. Changes to approved product formulations, specifications, labels or packaging are prohibited without prior approval by Topco Product Integrity & Regulatory Compliance. If either the product or facility cannot be approved, the entire project direction will be re-evaluated by Topco Procurement/Category Management. If both the product and facility are approved, a supplier may proceed, at the direction of Topco Procurement/ Category Management, to the packaging development phase. The next step required by Topco Product Integrity & Regulatory Compliance is to set up an account in the Topco Compliance Portal and populate it with all required information, followed by the Topco Product Integrity & Regulatory Compliance First Production Approval protocol.

19 If a product approval was granted previously by Topco Product Integrity & Regulatory Compliance, but the item was not shipped commercially within 1 year of the date of approval, the Product Approval process must be re-initiated. Topco Plant Visits As provided in the PSA, in addition to formal inspections conducted through the certification process, Topco Product Integrity & Regulatory Compliance staff or designated second party company may also inspect facilities. These plant inspections are for investigative purposes and to assess that agreed-upon corrective actions have been addressed related to product quality or safety issues. If additional non-conformances are identified via this inspection process, the vendor is expected to submit a written corrective action plan for each identified non-conformance. Corrective action plans must include timelines to completion. 18

20 EXPECTATION All suppliers are required to register for an account on the Topco Compliance Portal, a secure web-based system, for each manufacturing facility that produces and/or packs private label products that are procured by Topco. The primary contact for the supplier must also maintain current information on all of their facilities and products at all times. TOPCO COMPLIANCE PORTAL REQUIREMENTS Topco Product Integrity & Regulatory Compliance utilizes a web-based supplier quality and safety management system where updated records can be kept in real time. All suppliers of Topco-procured private label products must register for an account on the Topco Compliance Portal for each plant that produces/packs products for Topco, and have a primary contact assigned to manage all aspects of the facility s quality and safety records. Registration must be completed upon request by Topco Product Integrity & Regulatory Compliance immediately following the approval of a facility and in advance of first production of any Topco-procured private label products. 19 Supplier Page Suppliers are responsible to maintain their supplier page with up-to-date information for each assigned facility on the Topco Compliance Portal. Required information for each manufacturing or co-manufacturing facility includes: Contact Information (e.g. Name, Title, address, phone number) for: o Primary vendor contact o Other contact (if any) o Emergency contact o Regulatory contact Plant Information (e.g. plant code, USDA number, types of products packed) Other information that is maintained on the supplier page includes: Status details for current GFSI certification (foods) or third party facility audit (non-foods) Current sampling schedule for samples to be sent to Topco Product Integrity & Regulatory Compliance for Topco s Product Monitoring program Topco Product Integrity & Regulatory Compliance primary contact information Current scorecard for the facility

21 Specifications In addition to the information populated on the Supplier page, Topco Product Integrity & Regulatory Compliance houses finished product specifications for products COMMODITY SPECIFIC EXPECTATIONS associated with each facility via the Topco Compliance Portal. As directed by Topco Product Integrity & Regulatory Compliance, suppliers are required to upload full finished product specifications to the Topco Compliance Portal, attaching them to the respective specification(s) for each producing/packaging facility. CARs Corrective Action Requests (CARs) related to recalls and withdrawals, and complaints of LOW, MEDIUM, HIGH, SEVERE or CRITICAL level are documented and managed through vendor requests within the Topco Compliance Portal. Topco Product Integrity & Regulatory Compliance must approve all supplier-submitted CARs in order to close issuerelated follow-up. Supplier responses to CARs become permanently associated with the facility/specification where the product was produced/packed. Topco suppliers are expected to investigate facts surrounding CARs and provide CAR responses promptly. CoAs Finished product Certificates of Analyses (CoAs) submitted by Topco suppliers are managed within the Topco Compliance Portal. Suppliers are notified by Topco Product Integrity & Regulatory Compliance if CoAs are required for their products. 20 Product Monitoring Sample Records Results of various types of Product Monitoring evaluations conducted by Topco Product Integrity & Regulatory Compliance are maintained in the Topco Compliance Portal. Product Monitoring samples are required for the following scenarios: Lot Approval programs First Production New Product First Production New Facility First Production Reformulated Product First Production Label Redesign Product Monitoring Routine Product Evaluation/Surveillance Program Product evaluation results associated with supplier-submitted samples are maintained in the Topco Compliance Portal and are the basis for the Product Quality scorecard component. Failure to submit required samples on time will result in points deducted from a supplier s total score. For more information about First Production Approval or Product Monitoring programs, refer to the specific sections in this manual that cover these topics.

22 EXPECTATION Topco Product Integrity & Regulatory Compliance or its members must approve the first production samples of all new products, reformulated products and products whose packaging has undergone a redesign before any orders can be shipped to Topco members. Samples will be evaluated to ensure products meet product performance expectations, quality specifications, packaging and code date requirements. FIRST PRODUCTION APPROVAL REQUIREMENTS Suppliers must agree to all Topco specification requirements for any new or reformulated products or products whose packaging has undergone a redesign. Current supplier-validated finished product specification must be attached to the correlating item/size specification in the Topco Compliance Portal. 21 Suppliers must notify Topco Product Integrity & Regulatory Compliance in advance of first production of new or reformulated products and of products whose packaging has undergone a redesign. Suppliers must provide Topco Product Integrity & Regulatory Compliance with representative samples of first production of each sku of each brand impacted by one or more of the aforementioned changes. Samples provided to Topco must be from beginning, middle and end of the first commercial production run of each Topco-controlled brand and be clearly marked to identify this. Suppliers must not ship any of the aforementioned types of first production products until informed by Topco Product Integrity & Regulatory Compliance that the products have been approved for commercial distribution.

23 EXPECTATION Topco Product Integrity & Regulatory Compliance monitors supplier performance in various ways. All Topco suppliers are required to comply with Topco Product Integrity & Regulatory Compliance sample and information requests for review and assessment and to respond, as necessary, to product and information requests pertaining to the private label products packed for Topco. As supplier performance deficiencies are identified, suppliers are expected to immediately implement a corrective action plan that includes timelines to address all identified deficiencies. PRODUCT MONITORING REQUIREMENTS Each Topco supplier facility is required to submit product samples and/or production data through our Topco Compliance Portal to Topco Product Integrity & Regulatory Compliance at a pre-determined frequency for the purpose of monitoring the quality of Topco private label products. Supplier Assessments and Scorecards The performance of each supplier facility is assessed by Topco Product Integrity & Regulatory Compliance every six months. Results are communicated to the supplier via the Supplier Quality/Safety Scorecard along with a required sampling schedule for submission of production samples to Topco Product Integrity & Regulatory Compliance. Taken into consideration in the supplier facility assessment is a combination of inherent product risk of products packed and Topco Product Integrity & Regulatory Compliance s assessment of the supplier facility s product safety and quality performance through the specified time period as well as prevalent industry issues. 22 Supplier Product Safety & Quality Performance will be determined for each supplier by scoring of the following four key factors: Product Quality Performance Third-Party Audits or Certifications in the Topco Compliance Portal Customer Complaints/Recalls and Withdrawals Customer Delight Supplier Quality/Safety Scorecards are issued to the vendors every six months Monitoring Schedule Results of Topco Product Integrity & Regulatory Compliance supplier assessments determine the product monitoring frequency and schedule. Topco supplier facilities will be notified of any changes to their required sampling frequency every six months. Failure to provide samples in the requested timeframe will result in a reduced score.

24 Samples Samples for Topco Product Integrity & Regulatory Compliance s Product Monitoring program must be submitted to Topco Product Integrity & Regulatory Compliance according to the prescribed schedule communicated to each supplier facility by Topco Product Integrity & Regulatory Compliance. Additional samples may be required, on occasion, for special evaluation purposes. Topco Product Integrity & Regulatory Compliance will contact suppliers directly for those samples via separate sample requests. Topco reserves the right to request independent, third-party testing of its products against the national brand equivalent at the supplier s expense. 23

25 EXPECTATION Topco recognizes that there are specific requirements for certain commodities of food products and non-food products. Additionally, there may be product-specific requirements found in the Topco product specifications. All suppliers are expected to comply with Federal food safety notices, directives and requirements as well as the requirements outlined in the Topco product specifications and to the supplemental requirements, by category, that follow. COMMODITY SPECIFIC EXPECTATIONS REQUIREMENTS (A) IMPORTS In addition to all requirements outlined in Supplier/Product Approval Criteria, all suppliers of imported Topco private label products must be in compliance with all U.S. Customs, FDA and/or other regulatory agencies that oversee the product category, including specifically the FDA Food Safety Modernization Act (FSMA). Non-compliance to these requirements may result in rejection of shipments or discontinuation of future shipments. Import Food Products [Directly sourced and non-directly sourced (importer represented)] Initial Supplier/Importer and Product Approval Requirements: In addition to the GFSI certification described in Supplier/Product Approval Criteria, a social accountability audit, and a C-TPAT audit must be conducted yearly during the packing of Topco private label products. Importers must also be in compliance with all elements of the Foreign Supplier Verification Program as mandated by FSMA. In addition to the product approval process described in Supplier/Product Approval Criteria, suppliers/importers must submit three samples from each of three different production codes to Topco Product Integrity & Regulatory Compliance for initial approval. All samples must meet finished product quality and package specification requirements. 24 Ongoing Product Approval Requirements: For ongoing shipments of non-directly sourced (importer-represented) commodity products, lot approval samples are required. Bright stock samples of import canned foods must be submitted to Topco Product Integrity & Regulatory Compliance for approval prior to shipping and only approved lots can be labeled and shipped. The following must be submitted for approval: Three different ink-jetted fully coded samples of each production lot Information regarding Topco member to which the product is to be shipped Copy of label in which product is to be packed For ongoing shipments of non-directly sourced (importer-represented) formulated products, the importer must submit pre-shipment samples or samples drawn upon domestic receipt as directed by Topco Product Integrity & Regulatory Compliance. For products that are non-directly sourced (importer-represented), the importer (again as directed by Topco Product Integrity & Regulatory Compliance) must submit third-party testing results confirming physical and chemical attributes of the product as specified as well as yearly third-party testing results for lead, heavy metals, and pesticides.

26 For products that are directly sourced, Topco has partnered with a third-party testing laboratory to collect and test samples based on the volumes to be purchased from the supplier. Shipping Requirements/Documentation: Suppliers must include a log of all items (by UPC) and production codes that are contained within a shipment for warehouse personnel use. Import General Merchandise (GM), Health & Beauty Care (HBC) Products and Other Non-Food Products Topco Direct Sourcing: Suppliers are required to fill out and return the appropriate Risk Assessment Questionnaire (RAQ) for new plant facilities and/or new products. A third party product analysis report from an accredited testing laboratory, dated no later than one year, must accompany all initial product requests for approval. Products must be made in compliance with all federal, state and local regulations including California Proposition 65 and Consumer Product Safety Commission requirements. 25 Trading Partner Sourcing: Trading partners will submit a third party analysis report and product specification for all product submissions. The third party report is to be dated no later than one year and performed by an accredited laboratory. Trading partners will be expected to perform facilities audits, Social Responsibility audits, and C-PTAT audits during the timeframe when Topco products are packed and the audit reports must be available to Topco upon request. Trading partners will arrange and submit finished samples to third party testing lab utilizing Topco Product Integrity & Regulatory Compliance approved testing protocols, with special attention to California Proposition 65 and Consumer Product Safety Commission requirements. Shipments are released on acceptable results only. Role of third-party companies in product testing and facilities auditing all products Third-party companies will perform the following functions during actual production/packing of products packed for Topco and its members: Collect and test product based on statistical sampling principles representative of the volumes to be purchased by Topco from the supplier Perform a GMP inspection (foods) or a facilities audit (GM, HBC, Non-Foods) Perform a Social Responsibility audit Corrective actions documentation in response to findings must be made available to Topco following each audit. If a facility receives a less than desired score, the supplier will be responsible for a re-audit of the facility within 60 days of the initial audit. (B) BEEF, PORK, VEAL, AND POULTRY All fresh meat and poultry must be held and shipped at temperatures adequate to maintain product temperature between 28 F and 33 F. Frozen meat and poultry products must be held and shipped at temperatures adequate to maintain product temperature between 0 F and 10 F. Suppliers must have policies and quality systems in place that support and manage the treatment of animals in their supply chain to ensure they are handled without abusive or cruel treatment.

27 (C) BEEF Slaughter facilities must conduct an animal-welfare audit based on the appropriate guidelines for the species of animal being handled: Beef, pork, and veal American Meat Institute Chicken National Chicken Council Labeling All additives must be declared on the product labels. All meat and poultry products must be free of substances banned by the FDA and/or FSIS. Beef Carcass All beef carcasses must be processed in USDA-inspected facilities and must have a minimum of two intervention technologies in place to ensure adequate log reduction of E. coli. Primal Cuts and Sub-Primal Cuts Validated intervention technologies must be in place that are geared towards the reduction of E. coli O157:H7. All fresh/frozen steak suppliers that process mechanically tenderized steaks must have at least one intervention technology in place that ensures that the sub-primal cuts are treated prior to being cut into portions. 26 BSE controls Raw materials facilities must have programs in place to ensure their sources of live animals and the feed sources for those animals comply with the requirements of the FDA ruminant feed ban. Processors of bone-in beef raw materials must have a procedure in place to verify that animals in process are less than thirty months of age at time of slaughter. Facilities that convert animals to meat must ensure compliance with all Specified Risk Material (SRM) controls. Facilities that convert animals to meat must not process non-ambulatory cattle. A letter stating compliance to the above BSE-control policies must be provided to Topco Product Integrity & Regulatory Compliance annually. Audits of controls must be conducted by each supplier and documented. E. coli controls Appropriate intervention technologies for the control of E. coli O157:H7 must be in place and included in the supplier s HACCP plan.

28 Ground Beef Trimmings Must be sampled and analyzed for E. coli O157:H7 using the N=60 Trim Testing program; AOAC approved method must be used. Operational lean:fat ratio as well as validated test results must be maintained. Each raw material lot shall be accompanied by a Certificate of Analysis (COA) which reports negative E. coli O157:H7. Serial Finished Product Testing for Ground Beef Suppliers of ground beef are advised to consider a serial sampling protocol for finished ground beef product to be tested for E. coli O157:H7 and to follow Topco s Positive Release Program requirements when testing is conducted. (D) POULTRY Suppliers must ensure that their sources have programs in place to prevent and control avian influenza and other diseases in livestock. Salmonella controls: suppliers must have appropriate intervention technologies in place and included in their HACCP program to reduce or limit the amount of Salmonella in poultry products. 27 (E) FRESH SHELL EGGS/EGG PRODUCTS Fresh Shell Eggs Suppliers must be in compliance with Federal Register Final Rule (July 9, 2009, 74 FR 33030): Prevention of Salmonella Enteritidis in Shell Eggs During Production, Storage, and Transportation. Suppliers must conduct an annual animal-welfare audit of all laying facilities based on industry guidelines. Product testing protocols and appropriate intervention technologies must be in place to reduce or limit the amount of Salmonella found in fresh shell eggs. These should be listed in the firm s HACCP plan. Eggs must be in compliance with the U.S. Standards for Grades of Fresh Eggs. Shell eggs must be marked with USDA grading shield on outer case, where applicable. All fresh eggs must be transported and stored at temperatures at or below 45 F. Production dates and pack dates must be labeled on all master cases of product. Liquid Egg Products All liquid egg products must be pasteurized. All additives must be declared on the product label. All liquid egg products must be stored and shipped at temperatures to maintain product temperature at less than 40 F.

29 (F) SEAFOOD Species must be verifiable upon request by Topco. Suppliers must have a species-verification program in place to ensure accuracy of species being packed, where applicable. No banned antibiotics, as defined by the FDA and the state regulatory authority, are to be present (at any detection level) in any seafood products packaged under Topco private label. Net weight of all glazed seafood must be based on the pre-glazed weight of the seafood. A seafood weight-verification program must be in place to ensure that packed product meets declared label weight for flesh weight (versus glazed product weight). All suppliers must provide lot certificates issued by the U. S. Department of Commerce (USDC) as evidence that imported seafood products have been inspected by the USDC for compliance to weight standards. All additives must be declared on the label and comply with FDA labeling regulations. Product packaging must comply with all U. S. Customs and FDA requirements for the following: Country of origin Net weight labeling Species identification Count per pound (where applicable) Suppliers must have a traceability program to document the source of product from raw material at point of harvest through production to finished product shipment of Topco private label products. Documentation must be maintained for two years. An Economic Integrity Program must be in place using USDC inspection or another certified thirdparty tester to verify net weight, counts, and uniformity. 28 Shellfish must be harvested in approved areas only, using approved methods. Suppliers must adhere to all legally required fishery practices, Endangered Species Act regulations, fishery management quotas, coastal zone management, and/or mandated fishery product regulations according to country of origin. Good aquaculture practices, as defined by the Global Aquaculture Alliance, should be used for all aquaculture products. Compliance with the Global Aquaculture Alliance Practices (GAAP) standards must be verified by the Aquaculture Certification Council certifiers, according to ACC standards. All canned tuna plants supplying product with labels bearing Dolphin Safe information must have documentation on file verifying that fishing vessels comply with all Dolphin Safe Regulations, which must be made available to Topco Product Integrity & Regulatory Compliance upon request. (G) READY-TO-EAT (RTE) PRODUCTS Processing and sanitation controls For all facilities that produce a ready-to eat product, an environment monitoring program that includes testing the environment for Listeria sp. must be in place and available for review. Records of the results must be kept, and corrective actions must be completed and documented.

30 Suppliers of RTE products must have the following contamination prevention controls in place: Separation of raw processing areas from finished product processing areas. Separate uniforms for employees handling raw materials and finished products. Operational sanitizer footbath and hand-dip stations present at entry into finished-product processing areas. Shipping temperature controls All trailers that transport RTE products must be pre-cooled to 40 F or less prior to loading. All RTE products must be shipped to and received at Topco/Topco member distribution facilities at a temperature that maintains product temperature below 40 F. (H) PRODUCE All produce suppliers must be governed by The Perishable Agricultural Commodities Act (PACA) Field Sanitation and Practices Good Agricultural Practices (GAPs) must be used during the growing and harvesting of produce for Topco. All crews must use good hygiene practices. 29 Fields must have readily accessible clean lavatories and hand washing stations. GFSI pre-farm gate benchmarked scheme certification or GAP audits for all produce fields where Topco produce will be harvested must be conducted on an annual basis. A passing score must be achieved. Certification results and audit reports and GAP audit reports for these fields must be available through the Topco Azzule website. More information can be found at Processing / Storage Good Manufacturing Practices (GMPs) must be used during the processing of produce for Topco. All produce products must be traceable to the field where harvested. All production/packing facilities must comply with the GFSI benchmarked scheme certification requirements outlined for Food Safety Certifications and Third-Party Audits. Certification reports for packing facilities must be made available through the Topco Azzule website. Refrigeration units must be kept clean. Rinse water must be monitored and changed frequently enough to maintain adequate levels of free chlorine to effectively reduce microbial loads but remain within the FDA s legal limits. Ethylene-producing products must be isolated from non-ethylene-producing products whenever possible.

31 Shipping / Temperature Control Mixed temperature loads must be shipped at temperatures appropriate for the products. All loads must be shipped in accordance with the Perishable Agricultural Commodities Act (PACA) regulations. Produce loads must be protected from freezing. Shipping temperature requirements must be listed on the bill of lading. Packaging The date of pack must be listed on the outer/master case. Cases must adhere to the following requirements: Corrugated cases must be strong enough to support the weight of the full pallet of produce under normal storage and shipping conditions for the entire shelf life of the product. Corrugated cases must contain product-appropriate air holes to allow rapid cooling and respiration of the product. The master cases must have an appropriate fill (with limited headspace) to ensure maximum product quality maintenance during shipping and storage. Proper country of origin labeling (COOL) must be documented (I) HEALTH & BEAUTY CARE (HBC), GROCERY NON-FOODS, GENERAL MERCHANDISE (GM), HOUSEHOLD CHEMICALS All suppliers must submit to Topco Product Integrity & Regulatory Compliance an independent Third- Party test report listing a comparison of functional performance, sensory, chemical, physical and, where applicable, microbiological attributes for items submitted for approval as National Brand Equivalents. Material Safety Data Sheets (MSDS) must be accessible or provided electronically to Topco. Suppliers must register with Micromedix Poisindex database all items that possess potential poisoning effects when misused. 30 Class I, Class II or Class III Medical Devices Suppliers that manufacture Class I, Class II or Class III medical device products that are required by the FDA to carry a Unique Device Identifier (UDI) bar code must register with Topco s FDA Global Unique Device Identifier Database (GUDID) account as a Labeler Data Entry User and submit all required product details into the database. If the product is packed in a Topco Member-owned brand, the supplier shall also act on the Topco Member s behalf as the labeler of items and submit required product details into the GUDID database. The supplier shall act on Topco s behalf as the labeler of these items to ensure that the UDI barcode is applied clearly on the associated packaging before the product is given final approval for distribution. (J) NON-PRESCRIPTION DRUGS/SUPPLEMENTS For initial product approval of non-prescription drugs and supplements, suppliers must provide thirdparty test reports with qualitative and quantitative data for active ingredients, where applicable, for items designated National Brand Equivalent. Suppliers whose items are regulated by FDA Adverse Event Reporting must have signed release agreements with Topco, designating them to report such information on behalf of Topco.

32 EXPECTATION All Topco suppliers are expected to have an established recall and traceability program in place to ensure a rapid and efficient recall or withdrawal. Topco suppliers are required to provide Topco Product Integrity & Regulatory Compliance with emergency contact information including names, addresses, addresses and phone numbers, including 24-hour emergency phone numbers in the case of a recall or withdrawal. Suppliers are expected to maintain current contact information for emergency contacts on the supplier page for each facility in the Topco Compliance Portal. REQUIREMENTS RECALLS/WITHDRAWALS 31 Supplier Responsibilities Notify the FDA under the requirements of the Reportable Food Registry for products that fall under FDA jurisdiction for a Class I Recall. Directly and promptly notify Topco Product Integrity & Regulatory Compliance of any recall or withdrawal situations. Provide complete shipping information to Topco Recall Coordinator for the products affected. This is done in a standardized way via Topco s Vendor Shipping Information Template. The information from this is then uploaded and disseminated to Topco Members via Recall InfoLink. Work with Topco Product Integrity & Regulatory Compliance Specialist and/or regulatory agency to determine the Recall level or Withdrawal. Provide disposition and product replenishment instructions to Topco Procurement. Provide written corrective actions to the Topco Product Integrity & Regulatory Compliance Specialist via the CAR record associated with the incident that is generated through the Topco Compliance Portal. Compensate Topco Members for all costs associated with the product recall as submitted by the Topco Members. Refrain from use of Topco s name in any press communications related to a recall or withdrawal incident. Fines and Disciplinary Actions Topco Product Integrity & Regulatory Compliance will assess suppliers with a minimum labor charge of $ per incident. Topco members may levy additional fines as they deem fit. Additionally, suppliers are subject to other fines, restricted status or termination as determined by Topco Product Integrity & Regulatory Compliance using the following guidelines: A supplier may face an initial fine of $1,500 and subsequent fines of $2,500 based on number of recalls/withdrawals within a given time period, and/or having repeated recalls/withdrawals for similar issues. A supplier may also be placed on immediate restricted status due to the number or severity of recalls/withdrawals. See Supplier Performance Issues for more information. A supplier is responsible for all costs incurred by Topco while working to address the noncompliance issues, including any out-of-pocket or travel expenses.

33 EXPECTATION All Topco suppliers must be in compliance with all Topco requirements as presented by Topco Product Integrity & Regulatory Compliance and as stated in the Topco Supplier Handbook, Product Supplier Agreement (PSA) and Request for Pricing (RFP) documents. Failure to comply will result in loss of business with Topco. PRODUCT SUPPLIER MONITORING PERFORMANCE ISSUES REQUIREMENTS All suppliers must be in compliance with the three levels of Topco business: Topco Policies and Procedures, Service Level, and Product Quality. Non-compliances at each level are defined as follows: Topco Polices & Procedures Non-Compliance Repeated miscommunication, a lack of communication, failure to develop and maintain Good Manufacturing Practices, a failure to have appropriate quality and/or safety management processes and procedures in place, and/or a failure to follow any Topco policy as outlined in the Topco Supplier Handbook, PSA, RFP or Supplier Quality and Food Safety Expectations Guide. 32 Topco Service Level Non-Compliance Failure to consistently meet Topco service level requirements as set by the Topco Procurement group. Topco Product Quality or Safety Non-Compliance Failure to meet Food Safety Modernization Act (FSMA) or other regulatory requirements, failure to meet product specifications, failure to meet Topco Product Integrity & Regulatory Compliance standards for ensuring product quality and safety.

34 CONSEQUENCES OF NON-COMPLIANCE Restricted Status All suppliers determined to be in non-compliance at any level of Topco business will be immediately placed on Restricted Status, and no new business opportunities with Topco will be allowed. Corrective Actions Suppliers will be notified of non-compliances and will be required to submit a written plan of action, including resolution and timeline, for Topco approval. No more than 90 days will be allowed for corrective actions to be completed. 33 Suppliers will be evaluated at 30-day intervals during the corrective action process in order to verify progress. If progressive improvement is not made at each evaluation interval or if corrective actions are not completed within a 90-day timeframe, the supplier will be subject to a full Topco business review, which may include suspension or outright termination. Supplier Reinstatement A supplier that satisfactorily completes all corrective actions as presented to and approved by Topco within the allotted 90-day timeframe will be subject to reinstatement from Restricted Status and will be allowed to pursue new business opportunities. A reinstated supplier who has another non-compliance within the first 120 days of reinstatement will be subject to a full Topco business review, which may include suspension or outright termination.

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36 For further inquiries please contact Topco Product Integrity & Regulatory Compliance 150 Northwest Point Blvd. Elk Grove Village, IL