1.STATUS Quadri status is ruled by the article 2095 of the Italian Civil Code.

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1 Dirigenti Quadri "Dirigente" status is not fixed by law, it has been defined by NCLAs and case law. 1.STATUS Quadri status is ruled by the article 2095 of the Italian Civil Code. Dirigente are high level executive; however employees can be qualified as Dirigenti regardless of their role Dirigenti are "top-level" employees and usually work on behalf of the employer, implementing the directives of the employer by organizing and supervising the work within the business; normally they directly submit to the CEO. Under article 1 of the NCLA for Dirigenti of Trade Companies, Dirigenti are those who: perform business s functions with high degree of professionalism and with discretion and a broad autonomy, give directives and instructions to the employees; participate and collaborate to achieve the interests of the company, have the power to bind the company. By way of example but not limited to, Dirigenti are: Directors (as HR Director, especially in the big company); Managers 1 (Area Manager); Attorney at law; Heads of department or branch. The CCNL does not provide different Quadro is a manager Quadri, although not Dirigenti, perform constantly functions of great importance for the development of the business. Quadri are between Dirigenti and employees. Under article 107 of the NCLA, Quadri are those who: the highest level of employee s classification carry out duties with high professionalism and autonomy for the development of the business have more limited power respect to Dirigente (i.e. they cannot dismiss or hire employees) may coordinate a team of employees. Normally they submit to Dirigente. By way of example but not limited to, Quadri are: junior manager (see note 1); head of an office (Account manager); supervisor The CCNL does not provide different level of 1 We normally use the word manager to identify a Dirigente, however the effective status of Dirigente depends on the level of autonomy in carrying out his/her activities. Therefore it may be possible that an employee is qualified as store manager and he is a Quadro, while the area manager is a Dirigente. It is also depends on the internal organization and on the company chart.

2 level of classification for the Dirigenti; they are all classified at the same level. classification for the Quadri; they are all classified at the same level. The CCNL provides that salary has to be paid into 14 instalments 2. Moreover the CCNL provides for a minimum compensation which is euro 3, (annual 54,460 in 14 installments). The minimum salary is annually reviewed under NCLA. Normally, Dirigenti are also granted with a variable compensation and other benefit such a company car (for private use too). The maximum duration of the probationary period provided for by the NCLA is 6 months. No limits in the working time are provided by the CCNL for the Dirigenti, therefore Dirigenti are not entitled to be paid for overtime Dirigenti are entitled to 30 working days holiday, plus 12 public holidays. 2.MINIMUM SALARY The CCNL provides that the salary has to be paid into 14 instalments (see note 2). Moreover the CCNL provides for a minimum compensation level which is euro 2, ( 35,731 in 14 installments). The minimum salary is annually reviewed under NCLA. 3.PROBATIONARY PERIOD The maximum duration of the probationary period provided for by the NCLA is 6 months. 4.WORKING TIME No limits in the working time are provided by the CCNL for trade companies and they are not entitled to be paid for overtime However, an increase of 30% of the hourly rate for the work carried out during Sunday and bank holidays and of 50% for the work carried out during night under are provided for by 134 of the NCLA which are normally paid. 5.HOLIDAYS Quadri are entitled to 26 working days holiday, plus 12 public holidays 6. TRAVEL EXPENSES AND TRANSFERS Mission or transfer: CCNL provides for the reimbursement of travel, food and accommodation costs and any other out-of-pocket expenses. In case of mission with duration longer than 12 days, the employer and the Dirigente may enter in Mission or transfer: Quadri is entitled to reimbursement of travel, food and accommodation cost and any other out-of-pocket expenses. In addition, Quadro is entitled to be paid a daily indemnity (called "diaria") not lower to the double of the daily salary (reduced of 1/3 if there is no off-site 2 13rd instalment to be paid on December and the 14th instalment to be paid on June. They are accrued monthly.

3 special agreement in order to provide an ad hoc reimbursement policy. overnight stay). For mission of more than one months, such an indemnity shall be reduced at 10%. Temporary transfer: in addition to the costs and indemnity as set out above. lf the employee has a family, the "diaria" shall be due also to each member living with the employee (for the offspring such amount is reduced to 3/5). Permanent transfer (which would imply a change of residence): Dirigente can be transferred to a different premises only on the grounds of valid technical, organizational and productive reasons. The transfer must be notified with a notice of 4 months (6 months if Dirigente has family). Should the Dirigente male be older than 55 years old the Dirigente female be older than 50 years Dirigente s consent is required. Permanent transfer (which would imply a change of residence): Quadro can be transferred to a different premises only on the grounds of valid technical, organizational and productive reasons. The transfer must be notified with a notice of 45 days (70 days if Quadro has family). Should the Quadro has 55 years he/she refuse the transfer on ground or serious reasons. In the event of refusal to accept transfer, the Dirigente is entitled to constructive dismissal (resignation with notice); should the Dirigente resign within 60 days from the transfer communication, he/she would be also entitled to an further indemnity of 1/3 of the indemnity in lieu of notice. 7.SICK LEAVE The Dirigente, who passed the The Quadro is entitled to 180 days of sick probationary period, is entitled to 12 leave per year. During such a period the months of sick leave fully paid. The Quadro cannot be dismissed, except for Dirigente during such a period cannot gross misconduct. be dismissed, except for gross misconduct. After the above mentioned sick leave, if the illness of the Dirigente goes on, he/she is entitled upon request to a further 6 months unpaid leave (so called aspettativa) providing that the request is grounded on valid reasons. The sick leave indemnity changes based on the duration of the sick leave and it is paid both by the employer and by the INPS (Italian National Pension Authority) with a different percentage which change as follows:

4 8.a. Dismissal Dismissal must be notified in writing and must be on ground of technical reasons or misconduct. Rules about dismissals of Dirigenti are evaluated less strictly by labour courts (a) from the 1st to the 3rd day the daily indemnity is equal to the 100% of the daily compensation and it is totally paid by the employer; (b) from the 4th to the 20th day the daily indemnity is equal to the 75% of the daily compensation and it is paid for the 50% by the INPS and for the remaining 25% by the employer; (c) from the 21st day until the end of the sick leave the daily indemnity is equal to the 100% of the daily compensation and it is paid for 2/3 (about 66%) by the INPS and for the remaining 1/3 (about 33%) by the employer. The daily indemnity must be paid in advanced by the employer; then the amounts paid is reimbursed by INPS 8. TERMINATION AND NOTICE PERIOD 8.a. Dismissal Dismissal must be notified in writing and must be on ground of technical reasons or misconduct. 8.b. Dismissal notice In the event the Dirigente is entitled to a notice period of : - 6 months: up to 4 years - 8 months: from 4 up to 8 years - 10 months: from 8 up to 12 years - 12 months: over 12 years seniority The notice can be substituted by an indemnity in lieu of notice that is equal to the remuneration provided during the notice period The notice period, in any case, begins from the 1st day of the relevant month (e.g. in case of dismissal or resignation 8.b. Dismissal notice In the event of dismissal the employer Quadro is entitled to a notice period of: - 60 days: up to 5 years - 90 days: from 5 up to 10 years days: over 10 years seniority. The notice can be substituted by an indemnity in lieu of notice that is equal to the remuneration provided during the notice period The notice period, in any case, begins from the 1 st day or 16 th day of the relevant month (e.g. in case of dismissal or

5 communicated on 5th of January, the notice period begins from 1st of the following month). The notice period is not due in case of dismissal for just cause (gross misconduct). 8.c. resignation In the event of resignation of the Dirigente, he/she has to give a notice as follows: -2 months: up to 2 years -3 months: from 2 up to 5 years -4 months: over 5 years seniority - Should the Dirigente not respect the above terms of notice, the company is allowed to withdraw the corresponding amount, unless the parties agree differently. he notice period, in any case, begins from the 1st day of the relevant month. Should a woman resign for reasons related to maternity or weeding within 6 months from the termination of the maternity leave or of the weeding leave she is entitled to the indemnity in lieu of notice. 8.d. constructive dismissal A Dirigente resigning for constructive dismissal is entitled to the indemnity in lieu of notice, plus a supplementary indemnity equal to 1/3 of the indemnity in lieu of notice. The burden of the proof is entirely on the Dirigente resignation communicated on 5th of January, the notice period begins from 16 th of the following month). The notice period is not due in case of dismissal for just cause (gross misconduct). 8.c. resignation In the event of resignation of the Quadro, he/she has to give a notice as follows: - 60 days: up to 5 years - 90 days: from 5 up to 10 years days: over 10 years seniority. Should the Quadro not respect the above terms of notice, the company is allowed to withdraw the corresponding amount, unless the parties agree differently. The notice period, in any case, begins from the 1st day or 16 th day of the relevant month. Resignation must be ratified before the Labour Office during maternity of wedding leave, when the employer cannot dismiss the employee. 8.d. constructive dismissal A Quadro resigning for constructive dismissal is entitled to the indemnity in lieu of notice, The burden of the proof is entirely on the Quadro 9. SANCTIONS AND COSTS IN CASE OF UNFAIR/UNJUSTIFIED DISMISSAL Should the dismissal be declared unlawful the Labour Court orders (regardless of the number of employees) to pay an: Should the dismissal be declared unlawful, the Labour Court orders (companies employing more than 15 employees in the business unit or 60 nationally):

6 - indemnity from minimum equal to the indemnity in lieu of the notice period up to 18 months of the overall gross salary ( including bonus, fringe benefits etc.). - Should the Dirigente has a seniority over 10 years and his/her age ranges from 50 to 64 years old, the supplementary indemnity is automatically increased of a minimum of 4 to a maximum of 9 months of his/her overall gross salary. Should the dismissal be discriminatory the dismissed Dirigente has the right to be reinstated, plus an indemnity no lower than 5 monthly gross salaries. - to reinstate the employee in the same workplace and - to pay an indemnity equal to the monthly salaries accrued between the dismissal date and the reinstatement date with a cap of 12 monthly salaries; or alternatively - an economic indemnity from 12 up to 24 monthly salaries. Should the dismissal be discriminatory the dismissed the dismissed Quadro has the right to be reinstated, plus an indemnity no lower than 5 monthly gross salaries Basic 36.00%. (9.19 employee employer) 10. CONTRIBUTION Basic % (9.19 employee employer) Additional benefits name Mario Negri Fund integrative pension fund Antonio Pastore Fund individual pension and assistance insurance Dirigenti salary subject to 59,224,54 48,030,49 Company 13.52% Max 8,000 Dirigente 1% 10% Max 3,800 Dirigente 1% name Fon.te Integrative Pension Fund Quadri salary subject to 1.55% Quadro 0.55% 0.55% 3 The employer has to pay for each employees (executives, quadri and worker) social security to INPS, Public Pension Authority. It is a mandatory public pension scheme.

7 Mario Benusso integrative health fund 45,940, % Max 2,876 Dirigente 1,87% Qu.A.S. Integrative health Insurance 350,00 euro euro for the enrolling euro

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