HIRE COUNSEL EMPLOYEE HANDBOOK

Transcription

1 HIRE COUNSEL EMPLOYEE HANDBOOK December 5, 2011 [ ]

2 TABLE OF CONTENTS WELCOME NEW EMPLOYEE... i INTRODUCTORY STATEMENT... ii I. EMPLOYMENT... 1 NONDISCRIMINATION AND AFFIRMATIVE ACTION POLICY... 1 WORKPLACE HARASSMENT POLICY... 1 AIDS POLICY... 3 AT-WILL EMPLOYMENT... 4 MEDICAL EXAMINATIONS AND INQUIRIES... 4 CONFLICTS OF INTEREST... 5 EMPLOYEE COMPLAINT PROCEDURE... 6 CONCURRENT EMPLOYMENT... 6 CONFIDENTIAL DATA... 6 INVENTIONS, CREATIONS AND COMPUTER PROGRAMS... 7 GIFTS & GRATUITIES... 7 EMPLOYMENT TERMINATION... 7 II. EMPLOYMENT STATUS & RECORDS... 9 JOB POSTING... 9 EMPLOYMENT APPLICATIONS... 9 TEMPORARY CHANGE IN JOB ASSIGNMENT TEMPORARY EMPLOYEES PART-TIME EMPLOYEES NEW HIRES EMPLOYMENT REFERENCE CHECKS PERSONNEL DATA CHANGES ANNIVERSARY DATE ACCESS TO PERSONNEL FILES III. EMPLOYEE BENEFIT PROGRAMS (K) SAVINGS AND RETIREMENT PLAN EMPLOYEE STOCK OPTION PLAN HEALTH INSURANCE BONUS PAY FOR CONTRACT EMPLOYEES... Error! Bookmark not defined. HOLIDAYS FOR CONTRACT EMPLOYEES JURY OR WITNESS DUTY LEAVE MILITARY LEAVE POLICY FAMILY AND MEDICAL LEAVE PREGNANCY DISABILITY LEAVE MEDICAL CERTIFICATION BENEFITS CONTINUATION (COBRA) WORKERS COMPENSATION INSURANCE RETURN FROM LEAVE IV. TIMEKEEPING/PAYROLL TIME SHEETS PAYDAYS SEVERANCE PAY OVERTIME V. WORK CONDITIONS USE OF PHONE AND MAIL SYSTEMS SMOKING USE OF EQUIPMENT AND VEHICLES SAFETY AND HEALTH OFFICE HOURS LUNCH MEDICAL/DENTAL APPOINTMENTS PERSONAL CONDUCT AND DRESS CODE VI. EMPLOYEE CONDUCT & DISCIPLINARY ACTION EMPLOYEE CONDUCT AND WORK RULES [ ]i

3 DRUG-FREE WORKPLACE POLICY ATTENDANCE AND PUNCTUALITY PERSONAL USE OF HIRECounsel RESOURCES SOLICITATION COMMUNICATIONS POLICY COMPUTER SECURITY POLICY [ ]ii

4 WELCOME NEW EMPLOYEE On behalf of your colleagues, we welcome you to Hire Counsel and wish you every success here. Hire Counsel is headquartered in New York. At Hire Counsel, we believe that each employee contributes directly to our growth and success, and we hope you will take pride in being a member of our team. This Handbook was developed to describe some of the expectations we have of our employees and to outline the policies, programs, and benefits available to eligible employees. Employees should familiarize themselves with the contents of the Employee Handbook as soon as possible, for it will answer many questions about employment with Hire Counsel. We hope that your experience here will be challenging, enjoyable, and rewarding. Sincerely, Lynn Mestel President Hire Counsel [ ]i

5 INTRODUCTORY STATEMENT This Handbook is designed to acquaint you with Hire Counsel and to provide you with information about working conditions, employee benefits, and some of the policies affecting your employment. You should read, understand, and comply with all provisions of the Handbook. It describes many of your responsibilities as an employee and outlines the programs developed by Hire Counsel to benefit employees. One of our objectives is to provide a work environment that is conducive to both personal and professional growth. This Handbook replaces all earlier Hire Counsel Employee handbooks and takes precedence over all memoranda and oral or written descriptions of employment agreements entered into by and between Hire Counsel and its employees. To avoid confusion, please discard any old manuals and handbooks you may have. No employee handbook can anticipate every circumstance or question about policy. As Hire Counsel continues to grow, the need may arise to revise, supplement, or rescind any policies or portion of the Handbook, from time to time as it deems appropriate, in its sole and absolute discretion. You are free to terminate your employment with Hire Counsel at any time, with or without a reason, and Hire Counsel has the right to terminate your employment at any time, with or without a reason. Although Hire Counsel may choose to terminate employment for cause, cause is not required in order to terminate the employment relationship. This is called at-will employment. No one other than the President or Chief Operating Officer can enter into an agreement for employment for a specified period of time, or make any agreement or representations contrary to this policy. Further, any such agreement must be in writing and signed by the President or Chief Operating Officer of Hire Counsel. The Hire Counsel policy of at-will employment may be changed only in writing signed by the President of Hire Counsel. Apart from the policy of at-will employment and those policies required by law, Hire Counsel may change its policies or practices at any time without further notice. [ ]ii

6 I. EMPLOYMENT 101. NONDISCRIMINATION AND AFFIRMATIVE ACTION POLICY 1. Statement of Philosophy and Policy. It is the policy of Hire Counsel to create and maintain a collegial work environment in which all individuals are treated with respect and dignity. Each individual has the right to work in a professional atmosphere which promotes equal opportunities and prohibits discriminatory practices or harassment based on race or color, religion, national origin, sex, pregnancy, childbirth, and related medical conditions, age, marital status, disability, veteran status or any other characteristic protected by law. Consistent with this philosophy and policy, acts of discrimination or harassment based on any of these characteristics will not be allowed, tolerated, or condoned by Hire Counsel. Furthermore, Hire Counsel will take affirmative action to ensure that applicants are employed without regard to their race, color, religion, sex, national origin, disability, veteran status or any other characteristic protected by law and that employees are treated during employment without regard to their race, color, religion, sex, national origin, disability, veteran status or any other characteristic protected by law. 2. Individuals Governed by This Policy. This policy applies to Hire Counsel officers and all employees of Hire Counsel (managerial, supervisory, and non-supervisory) and governs conduct in the workplace and at all other work-related events, such as business trips and Hire Counsel-related functions. Hire Counsel will also not allow, tolerate, or condone any form of discrimination or harassment of a Hire Counsel officer or employee, its clients or any other non-employee who conducts business with Hire Counsel. 3. Complaint Procedure. Hire Counsel encourages reporting of all incidents of discrimination or harassment regardless of who the offender may be. Individuals who believe that they have been subjected to discrimination or harassment should report the matter to the President or Chief Operating Officer. The President will then determine and may direct such investigation as Hire Counsel deems appropriate under the circumstances. Although Hire Counsel will keep the matter as confidential as possible, individuals must recognize that such allegations cannot be investigated and substantiated in complete secrecy. No retaliation will be taken by Hire Counsel or permitted against anyone making a claim or cooperating in the investigation of any such claim. 4. Disciplinary Action. Any individual determined to have engaged in discrimination or harassment or retaliation in violation of this policy will be subject to appropriate disciplinary action, up to and including discharge from employment. In addition, any individual determined to have engaged in retaliation in violation of this policy will be subject to appropriate disciplinary action, up to and including discharge WORKPLACE HARASSMENT POLICY 1. Harassing Conduct in the Workplace. Hire Counsel is committed to maintaining a work environment free of intimidation and discriminatory practices or procedures, including harassment. Accordingly, Hire Counsel considers it improper and 1

7 against policy for any employee, regardless of employment status, to harass another employee. Harassment on the basis of sex is a form of discrimination and is a violation of Section 703 of Title VII of the 1964 Civil Rights Act. The Equal Employment Opportunity Commission regulations define sexual harassment as unwelcome sexual advances, requests for sexual favors, and other verbal or physical conduct of a sexual nature. No officer or employee of Hire Counsel shall insinuate or threaten, either implicitly or explicitly, that another officer's, employee's, or applicant's refusal to submit to sexual advances will adversely affect that person's employment, work status, or any other condition of employment or career development. Similarly, no officer or employee shall imply, promise, or grant any preferential treatment in connection with another officer, employee, or applicant engaging in sexual conduct. Sexual harassment also includes: a. unwelcome sexual flirtations, advances, or propositions; b. verbal abuse of a sexual nature; c. subtle pressure or requests for sexual activities; d. unnecessary touching of an individual; e. graphic or verbal commentaries about an individual's body; f. sexually degrading words used to describe an individual; g. a display in the workplace of sexually suggestive objects or pictures; h. sexually explicit or offensive jokes; or i. physical assault. Harassment based on an individual s race, color, ethnicity, national origin, disability age, religion, or any other legally protected characteristic is likewise prohibited. 2. Complaint Procedure. If an employee feels that he or she is a victim of harassment, including but not limited to any of the conduct listed above, by any officer, employee, customer, client or any other person in connection with employment at Hire Counsel, the employee should bring the matter to the immediate attention of the President or Chief Operating Officer. Although Hire Counsel recognizes that an officer or employee may initially feel more comfortable in approaching his or her supervisor regarding possible breach of this policy, only the individuals referenced above have the authority to investigate and resolve complaints of workplace harassment at Hire Counsel. Hire Counsel is aware of the sensitive nature of issues relating to sexual or other workplace harassment. Accordingly, the investigation of any complaint of harassment will 2

8 be conducted in as confidential a manner as possible, with the findings of said investigations communicated to the appropriate parties. No retaliation will be taken by Hire Counsel or by the individual charged with harassment against any employee for reporting an incident of harassment under this policy or for cooperating in the investigation of any such claim. These complaint procedures should be followed for all complaints of workplace harassment. 3. Disciplinary Action. All officers and employees of Hire Counsel are bound by the provisions of this policy. Any individual determined to have engaged in workplace harassment in violation of this policy will be subject to appropriate disciplinary action, up to and including discharge. In addition, any individual who retaliates against the accuser or those involved in the investigation will be disciplined, up to and including discharge from employment AIDS POLICY Hire Counsel recognizes that Acquired Immune Deficiency Syndrome (AIDS) and its related conditions pose significant and delicate issues for employees in the workplace. Hire Counsel has developed guidelines to foster a healthy work environment, to ensure compliance with our policy against discrimination towards disabled persons, and to provide clear guidelines to manage situations in which AIDS-related issues arise. These guidelines are based on current medical information and are subject to revision at Hire Counsel s discretion. For the purposes of these guidelines, persons with AIDS includes all persons with the Acquired Immune Deficiency Syndrome, persons with AIDS Related Complex (ARC), persons who are seropositive for antibodies to the Human Immunodeficiency Virus (HIV) (i.e., persons whose blood tests indicate the presence of antibodies to the AIDS virus, but who have none of the symptoms associated with AIDS or ARC) and persons perceived to have AIDS, ARC or be HIV-positive. 1. Hire Counsel is an equal opportunity employer and prohibits, among other things, discrimination against any person due to a disability. Discrimination based on knowledge or presumed knowledge of the AIDS antibody or AIDS virus status of an employee will not be tolerated. 2. Based on reliable medical opinions, including statements from the U.S. Public Health Service and the Center for Disease Control, there is no evidence that the AIDS virus is transmitted through the type of casual contact that occurs in ordinary social workplace settings. Therefore, subject to changes in medical information, employees may continue to work as long as they are medically able to meet acceptable performance standards and their condition is not a threat to themselves or others. An independent medical opinion may be obtained to ascertain an employee s medical status. 3. Reasonable efforts will be made to accommodate persons with AIDS in the workplace whenever possible and appropriate. 3

9 4. All medical information obtained from employees will be treated confidentially. 5. Hire Counsel recognizes that there may be situations in which employees are concerned about working with persons with AIDS or persons perceived to have AIDS. Such concerns are often based on misinformation or lack of information about the modes of transmission of the AIDS virus. Hire Counsel will attempt to deal with all employee concerns through education and counseling. The President or Chief Operating Officer is available to discuss specific issues and to provide educational materials, including information on local programs and resources. However, in situations where such measures do not resolve the problem and where Hire Counsel determines that discrimination against or refusal to work with a person with AIDS is being practiced, corrective or disciplinary action will be taken. 6. Any perceived violation of this policy shall be directed to the President or Chief Operating Officer AT-WILL EMPLOYMENT You are free to terminate your employment with Hire Counsel at any time, with or without a reason, and Hire Counsel has the right to terminate your employment at any time, with or without reason. Although Hire Counsel may choose to terminate employment for cause, cause is not required to terminate the employment relationship. This is called at-will employment. No one other than the President or Chief Operating Officer of Hire Counsel can enter into an agreement for employment for a specified period of time, or make any agreement or representations contrary to this policy. Further, any agreement abrogating the at-will employment relationship must be in writing and signed by the employee and the President or Chief Operating Officer of Hire Counsel. Apart from the policy of at-will employment and those policies required by law, Hire Counsel may change its policies or practices at any time without further notice MEDICAL EXAMINATIONS AND INQUIRIES Hire Counsel reserves the right to conduct certain medical examinations and inquiries. 4

10 a. Pre-employment Inquiry Hire Counsel may make pre-employment inquiries into the ability of an applicant to perform job-related functions, and/or may ask an applicant to describe or to demonstrate how, with or without reasonable accommodation, the applicant will be able to perform jobelated functions. b. Employment Entrance Examination Hire Counsel has the right to require a medical examination and/or inquiry after making an offer of employment to a job applicant and before the applicant begins his or her employment duties. Hire Counsel may condition an offer of employment on the results of such examination and/or inquiry, if all entering employees in the same job category are subjected to such an examination (and/or inquiry) regardless of disability. Such an examination need not be job-related and consistent with business necessity, unless the examination tends to screen out individuals with a disability. c. Examination of Employees Hire Counsel may require a medical examination and/or inquiry of an employee that is job-related and consistent with business necessity. Hire Counsel may make inquiries into the ability of an employee to perform job-related functions. d. Other Examinations and Inquiries Hire Counsel may conduct voluntary medical examinations and activities, including voluntary medical histories, which are part of an employee health program available to employees at the work site. Such examinations do not have to be job-related and consistent with business necessity, unless the examination tends to screen out individuals with a disability. e. Confidentiality and Use of Medical Information Information obtained from applicants or employees concerning a physical or mental condition is kept confidential, except that: (a) supervisors and managers may be informed regarding necessary accommodations or restrictions on work or duties; (b) first aid and safety personnel may be informed, where and to the extent appropriate, the condition might require emergency treatment, and (c) government officials investigating compliance with applicable laws and regulations will be informed CONFLICTS OF INTEREST All employees must conduct their affairs in a manner that does not conflict with Hire Counsel's interests. You should not enter into any transaction, acquire any interest in or take any action that is contrary to Hire Counsel or incompatible with the loyalty and obligation inherent in your employment. This policy applies equally to members of an employee's immediate family or other relatives living in the employee's household. 5

11 For example, you may not directly or indirectly (as a director, officer, partner, employee, or agent) compete with Hire Counsel, or furnish any service to Hire Counsel as an independent contractor during your employment with Hire Counsel. You may not use Hire Counsel s name to further personal interests. If you have nonpublic information that Hire Counsel is about to buy a new facility or expand an existing facility, you may not invest in land or in any business near the proposed new site. If you are uncertain about entering into a transaction or taking any action that may not be in the interests of Hire Counsel or compatible with the loyalty and the obligations inherent in your employment, you must first contact the President or Chief Operating Officer. If you find that you are in a situation contrary to Hire Counsel policy, you must promptly take remedial steps in consultation with the President or Chief Operating Officer EMPLOYEE COMPLAINT PROCEDURE Employees with a grievance or complaint should first discuss the problem with their immediate supervisor. If this does not resolve the problem, the employee should request an appointment with the President or Chief Operating Officer to discuss the situation. After consulting with the relevant parties, the President or Chief Operating Officer will attempt to resolve the problem. If an employee remains dissatisfied with the resolution of the grievance or complaint, the employee can submit the claim to arbitration in accordance with the Agreement to Arbitrate CONCURRENT EMPLOYMENT Hire Counsel requires that employees planning concurrent employment receive a written acknowledgment from Hire Counsel permitting concurrent employment. All employees will be judged by the same performance standards and will be subject to Hire Counsel's scheduling demands, regardless of any demands from outside work. If concurrent employment is permitted and Hire Counsel determines that an employee's outside work interferes with performance or the employee s ability to meet the requirements of Hire Counsel, the employee may be asked to terminate the outside employment if he or she wishes to remain with Hire Counsel CONFIDENTIAL DATA The protection of confidential information is vital to the interests and the success of Hire Counsel. Such confidential information includes, but is not limited to, the following: Compensation data Computer programs and software Candidate lists, contact names & telephone numbers Financial information Individual client information Marketing strategies New materials research 6

12 Pending projects and proposals Proprietary production processes Research and development strategies Scientific data Scientific formula Scientific prototypes Technological data Technological prototypes Technical documents and material Bills, invoices All employees may be required to sign a non-disclosure agreement as a condition of employment. Any employee who discloses confidential information, in whole or in part, will be subject to disciplinary action, up to and including termination of employment and legal action, even if he or she does not actually benefit from the disclosed information INVENTIONS, CREATIONS AND COMPUTER PROGRAMS All employees agree to promptly surrender, disclose and to assign on demand to Hire Counsel or its successors, designers, or assigns any inventions, creations or computer programs which such employee may develop or create or assist in developing or creating in fulfilling the provisions of the Agreement. Such inventions, creations and computer programs, and the rights pertaining thereto, are the sole property of Hire Counsel, and you, as an employee, hereby agree to grant and relinquish all rights or interests which you may have in such creation and/or invention. Further, you authorize Hire Counsel on your behalf to sign any papers and do any acts which may be deemed necessary or desirable by Hire Counsel to secure to Hire Counsel, its successors, or assigns, any rights relating to such inventions, creations and computer programs, including but not limited to patents and copyrights in the United States or any foreign countries GIFTS & GRATUITIES In order to maintain the integrity and reputation of Hire Counsel, employees shall not accept or receive any gift, gratuity, discount, or service which, directly or indirectly, may be offered as a result of, or in anticipation of an employee s position or performance of duties, without the knowledge or consent of his/her immediate supervisor. The following may serve as exceptions; however, employees should consult their supervisor when they are unsure as to the propriety: 1) The purchase of business meeting meals. 2) Consumable gifts customarily given during the holiday season where rejection would damage the spirit in which the gifts were offered. 3) Advertising or promotional items of nominal intrinsic value; i.e., pens, shirts, calendars, trips, etc EMPLOYMENT TERMINATION 7

13 Termination of employment is an inevitable part of personnel activity within any organization, and many of the reasons for termination are routine. Below are examples of some of the most common circumstances under which employment is terminated: Resignation - voluntary employment termination initiated by an employee; Discharge - involuntary employment termination initiated by the organization; Layoff - involuntary employment termination initiated by the organization for nondisciplinary reasons; and Retirement - voluntary employment termination initiated by the employee meeting age, length of service, and any other criteria for retirement from the organization. Hire Counsel generally will schedule exit interviews at the time of the employment termination. The exit interview affords an opportunity to discuss such issues as employee benefits, conversion privileges, repayment of outstanding debts to Hire Counsel or return of Hire Counsel-owned property including, but not limited to, door passes. Suggestions, complaints and questions can also be voiced at this exit interview. Since employment with Hire Counsel is based on mutual consent, both the employee and Hire Counsel have a right to terminate employment at-will, with or without cause, at any time. Employees will receive their final pay in accordance with applicable state law and their respective contracts, if any. Resignation is a voluntary act initiated by the employee to terminate employment with Hire Counsel. Although advance notice is not required, Hire Counsel requests at least two weeks notice of resignation from non-exempt employees and four weeks notice from exempt or management employees. Hire Counsel will consider the employee to have voluntarily terminated his employment if he or she does any of the following: 1. Resigns from Hire Counsel; 2. Does not return from an approved leave of absence on the date specified by Hire Counsel; or 3. Fails to report to work and fails to call in for three or more working days in a row. An employee may be terminated for poor performance, misconduct, excessive absences, tardiness, or other violations of Hire Counsel work rules. However, the employment relationship is at-will, and the employee and Hire Counsel have the right to terminate the employment relationship for any legal reason or no reason. Hire Counsel may need to terminate employment because of reorganization, job elimination, economic downturns, or lack of work. Should Hire Counsel decide that such termination is necessary, it will try to give as much advance notice as is practical. 8

14 Employees are required to return any Company property including equipment, keys or credit cards in their possession upon termination NON-RECRUITMENT The stability of Hire Counsel s workforce and the retention of its valued employees are of paramount importance to the success of the Company. Therefore, Hire Counsel s Non-Recruitment policy is an essential aspect of your duty of loyalty as an employee of the Company. During your employment with Hire Counsel and for a period of one year after the termination of your employment with Hire Counsel (for any reason), you may not directly or indirectly hire, recruit or solicit for employment any employee of Hire Counsel or any other person who has been an employee of Hire Counsel within six months of the date of the hiring, recruitment or solicitation. The term recruit or solicit for employment includes, but is not limited to, any attempt to influence or induce any employee or group of employees to leave the Company and to work for a different, existing company or companies or to work for a new company or companies Employees found to be violating this policy are subject to disciplinary action, up to and including termination, and loss of any compensation paid or payable to the employee during the period of employee s disloyalty. Former employees found to be violating this policy will lose their entitlement (if any) to severance pay and other non-vested benefits or compensation. In addition, Hire Counsel shall be entitled to seek civil damages and other judicial remedies from an employee or former employee found to have violated this policy. II. EMPLOYMENT STATUS & RECORDS 200. JOB POSTING In order to provide Hire Counsel employees with the opportunity for career advancement, job vacancies will be advertised, both internally and externally. Hire Counsel will use its best efforts to post vacancy listings for at least five (5) calendar days. However, there may be times when the special requirements or needs of Hire Counsel, will require us to fill a job vacancy from external sources without posting. All positions must be approved by the Hire Counsel President or Chief Operating Officer and must have budget authority EMPLOYMENT APPLICATIONS Applicants for positions must submit a standard Hire Counsel application form to the Controller, accompanied by whatever other information or material is required by the 9

15 vacancy announcement. Forms may be obtained from the Controller. Hire Counsel relies upon the accuracy of information in the employment application, as well as the accuracy of other data present throughout the hiring process and employment. Any misrepresentations, falsifications, or material omissions in the application or data used during the hiring process, may result in Hire Counsel's exclusion of the individual from further consideration for employment or, if the person has been hired, immediate termination of employment TEMPORARY CHANGE IN JOB ASSIGNMENT For various reasons (e.g. absences, changes in priorities or workload) it may be necessary, on a temporary basis and upon short notice, to assign employees to duties not specifically covered in their job descriptions. Employees are expected to be flexible to accommodate the needs of Hire Counsel in this regard TEMPORARY EMPLOYEES Temporary employees are hired periodically by Hire Counsel. They are subject to all of the policies, procedures, rules and regulations of Hire Counsel, but are not eligible for any Hire Counsel benefits PART-TIME EMPLOYEES Part-time employees are defined as those employees who regularly work less than thirty (30) hours per week. Employees who work more than thirty (30) hours per week are defined as full-time. Part-time employees are subject to all of the rules and policies set forth by Hire Counsel, but are not eligible for Hire Counsel-provided insurance benefits. They may, however, be eligible for holiday pay if they normally work a set number of hours, five days a week. See the Controller for more information NEW HIRES All offers of employment are contingent on verification of your right to work in the United States. On your first day of work you will be asked to provide original documents verifying your right to work in the United States and to sign a verification form required by federal law. If you at any time cannot verify your right to work in the United States, Hire Counsel may be obliged to terminate your employment. New employees are introductory employees for the first sixty (60) days of employment. During this period, you will have an opportunity to learn your new position and see whether you enjoy your employment at Hire Counsel. Hire Counsel will use this period to take an initial look at whether you are able to meet its expectations. During your introductory period, you will earn certain benefits, such as vacation, sick pay, or personal holidays. However, introductory employees may not use vacation days until they have completed six (6) months of service. Successful completion of your introductory period is not a guarantee of continued employment. 10

16 Introductory periods may be extended for business reasons, or because of permitted time-off taken by the employee, at Hire Counsel's discretion. As explained earlier, during your introductory period, and during the entire course of your employment, you will be an at-will employee EMPLOYMENT REFERENCE CHECKS Hire Counsel will respond in writing only to those reference check inquiries that are submitted in writing. Hire Counsel will use its best efforts to confirm dates of employment, wage rates, and position(s) held. No employment data will be released without a written authorization and release signed by the individual who is the subject of the inquiry. No one other than the President, the Chief Operating Officer or Controller is authorized to give any reference with respect to a current or former employee. Violators of this policy may be subjected to discipline, up to, and including discharge PERSONNEL DATA CHANGES It is the responsibility of each employee to promptly notify Hire Counsel of any changes in personnel data, including change of martial status and the addition of family members. Personal mailing addresses, telephone numbers, number and names of dependents, individuals to be contacted in the event of an emergency, educational accomplishments, and other such status reports should be accurate and current at all times ANNIVERSARY DATE Your anniversary date is the date upon which you first reported for work and were thereby officially entered on Hire Counsel s personnel records. Anniversary dates are used to compute your eligibility for various benefits offered by Hire Counsel ACCESS TO PERSONNEL FILES Hire Counsel maintains a personnel file on each employee. The personnel file includes such information as the employee's job application, resume, records of training, documentation of performance appraisals and salary increases, and other employment records. Personnel files are the property of Hire Counsel, and access to the information they contain is restricted unless provided otherwise by law. III. EMPLOYEE BENEFIT PROGRAMS (K) SAVINGS AND RETIREMENT PLAN Hire Counsel has adopted a 401(k) Plan so that its employees can have the opportunity to save for their retirement. If you were a former participant in the WOB Company, Inc. 401(k) Savings & Retirement Plan, you will be eligible to participate in the 401(k) Plan, but must complete the new enrollment process to actively participate. You will also be eligible to participate in the 401(k) Plan following your completion of 1,000 hours of service after: (1) the first anniversary of your date of hire, or (2) any calendar following beginning after your date of hire. After the end of a computation period that you meet the 11

17 hours requirement, you can enter the 401(k) Plan as a participant and begin contributing salary deferrals the following month. Former 401(k) Plan participants who are rehired may be eligible to immediately participate in the 401(k) Plan upon rehire. The 401(k) Plan also accepts rollovers from a previous employer s plan. Please see the 401(k) page on our intranet where there is a provided link or telephone number to contact to complete the enrollment process if you would like to participate in the 401(k) Plan. You will also find the Summary Plan Description that contains detailed information about the 401(k) Plan. If you have any questions about your benefits in the plan, the investment choice information or how to invest in this market, please contact Dennis Hall at 1 (800) or via at dennis_hall@ml.com. You can contact our Chief Financial Officer, at (646) or more details for to request paper copies of these documents EMPLOYEE STOCK OPTION PLAN Hire Counsel is a subsidiary of a company that is wholly owned by an Employee Stock Option Plan ( ESOP ) which gives ownership benefits to its eligible employees. You will be eligible to participate in the ESOP following your completion of 1,000 hours of service in one year and if you are at least 21 years of age. For the first year of the plan, there is one special entry date for people employed on August 22, For all employees qualifying after the ESOP effective date, eligibility is determined each calendar year. Once you have qualified, you will continue to receive ESOP benefits provided you work a minimum of 1,000 hours each calendar year. For more information about the ESOP please see the Summary Plan Description that is posted on the Hire Counsel intranet under the employee benefits section. You can also contact our Chief Financial Officer for more details HEALTH AND DENTAL INSURANCE If you were a temporary attorney or paralegal employed by Hire Counsel and went on assignment on or after October 1, 2010, you will be eligible to participate in Hire Counsel s group medical plan (the Plan ), subject to the terms of the applicable Plan documents, after working 12 consecutive months from the commencement of your employment and if you have worked an average of 35 hours per week during the 12 month period. If you were employed by Hire Counsel prior to September 30, 2010, you will be eligible to participate in Hire Counsel s group medical plan (the Plan ), subject to the terms of the applicable Plan documents, after working 90 consecutive days from the commencement of your employment and if you have worked an average of 35 hours per week during the 90 day period. Hire Counsel does NOT contribute to the cost of the healthcare premium for any temporary attorney or paralegal. If you are a temporary attorney or paralegal you are responsible for 100% of the cost of your healthcare premium. In order to remain eligible for the Plan, you must work at least 35 hours per week. If you work less than an average of 35 hours per week for two (2) consecutive weeks or your employment with Hire Counsel is otherwise terminated, you will no longer be eligible to participate in the Plan and your premiums will no longer be paid through Hire Counsel. In this case, you will be contacted by the Plan and given the option to continue your coverage through COBRA by paying your premiums to the Plan directly. 12

18 If you are a permanent full-time employee of Hire Counsel and you generally perform your duties at Hire Counsel s offices you are eligible to participate in the Plan subject to the terms of the applicable Plan documents. Your eligibility to participate shall begin upon the commencement of your employment. If you are eligible for the Plan and you wish to enroll in the Plan, you must make an election to do so within 30 days of eligibility. If you are eligible to participate in the Plan, you may enroll at a later date only during an annual open enrollment period as set forth in the Plan or upon the occurrence of a qualifying event as defined in the Plan, such as a loss of coverage due to your spouse losing his or her coverage. Hire Counsel does NOT contribute to the cost of the healthcare premium for any employee who is compensated in whole or in part on a commission basis ( Commissioned Employees ). If you are a Commissioned Employee you are responsible for 100% of the cost of your healthcare premiums. If you are an administrative employee of Hire Counsel, which shall be determined at the sole discretion of Hire Counsel, then Hire Counsel will contribute to the cost of your healthcare premium in accordance with Hire Counsel s policy. The entire cost of your premium will be deducted each month from your payroll check for the following month s coverage as long as you are enrolled in the Plan, regardless of whether or not Hire Counsel contributes to your premium. For further information contact the Controller BONUS PAY FOR CONTRACT EMPLOYEES Contract employees who work an average of 40 hours or more per week, will earn 1 day of Bonus Pay (8 hours at your current assignment's hourly base pay rate) for each 1000 hours worked during the immediately prior 12 month period, provided that there was no break in employment with Hire Counsel of 60 days or greater. Once a bonus is earned, the 1000 hour requirement is reset to zero and the contract employee can earn an additional day of Bonus Pay within the 12 month period from the day the calculation is reset to zero, provided that during the 12 month period, 1000 hours were worked at an average of 40 hours or more per week, and there was no gap in employment with Hire Counsel of 60 days or greater. Payments for earned Bonus Pay are typically paid out within 4 weeks of being earned. For example, (1) if a contract employee worked from May 1, 2009 through May 1, 2010 and there were no gaps in his/her employment with Hire Counsel of 60 days or greater and the contract employee worked 1000 hours during this period, then he/she would earn 1 day of Bonus Pay. (2) If a contract employee worked 1000 hours from January 1, 2009 through May 1, 2010, he or she would NOT be entitled to Bonus Pay because 1000 hours were not worked during the immediately prior 12 month period. (3) If a contract employee was paid one day of Bonus Pay on May 1, 2010, he or she would have to work an additional 1000 hours from May 2, 2010 through May 1, 2011 to earn an additional day of bonus, provided there is no gap in employment of 60 days or more within this twelve month period. 13

19 305. HOLIDAYS FOR CONTRACT EMPLOYEES Contract Employees who are currently on assignment, are averaging 40 hours or more per week, and have worked a minimum of 1000 hours for Hire Counsel within twelve months of the holiday listed below are entitled to the following paid holidays (8 hours each day) at the Hire Counsel Agency Rate of 50% of the hourly base pay of your current assignment, provided that the employee has worked the business day before and after the holiday: Memorial Day Independence Day Labor Day Thanksgiving Day Christmas Day New Year s Day 306. JURY OR WITNESS DUTY LEAVE Employees receiving a summons to report to jury or witness duty should present the summons to their supervisor on the next working day. The employee shall be excused from employment for the time required to serve as a juror or witness in any court. This shall be considered an excused absence. Hire Counsel may request an excuse from jury duty for the employee if in the company s judgment, the employee s absence would create serious operational difficulties MILITARY LEAVE POLICY Necessary leave with pay will be granted to employees who have obligations in the National Guard or military reserve. Employees should advise their supervisors in writing at least 2 weeks in advance of such leave, indicating the inclusive dates of anticipated duty, so that arrangements can be made regarding temporary replacement needs FAMILY AND MEDICAL LEAVE Hire Counsel provides family and medical leaves of absence without pay in accordance with the requirements of applicable state and federal law in effect at the time the leave is granted. No greater or lesser leave benefits will be granted than those set forth in the relevant state or federal laws. In certain situations, the federal law requires that provisions of state law apply. In any case, employees will be eligible for the most generous benefits available under either law. The following is a summary of the relevant provisions of the federal Family and Medical Leave Act. Family and medical leaves of absence without pay may be taken by eligible employees for three reasons: the birth of a child, placement for adoption or foster care of a child; because of the serious health condition of a spouse, child, or parent; or because of the employee s own serious health condition. Eligible employees are those employees who have been employed by Hire Counsel for at least 12 months, and have provided at least 1,250 hours of service during the 12 months before leave is requested. 14

20 As soon as eligible employees become aware of the need for a family or medical leave of absence, they should request leave from their supervisor. Employees requesting family or medical leave because of their own serious health condition, or that of a child, spouse, or parent are required to provide certification from a health care provider that such a condition exists. Certification must be provided within 15 days of the leave request and should include the date on which the serious health condition began; the probable duration of the condition; appropriate medical facts regarding the condition; a statement that the employee is needed to care for a spouse, parent, or child (along with an estimate of the time required), or that the employee is unable to perform his or her functions; and, in the case of intermittent leave, the dates and duration of treatment. Forms are available from the Controller. Hire Counsel reserves the right to request a second medical opinion at its expense. Eligible employees may request up to 12 weeks of family or medical leave within any 12-month period. Requests for family or medical leave should be as soon as possible. Leave for the birth or adoption of a child must be taken within 12 months of the birth or placement of a child, and eligible employees should request leave 30 days in advance of the leave or as early as practicable. Leave for a foreseeable serious medical condition based on planned medical treatment should also be requested 30 days in advance, or as early as practicable. Employees are requested to make a reasonable effort to schedule the treatment so as not to unduly disrupt the operations of Hire Counsel. Leave for serious health conditions--either of a family member or the employee--may not be taken intermittently or on a reduced schedule if medically necessary. If an employee s request for intermittent leave is foreseeable based on planned medical treatment, Hire Counsel may require the employee to transfer temporarily to an alternative position, with equivalent pay and benefits, that better accommodates recurring periods of leave. Health benefits continue through an employee s leave. Hire Counsel will continue to pay its share of health insurance premiums during an employee s leave. However, employees are responsible for their share of the premiums. Failure to pay these premiums will result in a lapse in the employee s coverage. Hire Counsel may recover health coverage paid for an employee who fails to return from leave, except, if the employee provides certification establishing that the reason is the continuation, recurrence, or onset of a serious health condition, or some other factor beyond the employee s control. If an employee fails to report to work at the end of approved leave period, Hire Counsel will assume that he or she has resigned. Hire Counsel will not interfere with or restrain employees from exercising their rights under the Family and Medical Leave Act. Benefit accruals such as vacation, sick leave, or holiday benefits will be suspended during the leave taken without pay and will resume upon return to active employment. Hire Counsel requests that an employee on family or medical leave provide the company with at least two weeks notice of the date the employee intends to return to work. When a family or medical leave ends, Hire Counsel will make every reasonable effort to return the employee to the same position, or a similar position for which the employee is qualified. Restoration may be denied to eligible employees that are the highest paid 10% of 15

21 the Hire Counsel workforce if it would cause substantial and grievous economic injury to Hire Counsel s business. Hire Counsel will notify the employee at the time such a determination is made PREGNANCY DISABILITY LEAVE The Company will grant an unpaid pregnancy disability leave if you are disabled because of your pregnancy, childbirth, or a related medical condition. If you are disabled due to pregnancy, childbirth, or a related medical condition, you may take up to a maximum of twelve (12) weeks leave. As an alternative, the Company may transfer you to a less strenuous or hazardous position if you so request, with the advice of your physician, and if the transfer can be reasonably accommodated. Leave taken under the pregnancy disability policy runs concurrently with family and medical leave under federal law. You must provide the Company with reasonable advance notice of your need for a pregnancy disability leave. In addition, you must provide the Company with a health-care provider s statement certifying the last day you can work and the expected duration of your leave. Pregnancy disability leaves are without pay. However, you may utilize accrued paid time off, vacation time, and any other accrued paid time off during the leave. You are also eligible to apply for disability insurance. All of those payments will be integrated with any state disability or other wage reimbursement benefits that you may receive. At no time will you receive a greater total payment than your regular compensation. If you are also eligible for federal or state family and medical leave, the Company will maintain, for up to a maximum of 12 workweeks, any group health insurance coverage that you were provided before the leave on the same terms as if you had continued to work. In some instances, the Company may recover premiums it paid to maintain health coverage if you do not return to work following pregnancy disability leave. If you are not eligible for family and medical leave, you will receive continued paid coverage on the same basis as employees taking other leaves. If you are on pregnancy disability leave but you do not receive continued paid coverage, you may continue your group health insurance coverage through the Company in conjunction with federal COBRA guidelines by making monthly payments to the Company for the amount of the relevant premium. You should contact your Manager for further information. Upon the submission of a medical certification from a health care provider that you are able to return to work, you will, in most circumstances, be offered the same position held at the time of the leave or an equivalent position. However, you will not be entitled to any greater right to reinstatement than if you had been employed continuously rather than on leave. For example, if you would have been laid off if you had not gone on leave, then you will not be entitled to reinstatement. Similarly, if your position has been filled in order to 16

22 avoid undermining the Company s ability to operate safely and efficiently while you were on leave, and there is no equivalent position available, then reinstatement will be denied. If, upon return from a pregnancy disability leave, you are unable to perform the essential functions of the job because of a physical or mental disability, the Company will attempt to accommodate you MEDICAL CERTIFICATION Certification by a licensed physician or an appropriate health care provider may be required as verification for all disabilities and expected return date BENEFITS CONTINUATION (COBRA) On April 7, 1986, a federal law was enacted (Public Law , Title X) requiring that most employers sponsoring group health plans offer employees and their families the opportunity for a temporary extension of health coverage (called "continuation coverage") at group rates in certain instances where coverage under the plan would otherwise end. This notice is intended to inform you, in a summary fashion, of your rights and obligations under the continuation coverage provisions of the new law. If you are an employee of Hire Counsel covered by a group health insurance plan, you have a right to choose this continuation coverage if you lose your group health coverage because of reduction in your hours of employment or the termination of your employment (for reasons other than gross misconduct on your part). If you are the spouse of an employee covered by a group health insurance plan, you have the right to choose continuation coverage for yourself if you lose group health coverage for any of the following four reasons: 1) The death of your spouse; 2) A termination of your spouse's employment (for reasons other than gross misconduct) or reduction in your spouse's hours of employment; 3) Divorce or legal separation from your spouse; or 4) Your spouse becomes entitled to Medicare. In the case of a dependent child of an employee covered by a group health insurance plan, he or she has the right to continuation coverage if group health coverage is lost for any of the following five reasons: 1) The death of a parent; 2) A termination of a parent's employment (for reasons other than gross misconduct) or reduction in a parent's hours of employment with Hire Counsel; 17