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Employee Handbook - Version 6.0 Release Date: February 9, 2012. The Contents of this Handbook are proprietary and confidential to HTC Global Services Inc. This Handbook is meant for reference by HTC staff and is not to be reproduced or copied without express written permission from HTC.

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Table of Contents

1. 1.1 1.2 1.3 1.4 2. 2.1 2.2 2.3 2.4 2.5 2.6 2.7 3. 3.1 3.2 3.3 3.4 3.5 3.6 3.7 3.8 3.9 3.10 3.11 3.12 3.13 3.14 3.15 3.16 3.17 3.18 4. 4.1 4.2

INTRODUCTION

Message from the CEO ............................................................................ 7 About this Handbook ............................................................................... 8 HTC Vision and Mission ............................................................................ 9 HTC Core Values .................................................................................... 9 EQUAL EMPLOYMENT OPPORTUNITY 10 Equal Employment Opportunity Statement (EEO) ........................................ 11 Voluntary Compliance Information ............................................................ 12 Americans with Disabilities Act (ADA)........................................................ 12 Workplace Diversity ............................................................................... 12 Sexual Harassment Policy ....................................................................... 13 Personal Harassment Policy ..................................................................... 16 Employee Concerns................................................................................ 16 EMPLOYMENT POLICIES 17 Business Conduct Policy.......................................................................... 18 Employment-At-Will ............................................................................... 20 Application for Employment ..................................................................... 21 Background Checks................................................................................ 21 Immigration and Naturalization ................................................................ 21 Pre-Employment Drug Testing ................................................................. 22 Motor Vehicle Record (MVR) Inquiry.......................................................... 22 Employee Classification .......................................................................... 22 Job Classifications.................................................................................. 24 New Hire Orientation .............................................................................. 25 Performance Reviews ............................................................................. 25 Continuous Service Date ......................................................................... 26 Identification ........................................................................................ 26 Employment of Relatives ........................................................................ 27 Employment of Minors ............................................................................ 27 Employee Information ............................................................................ 28 Personnel Files ...................................................................................... 28 Employment Verification ......................................................................... 29 COMPENSATION AND PAYROLL PROCEDURE 30 Pay Day and Time Sheets ....................................................................... 31 Overtime.............................................................................................. 31

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4.3 4.4 4.5 4.6 4.7 4.8 4.9 4.10 4.11 5. 5.1 5.2 5.3 5.4 5.5 5.6 5.7 5.8 5.9 5.10 5.11 5.12 6. 6.1 6.2 6.3 6.4 6.5 6.6 6.7 6.8 6.9 6.10 6.11 6.12 6.13 6.14 6.15

Direct Deposit ....................................................................................... 32 Pay Increases ....................................................................................... 33 Payroll Taxes and Withholdings ................................................................ 33 Reporting Problems with a Paycheck ......................................................... 34 Garnishment of Employee Wages ............................................................. 34 Authorized Check Pickup ......................................................................... 34 Pay at Time of Separation from Employment .............................................. 34 Advance and Loans ................................................................................ 35 Earnings Statements .............................................................................. 35 DISCIPLINE & WORK RULE STATEMENTS 36 Personal Conduct................................................................................... 37 Alcohol and Drug-Free Workplace Policy .................................................... 40 Working Hours ...................................................................................... 42 Attendance ........................................................................................... 43 Family Emergency ................................................................................. 44 Care of Equipment and Facilities............................................................... 44 Personal Appearance / Dress Code ........................................................... 44 Smoking Policy...................................................................................... 44 Energy Preservation and Waste Prevention ................................................ 45 Bulletin Board ....................................................................................... 45 Using the Telephone or Cell phone............................................................ 45 Separation from Employment .................................................................. 45 EMPLOYEE BENEFITS 47 Group Health Insurance .......................................................................... 48 Continuation of Group Health Insurance (COBRA) ....................................... 48 Health Insurance Portability and Accountability Act (HIPAA) .......................... 50 Retirement Benefits (401k Plan)............................................................... 50 Paid Time Off (PTO) ............................................................................ 51 Life Insurance ....................................................................................... 53 Short-Term Disability (STD) .................................................................... 54 Long-Term Disability (LTD) ..................................................................... 55 Training ............................................................................................... 55 Flexible Spending Account (FSA) .............................................................. 55 Social Security ...................................................................................... 56 Unemployment Compensation ................................................................. 56 Voting ................................................................................................. 56 Employee Referral ................................................................................. 56 Client Referral ....................................................................................... 57

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6.16 7. 7.1 7.2 7.3 7.4 8. 8.1 8.2 8.3 8.4 9. 9.1 9.2 9.3 9.4 9.5 9.6 9.7 9.8 9.9 9.10 10. 10.1 10.2 10.3 11.

Legal Permanent Residency Sponsorship ................................................... 57 LEAVE OF ABSENCE 58 Family and Medical Leave (FMLA) ............................................................. 59 Unpaid Personal Leave of Absence ............................................................ 64 Reserve Training/Active Duty Military Leave ............................................... 64 Jury / Witness Duty Leave....................................................................... 65 TECHNOLOGY INFRASTRUCTURE POLICY 67 Background and Purpose ........................................................................ 68 E-mail Policy ......................................................................................... 70 Computer Systems ................................................................................ 74 Company Tools / Equipment .................................................................... 75 GENERAL HEALTH AND SAFETY POLICY 76 General Health and Safety Policy .............................................................. 77 Security ............................................................................................... 77 Work-Related Injuries and Illnesses .......................................................... 78 Becoming Ill at Work .............................................................................. 79 Applicable Laws and Regulations .............................................................. 80 Physical and Verbal Altercations ............................................................... 80 Workplace Violence ................................................................................ 81 Weapons Policy ..................................................................................... 82 Automobile Safety ................................................................................. 83 Use of Cell While Driving ......................................................................... 84 BUSINESS TRAVEL AND EXPENSE REIMBURSEMENT POLICY 85 General Policy ....................................................................................... 86 Guidelines ............................................................................................ 87 Relocation ............................................................................................ 94 EMPLOYEE ACKNOWLEDGEMENT FORM 98

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1.

INTRODUCTION

Message from the CEO About this Handbook HTC Vision and Mission HTC Core Values

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1.1

Message from the CEO

Welcome to HTC Global Services, Inc. (HTC or the Company). To those of you who have been with us through the years, my sincere thanks for your loyal cooperation and hard work which has contributed greatly to our success. I look forward to many more years together as we grow our company in future years. To our new employees, we are pleased you have decided to join our organization and are confident that you will have a challenging and rewarding experience here as you pursue your career

goals. HTCs objective is to be the highest quality provider of Information Technology (IT) and Business Process Management services and solutions to valued global customers in the government and commercial sectors alike. geographical region. We acknowledge that the key to HTCs success is directly related to the satisfaction, growth and development of our employees. To that end, we strive to offer a work environment where employee opinions are valued and one that provides our employees the opportunities to use and augment their professional skills. This handbook is your guide to HTC personnel policies and practices. employee handbook carefully and refer to it in the future when necessary. Try to familiarize yourself with its contents as soon as possible, as it will answer questions about your employment. Company. We look forward to your support of our shared objectives and sincerely hope that your career at HTC will prove to be an all around rewarding experience. Sincerely, HTC Global Services, Inc. We request that you adhere to the policies described in this manner that reflects favorably on both you and the handbook and that you will act in a Please read this HTC has the resources to support the IT and Business Process management service and solution needs of our clients in virtually any

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Madhava Reddy President & CEO

1.2

About this Handbook

The Employee Handbook for HTC is intended to provide you with general information about the practices, procedures, employment policies and benefits that are currently in effect. The benefits, procedures, practices, and policies described in this handbook are subject to change at any time. This Employee Handbook dated September 1, 2009 supersedes all prior handbooks and all amendments and all prior oral and written communications regarding employment with HTC, with the exception of all conditions outlined in any offer of Employment letter, employment contract, or other written agreement an employee may have with HTC, its owners or its affiliates, which remain in full effect. Employees of HTC are at will employees. This includes executives, management, hourly, and salary, full-time and part-time employees. Either you or HTC may terminate your employment at any time, for any reason, with or without cause. Neither this Employee Handbook nor any Company document confers any contractual right, either expressed or implied, to remain in HTC employment. No provision or portion of the Employee Handbook constitutes a guarantee or assurance of employment or any right to an employment related benefit or procedure. HTC reserves the right to change, add, amend, eliminate, or deviate from any policy or procedure in this Employee Handbook at any time and to hire, transfer, promote, discipline, terminate, and otherwise manage its employees as it deems appropriate. This handbook is intended to comply with all State and Federal Regulations and if any particular policy is in conflict with the State regulations where you are located, then HTC will comply with the State regulations. Questions concerning these guidelines should be referred to the Head of Human Resources. No management official, supervisor, agent, or employee of HTC other than the President or his / her designated representative, has the authority to make any agreement that is contrary to the provisions of this Employee Handbook. Any such agreement or representation must be in writing and signed by the employee and the President of HTC or his / her designated representative.

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1.3

HTC Vision and Mission

Our Vision: We reach out to our customers, employees, business partners, suppliers, stakeholders and the community..through IT. Our Mission: We are a global IT solution provider, adding value to our clients and our people through emerging technologies. We are dedicated to the success of our clients, employees, business partners, suppliers, community, and stakeholders.

1.4

HTC Core Values

Simplicity - The nature of Truth; The ability to dive into the root of problems and develop simple hardworking solutions. Honesty - The expression of Truth; Transparency in all aspects of our relationship be it operations, costs or deadlines. Humility - The understanding and acceptance of Truth; never losing sight of your perspective and making sure every solution is relevant to your needs.

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2.

EQUAL EMPLOYMENT OPPORTUNITY

Equal Employment Opportunity (EEO) Voluntary Compliance Information Americans with Disabilities Act (ADA) Workplace Diversity Sexual Harassment Policy Personal Harassment Policy Employee Concerns

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2.1

Equal Employment Opportunity Statement (EEO)

HTC was built upon teamwork and equal opportunity. We will continue to be successful when people are treated fairly and allowed to advance and achieve their full potential. We are proud of the fact that we extend equal employment opportunities to all qualified employees and applicants for employment without regard to race, color, religion, sex, age, national origin, citizenship, veteran status, or disability, which if needing accommodation, may be reasonably accommodated as required by law, or any other basis protected by state or federal law. HTC works hard to promote the fulfillment of human potential and equal employment. We will take action to ensure that ALL individuals are given the opportunity to know of openings, encouraged to seek promotions, considered for promotion opportunities, and when qualified, are hired or promoted. All phases of employment including, but not limited to, recruiting, hiring, selection for training, promotion, demotion, discipline, rates of pay or other compensation, transfer, layoff, termination, recall, use of all facilities, and participation in all Company-sponsored activities, will be administered so as to further the principle of equal employment opportunity. workplace free from all forms of harassment, including sexual harassment. HTC considers harassment in all forms to be a serious offense. Employees who feel they have been subject to discrimination or harassment should immediately report the incident(s) to the Head of Human Resources. illegal retaliation. Complaints are investigated immediately and handled in a managers, or employees found to have engaged in confidential manner. Employees following this complaint procedure will be protected against Supervisors, discriminatory conduct or harassment are subject to immediate disciplinary action, including possible termination of employment, at the sole discretion of HTC. HTC recognizes that a question of a particular action or incident is purely personal, social relationship without discriminatory employment impact requires a factual determination based on all facts and the totality of the circumstances. Given the nature of this type of discrimination, HTC also recognizes that false allegations of harassment can have serious effects on innocent individuals. HTC trusts that all employees will continue to act responsibly to establish a working environment free of discrimination and harassment. HTC encourages employees to raise questions he or she may have regarding discrimination or harassment to the Head of Human Resources. HTC complies with federal and state equal employment opportunity laws and strives to keep the

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2.2

Voluntary Compliance Information

In order for the Company to comply with federal government regulations regarding its practice to employ people without discrimination, it is necessary for the Company to compile and maintain detailed information on each applicant for employment and those who are hired. This information is voluntary and will include the applicants sex, race, and veteran status.

2.3

Americans with Disabilities Act (ADA)

Title I of the Americans with Disabilities Act prohibits discrimination in any terms or conditions of employment for qualified individuals with a disability. Employment decisions are based on the ability of a person to perform the essential functions of a job and not the persons disability or limitations. Further, it requires the organization to reasonably accommodate individuals with disabilities when necessary, without undue hardship on the organization. It is HTC policy to comply with all federal and state laws concerning the employment of qualified individuals with disability. It is the Companys policy not to discriminate against qualified individuals with a disability who can perform the essential functions of a job, with or without reasonable accommodation in regard to application procedures, hiring, advancement, discharge, compensation, training, or other terms, conditions, and privileges of employment. An individual who can be reasonably accommodated for a job, without undue hardship, will be given the same consideration for that position as any other applicant. Employees must notify HTC in writing of the need for any accommodation within 182 days after the date of the employee knew or the employee reasonable should have known that an accommodation was needed.

2.4

Workplace Diversity

HTC values and promotes diversity awareness in the work environment where differences are respected, employees are treated fairly, and individual contributions are valued and rewarded. Diversity refers to human differences, including those based on culture, ethnicity, gender, and age.

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Some of the benefits HTC derives from the diversity of its workforce are: Different viewpoints and perspectives in decision-making Greater innovation and creativity A broad pool of qualified employees

All supervisors and managers are responsible for working to encourage awareness of and respect for diversity within their departments.

2.5

Sexual Harassment Policy

HTC does not tolerate workplace sexual harassment. Sexual harassment violates an individual's fundamental rights and personal dignity. Sexual harassment also undermines HTCs deep commitment to the primacy of a reward system based purely on merit and job performance. HTC considers sexual harassment in all its forms to be a serious offense. The purpose of this Policy is to define sexual harassment, provide procedures for the investigation of sexual harassment claims, and ensure that violations are remedied fully. This Policy applies to all employees of the Company, as well as clients, vendors, subcontractors, and any visitors to HTC facilities.

2.5.1

Sexual Harassment Defined

Sexual harassment is unwanted sexual attention of a persistent or offensive nature made by a person who knows, or reasonably should know, that such attention is unwanted. Sexual harassment includes sexually oriented conduct that is sufficiently pervasive or severe to unreasonably interfere with an employee's job performance or create an intimidating, hostile, or offensive work environment. While sexual harassment encompasses a wide range of conduct, some examples of specifically prohibited conduct include: Directly or indirectly promising an employee a reward if the employee complies with a sexually oriented request Directly or indirectly threatening to retaliate against an employee if the employee refuses to comply with a sexually oriented request

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Directly or indirectly denying an employee an employment-related opportunity if the employee refuses to comply with a sexually oriented request

Engaging in sexually suggestive physical contact or touching another employee in a way that is unwelcome

Displaying, storing, or transmitting pornographic or sexually oriented materials while at HTC facilities or using HTC equipment

Engaging in indecent exposure Making sexual or romantic advances toward an employee and persisting despite the employee's rejection of the advances

Offensive remarks, jokes, crude language and gestures Creating an intimidating, hostile or offensive working environment by such conduct

Consensual sexual or romantic relationships between employees are deemed unwise and are prohibited if one employee has supervisory authority over the other employee. Sexual harassment can be physical and / or psychological in nature. An aggregation of a series of incidents can constitute sexual harassment even if one of the incidents considered on its own would not be harassing. Employees are prohibited from harassing other employees, clients, vendors, subcontractors, and visitors whether or not the incidents of harassment occur on HTC premises and whether or not the incidents occur during work hours.

2.5.2

Complaint Procedure

An employee, who believes he / she has been subjected to sexual harassment or any unwanted sexual attention, should: Make his / her unease and / or disapproval immediately known to the harasser Make a written record of the date, time, and nature of the incident(s) and the names of any witnesses Report the incident to HTCs Head of Human Resources (within 48 hours after the alleged harassment occurs). If the employee is uncomfortable presenting his / her complaint to the Head of Human Resources, the employee should report the incident

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to the President of HTC. All incidents of sexual harassment or inappropriate sexual conduct must be reported, regardless of their seriousness. No employee will be retaliated against, or penalized, for good faith in reporting an incident of sexual harassment.

2.5.3

No Retaliation

HTC policy and federal law prohibit retaliation against any employee by another employee or by the Company for using this complaint procedure or for filing, testifying, assisting or participating in any manner in any investigation, proceeding or hearing. Additionally, the Company will not knowingly permit any retaliation against any employee who complains of sexual harassment or who participates in an investigation. Company policy and federal law also prohibit retaliation against any employee who opposes sexual harassment. Thus, employees should not be afraid to use the complaint procedure. Any report of retaliation by the one accused of harassment, or by co-workers, supervisors, visitors, vendors, subcontractors or clients, will also be immediately, effectively and thoroughly investigated in accordance with the Companys investigation procedure. If a complaint of retaliation is substantiated, it will result in appropriate disciplinary action, up to and including termination, at the sole discretion of HTC.

2.5.4

Investigation Procedure

The Human Resources Department will deal expeditiously and fairly with allegations of sexual harassment whether or not there has been a written or formal complaint. The Human Resources Department will act promptly to investigate sexual harassment or inappropriate sexually oriented conduct, and take corrective action to prevent prohibited conduct from recurring. After investigation, and based on the seriousness of the event(s), and / or other conditions surrounding the incident, an act found to constitute sexual harassment will result in prompt and appropriate disciplinary action, up to and including termination, at the sole discretion of HTC. Circumstances that could result in disciplinary action include but are not limited to: A finding that sexual harassment has occurred

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Inaction of an employee with supervisory or managerial responsibilities who is aware of a situation of sexual harassment

A threat or retaliation against a person who lodges an informal or formal complaint of sexual harassment, or who assists in any way with the administration of this policy

An intentional or knowingly false allegation of harassment that is made in bad faith or is retaliatory in intent

2.6

Personal Harassment Policy

In addition to sexual harassment, HTC policy prohibits all types of harassment which are based on an employee's race, ethnicity, age, physical or mental disability or any other basis prohibited by federal, state or local law. The policies and procedures described above apply to all types of unlawful harassment and discrimination and employees should, without fear of retaliation, follow the procedures set forth above if they believe they have been unlawfully discriminated against.

2.7

Employee Concerns
If an employee has a suggestion or concern, In most cases, an employee will get satisfaction by

HTC believes in open communication. management wants to know about it.

discussing the matter with his / her supervisor. However, the Company recognizes that not all complaints will be satisfactorily resolved between an employee and his / her supervisor. For complaints, which cannot be resolved informally, the employee should contact the Head of Human Resources. Any lawsuit or claim against the Company arising out of an employees employment or the termination of such employment, including, but not limited to, claims arising under state or federal civil rights statues, must be commenced or filed within 180 days of the event giving rise to the lawsuit or claim, or will be forever barred. Any limitation period to the contrary is waived. If an employee files a lawsuit or a claim arising out of his employment with the Company or the termination of such employment, and the Company prevails, the employee will be obligated to reimburse the Company for all costs incurred by the Company in the defense of such lawsuit or claim, including attorney fees.

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3.

EMPLOYMENT POLICIES

Business Conduct Policy Employment-At-Will Application for Employment Background Checks Immigration and Naturalization Pre-Employment Drug Testing Motor Vehicle Record (MVR) Inquiry Employee Classification Job Classification New Hire Orientation Performance Reviews Compensation Review Continuous Service Date Identification Employment of Relatives Employment of Minors Employee Information Personnel Files Employment Verification

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3.1

Business Conduct Policy

HTCs philosophy is to have the highest standards when it comes to business ethics and to avoid possible conflicts of interest and problems of compliance with law. our clients. All conflicts, violations of law, or failures to adhere to business ethics must be reported to HTC whether or not they are of the type discussed in this policy. Employees are to give immediate notice to their supervisor if any situation should arise involving a possible direct or indirect conflict of interest, violation of law, or unethical action. This policy is intended to provide HTC employees with general guidance with respect to some common ethical and legal issues vital to maintenance of the Companys business reputation. It does not cover all situations that may arise. It is designed to alert employees to problems that may be faced and to provide guidelines as to when to seek guidance before taking action that may cause problems. Problems usually can be avoided or minimized if advice is obtained at the outset of business dealings rather than at a later stage when necessary changes may be more difficult to make. In all cases, uncertainties should be resolved by promptly consulting a senior officer of the Company. This policy, however, is only a guide and is not limited to these specific matters. HTC expects its employees to comply with all applicable laws and regulations and to behave in an ethical and legal manner in the conduct of business. Failure to do so is a serious matter and can result in dismissal of the employee and / or legal action by the Company against the employee. Furthermore, such failure might involve the violation of federal, state, and local laws, exposing the employee, in some cases, to possible criminal sanctions and / or civil charges. Respect, trustworthiness and responsibility are the cornerstones of our relationships with each other and

3.1.1

Possible Conflicts of Interest

Employees must avoid any kind of financial or personal interest that might affect (or appear to affect) their judgment in dealing on behalf of HTC with outside firms or individuals. A conflict of interest arises when an employee's duty to give his or her undivided commercial loyalty to HTC can be prejudiced by an actual or potential personal benefit derived from another source. HTC does not desire to discourage or limit an employees freedom to make investments and engage

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in outside interests, as long as these activities do not interfere with the performance of his / her obligations to HTC as an employee. Since not every situation is clear, whenever there is any question about a possible conflict of interest, employees should consult management. In the event a conflict or potential conflict is found to exist, the matter should be resolved in a manner best suited to the interests of both the employee and HTC. If full disclosure is made, HTC might consent to an employee being in a situation that may appear to present a conflict of interest, so long as all the facts are known to HTC and no unethical or criminal conduct is involved. In determining whether a conflict of interest may exist, employees should always consider not only their own activities and interests, but also those of their family (e.g., spouse, parents, siblings, children, nieces, nephews, and in-laws). A conflict of interest could exist, for example, if a family member is employed by or affiliated with suppliers of a product or service provided to HTC. A conflict may also arise with respect to any partnership, corporation, or other firm in which the employee or a family member has an interest. Although it is not feasible to describe every situation that could give rise to a conflict of interest, the following sections describe some common activities that should be avoided.

3.1.2

Accepting Entertainment, Gifts, Favors, and Gratuities

No employee, members of their family and persons with whom they have a close personal relationship may solicit, accept, or give, directly or indirectly, gifts or gratuities that may influence or may be deemed by others to influence their actions or decisions or those of the recipient. Even nominal gifts can be inappropriate if used in a way which creates the impression that a certain supplier is endorsed or a client is compensated.

3.1.3

Confidential or Proprietary Information

The misuse of information, to which an employee has access by reason of his / her position, for personal gain, or disclosing confidential or proprietary information to competitors, or to any other person or entity outside HTC, or to others in HTC that have no business knowing, is prohibited. Confidential information includes information on any aspect of the business of HTC, or of its clients or suppliers not generally known to the public.

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This includes such information as trade secrets, confidential information of a technical, financial or business nature, job or marketing databases or other "inside information. information concerning HTC or its clients should not be discussed in public venues. For example, an employee should not trade in securities of a company or acquire an interest in a business, a piece of real estate, an invention, or other property in which HTC either has a present or has indicated a prospective interest. Employees should be careful not to inadvertently disclose confidential information, since even such inadvertent disclosure may harm HTC's interests and under certain circumstances may subject an employee to civil and criminal claims and liabilities. During the normal course of business, employees of HTC will have access to information that is sensitive and / or proprietary in nature. It is an expectation of every employee of the company to treat information received, disseminated, distributed or reviewed in any manner as confidential. It is equally important to extend this treatment of information to the client Mishandling of information received as a result of work at or away from the client site. including termination at the sole discretion of HTC. Confidential

information is a violation of this expectation and may result in disciplinary action up to and

3.1.4

Misappropriation of Business Opportunity

An employee is prohibited from appropriating to his / her personal benefit or diverting to others a business opportunity in which HTC might reasonably be expected to be interested, without first making the opportunity available to HTC. Questions in this regard should be directed to HTC management.

3.2

Employment-At-Will

Employment at the Company is employment at-will. Employment at-will may be terminated with or without cause and with or without notice at any time by the employee or the Company. Nothing contained in this Handbook or in any document or statement shall limit the right to terminate employment at-will. No employee of the Company has any authority to enter into any agreement for employment for a specified period of time or to make any agreement or representation contrary to the Companys policy of employment at-will. Only the President of

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HTC or his designated representative has the authority to make any such agreement, which must be in writing.

3.3

Application for Employment

All candidates for employment with HTC must fully complete, date, and sign the Companys standard employment application form. (A resume will not be accepted in lieu of a completed employment application). Any individual who is being interviewed by the hiring manager is considered an applicant and therefore an application form must be completed in detail and signed by the applicant to verify the accuracy and completeness of previous employment and personal information. The Company reserves the right to investigate any portion of the requested information and may deny or later terminate the employment of anyone giving false, misleading, or incomplete information. The Company, at its discretion, will request information from a prospective employees previous employers relative to the prospective employees work record in connection with his / her application for employment.

3.4

Background Checks

HTC has determined for each position in the Company whether a criminal history background check is required based on the type of position, business necessity and applicable state laws. When a background history is required, the internal or external applicant for the position must authorize this background investigation using the company-provided form. The Company will inquire only about convictions and probation status, if any, and not about arrests unless required by applicable laws. All employment is contingent upon an employees authorization for the Company to obtain background checks for employment.

3.5

Immigration and Naturalization

HTC is committed to meeting its obligations under U.S. immigration law. Accordingly, the Company neither hires nor continues to employ individuals who are not legally authorized to work in the United States. The Human Resources Department staff must ensure that all new

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employees complete and sign the employee Section I of Form I-9, Employment Eligibility Verification on the day they begin work. Within three business days of starting work, a new employee must personally present to a Company representative original documentation supporting the employee's identity and employment eligibility. Employees unable to furnish the proper documents listed on Form I-9 within three (3) days before or after employment will be immediately terminated from employment. will be reinstated when the proper documents are provided to the employer. Employment

3.6

Pre-Employment Drug Testing

All prospective employees may be required to take a drug test. Any candidate who fails the drug screen will not be accepted for employment. For further information on Drug Testing, please refer to the Alcohol and Drug-Free Workplace Policy.

3.7

Motor Vehicle Record (MVR) Inquiry

Prospective employees who are expected to drive Company vehicles or their own vehicle in the course of their work must have a valid state-issued drivers license and provide the Company with current and acceptable motor vehicle driving information as requested.

3.8

Employee Classification

Proper classification of employees is important to administering salaries, determining eligibility under HTC employee benefit plans, and complying with employment and tax laws. The Company offers part-time, full-time, and temporary employment opportunities to meet a variety of staffing requirements and accommodate employee needs and preferences. The Company also uses agency temporaries and leased workers to respond flexibly to changing staffing requirements. It may be necessary or requested to change status based on personal or business reasons. A change in status will be coordinated and communicated between the employee and the Human Resources Department. Basic employee classifications are as follows:

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3.8.1

Regular Full-Time Employees

Employees who regularly work 39 hours or more per week are considered full-time employees. Regular full-time employees can be exempt or nonexempt. Employees in this category are eligible for all Company sponsored benefit plans.

3.8.2

Regular Part-Time Employees

Employees who are regularly assigned to work less than 39 hours per week will be considered part-time employees. Regular part-time employees can be exempt or nonexempt. Employees in this category may be eligible for some of the Company benefit plans as specified in each benefit plans eligibility rules and those mandated by law.

3.8.3

Temporary Employees

Part-time or Full-time employees hired by the Company to work for the duration of specific projects or assignments. Temporary employees can be exempt or nonexempt with regard to overtime compensation. Employees in this category may be eligible for some of the Company benefit plans as specified in each benefit plans eligibility rules and those mandated by law. NOTE: Temporary employees should not be confused with workers from temporary agencies. Temporary employees are on HTC payroll for the duration of their assignments. Agency temporaries are employees of the temporary agency (see section 3.8.4).

3.8.4

Agency Temporary and Leased Employees

which are typically

Temporary employees may work for either temporary agencies, assignments of more than 12 months.

assignments of less than 12 months, or for leasing agencies, which are typically for Temporary and Leased employees are not employed by HTC. Both temporary and leasing agencies are responsible for hiring, training, assigning, disciplining, and firing their contract personnel. Temporaries take direction primarily from a supervisor employed by the staffing firm. The supervisor at the staffing firm is responsible for monitoring the performance of temporary contract personnel and taking any necessary disciplinary or corrective action.

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Temporary personnel receive their benefits through their employment agency and are not eligible to participate in HTC benefit plans. HTCs Human Resource Department maintains all data on leased workers that might be necessary to comply with employee benefit plan qualification rules and other requirementsfor example, injury and accident records.

3.9

Job Classifications

Under the federal Fair Labor Standards Act (FLSA), each position is designated either exempt or non-exempt based on specific criteria. Resources Department. Employees with any questions about their employment classification, benefits eligibility, or exemption status should contact the Human

3.9.1

Exempt Employees

Individuals who are employed in executive, sales, professional, or certain administrative categories maybe exempted from overtime requirements under the Federal Wage and Hour Law. The hours worked by these exempt employees are often irregular and begin and end Exempt is outside the normal work day. Therefore, exempt employees are excluded from the overtime provisions of the Federal Wage and Hour Law and do not receive overtime pay. determined by classification rules established by the Fair Labor Standard Act and / or state law.

3.9.2

Non-Exempt Employees

Non-exempt employees are expected to confine their work to the normal workday and work week unless overtime is authorized in advance by their supervisor. Non-exempt employees will be paid overtime for all authorized hours worked in excess of forty (40) per week, or as regulated by state law. Employees with any questions about their employment classification, benefits eligibility, or exemption status should contact the Human Resources Department.

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3.10 New Hire Orientation

HTC strongly believes in the importance of getting new employees off to a great start from their first day of work. With that goal in mind, all new hires will participate in an orientation program that begins on their first day of work. Following the acceptance of employment, the supervisor will discuss job duties and areas of responsibility with their new employee. Company policies and procedures will also be reviewed. The new employee will receive a New Hire Package containing Company information and important employment related forms. These employment forms are to be reviewed and completed prior to or on the employees first day of employment and forwarded to the Human Resources Department. Throughout the orientation period, all new employees are encouraged to ask questions and seek guidance on any procedures, subjects, or issues affecting their job or employment relationship. Along with the New Hire Package a copy of the Employee Handbook will be given to each employee or may be made available online on HTCs Intranet. After reviewing the handbook, each employee must sign the Employee Acknowledgement Form and the form must be returned to the Human Resources Department within five (5) days of commencement of employment. This signed copy of the form will become part of the employees personnel file.

3.11 Performance Reviews

The Employee Performance Review process is a tool ultimately used to optimize work performance at the individual, team and organizational levels, and to enhance the personal development of our employees. To ensure an employee performs the job to the best of his / her ability, it is important that the employee be recognized for good performance and receives appropriate suggestions for improvement when necessary. Consistent with this goal, employees may receive periodic written performance reviews from their supervisors. The first performance review is routinely done after completion of 12 months of the employees start date of a billable project for employees or one year from the employee hire date if the employee is a corporate or administrative support staff employee. Subsequent reviews may be conducted at 12-month intervals. If an employee has not received a performance review during

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the appropriate timeframe, the employee should notify his / her supervisor and the Human Resources Department in writing about the matter. This will help everyone ensure that the review process is administered in a timely manner. All written performance reviews will be based on overall performance in relation to the employees job responsibilities and will also take into account job performance, conduct, demeanor, and records of attendance and tardiness. A performance review is not a contract or a commitment to provide a salary or other form of compensation adjustment, a promotion, a bonus, continued employment, or retention. In addition to the regular performance reviews, an employees supervisor may conduct written performance reviews at any time to advise the employee of the existence of performance or disciplinary problems or to recognize superior work.

3.12 Continuous Service Date

So that the Company can maintain a record of benefits for each employee, a continuous service date will be established for each Regular Full-Time employee. The continuous service date will be the employees first day of employment and will continue uninterrupted as long as he / she remains a Regular Full-Time employee of HTC.

3.12.1 Part-Time to Full-Time

Employees changing their employment status from Regular Part-Time to Regular Full-Time employment will begin their continuous service date as of the date they become a Regular FullTime Employee. The original Part-Time date of hire will be used for 401(k) vesting purposes. The Full-Time date of hire will be used for vacation accrual and other benefits eligibility.

3.13 Identification
Some projects require special identification badges and / or cards for HTC employees. Employees will be provided with identification badges and / or cards when necessary. When provided with an identification badge the employee must wear the badge at all times on the jobsite.

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3.14 Employment of Relatives

The hiring of relatives is discouraged if the employment of such an individual would result in the creation of: A supervisor / subordinate relationship If a direct supervisory or managerial relationship would be established, relatives of a currently employed worker cannot be considered as applicants for an open position. An actual conflict of interest or the appearance of a conflict of interest Generally, this bars the hiring or employment of an employee's relatives in any position that has an auditing or control relationship to the employee's job. For the purposes of this policy, relatives include the following: spouse, parent, child, sibling, inlaw, grandparent, grandchild, aunt, uncle, cousin, step-relative, niece, nephew, or any individual with whom an employee has a close personal relationship. All questions and issues relating to an employment-of-relatives situation or concern should be addressed to the Head of Human Resources. Employees who become subject to this policy's provisions due to marriage or commencement of a close personal relationship must inform the Head of Human Resources as soon as practical.

3.15 Employment of Minors

The following provisions apply with respect to the Companys employment age requirements: The Company will fully comply with the Child Labor provisions of the Fair Labor Standards Act and applicable state statutes which govern the employment of minors. For purposes of insurance risk, it is the Companys policy to discourage the employment of individuals younger than age 18 in any position with the Company. In any case involving the hire of a person under the age of 18, a written release must be secured from the parents / guardian in advance of the persons start date as well as well as any requirements at the state or local level. Should the Company have any reason to question whether an individual applicant is under age 18, the applicant may be required to furnish proof of birth date.

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3.16 Employee Information

Employees are asked to help keep the Company informed about any major change which may affect their employment status. Important changes to report include: Name Address Home telephone number Marital status Number of dependents Emergency telephone numbers and whom to notify in case of emergency Change of beneficiary Authorized payroll deductions Additional education and special training courses

Qualifying events under the Consolidated Omnibus Budget Reconciliation Act (COBRA) must also be reported to the Human Resources Department (See section 6.2 Continuation of Group Health Insurance).

3.17 Personnel Files

HTC will maintain a file on each employee. Personnel files are the property of HTC and will be treated the same as any other confidential Company information. The following provisions apply with respect to the Companys standards for establishing, maintaining and handling employee personnel files: All official records concerning an employee will be kept up to date insofar as possible and all employees shall promptly report all pertinent personal information and data changes to the Human Resources Department. Information regarding the medical condition or history of an employee will be kept in a separate file with restricted access. The personnel file of an employee terminating employment will be maintained in accordance with applicable state and federal laws.

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3.18 Employment Verification

From time to time, outside organizations or individuals file information requests with HTC, seeking information about current or former employees. To ensure consistency and fairness, protect individuals' privacy rights, and maintain the security and confidentiality of all employment and personal information in its record systems, HTC adheres to the following standards and procedures in dealing with all external requests for employment information. HTC discloses the following information when responding to requests from other firms regarding current and former employees: The individuals start and end date of employment. Title of last position held Confirmation of wage and salary information (only if this has already been provided to the prospective employer or organization by the current or former employee). No other information is provided without a signed consent form from former or current employees authorizing the Company to release additional information from the individual's personnel records to the specifically named organization. The only individuals authorized to release any information about a current or former employees are the Head of Human Resources and his / her designated representative(s). HTC expressly prohibits any of its executives, managers, supervisors, or employees from responding to requests for professional or personal information about any former or current employee without written authorization from the Head of Human Resources. All external requests for employment information should be referred immediately to the Human Resources Department.

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4.

COMPENSATION AND PAYROLL PROCEDURE

Pay Day and Time Sheets Overtime Direct Deposit Pay Increases Payroll Taxes and Withholdings Reporting Problems with a Paycheck Garnishment of Employee Wages Authorized Check Pickup Pay on Separation from Employment Advance and Loans Earning Statements

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4.1

Pay Day and Time Sheets

Time sheets are used to record hours worked, as well as any days an employee does not report to work including absences due to illness, personal business, vacation days, and holidays. All employees (including exempt and non-exempt) working at the corporate office, regional offices as well as client locations are required to complete time sheets, have them approved and signed by the corporate or client supervisor, and submitted to the Accounting department on a timely basis as this data is used to process payroll. If the time sheets are not received in time, the paycheck will be delayed. All regular HTC employees are paid on the 15th and the last working day of every month. If the payday falls on a holiday or a weekend, then salary is paid on the last working day preceding the regular payday. The pay dates and pay periods are indicated in the following table: Pay period 1st to 15th of the month 16th to last day of the month Pay date Last working day of the month 15th of the following month

For employees working on billable assignments, both the client and the employee should sign the time sheets. Office staff and employees working on projects and non-billable assignments need to get their time sheets signed by their respective supervisor. Time sheets are due in the office no later than 3 calendar days following the end of the pay period. In the event the client has not signed the time sheet, it is the responsibility of the employee to get an unsigned copy to the office for payroll and invoicing purposes and forward the signed time sheet as soon as possible. If the client signed time sheet is not forwarded by the next pay period, the employees paycheck will be delayed. It is a violation of Company policy for one employee to sign another employees Time sheet or that of another employee or to alter his / her own Time Sheet after it has been approved.

4.2

Overtime

The Company reserves the right to require employees (both exempt and non-exempt) to work beyond their normal work schedule if necessary to adequately serve the Companys

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requirements. The Company will endeavor to hold overtime to a minimum. advance notification of overtime work will be provided.

When possible,

When client requirements or other

business needs cannot be met during regular working hours, employees may be scheduled to work overtime hours. Employees may not work overtime unless they receive prior authorization from their supervisor.

4.2.1

Non-exempt Employees

Non-exempt employees must obtain authorization from their supervisor before working in excess of your normal schedule or in excess of 40 hours in any given workweek. As per the corporate policy, if an employee is eligible to be paid for a Holiday, then the Holiday will be counted as hours worked when computing overtime for a given week. Other paid or unpaid absences will not be counted as hours worked for overtime purposes. Likewise, lunch breaks will not be counted as time worked. Employees are not to work during lunch breaks, unless directed to do so. If an employee works during his / her lunch break, the employee should record the time spent working as time on the clock.

4.2.2

Exempt Employees

As a professional, it is expected that employees will work to meet the expectations and requirements of the position, irrespective of hours worked. Typically exempt employees are not eligible for overtime; however, exempt employees working at client sites may be eligible for overtime at the employees regular hourly rate, for all hours worked in excess of 40 hours per week, provided certain conditions are met including pre-approval by the client and the hours worked are billable to the client. Non-billable time spent during the payroll period will be off-set against over-time hours worked. The overtime payment for the additional hours will be made along with the regular pay based on the approved time sheets and non-billable reconciliation.

4.3

Direct Deposit

HTC provides a vehicle for depositing employees paychecks directly into their personal checking and / or savings accounts.

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The Company encourages employees to use direct deposit for their paychecks. With direct deposit, earnings are automatically deposited into an employees bank account(s) each payday. The employee does not have to take his / her check to the bank or wait for check clearance. An electronic statement of earnings is provided each payday itemizing the current year-to-date deductions, as well as the bank account number(s) to which amounts were deposited. Employees who would like to take advantage of this safe, convenient method of banking should refer to the HTC employee website for a copy of the Authorization for Automatic Deposit form. Employees electing direct deposit will not receive a hard copy voucher detailing the deposit information, but an on-line voucher will be available to view and print out at the website www.myinfo.dmpayroll.com

4.4

Pay Increases

It is the practice of HTC to recognize positive and sustained performance on the part of any employee of the Company through both a competitive salary as well as periodic recognition, both monetary and non-monetary. Depending upon the employees performance review and the Companys profitability, adjustments in the employees pay may be made when there has been an improvement in or sustenance of an already good performance during the Performance Review process. When considering a salary adjustment, the employees supervisor will evaluate his / her willingness to work, ability to learn, and record of accomplishments. As an outcome of the employee performance review, if an employee receives a salary increase, it will be effective on the first of the month following the performance review.

4.5

Payroll Taxes and Withholdings

In accordance with applicable federal, state and local laws, HTC deducts various taxes including, but not limited to, Social Security taxes from employees gross earnings each pay period. All employees must complete forms at the time of employment authorizing federal, state and local tax deductions. Any change in marital status, number of dependents or residence could affect these deductions and should be reported to the Payroll Administrator immediately.

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Other deductions, as applicable, that may appear on the pay slip include repayment of provided loans or advances, 401(k) contributions and employee contributions to health plan(s) as well as charges for personal use of corporate facilities (rent, phone and mail / shipment expenses).

4.6

Reporting Problems with a Paycheck

HTC seeks to ensure that employee paychecks are issued for the correct amount and on time. Questions about paychecks (rate of pay, hours worked, overtime, deductions and withholdings or any other pay matters) should be directed to the Payroll Administrator immediately so any concerns can be taken care of promptly. HTC retains the right to make necessary adjustments to correct over- and under-payments that may result from an error. If an underpayment occurs, an employee may be issued a separate check immediately, or may request the payment be made on the next regular pay date.

4.7

Garnishment of Employee Wages

Garnishments are court orders requiring an employer to withhold specified amounts from an employees wages for payment of a debt owed by the employee to a third party. State law requires the Company to honor garnishments of employee wages (including child support) as a court or other legal judgment may instruct. The law also provides for an administrative fee to be charged when a garnishment occurs.

4.8

Authorized Check Pickup

If an employee is absent on pay day and instructs someone to pick up his / her pay check, a note signed by the employee authorizing the person must be provided before the check may be released. The person picking up the pay check must show proper identification and sign for the check. This policy protects both the employee and the Company.

4.9

Pay at Time of Separation from Employment

Employees separated from employment will be paid for time worked (less deductions) according to the applicable federal and state laws and corporate policies. All accrued vacation

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earned but unpaid for a departing employee will be paid in accordance with applicable state laws and corporate polices. All final paychecks will be paid as a manual check. Final paychecks will not be paid through direct deposit. Departing employees will be asked to confirm their forwarding address to ensure that benefits and tax information are received in a timely manner. Upon resignation or termination, the employee should consult the Human Resources Department for possible conversion of group insurance and to address any financial issues. Any employee terminating employment is expected to return any Company property in their possession to their supervisor.

4.10 Advance and Loans

HTC will not advance money to employees against wages nor will the Company loan money to employees against their wages.

4.11 Earnings Statements

Every year, by the end of January, employees should receive Form W-2, which is a statement of earnings and taxes withheld for the previous year. Form W-2 is used as a record of earnings, deductions and tax paid on an employees behalf. It is also used to prepare annual required tax filings; employees are responsible for filing their Federal Income Tax and State Tax returns. (www.irs.gov). Statements for terminated employees will be mailed to the address last known. An employee, who leaves employment with HTC, should inform the Human Resources Department in the Corporate Office of his / her new address. These forms are usually available in the local library or on the Internet

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5.

DISCIPLINE & WORK RULE STATEMENTS

Personal Conduct Alcohol and Drug-Free Workplace Policy Working Hours Attendance Family Emergency Care Of Equipment And Facilities Personal Appearance / Dress Code Smoking Policy Energy Preservation and Waste Prevention Bulletin Board Using the Telephone or Cell phone Separation from Employment

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5.1

Personal Conduct

The Company expects that all of its employees will conduct themselves with the pride and respect associated with their positions, fellow employees, clients, and the Company. Employees should always use good judgment and discretion in carrying out the Companys business. The highest standards of ethical conduct should always be used by employees of HTC. Improper conduct by and between employees and / or by and between employees and business associates on the Companys premises which adversely affects Company work will not be tolerated. Any employee demonstrating improper conduct will be subject to disciplinary action including termination of employment. This policy does not alter the Companys at-will employment policy.

5.1.1

Examples of Misconduct

The following are only examples of misconduct for which an employee may be subject to discipline. These examples do not constitute a complete list of the circumstances for which discipline will be warranted. Falsification of any records or reports pertaining to absence from work, claims pertaining to injuries occurring on Company premises, claims for any benefits provided by the Company, communications, or records including personnel and work related records. Giving false fire alarms, or causing false fire alarms to be given, or tampering with protection equipment. Restricting output, or persuading others to do so, or promoting, encouraging, agitating, engaging in or supporting suspension of work, slowdowns, or any other interruptions of work. Sabotage or subversive activity of any kind. Misuse or removal from the premises, without authorization, of any Company property, or possession of any property removed from Company premises without proper authorization. Bringing, using, or having in possession weapons on Company premises at any time. Bringing, using, having in possession, transporting, selling, or promoting the use of alcohol, any intoxicant, any narcotic, any barbiturate, any amphetamine, any

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hallucinogen, or any other stimulating or depressing drug on Company premises at any time. Striking or manhandling another person or fighting while on the Companys premises at any time. Striking a member of management at any time in connection with any matter relating to employment. Theft of any property on Company premises, job sites, or theft of Company property at any time. Willful abuse or deliberate destruction of Company property, tools or equipment or of any property on Company premises or job sites at any time. Gross insubordination - a willful and deliberate refusal to follow reasonable orders given by a member of management. Violation of the Companys Equal Employment Opportunity Policy or Policy on Harassment. Committing an immoral or indecent act while on Company property regardless of whether the act was committed during the employees work day. Altering any employee time card regardless of whether it is the employees own card or that of another employee. Intentionally signing the time card of another employee or having another employee sign his / her time card. Conviction of any offense by a court of law which in managements judgment would make that employee undesirable for association with the Company and its other employees. Reporting for work under the influence of or when suffering from a hangover from alcohol, any intoxicant, any narcotic, any barbiturate, any amphetamine, any hallucinogen or any other stimulating or depressing drug. Threatening, intimidating, coercing, or interfering with any person on Company premises at any time. Sleeping on Company time.

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Altering, defacing, or removing governmental or Company notices and bulletins are posted on the Company bulletin board.

that

Gaining unauthorized access to Company records and files whether they are locked or otherwise.

Handling or operating machines, tools or equipment, which do not come within the employees authority. equipment. Careless, negligent use or operation of Company tools or

Failure to immediately report any injury or accident to management resulting from an on-the-job situation.

Performing substandard work, both in quality and quantity after having been instructed in proper procedure and technique.

Unauthorized leave from the work area during work schedule exceeding the time allowed for scheduled break or lunch period.

Unauthorized manufacture of products for personal use (including sale or gifts). Unauthorized distribution of literature in the work area or posting on Company property.

Distraction of other employees, or causing confusion by unnecessary shouting, catcalls, whistling or demonstration while on Company property.

Working overtime without supervisor authorization. Engaging in horse play, practical jokes, gambling, selling merchandise, solicitation or general loitering while on Company property.

Having non-employees on Company property at any time without permission. Using profane language on Company property which in managements opinion is offensive to visitors and to other employees.

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5.2
5.2.1

Alcohol and Drug-Free Workplace Policy

Introduction

In compliance to federal requirements of the Drug-Free Workplace Act of 1988 and in keeping with HTCs concern for the health and safety of its workforce, HTC has instituted an Alcohol and Drug Free Workplace Policy.

5.2.2

Certification

This policy certifies the Companys intent to maintain an alcohol and drug free workplace.

5.2.3

Prohibition

The following rules and standards of conduct apply to all employees either on Company property or during the workday (including meals and rest periods). The Company strictly prohibits the following: Possession or use of alcohol, or being under the influence of alcohol while on the job; Distribution, dispensation, sale or purchase of an illegal or controlled substance while on the job; Unlawful manufacture, possession or use of a controlled substance (without a prescription), or being under the influence of an illegal or controlled substance while on the job; Additionally, the Company strictly prohibits employees from engaging in any of the following activities: Possession, use, manufacture, distribution, dispensation, or sale of illegal drugs off Company premises that adversely affects the individuals work performance, their own or the safety of others at work, or the Companys regard or reputation in the community; Failure to adhere to the requirements of any drug treatment or counseling program in which the employee is enrolled; and Failure to notify HTC of any conviction under criminal drug statues for a workplace offense within five (5) days of the conviction.

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5.2.4

Reporting

HTC procedures for reporting substance abuse problems balance the Companys intolerance for substance abuse with the Companys concern for the privacy and trust of its employees. To this end, the following procedures are intended to be a framework for dealing with substance abuse problems. Any employee who has a reasonable suspicion or who observes prohibited substance abuse actions by a co-worker, subordinate, or superior should bring the matter to the Head of Human Resources. In no event should these matters be discussed with any other employees. Any suspicion or confirmation of substance abuse is a sensitive matter and is to be handled in a confidential, reasonable, and professional manner by the parties concerned. Any employee who violates the confidential nature of such information is subject to disciplinary action which may include termination. Because HTC is a federal contractor, an employee convicted of violating a criminal drug statute in the workplace must inform a HTC officer of such conviction (including pleas of guilty and nolo contendere) within five (5) days of the conviction. Failure to inform the Company subjects the employee to disciplinary action up to and including termination. In turn, HTC must notify the federal contracting agency within ten (10) days after receiving such notice that a covered employee has been convicted of a criminal drug violation in the workplace.

5.2.5

Searches and Testing

To protect the health, safety, and welfare of its employees, HTC reserves the right to require any employee to submit to a search when reasonable suspicion exists as to the possession and / or consumption of alcohol or controlled / illegal substances. HTC reserves the right to search all areas of the Company, as well as employees and their personal property brought onto Company premises, including, but not limited to offices, desks, files, briefcases, handbags, vehicles, etc. Under no circumstances may an employee other than the supervisor search another employees office, desk, files, briefcase, handbags, vehicles, etc. HTC reserves the right to require any employee to submit to chemical and / or medical tests administered by a qualified physician or laboratory of the Companys choice. If this test result is positive, an employee may be requested to undergo a second, more precise test. An employee's failure to

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comply with the Companys request for a search and / or test is grounds for disciplinary action, up to and including termination.

5.2.6

Client Conditions

HTC may on occasion provide services to a client where the contract terms and conditions require that HTC employees adhere to the client's drug policy. In these circumstances, the employee may be asked to submit to a search of their person, briefcases, and / or field equipment before being allowed to enter the client's premises. Or, additionally, the employee may be required to submit to chemical testing. Whenever possible, the employee will be advised of any such requirements at the time he / she is assigned to a project. However, the employee will be expected to comply with the client's contract terms as a condition of continued employment.

5.2.7

Disciplinary Action

If an employee engages in any of the prohibited activities described in Section 5.2.3, or if he / she fails to comply with the reporting procedures outlined in this policy, an employee is subject to disciplinary action, up to and including termination. Alternatively, HTC reserves the right to require the employee to participate in a rehabilitation or drug assistance program approved by federal, state, or local health, law enforcement, or other appropriate agency. Although the cost of any such program is the responsibility of the employee, the Companys health insurance plan usually provides at least partial coverage. If such an alternative is required, then the employee must satisfactorily participate in the program and meet an acceptable level of job performance as a condition of continued employment. HTC is committed to maintaining a safe workplace free from the influence of alcohol and drugs. All employees must abide by the terms and conditions outlined in this policy.

5.3

Working Hours

Full time employees working at HTCs offices are expected to work five (5) days a week, i.e., Monday through Friday, eight (8) hours per day, excluding lunch hours as well as company holidays. Any other schedules of work day(s) and / or hours are to be coordinated between the employee and his / her immediate supervisor. Because the nature of the work varies across

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the Company, starting, quitting, and lunch vary according to the needs of a particular department. Employees are expected to observe the hours set within their department; any special arrangements need to be agreed to by the immediate supervisor and might require notification of the Department Head. Employees working at client sites will adhere to the clients work schedule including reporting time, work week and / or scheduled down time. In order to maintain an efficient work environment and provide timely service to our clients, each employee is expected to report to work on time and to work until the end of his / her scheduled workday.

5.4

Attendance
Excessive

Regular and on-time attendance is expected for efficient operations at HTC.

absenteeism and tardiness is not only inconvenient but also negatively impacts our ability to provide the best work product possible for our clients. While it is recognized that an occasional illness or extenuating personal reason may cause unavoidable absence from work or tardiness, regular on-time attendance is required for continued employment. Employees are required to notify the Company of any absence or tardiness. Employees should contact their supervisor directly to report any absence or lateness before their starting time so that arrangements may be made to alter the distribution of work if necessary. HTC has the right to require employees to provide a doctors certification justifying absences due to illness or injury. If any employee is absent from work for three consecutive days without notifying the Company, it will be assumed that the employee has voluntarily abandoned his position and employment will be terminated as of the last day worked by the employee. Absences or instances of lateness covered by an employees use of approved Family and Medical Leave (FMLA) are not considered grounds for disciplinary action. Leave) or contact the Human Resources Department. For detailed information about FMLA requirements and procedures, see section 7.1 (Family and Medical

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5.5

Family Emergency

In the event the office receives word of an emergency related to a member of an employees family, the employee will be notified as soon as possible. Should the employee be at a location away from his / her normal workplace, arrangements will be made to contact the employee.

5.6

Care of Equipment and Facilities

All employees should be concerned with the care and safe use of Company-owned equipment and facilities. Good housekeeping is expected of every employee.

5.7

Personal Appearance / Dress Code

During business hours, employees are expected to present a clean, neat, and professional appearance and to dress according to the requirements of their position and office environment. Employees having personal contact with the Companys clients, vendors, and the public should be particularly conscious of maintaining appropriate dress, grooming, and hygiene standards. All employees reporting to work at HTCs offices during normal business hours are expected to be dressed in appropriate business casual attire, except when instructed otherwise. Appropriate attire for men includes slacks, shirts, and / or sweaters. Business suit or sports coat, slacks, shirt and tie are optional. Appropriate attire for women includes slacks or skirt and blouse ensembles. Business suits, dresses or formal pants are at the discretion of the individual. No jeans, shorts, sweatshirts, t-shirts, tennis shoes or other casual clothes are acceptable at any time. Employees working at client locations are to abide by the clients dress code. It is advisable to dress business formal until instructed otherwise.

5.8

Smoking Policy

HTC is committed to providing its employees with a comfortable working environment. Due to the increasing evidence of the dangers of second hand tobacco smoke, smoking is not permitted at any time anywhere within any of the HTC offices and Company vehicles.

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5.9

Energy Preservation and Waste Prevention

Waste of energy and materials is costly to the Company and ultimately results in losses which must be paid for by other cost reduction actions. Employees are expected to: Conserve energy at every opportunity by keeping thermostats in moderate ranges; change filters regularly. Turn off computers, monitors, printers, copiers, and other related office equipment.

5.10 Bulletin Board

Employee information boards are placed in each office building to notify employees of official business. Required government posters are displayed on these information boards. Employees should check these boards on a regular basis to ensure that they are aware of current postings. Only Company related materials will be posted on the bulletin board.

5.11 Using the Telephone or Cell phone

Each time an employee makes or receives a telephone call, they represent HTC; the manner in which a call is handled determines how HTC is judged by our clients. During working hours, employees should refrain from making or receiving personal telephone calls except for emergencies. Employees should keep their cell-phones in vibrate or silent mode when working in an open area as a courtesy to other fellow employees and clients. Personal long distance calls are prohibited except for emergencies.

5.12 Separation from Employment

Employment with HTC may be voluntarily or involuntarily terminated. Usually, before an employee is involuntarily terminated, he / she will be told the reason(s) and will be counseled by his / her supervisor and the Head of Human Resources. However, if any misconduct

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warranting discipline is severe enough in the opinion of management, the Head of Human Resources has the authority to discharge the employee immediately. All Company property in the employees possession must be returned to the supervisor upon separation from employment.

5.12.1 Voluntary Resignation

Employees are requested to provide two weeks notice to facilitate a smooth transition out of the Company. The employee is requested to submit a written notice to his / her immediate supervisor providing the last day of employment and the reason for leaving the Company. If an employee provides more than two weeks notice, HTC will evaluate whether the additional notice is necessary for effective business operations and will notify the employee, to confirm the final date of employment. On the last day of employment, an employee is required to return all Company property to his / her supervisor. Employees who fail to return any Company property, including lap top computers, pagers, credit cards, tools, keys, access cards, cell phones, and any other items may be subject to legal proceedings on behalf of HTC. Departing employees will be asked to confirm their forwarding address to ensure that benefits and tax information are received in a timely manner.

5.12.2 Exit Interview

An employee planning to leave the Company may be asked to participate in an exit interview. Discussions concerning the reasons for leaving will assist the Company in evaluating the effectiveness of its personnel policies and practices. All employees are encouraged to be honest, candid, and forthright in completing the exit interview and providing feedback to a member of management. Employees are assured that their responses, observations, and comments remain confidential and in no way affect their future job verifications or prospects for reemployment.

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6. EMPLOYEE BENEFITS

Group Health Insurance Continuation of Group Health Insurance (COBRA) Health Insurance Portability and Accountability Act (HIPAA) Retirement and Savings Plan ( 401K ) Paid Time Off (PTO) Life Insurance Long Term Disability (LTD) Training Flexible Spending Account (FSA) Social Security Unemployment Compensation Voting Employee Referral Client Referral Legal Permanent Residency Sponsorship

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HTC reserves the right to add to, subtract from, or change the levels, coverage, dollar amounts, or waiting period of, or otherwise modify or terminate any part of the benefit plans at its discretion at any time with or without notice as permitted by law. All forms of insurance benefit coverage provided through employment are subject to the detailed provisions contained in the Plan Document or Summary Plan Description booklets. In the policies that describe statutory requirements, the terms of the respective statue will govern. In any situation where insurance is provided, the terms and conditions of the insurance policy are controlling, irrespective of any statement contained in this Employee Handbook.

6.1

Group Health Insurance

HTCs goal is to provide its employees with a health benefits program that both meets their needs and is cost-effective. Regular full-time employees are eligible for health insurance coverage through HTC, which includes medical, dental, prescription drug and vision plans. HTC subsidizes the medical program. Eligible employees will pay a portion of the premium. The employee contribution is deducted on a pre-tax basis from the employees paycheck. A change in employment classification that would result in loss of eligibility to participate in the health benefit plan may qualify an employee (and spouse and dependents) for benefit continuation under the Continuation of Group Health Benefits (COBRA) see section 6.2. Upon termination an employee may also be eligible to convert the health plan into an individual plan. If applicable, a letter detailing this option will be sent to the employee upon termination of employment. All eligible employees are provided with a detailed Summary Plan Description (SPD) booklet upon joining HTC and the SPD is also available on HTCs employee website. All forms of insurance benefit coverage provided through employment are subject to the detailed provisions contained in the Summary Plan Description booklet and related certificates and riders from the insurance company.

6.2

Continuation of Group Health Insurance (COBRA)

In the event of an employee's termination of employment (except for gross misconduct) or reduction of hours below 39 hours a week, resulting in loss of health care coverage, the

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employee, spouse, and dependent children are entitled by law to purchase continuing health care coverage under the HTC group plan for up to 18 months. If the employee or any family member is disabled, the disabled individual and non-disabled family members are entitled to an additional 11 months of continuation coverage. In the event of an employee's death, divorce, or legal separation, the spouse and dependent children of the employee have the option of purchasing continuing coverage under the HTC group health plan for up to 36 months. If a dependent child loses coverage under HTC health plan because he or she has reached 18 years of age, if no longer in school, or 25 years of age if a full-time student, the child can purchase continuing health care coverage under the HTC group plan for up to 36 months. Employees or qualified beneficiaries electing COBRA coverage are responsible for paying the cost of the extended health care coverage. The purchase price of continuing coverage is the full cost of the premium HTC pays for similarly situated active employees, plus 2 percent to help pay for administrative costs. By enrolling in the Health Care Continuation Plan, employees and their family members receive the benefit of purchasing the same extensive coverage provided to active employees at favorable group rates. There is no waiting period, no exclusion for preexisting conditions, and no physical examination. Any amounts already paid toward deductibles and coinsurance during the current year count under the continuation policy. Employees and family members can elect full coverage that includes medical, and dental insurance, or they can opt to choose any plan separately or any combination of the two. They are permitted to choose from the same health plans offered to active employees. During the regular open-enrollment periods, individuals on COBRA continuation coverage are given the opportunity to change plan combination. At the end of the 18-, 29-, or 36-month coverage period, individuals participating in the Health Care Continuation Plan have the right to convert to non-group coverage with HTC insurance carriers. This continuing coverage terminates before the expiration of the 18-, 29-, or 36-month period if the employee or qualifying family members becomes covered under another group health plan that provides comparable benefits and does not penalize the newly covered individual(s) for preexisting conditions. HTC continuing coverage also terminates if premiums are not paid on time or if HTC discontinues all of its group health plans for all employees.

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In order for HTC to meet its legal obligations in providing continuing health care coverage, all employees must inform the Human Resources Department within 60 days of a divorce, address change, legal separation or when a dependent child reaches 18 years of age if no longer in school or 25 years of age, if still a full-time student. It is also essential that Human Resources have a current address for all employees and family members. This policy statement is a brief description of the Health Care Continuation Plan and does not fully explain employees' rights. Employees should read the notice they receive when they first enroll in the group health plan or the Summary Plan Description booklet for a full explanation. Copies of the Summary Plan Description booklet can be obtained from the Human Resources Department.

6.3

Health Insurance Portability and Accountability Act (HIPAA)

HTC complies with HIPAA and HTC does maintain health care and related plans that are subject to HIPAA requirements. Thus, HTC has made a decision that HIPAA privacy and security provisions will apply to protected health information (PHI) maintained by the company. For additional details, please refer to the Notice of Privacy Practices of HTC Employee Benefit Plan on the HTC employee website or contact the Human Resources Department.

6.4

Retirement Benefits (401k Plan)

The HTC Global Services Savings Incentive Plan commonly called the 401(k) provides pre-tax savings through automatic payroll deductions. The contributions made under the 401(k) are invested at the direction of the participant in the pre-identified investment options. In addition to the contributions, any investment earnings are also tax-deferred. While the intended purpose of the 401(k) is a retirement savings vehicle, there are opportunities to take a loan, a hardship distribution or cease contributions while a participant in the 401(k). All contributions, changes and / or withdrawals are subject to plan provisions. In order to initiate participation in the 401(k) Plan, The employee must be at least age 21 and received their first paycheck from HTC. The employee will receive a letter with their first paycheck letting them know how to enroll in the 401(k) Plan. Enrollment is done on-line and a beneficiary form should be completed and sent to the Benefits Department upon enrollment.

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For additional plan details, please contact the Human Resources Department or refer to the HTC employee website to obtain the Summary Plan Description booklet.

6.5

Paid Time Off (PTO)

Full-time employees will accumulate Paid Time-Off (PTO) based on their length of service. PTO can be used for absences from work for personal business, illness, holidays, and / or vacation. Employees working at client sites will follow the clients holiday schedule irrespective of the amount of time-off accumulated. In addition, time off may also be of an unpaid nature, with the prior approval of the employees HTC supervisor. Unpaid time off will be on an exception basis only.

6.5.1

Earning Time-Off

A full-time employee earns PTO every full month of employment in accordance with the following schedule: Years of Service Beginning year 1 Beginning year 2 Beginning year 5 PTO hours earned per month 13.34 hours 14.67 hours 16.67 hours Maximum PTO days earned per year 20 days 22 days 25 days

If an employee receives less than 10 days pay in a particular month, he/she is not eligible to earn any PTO during that month.

6.5.2

Accumulation of Time-Off

At the end of a calendar year, an employee can carry over into the next year up to eighty (80) hours of PTO in his / her account. For employees working on billable assignments and projects, at the end of each calendar year, any PTO in excess of 80 hours will be paid out at the employees regular hourly rate and will be included in the following pay period, usually with the

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January 31st pay-date. For other employees (Corporate and Regional / Branch office staff), PTO in excess of 80 hours must be used prior to calendar year-end or it will be forfeited. If an employee working on billable assignments leaves HTC, he or she will be entitled to be paid for earned but unused PTO hours as per the following. The PTO hours will be paid at employees regular hourly rate, provided the employee gives HTC the required advance notice of resignation and that he / she is not terminated for gross misconduct including, but not limited to, theft, embezzlement, assault, or drug use. Further, if an employee is permitted to take PTO before it is earned (i.e., in advance) and then leaves HTC before it is earned, the employees final paycheck will be reduced by the amount of PTO time he has received in advance but has not earned. An employee must have completed one year of employment before the employee is able to receive benefit for any used but unearned PTO. After a year of employment, an employee will be able to use up to a maximum of 40 hours of unearned PTO with their managers approval, but under no circumstances will an employees PTO account be permitted to go below a negative 40 hours. Employees will continue to receive benefit for corporate holidays based on qualification under their specific job class. Any additional time off will be without pay. Corporate and Regional / Branch office staff will not be eligible for unused PTO at the time of separation.

6.5.3

Holidays

There are eight recognized corporate holidays on which the corporate office and many businesses are closed: New Years Day: 1st of January Memorial Day: Last Monday in May Independence Day: 4th of July Labor Day: First Monday in September Thanksgiving Day: 4th Thursday in November The day following Thanksgiving day Christmas Day: 25th of December The day before or after Christmas (will be announced)

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If one of the above days falls on a weekend either the preceding Friday or the following Monday will be designated. Any other holidays, observed by the client as non-working days, will also be considered as holidays, and will be considered unpaid time off unless the employee wishes to use his / her PTO.

6.5.4

Reporting or Requesting Time Off

Absences from work for any reason or any duration must be communicated to the supervisor and / or manager as soon as practical. absence commences. Absences due to illness or unexpected personal business must be reported no later than the start of regular business hours on the day the It is always advisable to speak directly to the supervisor or manager regarding the absence; if a message is left, please follow-up with a call to speak to the individual later in the day. Requests for time-off should be submitted in advance whenever possible and at least one months time in the event of an extended time-off request (defined as an absence of five business days or greater). For employees working on behalf of HTC clients, time-off requests should first be proposed to the corporate office prior to approaching the client for approval. After the corporate office has been notified, and the time off approved, the client may be approached by either the Account Manager or employee to coordinate the absence. Employees who wish to extend the time-off period are required to get prior approval of the management even if the time-off is without pay. The duration and timing of the time-off is at the discretion of management and the client (if the employee is working at a client location or on a clients project). All time-off requests shall be made in writing in the appropriate form and approved by the supervisor and submitted to the payroll department for our records. Refer to the HTC employee website for a sample copy of the Time-Off Request Form.

6.6
6.6.1

Life Insurance
Basic Life Insurance

Regular full time employees are eligible for the Company-paid Basic Life Insurance benefit. An employee designates the beneficiary (ies), and these may be changed at any time as well.

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Coverage becomes effective the first day of employment with HTC. HTC pays the full cost of basic life insurance coverage. Life insurance terminates on the last day of employment.

6.6.2

Accidental Death and Dismemberment

This benefit provides coverage for accidental death or an irreversible loss. Payment in the event of accidental death or dismemberment will be based on an established schedule, depending on the severity of the event. An employee can designate the beneficiary (ies) and may be changed at any time. Coverage becomes effective the first day of employment with HTC. HTC pays the full cost of this coverage. This coverage terminates on the last day of employment.

6.6.3

Optional Employee, Spouse, and Dependent Life Insurance

Regular full-time employees may purchase additional life insurance coverage for themselves, their spouse, and their dependent children. Separated employees may exercise conversion privileges as stated in the benefit plan and elect to maintain the insurance at their own cost. For further details regarding the Life Insurance plan refer to the Summary Plan Description booklet. Copies of the Summary Plan Description booklet can be obtained from the Human Resources Department and are available on the HTC employee website.

6.7

Short-Term Disability (STD)

Regular full-time employees are eligible for benefits under STD. Benefits commence on the 29th day of disability. STD is a partial income replacement during periods of extended absence from work for health-related reasons of the employee. The amount an employee is eligible to receive is based on a formula, which represents a percentage of the amount the employee earned before the disability began up to a weekly dollar maximum for a maximum of 9 weeks. For further details regarding the disability plan refer to the Summary Plan Description booklet. Copies of the Summary Plan Description booklet can be obtained from the Human Resources Department and are available on the HTC employee website.

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6.8

Long-Term Disability (LTD)

Regular full-time employees are eligible for benefits under LTD. Benefits commence on the 91st day of disability. LTD is a partial income replacement during periods of extended absence from work for health-related reasons of the employee. The amount an employee is eligible to receive is based on a formula, which represents a percentage of the amount the employee earned before the disability began up to a monthly dollar maximum. For further details regarding the disability plan refer to the Summary Plan Description booklet. Copies of the Summary Plan Description booklet can be obtained from the Human Resources Department and are available on the HTC employee website.

6.9

Training

HTC believes that it is important for its employees to enhance and update their skills, through training and certifications, on an ongoing basis. HTC has a comprehensive training policy to support the employees training needs. Refer to the HTC employee website for details on the training policy.

6.10 Flexible Spending Account (FSA)

FSAs enable an employee to save taxes on health and dependent care expenses by allowing the employee to put pre-tax money into separate accounts for these two types of expenses. When using FSAs, the employee pay for certain expenses with pre-tax dollars instead of aftertax income. The tax savings result in an increase in the employees spend-able income. The health care account allows the employee to set aside money for you and your familys health care related expenses. The dependent care account covers dependent daycare expenses that make it possible for the employee and his spouse to work. Employees should read the Summary Plan Description booklet for a full explanation on how FSA works. Copies of the Summary Plan Description booklet can be obtained from the Human Resources Department or HTC employee website.

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6.11 Social Security

The cost of Social Security is shared between employees and the Company. For every dollar an employee puts into Social Security, HTC puts in a dollar. Social Security provides benefits for employees and their families as specified by law in the event of retirement, hospitalization after age 65 (Medicare), total and permanent disability before age 65, and death at any time. Contact the local Social Security Office for details.

6.12 Unemployment Compensation

Unemployment compensation is another form of insurance, which is paid for entirely by HTC. Unemployment compensation helps employees meet a loss of income resulting from unemployment beyond their control by paying certain benefits while they are out of work. This form of protection is in addition to group insurance, Social Security, and Workers Compensation. Contact the local Unemployment Office for details.

6.13 Voting
The Company encourages its employees to vote in every election; however, we do not provide time off for voting with or without pay, subject to requirements of state law or local regulation. Employees should make arrangements to vote prior to or following normal work hours.

6.14 Employee Referral

In order to meet the present and anticipated business requirements, HTC constantly encourages its employees to refer qualified, experienced, dependable, and good quality professionals who they think can contribute positively to HTC. HTCs Recruitment team will actively consider each referral received. A referral bonus may be paid to employees for any referral resulting in a hire. The skill profile as well as the attributes required of the candidates will change from time to time, and the Employee Referral Program will reflect those changes both in description, as well as the bonus eligible.

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The decision to make an employment offer to any candidate is at the sole discretion of HTC and it may reject any candidate with or without giving any reason, depending on its business and organizational requirements. All the applications sent must be submitted with the Employee Referral form. For the applications sent by email, the referral form must be mailed or emailed to HTC Recruitment department within one week of sending the email referral application. The details on the current Employee Referral Program are available on HTCs employee website and the Referral Form is available on the HTCs employee website. Please use the email address referral@htcinc.com for sending the referred application and referral claim forms.

6.15 Client Referral

HTC encourages employees to refer any business leads in order to expand business opportunities. The Company will reward employees by paying a referral amount for every new end user client that results from the lead, depending on the revenue generated and the potential for future business. Determination that a lead qualifies for both, consideration as well as payment of the Client Referral bonus, is at the sole discretion of HTC management. In order to receive payment, the employee making the referral must be on the HTC US payroll. Payment will be made one month after the first billing has been paid by the end user client. Corporate and Regional / Branch office staff will not be eligible for the Client Referral bonus.

6.16 Legal Permanent Residency Sponsorship

HTC continually has requirements for many consultants with various skill sets for our business needs. In the event HTC is not able to meet these requirements through domestic recruitment, HTC may assist its employees to obtain Legal Permanent Residency status, if needed and desired. HTC covers reasonable expenses related to processing the application. For more details regarding the sponsorship, please refer to HTCs employee website.

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7. LEAVE OF ABSENCE

Family and Medical Leave Unpaid Personal Leave of Absence Reserve Training / Active Duty Military Leave Jury / Witness Duty Leave

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7.1

Family and Medical Leave (FMLA)

It is the policy of HTC to provide a leave of absence in accordance with the requirements of the Family and Medical Leave Act (FMLA) of 1993 to eligible employees who request to be excused from work for: The birth of a child and to care for the child; Placement with the employee of a child for adoption or foster care; To care for the employees spouse, son, daughter, or parent with a serious health condition; or, Because of a serious health condition of the employee, that makes the employee unable to perform the functions of his / her position. Military Family Leave Entitlements Employees with a spouse, son, daughter, or parent on active duty or call to active duty status in National Guard or Reserves in support of a contingency operation may use their 12 week leave entitlement to address certain qualifying exigencies. FMLA also includes a special leave entitlement that permits eligible employees to take up to 26 weeks of leave to care for a covered service member during a single 12month period.

A serious health condition means an illness, injury, impairment, or physical or mental condition that involves: Inpatient including care any in a hospital, of hospice, or or residential any medical care facility, in

period

incapacity

subsequent

treatment

connection with inpatient care; or, Continuing treatment by a health care provider.

7.1.1

Eligibility

To be eligible for leave under the Family and Medical Leave Act, employees must meet the following criteria: Have been employed by HTC for at least 12 months (need not be consecutive); and

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Have worked at least 1,250 hours over the 12 months immediately preceding the commencement of the FML.

7.1.2

Length of Leave

An eligible employee shall receive up to 12 work weeks -480 hours- (26 work weeks in case of special leave entitlement to care for a covered service member) of unpaid leave during a rolling 12 month period measured backward from the date the employee uses any FML. Using this measure, each time an employee takes FML, the remaining FML available would be any balance of the 12 weeks that has not been used during the immediately preceding 12 months. FML need not be taken all at one time. It may be taken intermittently in units of at least 30 minutes, or on a reduced work schedule when medically necessary. In the event that foreseeable intermittent FML or a reduced work schedule is required, the employee may be temporarily transferred to another position with equivalent pay and benefits. The employee must make a reasonable effort to schedule the FML so as not to disrupt operations. When an employee uses intermittent FML or reduced work schedules, only the amount of leave actually taken will be counted, as a proportion of a week, toward the 12 work week maximum available under FML. For example, one day of FML used by an employee who usually works a five-day week would use one-fifth of a week of FML. FML leave time available to employees with a part-time or variable schedule will be determined on a pro rata basis. Employee schedules that vary from week to week will be averaged over the 13 weeks prior to the beginning of the FML to determine the normal work week. If an employee and his / her spouse both work for HTC, they would be eligible for a single twelve (12) week period, which they can split between them; however, if the need for leave is for their own serious health condition or that of their spouse or child, each would be eligible for a total of twelve (12) weeks.

7.1.3

Notice and Documentation

Employee Request for FML The employee must provide at least 30 days advance notice for a foreseeable FML, unless that is not feasible, in which case, the employee must provide notice as soon as feasible (preferably

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two business days) after the need for the FML is known. A standard leave request form is available from the Human Resources Department. In cases of medical emergencies, the employee must provide notice to the Human Resources Department by some other means such as telephone, fax, friend, or family member. If proper notice of a foreseeable leave is not given, FML may be delayed. Notice to Employee When an employee provides the Human Resources Department with proper notice of the need for FML, Human Resources shall inform the employee requesting the leave whether he/she is eligible under FMLA. If eligible, the Human Resources shall provide the employee with written notice of their rights and obligations with respect to the requested leave. Human Resources shall inform the employee whether the leave will be designated as FMLA. Medical Certification An employees request for FML to care for the serious health condition of a spouse, son, daughter, parent, or for himself or herself, must be supported by a written medical certification by a health care provider unless the FML is for the purpose of caring for a newborn infant. At the time FML is requested, the employee will be provided with leave request form or a medical certification form, which must be completed and returned to the Human Resources Department within 15 days. No additional information will be requested from the health care provider other than what is requested on the medical certification form. If there is reason to doubt the validity of the original medical certification, the Human Resources Department may require a second opinion from a health care provider it designates, at no cost to the employee. If there is a difference between the two opinions, then Human Resources can require a third opinion from a mutually agreeable health care provider, at cost to the employee, which shall be final and binding. no

Re-certification of the employees medical condition can be required periodically, but no more often than every 30 days, unless an extension of FML is requested, circumstances have changed significantly, there is reason to doubt the validity of the prior certification, or the employee is unable to return to work at the end of FML. Confidentiality All medical certifications and related health histories of the employee or family member will be handled and treated as a confidential medical record.

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7.1.4

Status of Benefits

Paid and Unpaid FML Generally, FML is unpaid. However, earned Paid Time Off (PTO) time may be used for and be counted as FML concurrently. Health Benefits During FML, health benefits will be maintained for 12 weeks total in a rolling year during the leave, so long as the employee intends to return and does actually return to work. Group health insurance coverage will be maintained as if the employee had been continuously employed. For such insurance, the employees contribution, if any, shall be collected through payroll deduction or other written payment arrangement designed and agreed upon in advance. If the employees contribution is more than 30 days late, the health insurance will be subject to lapse for the failure to pay contributions. If the employee does not return to work after the FML period FML. ends, the employee will be responsible to reimburse the Company for the cost of the health premiums retroactively to the beginning of the employees

7.1.5

Reinstatement from FML

An employee on leave is required to report periodically on his / her status and intent to return to work. The employee needs to provide HTC at least a weeks notice of availability to return to work. If an employee gives unequivocal notice of intent not to return to work, the employment relationship is deemed terminated and all rights and obligations under the Family and Medical Leave Act cease. At the conclusion of FML, the employee shall be returned to either the same position held at the beginning of FML, or a comparable position with equivalent pay, benefits, and other conditions of employment. Ordinarily, the employee will be returned to the same shift or to the same or equivalent work schedule. There is no guarantee that the employee returning from FML will be in the exact position held before the FML began; returning employees shall have no greater right for reinstatement than if they had been continuously employed. For example, being on FML will not prevent a reassignment or layoff when the employee would have been reassigned or laid off if actively working. If the reinstatement of a key employee (as defined

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under FML) would cause substantial and grievous economic injury to the operations of the Company, employment may not be reinstated at the conclusion of FML leave. Employees are responsible to timely respond to any inquiry concerning their intention to return to work and to advise the Human Resources Department as soon as they know that they will not be returning to work. As with the return from any other leave, the employee shall be returned to work after FML if the employee is then currently able to perform the essential functions of the job, with or without reasonable accommodation. An employee who has been off on FML as a result of an illness must have a doctors return to work certification to return to work. Upon a return to work from FML, any employee benefits that lapsed during the leave will be reinstated.

7.1.6

Denial of FML

An employees rights under the FML may be delayed or denied if the employee: Used up the FML maximum in the previous twelve months. Does not qualify because he / she does not have one year and 1,250 hours of service with the Company. Does not give timely advanced notice of a foreseeable leave. Does not timely submit required medical certification. Fails to provide a return to work certification. Expresses his or her intention not to return to work. Fraudulently requests or obtains FML. Violates other established leave policies prohibiting outside or supplemental

employment while on leave.

7.1.7

Coordination with State Plans

In these

Some states offer state specific leave and disability programs in addition to FML. states, FML will run concurrently with the state programs.

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7.2

Unpaid Personal Leave of Absence

A personal leave of absence for a period of up to 30 days may be granted, without pay, at the discretion of the supervisor and depending on the needs of the business unit. A personal leave of absence allows an employee to continue participating, at the employees expense, in various benefit programs. HTC reserves the right to request the reason for the leave in order to determine whether the leave is justifiable. The leave may be granted only if the departments work schedule provides adequate coverage during the period of time requested and must be approved by the department supervisor. Overstaying a leave of absence without proper notification and approval constitutes an automatic voluntary resignation. An employee is prohibited from working another job, whether for another employer or self-employed, while on personal leave of absence from HTC. Employees found in violation will be discharged. An employee accepting other employment during a leave of absence shall be considered to have quit without notice as of the original date the leave was granted. All Personal Leave requests must go through the Human Resources Department to determine if the leave will qualify under Family Medical Leave (FMLA). Company-provided group benefits will cease at the end of 30 days if the employee does not return to work. The employee will be eligible to elect continuation of health coverage under the Consolidated Omnibus Budget Reconciliation Act (COBRA) see section 6.2.

7.3

Reserve Training/Active Duty Military Leave

In compliance with the Uniformed Services and Employment and Reemployment Rights Act (USERRA), all employees are eligible for a leave of absence for reserve training or active military duty. This benefit entitles the employee to return to his / her job. Employees requesting reserve training or active duty military leave must furnish a copy of their orders to their supervisor unless prevented from doing so by military necessity or if providing notice would be impossible or unreasonable. Any falsification or misrepresentation will result in disciplinary action up to and including termination. All military leave, whether active, inactive, or reserve duty, is unpaid. Upon the employees request, any accrued, but unused paid time off may be used during military leave. While on

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leave, PTO will not accrue and Company paid holidays which occur during a leave will not be paid.

7.3.1

Reserve Duty

An employee required to serve for a brief period of military training of up to 30 days will be granted a leave of absence to fulfill that obligation. Benefits will continue in force during the leave.

7.3.2

Active Duty

An employee who is called to serve a tour of active duty in the military (more than 30 days) will be granted a leave of absence to fulfill that obligation.

7.3.3

Status of Benefits

Employees on military leave for more than 30 days and who are covered by the Companys group health coverage may elect to continue coverage through COBRA for up to 18 months. Upon returning to work at the end of the leave, the employees benefit coverage will be reinstated as though there was no break in service.

7.4

Jury / Witness Duty Leave

It is an important civic obligation to appear in court for jury or witness duty. Employees who are requested to appear for such duty by a court of law or other agency of the government will be excused from their regular assignment when such duty necessitates their absence. Regular full-time employees will receive their regular wages for a regular workday while performing jury or witness duty for up to two (2) weeks or as determined by state law. Deductions will not be made for payments made by the court, including mileage or meal pay. An employee must give the Company prior notice when selected for jury or witness duty. Upon receipt of notification to appear, an employee should present such notification to his / her supervisor. The notification and satisfactory evidence that duty was performed should then be attached to the corresponding time sheet. If the employees absence from work at that

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particular time will result in an undue business hardship, the supervisor may write to the court to ask for a postponement of duty. In most cases, witnesses spend more time waiting to be called than testifying. If a supervisor agrees that there is suitable work available, an employee on witness leave should plan to take some along. In the event the court excuses an employee during normal working hours, he / she is expected to return to work immediately. Employees do not receive paid witness leave to attend trials in which they are plaintiffs or defendants. In such cases, the employee must use PTO or take unpaid time off.

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8. TECHNOLOGY INFRASTRUCTURE POLICY

Background and Purpose E-mail Policy Computer Systems Company Tools / Equipment

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8.1

Background and Purpose

This document constitutes a company-wide policy for the appropriate use of all HTC computing and network resources. It is intended to provide effective protection of individual users, equitable access, and proper management of those resources. These guidelines are intended to supplement, not replace, all existing laws, regulations, agreements, and contracts which currently apply to those resources. Access to HTC networks and computer systems is granted subject to Company policies and local, state, and federal laws. Appropriate use should always be legal and ethical, reflect academic honesty and community standards, and show restraint in the consumption of shared resources. It should demonstrate respect for intellectual property; ownership of data; system security mechanisms; and individuals' rights to privacy, freedom of speech, and freedom from intimidation, harassment, and unwarranted annoyance. HTC is not responsible for unacceptable or unethical use of the information technology environment including computer and computer networks or electronic communication system.

8.1.1

Appropriate Use

Appropriate use of information technology resources includes official work of the offices of HTC. Authorized use of HTC-owned or operated computing and network resources is consistent with the service mission of the Company, and consistent with this policy. Acceptable conduct in and use of this environment must existing local, state and federal laws. Therefore, any misuse or violation of the HTC information-technology environment will be subject to disciplinary action, up to and including termination, at the sole discretion of HTC. conform with existing Company

policies, guidelines; HTC Web, E-Mail, Intellectual Property and Information Resource and

8.1.2

Confidentiality and Privacy

Authorized access to data or information entails both privilege and responsibility, not only for the user, but also for the system administrator. HTC reserves the right, at its discretion, to review any employee's electronic files and messages to the extent necessary to ensure electronic media and services are being used in compliance with the law, this Policy, and / or

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other HTC policies. requirement of law.

HTC, of course, will ensure that all of its practices comply with the

8.1.3

Examples of Prohibited Use

Use of HTC network and computer systems is conditioned upon compliance with this and other company policies and all applicable laws. Though not exhaustive, the following list is provided to emphasize that these activities are NOT allowed on HTC networks or computer systems: Using facilities, accounts, access codes, privileges or information for which you are not authorized; Sharing your ID password with others; Excessive personal web-surfing and online-chatting; Viewing, copying, altering, or destroying anyone's files without explicit permission from that individual; Representing yourself electronically as another user; Unlawfully harassing others; Creating and / or forwarding chain letters; Posting or mailing obscene materials; Game playing; Making, distributing, or using unauthorized copies of licensed software; Unauthorized copying, reproducing, or redistributing others' text, photos, sound, video graphics, designs or other information formats; Obstructing others' work by consuming large amounts of system resources, such as disk space, CPU time, etc.; Unauthorized testing of systems and / or resources, such as using program loops, introducing destructive software e.g., "virus" software or attempting system crashes; Running or otherwise configuring software or hardware to intentionally allow access by unauthorized users; Attempting to circumvent or subvert any system's security measures;

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Advertising for commercial gain; Distributing unsolicited advertising; Disrupting services, damaging files or intentionally damaging or destroying equipment, software or data belonging to HTC or other users;

Using computing resources for unauthorized monitoring of electronic communications; and

Destroying of public records in violation of HTC retention records.

In cases of doubt, users bear the burden of responsibility to inquire concerning the permissibility of external network uses, prior to execution. Such questions should be directed to the IT Department.

8.1.4

Reporting Violations

All users should report any discovered unauthorized access attempts or other improper usage of HTC computers, networks, or other information processing equipment. If an employee observes, or someone has reported to the employee, a security notify the IT Department and the Head of Human Resources. or abuse problem with any company computer or network facilities, including violations of this policy, the employee should

8.1.5

Sanctions

Employees in violation of this policy are subject to the full range of sanctions, including the loss of computer or network access privileges without notification and will be subject to disciplinary action, up to and including termination at the sole discretion of HTC. Some violations may constitute criminal offenses, as outlined in local, state, and federal laws; HTC will carry out its responsibility to report such violations to the appropriate authorities.

8.2

E-mail Policy
However, use of HTC

E-mail is a critical mechanism for business communications at HTC. with respect and in accordance with the goals of HTC.

electronic mail systems and services are a privilege, not a right, and therefore must be used

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The objectives of this policy are to outline appropriate and inappropriate use of HTC e-mail systems and services in order to minimize disruptions to services and activities, as well as comply with applicable policies and laws. It is the policy of the Company that all communications which emanate within or which are directed to the Company including internal communications which relate to the business of the Company or personal communication are the sole and exclusive property of the Company and enjoy no privileged or confidential status as to the sender or recipient other than as further set forth herein. No employee shall have any right of privacy with respect to such communications or with respect to personal communications that are commingled in any way with Company communications. For purposes of this policy statement, communications means and includes any and all messages or communications systems including, without limitation, written or verbal communications and electronic messages (email or voicemail). systems for private purposes is strictly prohibited. The use of these

8.2.1

Scope

This policy applies to all e-mail systems and services owned by HTC, all e-mail account users / holders at HTC (both temporary and permanent), and all Company e-mail records.

8.2.2

Account Activation / Termination

E-mail access at HTC is controlled through individual accounts and passwords. It is the responsibility of the employee to protect the confidentiality of their account and password information. E-mail accounts will be granted to third party non-employees on a case-by-case basis. It is possible non-employees that may be eligible for access includes contractors. Applications for these temporary accounts must be submitted in writing to IT Department. All terms, conditions, and restrictions governing e-mail use must be in a written and signed agreement. E-mail access will be terminated when the employee or third party terminates their association with HTC, unless other arrangements are made. HTC is under no obligation to store or forward the contents of an individuals e-mail inbox / outbox after the term of their employment has ceased.

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8.2.3

General Expectations of End Users

Important official communications are often delivered via e-mail. As a result, employees of HTC with e-mail accounts are expected to check their e-mail in a consistent and timely manner so that they are aware of important Company announcements and updates, as well as for fulfilling business- and role-oriented tasks. E-mail users are responsible for mailbox management, including organization and cleaning. If a user subscribes to a mailing list, he or she must be aware of how to remove him or herself from the list. The subscriber is also responsible for updating the registration in the event that the current e-mail address used changes. E-mail users are also expected to comply with normal standards of professional and personal courtesy and conduct.

8.2.4

Appropriate Use

Individuals at HTC are encouraged to use e-mail to further the goals and objectives of HTC. The types of activities that are encouraged include: Communicating with fellow employees, business partners of HTC, and clients within the context of an individuals assigned responsibilities. Acquiring or sharing information necessary or related to the performance of an individuals assigned responsibilities. Participating in educational or professional development activities.

8.2.5

Inappropriate Use

HTC e-mail systems and services are not to be used for purposes that could be reasonably expected to cause excessive strain on systems. E-mail use at HTC will comply with all applicable laws, all HTC policies, and all HTC contracts. The following activities are deemed inappropriate uses of HTC systems and services and are prohibited: Use of e-mail for illegal or unlawful purposes, including copyright infringement, obscenity, libel, slander, fraud, defamation, plagiarism, harassment, intimidation, forgery, impersonation, soliciting for illegal pyramid schemes, and computer tampering (e.g. spreading of computer viruses).

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Use of e-mail in any way that violates HTC policies, rules, or administrative orders. Viewing, copying, altering, or deletion of e-mail accounts or files belonging to HTC or another individual without authorized permission.

Opening e-mail attachments from unknown or unsigned sources. Attachments are the primary source of computer viruses and should be treated with utmost caution.

Sharing e-mail account passwords with another person, or attempting to obtain another persons e-mail account password. E-mail accounts are only to be used by the registered user.

Excessive personal use of HTC e-mails resources. HTC allows limited personal use for communication with family and friends, independent learning, and public service so long as it does not interfere with staff productivity, pre-empt any business activity, or consume more than a trivial amount of resources. HTC prohibits personal use of its email systems and services for unsolicited mass mailings, non-HTC commercial activity, political campaigning, dissemination of chain letters, and use by non-employees.

8.2.6

Monitoring and Confidentiality

The e-mail systems and services used at HTC are owned by the Company, and are therefore its property. This gives HTC the right to monitor any and all e-mail traffic passing through its email system. While the Company does not actively read end-user e-mail, e-mail messages may be inadvertently read by IT staff during the normal course of managing the e-mail system. In addition, backup copies of e-mail messages may exist, despite end-user deletion, in compliance with HTC records retention policy. The goals of these backup and archiving procedures are to ensure system reliability and prevent business data loss. If HTC discovers or has good reason to suspect activities that do not comply with applicable laws or this policy, e-mail records may be retrieved and used to document the activity in accordance with due process. All reasonable efforts will be made to notify an employee if his or her e-mail records are to be reviewed. Notification may not be possible, however, if the employee cannot be contacted, as in the case of employee absence due to vacation. Use extreme caution when communication confidential or sensitive information via e-mail. Keep in mind that all e-mail messages sent outside of HTC become the property of the receiver. A good rule is to not communicate

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anything that you wouldnt feel comfortable being made public. Demonstrate particular care when using the Reply command during e-mail correspondence.

8.2.7

Reporting Misuse

Any allegations of misuse should be promptly reported to the IT Department. If you receive an offensive e-mail, do not forward, delete, or reply to the message. Instead, report it directly to the Director of IT.

8.2.8

Disclaimer

HTC assumes no liability for direct and / or indirect damages arising from the users use of HTC e-mail system and services. Users are solely responsible for the content they disseminate. HTC is not responsible for any third-party claim, demand, or damage arising out of use of HTC e-mail systems or services.

8.2.9

Failure to Comply

Violations of this policy will be treated like other allegations of wrongdoing at HTC. Sanctions for inappropriate use on HTC e-mail systems and services may include, but are not limited to, one or more of the following: Temporary or permanent revocation of e-mail access; Disciplinary action according to applicable HTC policies; Termination of employment; and / or Legal action according to applicable laws and contractual agreements.

8.3

Computer Systems

Employees working on one of the Company systems will be issued a password. The employee is responsible for any work done on the system under the password. The password must remain confidential in order to ensure the integrity of work and the confidentiality of our business on the system. Employees must never give out the password to others, leave the password out for others to see, leave the system while logged on under the password, give

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anyone access to the system under the password or give anyone access to the systems log-on procedures. Furthermore, employees may not use any system under another employees password unless authorized to do so. At any time, if the employee believes someone has used the password or the password is lost, he / she must immediately inform the Systems Administrator. Further, extreme care should be exercised when receiving mail, files, etc. from any source to validate that no virus is present. A virus is usually introduced from an outside source (e.g. Internet, on-line bulletin boards, etc.). Computer viruses should be considered a serious threat to the information assets of the Company. Guidelines issued by the Systems Department should be followed to maintain the security and integrity of these information assets.

8.4

Company Tools / Equipment

The Company may furnish the necessary tools (computer, laptop, cell phone, page, key, access cards, and tools) and equipment to complete job assignments. Each employee is reminded that all items purchased by the Company are the property of Company and represent a very valuable asset of the Company. as if they were his / her personal property. An inventory of tools and equipment will be made periodically. If it is determined that an It is the responsibility of the employee to whom tools and equipment are assigned to maintain and safeguard these assets

employee is negligent in the proper maintenance or storage of tools, materials, or supplies or they are misplaced or stolen, the employee will be asked to replace the same at fair market value. On the last day of employment, an employee is required to return all Company property to his / her supervisor. Employees who fail to return any Company property, including lap top computers, pagers, credit cards, tools, keys, access cards, cell phones, and any other items may be subject to legal proceedings on behalf of HTC.

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9. GENERAL HEALTH AND SAFETY POLICY

General Health and Safety Policy Security Work-Related Injury and Illness Becoming Ill at Work Applicable Laws and Regulations Physical and Verbal Altercations Workplace Violence Weapons Policy Automobile Safety Use of Cellular Phone While Driving

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9.1

General Health and Safety Policy

HTC is committed to providing a safe and healthy workplace for all its employees. It is the policy of HTC to protect the safety and health of our employees to the best of our ability. Injury and illness losses from accidents are mostly needless, costly and preventable. HTC complies with all applicable requirements issued by the federal and state Occupational Safety and Health Administrations (OSHA) and implements a site-specific safety and health program for each of its facilities. Management and all HTC employees share the responsibility for the success of the safety and health program. The objective of the safety and health program is to reduce or eliminate disabling injuries and illnesses. It is the policy of HTC to exercise all reasonable precautions to protect employees from all accidents. Management firmly believes that all accidents are preventable. Employees are expected to take an active role in promoting workplace safety. Employees witnessing an accident or unsafe working condition must report it promptly to their manager. Employees should take note of where in their departments the fire extinguishers, first-aid kits, and emergency exits are located. Employee involvement at all levels of the Company is critical for us to be successful in this effort. Current employees who pose a direct threat to the health and safety of the other individuals in the workplace will be placed on appropriate leave until an organizational decision has been made in regard to the employees immediate employment situation.

9.2

Security

For the safety of its employees and security of its property, HTC will maintain strict control over entrances to premises, access to work locations and records, computer information, and cash or other items of monetary value. Employees who are assigned keys, given special access, or assigned job responsibilities in connection with the safety, security, or confidentiality of records, material, equipment, or items of monetary or business value, will be required to use sound judgment and discretion in carrying out their duties, and will be held accountable for their failure to do so. An employee must notify his / her supervisor immediately if keys / access cards, material, equipment or items of monetary are lost or stolen.

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9.3

Work-Related Injuries and Illnesses

All HTC employees are covered by Workers Compensation insurance which is purchased by the Company in the state in which it operates. This insurance provides compensation to an employee for lost wages caused by illness, accidental injury, or death suffered in the course of or as a result of his / her employment with the Company in accordance with the laws of each state. Eligibility Eligibility for benefits under Workers Compensation insurance is automatic and is effective on the employees date of hire. Reporting If an employee suffers a work-related accident, illness or injury, no matter how minor, it must be reported immediately to the department supervisor and the Human Resources Department. An accident / injury report form must be completed within 24 hours of the incident by both the employee and supervisor. The supervisor will then forward the signed accident / injury report to the Human Resources Department for determination as first aid injury or for recording on the corresponding OSHA 300 logs for the specific branch location as a recordable injury / illness. The Human Resources Department will also provide information / direction regarding the approved workers compensation clinics to obtain treatment for any injuries. A report must be completed by the supervisor within 24 hours of the onset of illness or injury to the workers compensation insurance Company. The accident / injury report then is forwarded to the Human Resources Department. If an employee is referred to a doctor or hospital from an approved medical provider network for treatment of work-related injuries, the Human Resources Department must be notified immediately by telephone, e -mail or fax. In the event of an automobile accident, whether involving an employees personal vehicle while driving on Company business or a Company owned or leased vehicle, a report must be made with the police. Should an accident result in an injury to a member of the public or damage to private property, the employee will be required to promptly undergo drug screening at a time and place to be determined by the Human Resources Department.

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The employee must promptly notify his / her supervisor and complete a HTC accident / injury report form with the assistance of the Human Resources Department and the report is sent to the Human Resources Department. Only when an employee is returned to full duty, with no restrictions by the approved medical provider, may the employee resume his / her regular job duties. Employees will be encouraged to return to work with restrictions / light duty if work is available to accommodate the restrictions. If no work is available, the employee will be not be able to return to work until the treating physician provides the employee with a return to work certification with no restrictions. Benefits Workers Compensation benefits provide weekly payments based upon a statutorily specified amount (which vary from state to state) of the employees regular earnings as well as payments for medical and hospital expenses arising out of an occupational illness or injury. Effect on Continuous Service Date Any time lost by an employee due to an occupational illness or injury covered by Workers Compensation insurance for their state will be credited as active service for all Company benefits. The Company will comply with all state and federal laws pertaining to Workers Occupational Diseases and Workers Compensation.

9.4

Becoming Ill at Work

If an employee becomes ill while at work, he / she should promptly notify his / her supervisor. If medical attention is needed, or if the employee desires to leave before his / her scheduled work time, the employee must notify his / her supervisor before leaving the office or work-site. Employees who routinely leave work due to non-work- related illnesses, except when on Family Medical Leave (FMLA), may be subject to corrective action, up to and including termination. Consult with the Human Resources Department to determine if FMLA may be applicable.

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9.5

Applicable Laws and Regulations

If an employee learns from any source that any action by HTC may present a substantial risk of injury to health or the environment, the employee should immediately report the situation to the Head of Human Resources.

9.6

Physical and Verbal Altercations

To promote both safe and efficient operations, HTC expects and requires all of its employees to display common courtesy and engage in safe and appropriate behavior on the job at all times. Any involvement in incidents of physical violence or strenuous horseplay (e.g. chasing in the office) is considered dangerous and unacceptable behavior that violates this standard of appropriate behavior in the workplace. Racial or ethnic slurs, sexually harassing remarks, threats of violence, and any other provocative comments, language, or actions are not tolerated. Employees who make provocative comments or otherwise engage in provocative conduct towards co-workers or other individuals ordinarily are held at least equally culpable for any ensuing physical altercation, even if they do not strike the first blow or otherwise initiate a physical confrontation. Employees are responsible for their conduct on HTC premises, whether they are on or off duty. HTC general rules of conduct and behavior expectations also apply when employees are traveling on HTC business, as well as any time employees are working for or are representing HTC away from the premises. HTC promptly investigates any physical or verbal altercation, threats of violence, or other conduct by employees that threatens the health or safety of other employees, or the public, or otherwise might involve a breach of, or departure from the conduct standards outlined in this Policy. All incidents of altercations are treated as gross misconduct and can result in disciplinary action, up to and including suspension or termination of employment at the sole discretion of HTC.

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9.7

Workplace Violence

HTC endorses the principle that the workplace should be free of threatened or actual violence. The guidelines for employee conduct specifically prohibit destruction or abuse of Company property, bringing weapons to work, fighting, or any physical or verbal confrontations of a threatening nature. Any violation of one of these guidelines may lead to termination. HTC prohibits any type of workplace violence. Employees who exhibit any type of violent behavior will be subject to disciplinary action up to and including termination at the sole discretion of HTC. Violent behavior includes, but is not limited to, the following: Bringing firearms, illegal knives, explosives, or any other weapons onto HTC property or HTC client property. Fighting, assault behavior, or any other related actions. Threats of violence, whether verbal or non-verbal, or menacing or intimidating gestures. Threats or actual violence actions performed as a joke.

It is important that every employee understand that there is no such thing as an idle threat. All threats of violence will be taken seriously. If an employee makes a threatening statement or gesture, the Company will not accept as a defense that he / she did not mean it or that the employee was not serious. If an employee states that he / she is going to take some violent action, the Company will consider the statement as a real threat and act accordingly. Similarly, the Company will not tolerate threats made in maybe terms. Statements like, maybe I should get my co-worker, or I should think about getting even, will be viewed as threats and treated accordingly. It is HTC policy to assure employees that they have the ability to communicate their concerns over workplace conditions at all times, while informing all that there will be no tolerance whatsoever of any threats or acts of violence on HTC premises or against HTC clients. If any employee witnesses or is a victim of threatening action or conduct, it is the employees affirmative obligation to immediately report any threat of violence against any co-worker, supervisor, client, or any other individual by a fellow worker to the Head of Human Resources. The potential loss of life associated outweighs the obligation to preserve any confidence requested by the employee articulating the threat. Accordingly, if any employee fails to report

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anothers threat of violence as outlined above, the employee will be subject to disciplinary action up to and including termination at the sole discretion of HTC. Reports will be promptly investigated and appropriate action will be taken. Employees should know that HTC will make every reasonable attempt to handle all such matters in confidence and with discretion, to the extent possible. On the other hand, HTC will do everything possible to maintain a safe workplace, acting within the framework of the law. If legal proceedings are necessary to deal with a problem, complete secrecy may not be possible. Employees should be aware that any articulated threat of violence may result in an investigation of the employees background, criminal history, weapons ownership, traffic citations, police reports, or a legal search of the employees work area, desk, automobile, purse, bags, containers, or personal effects. No employee who articulates a threat of violence should expect to maintain privacy in those areas that need to be investigated to assure the safety of HTC workforce.

9.8

Weapons Policy

This Weapons Policy applies to all HTC employees, agency temporary and leased workers, visitors, clients, and contractors on HTC property, regardless of whether or not they are licensed to carry a weapon. HTC is committed to providing a safe working environment for all of its employees. As part of that commitment, HTC has established a policy prohibiting all firearms or weapons of any type, concealed or unconcealed, on Company property, parking lots, or at any client work-site. Even though many states have enacted a concealed handgun law, the right to carry a concealed handgun or other weapons, even though legally obtained, does not apply to the premises of HTC (including parking lots), or to HTC employees at any client work-site. If an employee has any client work-site security concerns, the employee should notify his / her supervisor immediately. All HTC employees are also prohibited from carrying a weapon while in the course and scope of performing their job, whether or not they are on HTC premises. Employees may not carry a weapon covered by this Weapons Policy while performing any task on HTC behalf. An employee who is aware of anyone violating this Policy must report it to the Head of Human Resources immediately. Do not discuss this matter with any other employee. No employee will be penalized for good faith reporting of such a violation.

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Prohibited weapons include any form of weapon or explosive restricted under local, state, or federal regulation. This includes all firearms, illegal knives, or other weapons covered by the law. Employees, who have a question about whether an item is covered by this Policy, should contact the Head of Human Resources. Employees are responsible for making sure that any potentially covered item in their possession is not prohibited by this Policy. Company property covered by this Policy includes, without limitation, all HTC-owned or leased buildings and parking lots. Company vehicles are covered by this Policy at all times regardless of whether they are on Company property. The policy also applies when conducting business on behalf of HTC at a clients facility or field site. HTC reserves the right to conduct searches of any person, vehicle, or object that enters onto Company property. Additionally, the Company may search a vehicle owned or used by its employees when it is being used to conduct business on behalf of HTC, whether or not the vehicle is located on Company property at the time. Searches may be conducted only by an authorized member of Companys senior management or by local authorities. To the extent the search is requested by HTC management and the employee is present, the employee may refuse the search; however, such refusal can result in termination of employment for refusal to cooperate. HTC reserves the right to conduct searches on Company property or authorize searches by law enforcement on Company property without the employee being present. Failure to abide by all terms and conditions of the policies described may result in disciplinary action, up to and including termination. Further, carrying a weapon onto Company property in violation of this policy will be considered an act of criminal trespass will be grounds for immediate removal from the Company property and may result in prosecution.

9.9

Automobile Safety

Seat belts must be worn at all times by drivers and passengers in HTC-owned, leased, or rented vehicles, as well as in personal vehicles when they are being used for Company business. Drivers are required to adhere to all legal speed limits and to operate vehicles in a safe and responsible manner, taking into consideration all traffic and weather conditions. Employees are responsible for any traffic violations including parking fines. Employees are responsible for driving a car that is in safe and drivable condition.

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Employees are prohibited from driving a Company-owned, rented or leased vehicle, or operating their own vehicle on Company business while under the influence of alcohol or any other substance, including legal prescription drugs, that could affect judgment, reflexes, or any other aspect of driving ability. Failure to comply with these safety policies will result in disciplinary action, up to and including termination.

9.10 Use of Cell While Driving

In order to maintain employee productivity, HTC issues certain employees in key positions a cellular phone so they can stay in contact with clients and coworkers while they are out of the office on business. HTC encourages its employees to remember safety when using their cellular phones for business purposes. When driving, employees are encouraged to pull over and park for cell phone conversations or use a hand-free device. All HTC employees driving on business are expected to conduct themselves in a safe and legal manner, to obey posted speed limits and to observe state and local laws pertaining to cell phone use.

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10. BUSINESS TRAVEL AND EXPENSE REIMBURSEMENT POLICY

General Policy Guidelines Relocation

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The following procedures are to be adhered to by all HTC employees and subcontractors; however, any of the following may be subject to Client contract limitations or government procurement regulations. Employees should see their supervisors for direction regarding these issues.

10.1 General Policy

Employees are expected to be responsible for the efficient and economical use of available travel funds and to use good judgment in managing their business travel. Since no Policy can anticipate and provide for all transactions, the intent of this Policy is to provide guidelines regarding business travel. It is HTCs Policy to be prudent with regard to business travel and related expenses. Therefore, business trips must be: Pre-approved by the employees supervisor; Planned as far in advance as possible; and Scheduled so as to minimize impact on the workday and so as to include multiple meetings or sales calls. Business travel arrangements should be made through the Companys travel representative as far in advance as possible and the employee should complete a Travel Request Form. By planning through the business travel representative, employees will be able to take full advantage of available discounted airfares. The Company has also directly negotiated favorable automobile rental rates for all employees on business travel. This Policy applies to all employees who are traveling on business on behalf of the Company or its Clients. No spouse / dependant travel expenses are reimbursable under Company Policy.

10.1.1 Expense Report Submission & Approval

Expense reports are to be submitted no later than 30 calendar days following the end of the pay period in which the expense is incurred. The business expense must be detailed on the HTC Expense Report form and should have the original receipts taped to an 8 by 11 piece of paper and accompanying the Expense Report Form. Business, Travel, and Relocation

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Expenses incurred more than 30 days before the submission of the expense report will not be reimbursed. Any expenses incurred outside the USA will be converted to, and paid in U.S. Dollars. If an employee uses a credit card, the exchange rate used by the credit card Company is acceptable. A copy of the credit card statement is to be attached to the expense report. It is required that expenses be discussed with and approved by a supervisor before they are incurred. An employees expense report must be reviewed, approved, and signed by his / her immediate supervisor. Such review is to include an appraisal of the validity of the reported expenditures, determination of the business necessity, reasonableness of such expenses and the appropriate supporting documentation. The reviewed report must then get final approval by the Accounting Manager, Vice President(s) and / or President, before the payment is processed. It is highly recommended that employees retain a copy of their expense report for future reference. Employees should refer to the HTC employee website for a sample copy of the Employee Expense Report form.

10.1.2 Expenses Incurred on behalf of the Client

Employees working at a client location who incur expenses that are chargeable to the client (e.g., travel on behalf of client, etc.) are required to keep track of such expenses. The employee should discuss with their supervisor and / or Accounting Manager for clarification on reimbursable expenses. For these expenses the employee should submit a HTC Expense Report form, as per the section above, and HTC will reimburse the employee after receiving the approval from the client, and in turn bill the same to the client. The expense report should highlight the fact that the expenses are incurred on behalf of the client and are chargeable to the client and the client should sign the HTC Expense Report form before the employee submits form to HTC for processing.

10.2 Guidelines
When preparing to travel, keep in mind the number of employees traveling to the same location and the time requirements of the travel to optimize the mode of travel. Air travel is not always the optimal form of transportation and consideration should be given to driving to destinations within two hundred (200) miles.

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10.2.1 Air Travel

The cost of airline tickets reserved through HTC will be paid directly by HTC, and is not a reimbursable item and should not be shown on the expense report. However, the original copy of the passenger ticket receipt must be submitted to HTC when the employee returns from a trip along with the expense report; this is required for audit purposes. Should it be necessary for an employee to purchase airline tickets on his / her own, the cost is reimbursable and should be included with the other reimbursable items on the expense report. The original passenger ticket receipt must also be attached. All traveling employees must observe the following guidelines: All travel must be by economy or coach class on all flights, including international; no first or business class will be reimbursed. There are no exceptions to this Policy. All air travel must be planned as far in advance as possible. Even if travel plans change, the additional charges for rescheduling flight may still result in substantially reduced fares over non-advance ticketing. Business requirements may often dictate the day and general timing of flights, but employees should consider a range of departures and arrival times to facilitate obtaining the lowest possible airfares on flights. Employees should always take the lowest possible fare for a given range of departure times, regardless of carrier or seat assignments. Employees who regularly travel to the same location should take advantage of alternative ticketing methods, which can provide substantial savings. Groups of ten or more employees traveling together may be able to take advantage of special meeting fares. Any refund of an expense that was previously reimbursed by the Company must be reflected on a future expense report to ensure that the Company gets credit for any unused or refunded charges. Any change in flight times or routing, or upgrades to first-class will be at the employees expense.

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10.2.2 Lodging
It is the Companys policy for all employees to stay at reasonably priced, moderate hotels. A single room with private bath is the Company standard. cost to the Company. The cost of hotel rooms reserved through a hotel that HTC has a Direct Bill relationship with, will be paid directly by HTC, and is not a reimbursable item, and should not be shown on the expense report. However, the original hotel bill should be submitted with the expense report. Employees are responsible for canceling their own hotel reservations when they no longer intend to stay at the hotel. Fees arising from the failure of a traveler to cancel hotel reservations, such as no show fees, will not be reimbursed. Employees should check their itineraries for specific hotel cancellation policies. Employees may retain rewards under hotel rewards programs. However, an employee must not select a hotel based on rewards programs that would result in the Company incurring incremental cost beyond the spending guidelines as described in this document. In-room movie, laundry, and "mini-bar" charges will be deemed of a personal nature and, therefore, not reimbursed. Each employee must include the itemized hotel receipt with the expense report in order to be reimbursed. When corporate apartments are available, the supervisor may request the employee to use the apartment to avoid additional

10.2.3 Ground Transportation

Employees traveling to and from the same location should share ground transportation whenever possible. The most economical mode of transportation should be used. Limousines and chauffeur driven vehicles are prohibited at the travel destination or to and from the airport. Modes of transportation to consider are: a. Buses, subways and taxis b. Hotel and airport shuttle services c. Personal car d. Rental cars

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Daily Commuting to Work:

All employees are expected to commute to work at their own cost, irrespective of how far they live from the place of work. The work location could be either HTCs Offices or client location, as the case may be.

Business Related Commuting:

All miles driven in excess of roundtrip from home to HTC Office will be reimbursed at the current mileage rate. Example: Employee lives 18 miles away from an HTC Office location. Employee commutes 88 miles (round-trip) on a given day from home to visit customer locations for business purposes. The employee returns home from the customer location at the end of the day. The employee is eligible to receive reimbursement for 52 miles (88-18*2) at the current mileage rate. In short, mileage equivalent to daily commute to work (HTC location) is not reimbursable. HTC will reimburse tolls and parking fees incurred while driving to the new location. Original receipts are to be attached to the expense report. HTC will not reimburse fines, parking tickets, etc. The employee is responsible for the cost of any traffic or parking violations incurred while driving their personal vehicle or a corporate vehicle on company business. In order to be reimbursed for mileage, each employee must list the business use of his / her automobile on the expense report and must include the total miles driven, from the start of the business trip to the end. When several employees are traveling together, employees are expected to go in one car to avoid additional cost to the Company. It is required that all employees maintain at least the minimum insurance requirements of the state where they reside. HTC recommends any employee who uses their personal vehicle for company business to carry personal liability coverage of at least $100,000 per person and $300,000 per occurrence. It is recommended that any employee using their personal vehicle for business purposes review their coverage and rating with their insurance carrier to ensure that the coverage is adequate. Accidents that may involve a personal employee vehicle used in Company business should be referred to the employees personal insurance company for resolution. The employees insurance carrier is the primary insurer in the event of an accident and HTCs insurance will be secondary, if necessary. Whenever possible, vehicles owned or leased by the Company should be used for local travel. Company-owned or leased vehicles may only be operated by those individuals who have Company authorization to do so. Personal use of Company vehicles is prohibited. Individuals

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with a company-owned vehicle will be required to submit the amount of personal use of that vehicle annually as required by the IRS. If the employee is unable to provide documentation of their personal use, they will automatically default to a minimum of 30% personal usage. This will be reported on your annual W-2. HTCs automobile insurance carrier reviews the driving records of all employees who drive a Company-owned or leased vehicle or who may have occasion to drive their own vehicle on Company business. Accordingly, an employees driving record may be reviewed upon hire and periodically thereafter. The carrier reserves the right, based on the review, to exclude specific individuals from the HTC automobile insurance policy. Because these exclusions could have serious liability implications for HTC, an individual whose driving record is unacceptable to our insurance carrier will not be permitted to operate a Company-owned or leased vehicle or to drive their own car on Company business. Any actions taken by excluded employees (e.g., safe driving classes, etc.) will be considered favorably when their record is reviewed; however, these individuals will still be excluded from operating a Company-owned or leased vehicle until their driving record becomes acceptable to HTCs insurance carrier. For those individuals whose job duties can be fulfilled only if they are able to drive (e.g., driving to client sites, facilities and courier personnel); poor motor vehicle driving records could result in temporary layoff or permanent separation from the Company. Car rental must be based on need, not personal convenience. Car rentals are allowed when it is less expensive than other available forms of transportation such as taxis or airport shuttles. Employees will be reimbursed for compact car rentals. Intermediate size car rentals will only be reimbursed dependent on the business need or number of employees traveling together. The company will not reimburse luxury automobiles. When renting automobiles, employees should observe the following: Lost Damage Waiver (LDW) and Primary Liability Insurance (PLI) are provided by HTC insurance carriers. Therefore, all supplemental insurance coverages must be declined when renting vehicles in the United States and Canada. When renting a vehicle in any other country, accept the local insurance offered. Employees should make sure to receive the negotiated corporate rate for a compact car. Certain cities may have surcharges.

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If an employee has an accident with a rented vehicle, the employee should contact the police, the employees immediate supervisor, and the car rental agency. A copy of the police and accident report must be provided to the rental agency. A copy of the reports, witness identities and statements should also be provided to the Accounting Department. No statement of liability or cause of an accident should be made to the rental agency, the insurance company of the other party or the police.

Employees must fill the gas tank before returning the rental car. Gasoline surcharges are not reimbursable.

When several employees are traveling together, employees are expected to rent one car to avoid additional cost to the Company.

10.2.3 Other Travel Related Expenses

a) Reimbursable Expenses: In general, reasonable business travel expenses will be reimbursed. When submitting expenses for reimbursement, employees should consider the following: Personal and business meals, including food and beverage, tax and gratuity, incurred on authorized Company business will be reimbursed at cost. Original receipts are to be submitted for all meals, regardless of cost. Meal expenses, which are considered excessive, may not be fully reimbursed. The cost of in-town meals purchased for fellow employees is allowable only when specific Company business is conducted during the meal (e.g., a job performance review). Non-business meals for fellow employees will not be reimbursed. Business entertainment expenses incurred by the employee and related to business development may be reimbursable. The employee must have a valid business reason and must obtain prior approval from their immediate supervisor. The names of the persons entertained and a short note on the outcome of the business discussions should be submitted along with the expense report as required. Business telephone calls and necessary calls to the employees immediate family are reimbursable while the employee is away on business. It is generally understood that such personal calls will not exceed one per day. Avoid hotel surcharges for telephone calls if possible.

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b) Non-Reimbursable Expenses: The following list includes other expenses beyond those addressed elsewhere that will not be reimbursed. Alcoholic beverages Gum, candy, or tobacco products Loss or theft of personal funds or property Snacks, coffee, tea or water outside of reimbursable meals Tips greater than 15%. Movies, including in-flight and in-room Mini-bar snacks and beverages Charges made to air phones. Luggage and briefcases. Reading Material such as: Magazines, newspapers and books Airline club dues and / or initiation fees. Traffic fines or other personal legal obligations. Personal services or items such as: Toiletries, clothing, hair-cuts, shoe shines Parties or Personal Recreation Transportation to or from domiciled office Spousal travel Gasoline surcharge on rental cars Expenses incurred more than thirty (30) days prior to the submission of the expense report.

10.2.4 Travel Advances

Travel advances will not be provided except in special circumstances and will require the prior approval of management.

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10.3 Relocation
HTC shall attempt to keep employees at the same location as much as possible. However, due to the nature of our business, employees may be required to move to a different location periodically. Employees who relocate on behalf of the Company should work with the Company for all moving arrangements. These arrangements are to be formalized and approved in writing based on the following policies. HTC reserves the right to make any changes / amendments to the policy. In some cases, HTC may make arrangements for relocation at its discretion. Below is a summary of the reimbursable expenses: Category Airfare OR Mileage > 500 Miles < 500 Miles Transportation of Household Items Shipment of Personal Vehicle Lease Breakage Hotel Car Rental (While personal vehicle is being Car shipped) Expenses $300 / $150 $300 / $150 Limit Actual 50 cents per mile 40 cents per mile Actual Cost Actual Cost Actual Cost Actual Cost Actual Cost ** ** ** 7 day max. 7 day max. Ceiling None

** Combined maximum of $2,000 for transportation of these three items (household items, shipment of personal vehicle and lease breakage) will be paid by HTC. Employees are expected to be responsible for the efficient and economical use of their relocation expenses and to use good judgment in managing their expenses. Expenses incurred by the employee directly should be submitted on the HTC Expense Report Form with actual receipts no later than 30 days after the expense was incurred.

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10.3.1 Airfare / Mileage

Whenever the relocation involves more than 500 miles, the air ticket will be booked by HTC. For this purpose, the employees shall inform HTC the details of their immediate family members. However, if the employee decides to drive the distance, he / she will be reimbursed mileage at the rate of 50 cents per mile. The difference between the reimbursed rate and the allowed IRS mileage rate is reported as taxable income on your pay voucher. HTC requires the employee to drive to the new location if the distance is 500 miles or less to minimize the inconvenience of having to obtain alternate transportation at the destination. HTC reimburses mileage at the rate of 40 cents per mile. This mileage rate covers all costs of operating the vehicles for the miles driven. There is no additional reimbursement for gas, oil, car repairs or emergency road service regardless of when the problem occurs. An employee who uses his / her personal vehicle for any business purpose including relocation is responsible for having the vehicle adequately insured. The employees insurance carrier is the primary insurer in the event of an accident. The company requires any employee who uses a personal vehicle for company business to carry personal liability coverage of at least $100,000 per person, $300,000 per occurrence. It is recommended that any employee using a personal vehicle for business purposes review the coverage and rating with their personal insurance carrier to ensure that the coverage is adequate. HTC will reimburse tolls and parking fees incurred while driving to the new location. Original receipts are to be attached to the expense report. The employee will be solely responsible for any traffic violations, parking tickets, etc.

10.3.2 Transportation of Household Items

The employee shall obtain three comparative estimates from transporters for movement of household items from the current location to the project destination. Estimates shall be forwarded to HTC for review and approval. The employee should move the household items through the transporter approved by HTC, irrespective of the time limit. A direct bill should be

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set up by the employee between the transporter and HTC. The charges will be paid directly by HTC to the transporter.

10.3.3 Shipment of Personal Vehicle

HTC will pay for moving one personal vehicle per relocation. The employee shall obtain three comparative estimates for the shipment of their personal vehicle from the current location to the project destination. Estimates shall be submitted to HTC for review and approval. The employee shall move their vehicle only through the shipper approved by HTC. should be set up between HTC and the transporter by the employee. A direct bill

10.3.4 Lease Breakage

HTC will pay for lease breakage incurred due to relocation within the limits of the policy. The employee shall send a copy of the lease, copies of receipts showing payment, and a copy of the final settlement from the apartment complex. The intent of HTC is to prevent

employees from paying rent in more than one location for any period in time.

10.3.5 Hotel
HTC will provide hotel accommodations for a maximum of 7 days. If any employee is not able to finalize his / her accommodations within seven days, any charges for accommodations over and above seven days will be borne by the employee.

10.3.6 Car Rental

HTC will provide car rental for a maximum of 7 days.

10.3.7 Expenses
In the locations where HTC does not have corporate housing facilities a relocation allowance of $300 will be paid toward food, transportation and other miscellaneous expenses. In the locations where HTC has corporate housing facilities and when the employee stays in the corporate apartment or has made his/her own living arrangement (such as Bloomington, IL,

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Grand Rapids, Lansing, and Troy, MI) a relocation allowance of $150 will be paid towards food and other miscellaneous expenses. Employees who are with HTC for less than three months may request a relocation loan of up to $1,500. Employees are expected to submit to the Accounting Department an application for a relocation advance duly signed by their Supervisor / Resource Manager. The advance will be deducted in four paychecks. If the project site is situated within a radius of 50 miles from the HTC Head Office, no reimbursement of expenses / allowance will be paid by HTC.

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11. EMPLOYEE ACKNOWLEDGEMENT FORM

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Employee Acknowledgement Form

I, _____________________________ hereby acknowledge that I have received the HTC Employee Handbook (Handbook) dated February 9, 2012. I agree that I have read the Handbook and I understand its content and will make every effort to comply with its content. I understand that no person other than the President of the Company or his / her designated representative has the authority to enter into any written agreement for employment for any specific period of time or to make any agreement contrary to the foregoing and such agreement must be in writing to be enforceable. Nothing in this Handbook established the right to or in any way guarantees the employment or continued employment of any person of HTC. Furthermore, I acknowledge and agree that the terms of this Handbook supersedes all prior handbooks, all amendments, and all prior oral and written communication regarding employment with HTC, except for the conditions outlined in my offer of Employment, employment contract, including, but not limited to, any shareholders agreement or other written agreement I may have with HTC, its owners or its affiliates. I further understand that if I have a disability and need accommodations for employment or if I become disabled, I must notify HTC within 182 days of my need for accommodation.

Employees Name (please print)

Employees Signature

Date

Return this page to the Human Resources Department with your signature and date to the following address: HTC Global Services, Inc. Attn: Human Resources Department 3270 W. Big Beaver Road Troy, MI 48084

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