VI. ILS AUDITS

ILS审核

ILS Audits are used as a tool to identify and address labor related issues in Facilities producing Disney branded products. Disney requires you as a Licensee or Vendor to submit qualified ILS Audit Reports for Facilities in designated Permitted Sourcing Countries if one is not already on file. Generally, you can either obtain an existing qualified ILS Audit Report from a Facility or work with a Social Compliance Monitoring Organization to have a qualified ILS Audit conducted. Disney may also elect to conduct its own ILS Audits of any Facility, wherever it is located.

ILS AUDITS COMMISSIONED BY DISNEY

While you are required to provide ILS Audit Reports for Facilities in designated Permitted Sourcing Countries, Disney reserves the right to periodically perform ILS Audits to confirm the working conditions in any Facility producing Disney-branded products in any Permitted Sourcing Country. These ILS Audits may be conducted by Disney staff or by a third party representing Disney.

Before an ILS Audit is conducted by Disney, Disney will generally provide you with a Code of Conduct Assessment Notification (“COCAN”) as follows:

•  SCHEDULED ILS AUDITS: The COCAN is sent to you, and the auditor contacts the Facility to confirm the contact information of the Facility and the date on which the ILS Audit will take place.

•  UNSCHEDULED ILS AUDITS: The COCAN may or may not be sent to you. If the COCAN is sent to you, the auditor will contact the Facility to confirm the contact information of the Facility and to provide notice that an ILS Audit may be conducted in the future but will not schedule a specific date. If a COCAN is not sent to you, the auditor will not contact the Facility in advance of the ILS Audit. (See Appendix 11: Sample Code of Conduct Assessment Notification (COCAN) for more information.)

If you recieve a COCAN, you must promptly confirm and update the contact information for the Facility and notify the Facility that full, complete, and unfettered access must be granted to Disney and its representatives.

Disney may revoke a previously issued, signed Facility and Merchandise Authorization (“FAMA”)

authorizing your use of the Facility if Disney is unable to conduct a scheduled or unscheduled ILS Audit

as a result of either of the following:

** Your failure to promptly confirm the current status of the Facility

** Your failure to provide accurate information regarding the Facility as requested in the COCAN.