Supplier Communication Standard of Conduct

4.1 Suppliers must ensure that they and their personnel are aware of and comply with the wage-fixing and no poach agreement provisions of the Competition Act, including in particular in all of their interactions and communications with Loblaw.

4.2 Suppliers MUST NOT discuss with or request from Loblaw non-public (i.e., future) retail pricing information or ask Loblaw to respond to any suggested retail prices supplier may provide, except:

• Where Loblaw has contracted a supplier to pre-price items. Where non-public (i.e., future) retail prices are shared by Loblaw with suppliers in this circumstance, the supplier must sign a Loblaw Non-Disclosure Agreement (“NDA”) prior to information being shared.

• Where suppliers’ goods are pre-priced (not at Loblaw’s request), pre-pricing should be disclosed, but Loblaw will not confirm its non-public (i.e., future) retail pricing.

4.3 Suppliers’ communication with Loblaw relating to cost of goods should solely include cost of goods (including promotional rebates) and case volume, except as otherwise permitted under this Standard of Conduct.

4.4 Suppliers may suggest a retail price (Manufacturer Suggested Retail Price (“MSRP”) or Feature Suggested Price (“FSP”)). However, all retail pricing decisions remain within Loblaw’s sole discretion and Loblaw will not confirm its non-public (i.e., future) retail prices. Supplier documents, including emails, containing any suggested retail price should be marked clearly with the statement “Retail pricing is at the sole discretion of the retailer”.

4.5 Loblaw may share non-public (i.e., future) innovation about its products and services with those suppliers developing products or services for Loblaw. Where Loblaw product and service innovation is shared with a supplier, the supplier must sign a Loblaw NDA prior to information being shared.

4.6 Suppliers MUST NOT provide, or offer to share with Loblaw, another retailer’s or another supplier’s non-public, confidential, commercially sensitive or proprietary business information.

• This would include but is not limited to, non-public (i.e., future) retail pricing, costs, proposal or acceptance of cost increases, terms of supply, promotional plans, sales plans or strategies, business plans or strategies, production or sales volumes, forecasts, trade secrets, discounts, payment terms, customers, terms of sale, market shares, advertising restrictions, market allocation, marketing plans, supplier relationships, or levels of output.

• When presenting a cost change to Loblaw, Suppliers must not provide Loblaw with information about who has been presented with a cost change or whether competitors or “the market” have accepted a cost change. Suppliers may share cost increase letters with Loblaw that are addressed to customers generally.

4.7 Suppliers MUST treat Loblaw confidential information in accordance with the requirements of any confidentiality agreements between the parties, including but not limited to, Loblaw’s standard supplier terms and conditions (“STC”) and/or a Loblaw NDA. Even where a Loblaw NDA is not signed, suppliers MUST NOT share Loblaw’s non-public, confidential, commercially sensitive or proprietary business information with any third party including, without limitation, any other retailer or supplier, or any franchisee of Loblaw.

4.8 Franchisees of Loblaw, including Associate-owners of Shoppers Drug Mart pharmacies, are competitors of one another and of Loblaw corporate-owned stores. As such, franchisees own and operate their businesses independently. Suppliers MUST NOT share any non-public, confidential, commercially sensitive or proprietary business information of a Loblaw franchisee with Loblaw or any other Loblaw franchisee.

4.9 Suppliers must adhere to ALL of the following conditions if a supplier provides Loblaw with information and analysis about current and historical retail activity of Loblaw and other retailers, and makes recommendations to Loblaw based on such information:

a) Loblaw must specifically request such information or it’s offered by you to Loblaw and Loblaw specifically agrees to receive such information;

b) It is based on publicly available data or data that is lawfully purchased but does not contain confidential information of another retailer; AND

c) It is submitted to Loblaw in writing and is clearly and prominently marked, “Retail pricing is at the sole discretion of the retailer”.

Further, any discussions that take place remain subject to the standards outlined in this Standard of Conduct.

In the absence of the foregoing, you must not discuss such information with Loblaw nor present such information to Loblaw.

4.10 Suppliers that have a direct sales channel to consumers (e.g., a brick & mortar or e-commerce retail operation that sells the same products you sell to Loblaw) must not discuss the supplier’s non-public (i.e., future) commercial retail plans or strategies with Loblaw. Communication with Loblaw must be through your dedicated team (e.g., sales, supply chain, marketing) and not through the personnel responsible for your retail operations.

4.11 Suppliers’ personnel that have been appointed as Loblaw Vendor Advisors or Supply Chain Embedded Resources, must sign a Loblaw NDA and comply with, as applicable, the Vendor Advisor Guidelines, the Supply Chain Embedded Vendor Guidelines,and this Standard of Conduct.

4.12 In accordance with Loblaw’s internal IT policies, Loblaw colleagues do not use texting, instant messaging or other social media outlets for work purposes. Accordingly, suppliers should only communicate with Loblaw colleagues for work purposes through company email, phone or via in-person conversations.

4.13 Suppliers must comply with this Standard of Conduct as well as observe their own company’s antitrust or competition law compliance standards. Suppliers must proactively address differences between their compliance standards and Loblaw’s Compliance Program by coming to an agreement on how to resolve such issues with the Loblaw Vendor Captain. We expect suppliers to uphold the same values and principles of business conduct as Loblaw does, including as they relate to ethical and safety standards. A copy of our Supplier Code of Conduct is available on the Loblaw Companies Limited website.

4.14 Suppliers should consult with their company’s legal counsel concerning any compliance issues and follow their advice. By supplying this Standard of Conduct, Loblaw is not providing legal advice or establishing any solicitor-client relationship with you.

4.15 Loblaw has a defined incident management and escalation process to deal with incidents of non-compliance with this Standard of Conduct and violations of applicable competition laws.

Incidents will be monitored, suppliers/supplier personnel will be notified of any non-compliance and the supplier shall remediate the breach by taking appropriate actions to prevent future breaches. Failure by the supplier to promptly remediate breaches will trigger escalation of the incident, dependent on the nature and frequency of current and past incidents. Corrective action may include, without limitation, written warnings and/or potential review of the supplier relationship.