Peckham Industries, Inc

Information Handbook

For

Employees

Peckham Industries, Inc NOTHING CONTAINED IN THIS HANDBOOK IS INTENDED TO CREATE (NOR SHALL BE CONSTRUED AS CREATING) A CONTRACT OF EMPLOYMENT (EXPRESS OR IMPLIED) OR GUARANTEE EMPLOYMENT FOR ANY TERM OR FOR ANY SPECIFIC PROCEDURES. THERE IS NO CONTRACT OF EMPLOYMENT BETWEEN PII AND ANY ONE OR ALL OF ITS EMPLOYEES. EMPLOYMENT SECURITY CANNOT BE GUARANTEED FOR OR BY ANY EMPLOYEE.

THE CONTENTS OF THIS EMPLOYEE GUIDE ARE CONFIDENTIAL TO, AND THE SOLE PROPERTY OF, PECKHAM INDUSTRIES, INC. Peckham Industries, Inc Confidential

Table of Contents

SECTION 1 EMPLOYMENT ...... 1

1.1 WORKPLACE HARASSMENT & DISCRIMINATION...... 1 1.1.1 OTHER FORMS OF UNLAWFUL HARASSMENT 2 1.1.2 UNLAWFUL DISCRIMINATION 2 1.1.3 PROCEDURES FOR ADDRESSING CLAIM OF UNLAWFUL HARASSMENT OR DISCRIMINATION 2 1.2 APPLICATION FOR EMPLOYMENT...... 4 1.3 CONFIRMATION OF PREVIOUS EMPLOYMENT...... 4 1.4 COMPLIANCE INFORMATION...... 4 1.5 IMMIGRATION LAW COMPLIANCE...... 4 1.6 MEDICAL EXAMINATION...... 5 1.7 DRUG TESTING...... 5 1.8 MOTOR VEHICLE RECORD (MVR) INQUIRY...... 5 1.9 CREDIT CHECK...... 6 1.10 AFFIRMATIVE ACTION PLAN...... 6 1.11 THE AMERICANS WITH DISABILITIES ACT (ADA)...... 6 1.12 AIDS POLICY...... 7 1.12.1 NON-DISCRIMINATION 7 1.12.2 CONFIDENTIALITY 7 1.13 CATEGORIES OF EMPLOYEES...... 7 1.14 BENEFIT ELIGIBILITY...... 8 1.15 ORIENTATION...... 8 1.16 EVALUATION PERIOD...... 9 1.17 PAYROLL INFORMATION...... 9 1.18 CONTINUOUS SERVICE DATE...... 9 1.19 IDENTIFICATION...... 9 1.20 EMPLOYMENT OF RELATIVES...... 9 1.21 EMPLOYMENT OF MINORS...... 9 1.22 EMPLOYMENT-AT-WILL...... 10 1.23 EMPLOYEE INFORMATION...... 10 1.24 PERSONNEL FILES...... 11 1.25 CONTENTS OF PERSONNEL FILES...... 11 1.26 EMPLOYEE'S REQUEST FOR REVIEW OF PERSONNEL FILE...... 11 1.27 MANAGEMENT'S REVIEW OF PERSONNEL FILES...... 12

SECTION 2 WORKING HOURS AND PAY ...... 13

2.1 COLLECTIVE BARGAINING AGREEMENTS...... 13 2.2 WORKING HOURS...... 13 Peckham Industries, Inc Confidential

2.2.1 PLANT EMPLOYEES 13 2.2.2 WHITE PLAINS OFFICE EMPLOYEES 13 2.3 OVERTIME...... 13 2.4 PREMIUM TIME...... 14 2.5 PAY PERIOD AND PAYMENT...... 14 2.5.1 WEEKLY PERSONNEL 14 2.5.2 MONTHLY PERSONNEL 14 2.6 RECORDING TIME WORKED...... 14 2.7 ATTENDANCE...... 14 2.8 EXCUSED ABSENCES...... 15 2.9 UNEXCUSED ABSENCE...... 15 2.10 TARDINESS...... 15 2.11 FAMILY EMERGENCY...... 15 2.12 SEVERE WEATHER CONDITIONS...... 16 2.13 PERFORMANCE EVALUATIONS...... 16 2.14 ADVANCEMENT...... 16 2.15 PAYROLL DEDUCTIONS FROM GROSS PAY...... 16 2.16 ERROR IN PAY...... 17 2.17 GARNISHMENT OF EMPLOYEE WAGES...... 17 2.18 DIRECT DEPOSIT...... 17 2.19 AUTHORIZED CHECK PICKUP...... 17 2.20 SEVERANCE PAY...... 17 2.21 ADVANCES AND LOANS...... 18

SECTION 3 BENEFITS ...... 19

3.1 EMPLOYEE BENEFITS DEPARTMENT...... 19 3.2 VACATION ELIGIBILITY...... 19 3.2.1 GROUP I. EXECUTIVE PERSONNEL, SUPERINTENDENTS, PLANT MANAGERS 19 3.2.2 GROUP II. ESTIMATORS, SALESMEN, ASSISTANT SUPERINTENDENTS 20 3.2.3 GROUP III. OFFICE CLERICAL EMPLOYEES, PLANT CLERKS, TIMEKEEPERS 20 3.2.4 GROUP IV. HOURLY PLANT AND PRODUCTION PERSONNEL 21 3.3 ACCRUED VACATION PAY AT TERMINATION...... 21 3.4 VACATION SCHEDULES...... 22 3.5 VACATION PAY...... 22 3.6 OBSERVED HOLIDAYS...... 22 3.7 GROUP HEALTH INSURANCE...... 23 3.8 GROUP DENTAL PLAN...... 23 3.9 GROUP VISION CARE PLAN...... 24 3.10 CONTINUATION OF GROUP HEALTH INSURANCE (COBRA)...... 24 3.10.1 EMPLOYEE 24 3.10.2 DEPENDENT 24 3.10.3 TERMINATION OF CONTINUATION BENEFITS BEFORE MAXIMUM PERIOD ENDS 25 3.11 GROUP LIFE INSURANCE...... 25 3.12 ACCIDENTAL DEATH AND DISMEMBERMENT INSURANCE...... 25 3.13 DISABILITY BENEFITS...... 26 3.14 EDUCATIONAL ASSISTANCE...... 26 3.15 JURY/WITNESS DUTY...... 27 3.16 VOTING...... 28 3.17 FUNERAL LEAVE...... 28 Peckham Industries, Inc Confidential

3.18 SICK LEAVE...... 29 3.19 EXTENDED MEDICAL ABSENCES...... 30 3.20 MATERNITY LEAVE...... 30 3.21 FAMILY/MEDICAL LEAVE...... 31 3.22 MILITARY LEAVE...... 32 3.23 SOCIAL SECURITY...... 32 3.24 WORKERS' COMPENSATION...... 32 3.24.1 ELIGIBILITY 32 3.24.2 REPORTING 32 3.24.3 BENEFITS 32 3.24.4 WAGE CONTINUATION 32 3.24.5 EFFECT ON CONTINUOUS SERVICE DATE 32 3.25 UNEMPLOYMENT COMPENSATION...... 33

SECTION 4 PECKHAM INDUSTRIES, INC DEFERRED COMPENSATION PROFIT SHARING THRIFT PLAN (401-K) ...... 34

4.1 OVERVIEW...... 34 4.2 WHEN CAN I JOIN?...... 34 4.3 WHAT ARE ELECTIVE AND VOLUNTARY CONTRIBUTIONS?...... 34 4.4 HOW MUCH DO PECKHAM INDUSTRIES, INC. AND I CONTRIBUTE?...... 34 4.5 CAN I INCREASE, DECREASE, OR STOP MY CONTRIBUTION?...... 35 4.6 HOW ARE CONTRIBUTIONS INVESTED?...... 35 4.7 WHAT ARE YOUR PLAN'S INVESTMENT ACCOUNT OPTIONS:...... 35 4.8 HOW CAN I FIND OUT HOW MUCH MONEY IS IN MY ACCOUNT?...... 36 4.9 CAN I MOVE MY MONEY FROM ONE INVESTMENT OPTION TO ANOTHER?...... 36 4.10 DO I RECEIVE A REGULAR STATEMENT OF THE VALUE OF MY ACCOUNT?...... 37 4.11 WHAT HAPPENS IF I LEAVE PECKHAM INDUSTRIES?...... 37 4.12 WITHDRAWALS BEFORE RETIREMENT...... 37 4.12.1 WHAT IS A QUALIFYING EMERGENCY ? 37 4.12.2 WHAT IS A FINANCIAL HARDSHIP ? 37 4.13 CAN I BORROW MONEY FROM MY ACCOUNT?...... 38 4.14 WHEN CAN I RETIRE AND WHAT WILL I RECEIVE?...... 38 4.15 WHAT WILL I RECEIVE IF I AM TOTALLY AND PERMANENTLY DISABLED?...... 38 4.16 WHAT WILL MY BENEFICIARY RECEIVE IF I DIE WHILE A PARTICIPANT?...... 38 4.17 WHAT WILL I RECEIVE IF I TERMINATE EMPLOYMENT FOR OTHER REASONS?...... 38 4.18 WHAT IS VESTING?...... 38 4.19 NON-VESTED ACCOUNT REINSTATEMENT UPON RETURN TO WORK...39 4.20 WHEN WILL MY BENEFITS BE PAID?...... 39 4.21 HOW WILL MY BENEFITS BE PAID?...... 39 4.21.1 LUMP SUM PAYMENT 40 4.21.2 INSTALLMENT ANNUITIES 40 4.21.3 LIFE ANNUITIES 40 4.21.4 DEFERRED ANNUITIES 40 4.22 HOW CAN A DOMESTIC RELATIONS ORDER AFFECT MY BENEFITS?....40 Peckham Industries, Inc Confidential

4.23 HOW WILL I BE TAXED?...... 41 4.24 WHAT HAPPENS IF THE PLAN OR GROUP ANNUITY CONTRACT TERMINATES?...... 41 4.25 DOES THE PENSION BENEFIT GUARANTY CORPORATION INSURE THE PLAN?...... 41 4.26 WHAT CAN I DO IF MY BENEFIT REQUEST IS DENIED?...... 41 4.27 HOW DO I GET MORE INFORMATION ABOUT THE PLAN?...... 42

SECTION 5 REVISED PECKHAM INDUSTRIES, INC. EMPLOYEES' RETIREMENT PLAN ...... 43

5.1 INTRODUCTION...... 43 5.2 PLAN NAME...... 43 5.3 PLAN SPONSOR & ADMINISTRATOR...... 43 5.4 PLAN TRUSTEE...... 43 5.5 PARTICIPANTS' RIGHTS...... 44 5.6 OBLIGATIONS OF FIDUCIARIES...... 44 5.7 PROVISIONS FOR LEGAL ACTION...... 44 5.8 FOR MORE INFORMATION...... 45 5.9 SUMMARY PLAN DESCRIPTION...... 45 5.10 WHO IS COVERED?...... 45 5.11 WHAT IS SERVICE?...... 45 5.12 HOW ARE PERIODS OF SERVICE DETERMINED?...... 46 5.12.1 WHAT IS A BREAK IN SERVICE? 46 5.13 WHO PAYS?...... 47 5.14 WHAT ARE NORMAL RETIREMENT BENEFITS?...... 47 5.15 PAST SERVICE BENEFIT FORMULA...... 47 5.16 FUTURE SERVICE BENEFIT FORMULA...... 48 5.17 WHAT ARE EARLY RETIREMENT BENEFITS?...... 49 5.18 WHAT ARE VESTED BENEFITS?...... 50 5.19 WHAT ARE POSTPONED RETIREMENT BENEFITS?...... 50 5.20 WHAT IS DISABILITY RETIREMENT?...... 50 5.21 HOW ARE RETIREMENT BENEFITS PAID?...... 51 5.22 WHAT ARE OTHER PAYMENT OPTIONS?...... 51 5.22.1 CONTINGENT ANNUITY OPTION. 52 5.22.2 TEN YEAR CERTAIN AND LIFE OPTION. 52 5.22.3 JOINT AND SURVIVOR OPTION. 52 5.22.4 STRAIGHT LIFE ANNUITY OPTION. 52 5.23 WHAT IS PRE-RETIREMENT SURVIVOR COVERAGE?...... 52 5.23.1 THE COST OF PRE-RETIREMENT SURVIVOR COVERAGE 53 5.23.2 HOW TO ELECT COVERAGE 53 5.23.3 WHEN BENEFITS BEGIN 54 5.24 WHAT IS THE CLAIMS PROCEDURE?...... 54 5.24.1 HOW TO APPLY FOR BENEFITS 54 5.24.2 IF YOUR CLAIM IS DENIED 54 5.25 WHAT IF THE PLAN IS TERMINATED?...... 54 5.26 SOME OTHER THINGS TO KNOW...... 55 5.26.1 RIGHTS TO BENEFITS 55 5.26.2 MAXIMUM BENEFITS 56 5.26.3 FEDERAL INCOME TAXES 56 Peckham Industries, Inc Confidential

5.26.4 TOP-HEAVY RULES 56 5.26.5 FAILURE TO APPLY FOR BENEFITS 56

SECTION 6 TRANSFER OF EMPLOYEES, SEPARATION FROM EMPLOYMENT AND LEAVE OF ABSENCE ...... 57

6.1 TRANSFER OF EMPLOYEES...... 57 6.2 SEPARATION FROM EMPLOYMENT...... 57 6.3 VOLUNTARY RESIGNATION...... 57 6.4 EXIT INTERVIEW...... 57 6.5 PAY AT TIME OF SEPARATION FROM EMPLOYMENT...... 58 6.6 LEAVE OF ABSENCE...... 58 6.7 REDUCTION OF WORKFORCE...... 59

SECTION 7 WORK POLICIES AND REGULATIONS ...... 60

7.1 CARE OF EQUIPMENT AND FACILITIES...... 60 7.2 PERSONAL APPEARANCE/CLOTHING...... 60 7.3 SMOKING POLICY...... 60 7.4 DESIGNATED SMOKING AREAS:...... 60 7.5 PERSONAL BELONGINGS...... 61 7.6 SAFETY EQUIPMENT...... 61 7.7 PERSONAL TOOLS...... 61 7.8 COMPANY TOOLS AND EQUIPMENT...... 61 7.9 BREAK AREA...... 62 7.10 ENERGY PRESERVATION AND WASTE PREVENTION...... 62 7.11 SOLICITATION AND/OR DISTRIBUTION...... 62 7.12 SECURITY...... 62 7.13 BULLETIN BOARD...... 62 7.14 OUTSIDE EMPLOYMENT...... 62 7.15 USING THE TELEPHONE...... 63 7.16 PERSONAL MAIL AT THE WORK PLACE...... 63 7.17 TWO-WAY RADIOS...... 63 7.18 ALCOHOL...... 63 7.19 DRUGS...... 64 7.20 POLICY AGAINST HARASSMENT...... 65

SECTION 8 CONFLICT OF INTEREST ...... 67

8.1 PERSONAL CONDUCT...... 67 8.2 CONFIDENTIALITY...... 67 8.3 BRIBES, KICK-BACKS AND OTHER ILLEGAL PAYMENTS...... 67 8.4 ACCEPTING GIFTS...... 67

SECTION 9 RULES TO HELP US ALL ...... 69

9.1 EXAMPLES OF MISCONDUCT...... 69 Peckham Industries, Inc Confidential

SECTION 10 SAFETY ...... 71

10.1 OVERVIEW OF SAFETY POLICY...... 71 10.2 SAFETY PLAN...... 71 10.3 FIRE SAFETY...... 71 10.4 HAZARDOUS WASTES...... 72 10.5 REPORTING INJURIES AND ACCIDENTS...... 72

SECTION 11 TRANSPORTATION AND TRAVEL EXPENSES ...... 73

11.1 COMPANY-OWNED/LEASED VEHICLES...... 73 11.2 PERSONS INELIGIBLE TO USE A COMPANY VEHICLE...... 73 11.3 PERSONAL VEHICLES...... 74

SECTION 12 EXPENSE REIMBURSEMENT ...... 75

12.1 GENERAL RULES...... 75 12.2 EXPENSE REPORTS...... 75 12.3 ACCEPTABLE FORMS OF PROOF...... 76 12.4 POLITICAL CONTRIBUTIONS...... 76 12.5 REVIEW AND AUTHORIZATION...... 76 12.6 WHAT ARE VALID BUSINESS EXPENSES?...... 76

SECTION 13 PII DRUG FREE WORKPLACE POLICY ...... 78

13.1 PURPOSE...... 78 13.2 EMPLOYEES AFFECTED...... 78 13.3 DRUG FREE POLICIES...... 79 13.4 AWARENESS PROGRAM...... 79 13.5 EDUCATION AND TRAINING...... 80 13.5.1 EMPLOYEE EDUCATION 80 13.5.2 SUPERVISORY TRAINING 80 13.6 NATURE OF DRUG TESTING...... 80 13.7 DISCIPLINARY ACTION...... 81 13.8 VOLUNTARY TREATMENT...... 82 13.9 CONFIDENTIALITY...... 82 13.10 CERTIFICATE OF RECEIPT...... 83

SECTION 14 ANTITRUST COMPLIANCE POLICIES ...... 84

14.1 PURPOSE...... 84 14.2 INTRODUCTION TO ANTITRUST AND COMPETITION...... 85 14.3 THE TOLL OF LITIGATION...... 85 14.4 EMPLOYEE AWARENESS...... 85 14.5 OVERVIEW OF THE ANTITRUST LAWS...... 85 14.5.1 SOME BASIC RULES 85 14.5.2 KEY LAWS GOVERNING ANTITRUST 86 Peckham Industries, Inc Confidential

14.6 KEY CONCEPTS...... 87 14.6.1 AGREEMENT 87 14.6.2 PER SE VS. THE RULE OF REASON 87 14.6.3 MONOPOLY POWER 88 14.7 CONTACTS WITH COMPETITORS (HORIZONTAL)...... 88 14.7.1 AGREEMENTS THAT MAY BE PER SE ANTITRUST OFFENSES 89 14.7.2 AGREEMENTS WHERE PII IS NOT COMPETING WITH ITS COMPETITOR 90 14.7.3 TRADE SHOWS AND ASSOCIATIONS 90 14.8 CONTACTS WITH CUSTOMERS AND SUPPLIERS (VERTICAL)...... 91 14.8.1 SELECTION OF CUSTOMERS AND SUPPLIERS 91 14.8.2 OTHER PER SE VIOLATIONS 92 14.8.3 VERTICAL AGREEMENTS AND ANTITRUST LAWS 92 14.9 MONOPOLIZATION AND EXCLUSIONARY CONDUCT...... 93 14.10 COMPANY COMMUNICATIONS...... 93 14.11 A FINAL WORD...... 94

SECTION 15 COMPUTER USE POLICY ...... 95

15.1 PURPOSE...... 95 15.2 DEFINITIONS...... 95 15.3 POLICY...... 95 15.4 NO EXPECTATION OF PRIVACY...... 96 15.5 PROHIBITED ACTIVITIES...... 96 15.6 PASSWORDS...... 97 15.7 SECURITY...... 97 15.8 VIRUSES...... 97 15.9 ENCRYPTION SOFTWARE...... 98 15.10 GUIDELINES FOR EMPLOYEE USE OF E-MAIL...... 98 15.11 EMAIL TO OR FROM CORPORATE COUNSEL...... 99 15.12 CHAIN OR MASS E-MAIL MEMO...... 99 15.13 INTERNET USE POLICY...... 100

SECTION 16 EMPLOYEE CONCERNS ...... 102

SECTION 17 COMPANY DIRECTORY ...... 104

SECTION 18 INDEX ...... 105 Peckham Industries, Inc Confidential

Foreword

We believe in keeping employees fully informed about our policies, procedures, practices, benefits, what employees can expect from the company, and the obligations assumed as an employee of Peckham Industries, Inc (hereinafter “PII”) or one of its subsidiaries. This practice is designed to provide fair treatment of employees. All employees are expected to become familiar with the policies, procedures, practices, and benefits of PII. This handbook is intended to provide employees with basic information. The policies and practices described in this handbook reflect a great deal of concern for the people who make it possible for PII to exist . . . its employees. Nothing contained in this handbook is intended to create a contract (express or implied), or otherwise to create legally enforceable obligations on the part of PII or its employees. Because PII is a growing, changing organization, it reserves full discretion to add to, modify, or delete provisions of this handbook at any time without advance notice. For this reason, employees should check with Senior Management to obtain current information regarding the status of any particular policy, procedure or practice. No individual other than the President/Chairman of PII has the authority to enter into an employment agreement or any agreement that modifies company policy. Any such modification must be in writing and must be signed by the President/Chairman of PII. All employment at PII is at will. "At will" means that both employees and PII have the right to terminate employment at any time, with or without advance notice, and with or without cause. No one other than the President/Chairman of PII has the authority to alter this agreement, to enter into an agreement for employment for a specified period of time, or to make any agreement contrary to this policy, and any such agreement must be in writing and must be signed by the President/Chairman of PII. Descriptions of various fringe benefits, such as group insurance, are summaries only. Should the descriptions in this handbook differ with any formal agreement or document, the formal agreement or document shall be considered correct. The policies, procedures, practices and benefits described replace all earlier written and unwritten ones. Peckham Industries, Inc Confidential

Management Philosophy

PII pledges to its employees that as long as the affairs of this company are in our hands, the following principles will govern our actions with employees. PII employees and their welfare are very important to the success of our company. Our long-range objective is the continuous development of a growing and prospering business through which both the employees and the company will benefit. Every employee is considered a member of our company team. Our success as a company is built on the recognition of the skills and efforts made by each employee. It is our policy to work with all members of our team in a fair and friendly manner and to treat each team member with dignity and respect. The management of PII will work continually for the benefit of our present and prospective customers as well as our employees to improve the competitive position of our company. This will enable us to provide excellent jobs for our team members. General conditions such as safety, cleanliness, and employee accommodations will be evaluated periodically for possible improvement and will always compare favorably with good industry practice. We will be pleased to meet with any employee to discuss suggested improvements in working conditions. We strive to be an important part of the communities in which we work, and to be viewed as a positive force within these communities. The management of PII will work continuously to improve our appearance and minimize our impacts on our neighbors. Employees and management shall devote our best effort to handling any complaints or concerns fairly, quickly and with the utmost courtesy. We will devote our best effort to conducting an expanding business within which we can prevail in an atmosphere of harmony with opportunity for all employees of PII.

Sincerely,

JOHN R. PECKHAM, President and Chairman PECKHAM INDUSTRIES, INC Peckham Industries, Inc Confidential

History

“A few Companies are instant successes, spiraling to fame and profits in a relatively short period of time. Most are doomed to failure through recklessness, inattention or misfortune. Still others survive through ups and downs, tragedy and elation, steadily creeping up from one plateau to another; expanding, growing, falling back and expanding again. This is the story of one of those. Because a Company is people, this is also the story of a few of those who made it possible.” --- From The First Fifty Years, a history of Peckham Industries, Inc.

Peckham Industries, Inc. is a family business that was founded in on St. Patrick’s Day, 1924 by William H. Peckham who began his career as a Timekeeper for the Lane Construction Corporation and finally decided to strike out on his own. For nearly thirty years, the business continued as a General Contractor throughout New York and the surrounding states. Eventually, however, the business focus shifted to Materials Supply and during the 60’s and 70’s, it expanded to include blacktop plants, quarries, liquid application terminals and emulsion mills. In the late seventies, Peckham expanded its liquid terminal operations and began selling asphalt cement to other blacktop producers. Then, in 1981, ARCO encouraged Peckham to resell asphalt cements and a new company, “PARCO”, was born and Peckham Industries, Inc emerged as substantial supplier of asphalt cements throughout eastern New York and Connecticut. Peckham Industries, Inc remains committed to the people who work her and help make it a success. Peckham Industries, Inc Confidential

SECTION 1 Employment

1.1 WORKPLACE HARASSMENT & DISCRIMINATION The Company is firmly committed to maintaining a working environment free from unlawful harassment and/or discrimination, including but not limited to sexual harassment. The Company expressly prohibits all forms of unlawful harassment or discrimination. Sexual harassment is a form of sex discrimination. It is Peckham Industries, Inc.’s firm commitment to maintain a working environment free from sexual harassment. This Company prohibits any form of sexual harassment or any other harassment on any basis. It shall be a violation of Peckham Industries, Inc.’s policy for any employee to harass another employee, applicant, vendor, visitor or client through conduct or communications of a sexual nature as defined by this policy. Peckham Industries, Inc. will act to investigate all complaints of sexual harassment, either formal or informal, verbal or written, and to discipline any employee who sexually harasses another employee, vendor, visitor or client.

Sexual harassment can consist of unwelcome sexual advances, requests for sexual favors, sexually motivated physical conduct, the display of derogatory posters, cartoons or drawings, or other verbal or physical conduct or communication of a sexual nature in the workplace.

Sexual harassment exists when:

 Submission to such conduct either an explicit or implicit term or condition of employment (including, but not limited to, hiring, compensation, promotion, retention, assignment or opportunities); or  Submission to or rejection of such conduct is used as a basis for employment decisions;  Such conduct has the purpose or effect of interfering with an individual’s work performance, or of creating an intimidating, hostile or offensive work environment.

Any sexual harassment as defined above, when perpetrated on an employee, applicant, vendor, visitor or client by any Peckham Industries, Inc. employee will be treated as sexual harassment under this policy. Sexual harassment may include, but is not limited to:

 Verbal harassment or abuse; Peckham Industries, Inc Confidential

 Subtle pressure for sexual activity, including flirtation, propositions or advances;  Inappropriate patting, pinching or other close physical contact;  Intentional brushing against another’s body in the workplace;  Demanding sexual favors, accompanied by implied or overt threats concerning potential adverse employment actions or future employment prospects;  Any unwelcome sexually motivated comments, including comments about a person’s dress or body. This list is not intended to be exhaustive; rather, it is merely illustrative of the types of behavior which will be deemed sexually harassing, inappropriate and grounds for disciplinary action, up to and including immediate discharge.

1.1.1 OTHER FORMS OF UNLAWFUL HARASSMENT Unlawful harassment includes verbal, physical or visual conduct, including ethnic, racial, religious or age-related jokes and remarks used to criticize, stereotype, ridicule, insult or show hostility towards another because of his or her race, religion, color, national origin, age, marital status, disability, veteran status, or other protected category. Such conduct includes, but is not limited to, the following:

 Using epithets or slurs, offensive jokes or pranks;  Mocking, ridiculing or mimicking another’s culture, accent, appearance or customs;  Engaging in hostile or offensive acts or threatening to do so or otherwise intimidating others;  Posting or circulating offensive material in any form, including electronic mail or on Company property. The above list is not intended to be exhaustive, but merely illustrative of the types of conduct that the Company will deem to constitute unlawful harassment and serve as grounds for disciplinary action, up to and including immediate discharge.

1.1.2 UNLAWFUL DISCRIMINATION

As discussed more fully above in connection with the Company’s policy on Equal Employment Opportunity, the Company expressly prohibits unlawful discrimination in the workplace, and does not discriminate against employees or applicants for employment on the basis of race, color, religion, creed, sex, age, national origin, ancestry, disability, veteran status, or any other status or condition protected by applicable federal, state or local law (except where a bona fide occupational qualifications applies). Peckham Industries, Inc Confidential

1.1.3 PROCEDURES FOR ADDRESSING CLAIM OF UNLAWFUL HARASSMENT OR DISCRIMINATION It is Peckham Industries, Inc.’s express policy to encourage victims of unlawful harassment or discrimination to come forward with such claims.

Any employee who feels that he or she has been harassed or subjected to unlawful discrimination is strongly encouraged to immediately bring the subject to the attention of an appropriate supervisor. If the employee’s direct supervisor is the offending person, or the employee does not feel comfortable discussing the matter with his or her direct supervisor, the employee is encouraged to approach a representative from Human Resources, any other supervisor, or any senior executive of the Company, up to and including the president.

Inquiries and/or complaints will be investigated immediately by Human Resources or other appropriate impartial officer of Peckham Industries, Inc. Any such investigation will be conducted in as confidential a manner as is compatible with a thorough investigation of the complaint. Every effort will be made to assure the confidentiality of the process. Generally, all concerned parties or witnesses will be interviewed.

Any employee determined to have harassed or discriminated against another employee, applicant, vendor, visitor or client will be subject to disciplinary procedures, up to and including immediate termination.

A non-employee who subjects a Peckham Industries, Inc. employee to harassment or discrimination will be informed of the Company’s Workplace Harassment and Discrimination policy by the employee’s supervisor or manager; other action may be taken under the circumstances as appropriate.

If the investigation results in a finding that an individual falsely accused another of harassment, discrimination or retaliation in a knowing or malicious manner, or otherwise knowingly or maliciously provided false information during the course of the investigation, that individual will also be subject to the appropriate sanctions, up to and including discharge.

Retaliation Is Prohibited! Retaliation against any individual who makes a good faith complaint or provides any information regarding harassment or discrimination, including those who participate in any investigation of such complaints, will not be tolerated. Any individual who engages in retaliation is in violation of this policy and will be disciplined accordingly, up to and including termination. Complaints and information of retaliation are subject to the same reporting, investigation and remedial procedures as harassment or discrimination claims.

If any employee has a suggestion, problem or complaint regarding equal employment issues, he or she should contact the personnel manager. If the personnel manager is an inappropriate person for an employee to address, or is otherwise Peckham Industries, Inc Confidential unavailable, employees with such issues should contact a Peckham Industries, Inc. officer.

Any employee who is a witness to any incident of harassment or discrimination, has knowledge of harassment or discrimination, or otherwise has reason to believe that harassment or discrimination in or related to the Peckham Industries, Inc. workplace is taking or has taken place (whether involving a co-worker, supervisor, or non-employee), is required to report such conduct to their supervisor or an officer of Peckham Industries, Inc. immediately.

1.2 APPLICATION FOR EMPLOYMENT All candidates for employment with PII must fully complete, date, and sign the company's standard employment application form. (A resume will not be accepted in lieu of a completed employment application.) The application form should be completed in detail and signed by the applicant to verify the accuracy and completeness of previous employment and personal information. The company may investigate any portion of the requested information and may deny or later terminate the employment of anyone giving false, misleading, or incomplete information. The completed employment application form will be made part of the personnel file of those applicants accepted for employment. An employment application form completed by an applicant not selected for available openings will be maintained in an active file in the Payroll Department for a minimum of twelve (12) months and reviewed as suitable openings occur.

1.3 CONFIRMATION OF PREVIOUS EMPLOYMENT It is the policy of PII to request information from a prospective employee's previous employer(s) in order to obtain the prospective employee's work record as it pertains to his/her application for employment.

1.4 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 formal candidate for employment and those who are hired. This information will include the candidate's or employee's sex, race, and veteran's status including service in the Vietnam era.

1.5 IMMIGRATION LAW COMPLIANCE PII is committed to employing U.S. citizens and aliens who are authorized to work in the United States and will not unlawfully discriminate on the basis of citizenship or national origin. Peckham Industries, Inc Confidential

As a condition of employment and in compliance with the Federal Immigration and Reform Control Act (IRCA) of 1986, each new employee must complete an Employment Eligibility Verification form (Form I-9) and present documents that establish identity and employment eligibility. Identity can be established by providing documentation such as a current state- issued driver's license, a state-issued identification card, or similar document such as a school I.D. with photograph, voter's registration card, or military service record. An employment eligibility document is a Social Security card, a birth certificate, or an immigration document. Documents which can be used to satisfy both identity and eligibility requirements include a valid U.S. passport, a Certificate of U.S. Citizenship, and U.S. Citizen Identification Card and a Certificate of Naturalization. Each employee will be require to fill out a verification form which the employee must sign, and which must also be signed (witnessed) by the person hiring. Photocopies of the identity and eligibility documents must be attached to this form and submitted to our Payroll Department for verification and placed in the permanent Personnel File. If proper identity and employment eligibility documents are not provided, an employee will not be allowed to continue employment.

An employee will not be allowed to continue employment without providing proper identification documents.

1.6 MEDICAL EXAMINATION To help ensure that employees are able to perform their duties safely, medical examinations may be required. For certain positions or under certain circumstances and after an offer of employment, a medical examination may be required. When a medical examination is requested, the medical examination will be conducted by a company-appointed physician at the company's expense. Employment and assignment will be conditional pending the receipt of a satisfactory physician's report. Current employees may also be required to undergo medical examinations. When necessary, these exams will evaluate an employee's ability to perform the essential functions of the position or need for possible accommodation. Such examinations will be conducted for all employees in the same job category and will be scheduled at reasonable times and intervals. The exams will be conducted at the employer's expense.

1.7 DRUG TESTING PII is committed to providing a safe, efficient, and productive environment for all employees; therefore, job applicants and current employees may be asked to provide body substance samples (such as urine and/or blood) to determine illegal use of drugs or Peckham Industries, Inc Confidential alcohol. Employees should refer to 13 of this handbook for a complete outline of the PII Drug Testing Policy. Questions concerning this policy should be directed to the PII Safety Director.

1.8 MOTOR VEHICLE RECORD (MVR) INQUIRY Employees may be expected to drive company vehicles and must provide the company with current and acceptable motor vehicle driving information. Employment and/or assignment will be conditional pending the receipt of a satisfactory report from the Department of Motor Vehicles or other service providing the similar information.

1.9 CREDIT CHECK The Company reserves the right to request and obtain reports from Credit Reporting Agencies (such as TRW.) If a report is obtained and information contained in that report is deemed unsatisfactory, the Company will advise the employee and make a copy of the report available to the employee.

1.10 AFFIRMATIVE ACTION PLAN PII shall continue to base decisions on employment so as to further the principles of equal employment opportunity by hiring and employing qualified, reliable, productive employees without regard to race, color, religion, sex, age, national origin, veteran's status, and mental or physical disability. In order to implement this policy, the company has adopted an affirmative action program. PII will cooperate with federal, state, or local government agencies that have the responsibility of observing our actual compliance with various laws relating to employment. The company will furnish such reports, records, and other matters as requested in order to foster the program of equal opportunity for all persons regardless of race, color, religion, sex, age, national origin, disabled or Vietnam Era veteran status, or physical or mental disability. The company has designated Affirmative Action Officer as its Equal Employment Opportunity Officer. The Equal Employment Opportunity Officer is responsible for coordinating all aspects of the Equal Employment Opportunity process to assure nondiscrimination and compliance with all applicable orders and guidelines. Questions and/or complaints concerning equal employment opportunity should be directed to the company's Equal Employment Opportunity Officer.

1.11 THE 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. The Americans With Disabilities Act requires that employment decisions be based on the ability of a person to perform the essential functions of a job and not the person's disability or limitations. Further, it requires management to reasonably accommodate individuals with disabilities when necessary. Peckham Industries, Inc Confidential

To comply with the employment provisions of the Americans With Disabilities Act, PII will:  identify the essential functions of a job;  determine whether a person with a disability, with or without accommodation, is qualified to perform the duties; and,  determine whether a reasonable accommodation can be made for a qualified individual.

1.12 AIDS POLICY The purpose of this policy is to provide guidance to PII Employees in dealing with work situations involving employees who have, or are perceived to be at risk of acquiring any of the following:  Acquired Immune Deficiency Syndrome (AIDS)  AIDS Related Complex  Human Immunodeficiency Virus (HIV) Infection or a related condition The term “AIDS”, as used in this policy, should be understood as encompassing all of the above conditions.

1.12.1 NON-DISCRIMINATION PII recognizes its obligation to provide a safe and healthy work environment and to assure fair, non-discriminatory treatment of all employees. Therefore, it is the policy that individuals with AIDS will be treated with the same compassion and consideration given to any other employee with a health problem. No person will be treated differently in the workplace as a result of having, or being perceived as having, AIDS. It is important to remember that, according to the U.S. Center for Disease Control, there is no risk of an individual becoming infected with AIDS in a workplace such as PII. Thus, PII employees are expected to work with co- workers and any other individuals who have AIDS. Managers and supervisors should be sensitive to employee concerns about transmission of AIDS in the workplace and assist in informing and educating employees about the methods of transmission. However, PII employees who still have unwarranted fears of exposure to the virus in the workplace will not be allowed to refuse to work with anyone with AIDS.

1.12.2 CONFIDENTIALITY The identity of PII employees with AIDS will remain confidential. If any AIDS-related information about an employee is received by PII, such information will be maintained by the Personnel Department in a locked file cabinet, apart from the employee’s personnel file. Peckham Industries, Inc Confidential

Disclosure of such information will be made only with the authorization of the individual employee and any unauthorized disclosure of such information by any PII employee will result in appropriate disciplinary action. PII’s EEO officer is designated as the contact person for all questions concerning this AIDS policy.

1.13 CATEGORIES OF EMPLOYEES Employees are designated as either non-exempt or exempt from federal and state wage and hour laws. Non-exempt employees are entitled to overtime pay under specific provisions of federal and state laws. Exempt employees are excluded from specific provisions of federal and state wage and hour laws and do not receive overtime pay. In addition to the non-exempt or exempt classification, employees are divided into the following categories for the purpose of compensation and benefit eligibility. Company policies apply to all categories of employees.  FULL-TIME. Employees hired full time (thirty-six (36) hours or more) on a full work week basis for a continuous and indefinite period of time are considered full-time employees for all compensation and benefit purposes.  PART-TIME. Employees whose work schedule is less than full time (less than thirty-six (36) hours) on a full work week basis for a continuous and indefinite period are considered part-time employees for all compensation and benefit purposes. Part-time employees are eligible for some benefits by specific reference only.  TEMPORARY. Employees hired as temporary replacement for full-time or part-time employees, or for short periods of employment such as summer months, peak periods, and vacations are considered temporary employees. Temporary employees are not eligible for benefits regardless of the number of hours or weeks worked.

1.14 BENEFIT ELIGIBILITY Within this manual, the term "eligible employee(s)" used in 3 - Benefits of this handbook refers to full-time employee(s) unless otherwise designated. Each employee will be advised of the status of his/her position when he/she is hired.  Full-time employees are entitled to the benefits stated in this handbook provided they qualify for each individual benefit.  Part-time employees are entitled to those employee benefits specifically designated.  Temporary employees are not eligible for benefits. Peckham Industries, Inc Confidential

1.15 ORIENTATION Following the acceptance of employment, the immediate supervisor or manager will discuss job duties and areas of responsibility with a new employee. Company policies and procedures will also be reviewed. A copy of the Information Handbook for Employees will be given to each employee to read and review. Two copies of an Acknowledgement of Receipt and Understanding are located at the end of the handbook. After reviewing the handbook, each employee must sign the two copies of the statement acknowledging his/her receipt of and his/her understanding of the information contained in the Information Handbook for Employees. One signed/ witnessed copy of the Acknowledgement of Receipt and Understanding will remain in the employee's handbook. The other signed/witnessed copy of the statement must be returned to the Payroll Department within 5 days of commencement of employment. This signed/witnessed copy of the statement will become part of the employee's personnel file. The Information Handbook for Employees is the property of PII and must be returned upon separation from employment.

1.16 EVALUATION PERIOD During the first 120 days of employment, PII and each new employee are given an opportunity to evaluate whether the employment relationship should continue. Before the end of this 120 day period, the employee's performance will be evaluated. An employee who satisfactorily completes the evaluation period will be notified by the immediate supervisor or manager of his/her employment status. During the evaluation period, an employee may voluntarily terminate employment without notice, or if the performance of the employee is not satisfactory as determined by PII, the employee may be released with or without notice. The completion of the evaluation period should not be considered as a guarantee of permanent employment. PII evaluates employees on a continuing basis and reserves the right to terminate an employee at any time during or after the evaluation period.

1.17 PAYROLL INFORMATION Following the acceptance of employment, each new employee will be given federal and state tax forms, along with insurance forms, to complete. The completed forms, the employment application form, and information regarding starting pay, starting date and any other pay or benefit information will be forwarded to the Payroll Department.

1.18 CONTINUOUS SERVICE DATE So that the company can maintain a record of the benefits for each employee, a continuous service date will be established for each full-time employee. The continuous service date will be the employee's first day of employment and will continue uninterrupted as long as he/she remains a full-time employee of PII. Peckham Industries, Inc Confidential

1.19 IDENTIFICATION Some projects require special identification badges and/or cards for PII employees. Employees will be provided with identification badges and/or cards when they are necessary.

1.20 EMPLOYMENT OF RELATIVES The company discourages the employment of close relatives because it is not considered sound business practice. However, under certain conditions, management may waive this policy in favor of employing close relatives within the organization. For the purpose of this policy, a relative is any person who is related by blood or marriage or whose relationship with the employee is similar to that of persons who are related by blood or marriage.

1.21 EMPLOYMENT OF MINORS The following provisions apply with respect to the company's 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 company's 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 a parent/guardian in advance of the person's start date.  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 their date of birth.

1.22 EMPLOYMENT-AT-WILL We hope that each employee's period of employment at PII can be a rewarding experience. However, we recognize that circumstances change with the passage of time and that some employees may seek opportunities elsewhere or choose to leave the company for other reasons. Other employees may not fulfill the operational needs of the company or changed circumstances may reduce available employment opportunities, which may result in involuntary terminations. We sincerely hope that none of these situations occur, but realistically we have to acknowledge that the possibility does exist. Therefore, the right of the employee or the company to terminate the employment relationship at will is recognized and affirmed as a condition of employment. Peckham Industries, Inc Confidential

At will means that both employees and PII have the right to terminate employment at any time, with or without advance notice, and with or without cause.

1.23 EMPLOYEE INFORMATION Employees are asked to help keep the company informed about any major change which may affect their employment status. Each employee is responsible for promptly notifying the company of important changes in personnel data. Personnel data should be current and accurate at all times and any change of the following should be reported to the Payroll Department:  Name  Address  Home telephone number  Marital status  Number of dependents  Emergency telephone numbers and whom to notify in case of emergency  Change of beneficiary  Driving record  Authorized payroll deductions  Additional education and special training courses

1.24 PERSONNEL FILES PII will maintain a file on each employee. An employee's personnel file begins with his/her completed employment application form. From time to time various information will be added to this personnel file regarding an individual's employment status with the company. Personnel files are the property of PII and will be treated the same as any other confidential company information.  The following provisions apply with respect to the company's 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 Payroll Department.  Employees will be permitted to review their personnel files as permitted by applicable laws.  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. Peckham Industries, Inc Confidential

1.25 CONTENTS OF PERSONNEL FILES Employee personnel files may include the following: a. Original employment application b. Employment Eligibility Verification (Form I-9) c. Performance appraisal reports d. Disciplinary action notices e. Special commendation information f. Educational achievement records g. Status changes affecting employee's work and salary history h. Employee's resume (if submitted) i. Signed/Witnessed copy of the Acknowledgement of Receipt and Understanding j. Other relevant documents as determined by the Personnel Department, Safety Director or PII Management.

1.26 EMPLOYEE'S REQUEST FOR REVIEW OF PERSONNEL FILE The following provisions apply with respect to an employee's request to review his/her personnel file:  The Payroll Department will have the responsibility of coordinating the review of an employee's personnel file with the employee's immediate supervisor.  A member of the Payroll Department staff must be present while the employee reviews his/her personnel file.  The employee may take notes, but may not remove, deface or otherwise make notations on the documents in his/her personnel file.  Upon request from the employee, the company will provide a copy of any item(s) in the employee's personnel file.

1.27 MANAGEMENT'S REVIEW OF PERSONNEL FILES All information in employee personnel files is considered confidential. This information will only be available to the Payroll Department, the employee, senior management personnel, and supervisors or managers who are responsible for the employee. Any violation of this policy is considered a very serious offense. One exception will be in a transfer situation where the supervisor of the department to which an employee may be transferred will be allowed to review the employee's file with the approval of the Payroll Department and the employee's immediate supervisor. Peckham Industries, Inc Confidential

SECTION 2 Working Hours and Pay

2.1 COLLECTIVE BARGAINING AGREEMENTS Many of our Employees are union members and their work rules and working hours are set forth as part of their respective collective bargaining agreement. Employees who are not covered by a collective bargaining agreement are subject to the guidelines outlined in this section.

2.2 WORKING HOURS

2.2.1 PLANT EMPLOYEES Our business is seasonal, and hours of operation will vary according to the time of year and the backlog of construction activity. Typically, plant facilities are open at 7:00 AM and close at 3:30 P.M. but are subject to change at any time at the direction of the Plant Manager. The Company’s normal work week begins on Monday and ends on Friday.

2.2.2 WHITE PLAINS OFFICE EMPLOYEES The official office hours at White Plains are from 8:30 AM to 5:00 PM Monday through Friday. However, the White Plains Office operates on a flexible workday schedule where employees may arrive at work between the hours of 7:30 AM and 9:00 AM and leave between 4:00 P.M. and 5:00 P.M. This policy, however, is subject to change at any time. Each employee is expected to complete a normal work day and work week and work whatever reasonable additional hours are required to meet company needs. The office manager/supervisor/manager will inform employees of scheduled break and/or lunch periods. Employees are expected back at their work station ready to start work at the end of each scheduled break and/or lunch period. If overtime is required, employees will be expected to work any additional time necessary.

2.3 OVERTIME Employees may be scheduled to work overtime when operating requirements or other needs cannot be met during regular working hours. Whenever possible, advance notification will be provided. If determined necessary, overtime work will be authorized by management beyond an employee's standard work week. Non-exempt hourly-paid employees will be paid overtime compensation in accordance with federal and state wage and hour provisions. Overtime pay is based on actual hours worked. Time off for vacation leave, sick leave, a company-observed holiday, or any leave of absence will not be considered as hours worked when computing overtime. Peckham Industries, Inc Confidential

Any employee who fails to work scheduled overtime or works overtime without prior authorization from management will be subject to disciplinary action up to and including termination of employment.

2.4 PREMIUM TIME Employees required to work on their regularly scheduled day(s) off will be paid one and one-half 1-1/2 their regular rate of pay regardless of the number of hours worked in the work week.

2.5 PAY PERIOD AND PAYMENT

2.5.1 WEEKLY PERSONNEL The pay period is weekly. Weekly personnel are normally paid on Wednesday for work performed Monday through Sunday of the previous week.

2.5.2 MONTHLY PERSONNEL The pay period is monthly. Monthly personnel are normally paid on the last business day of the month for work performed the first through the last of that month.

2.6 RECORDING TIME WORKED Government regulations require that the company keep an accurate record of time worked by employees in order to calculate pay and benefits. Time cards will be maintained either by the employee or their supervisor for those employees under their responsibility. Weekly employees are required to punch in on their time cards when they report to work and punch out when they finish. They must also punch in and punch out at lunch time. It is the employee's responsibility to sign his/her time record to certify the accuracy of all time recorded before submitting it for processing. In addition, if corrections or modifications are made to the time record, both the employee and their supervisor must verify the accuracy of the change by initialing the time record. It is a violation of company policy for one employee to sign another employee's time card or alter another employee's time card or alter his/her own time card without permission. If an employee has a question concerning his/her time card, they should discuss the matter with their supervisor. Peckham Industries, Inc Confidential

2.7 ATTENDANCE Regular and on-time attendance is expected for efficient operations at PII. Excessive absenteeism and tardiness is not only inconvenient but also causes costly problems. 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 expected to personally make the effort to notify the company of any absence or tardiness. Employees should contact their supervisor or manager directly to report any absence or lateness prior to their starting time so that arrangements may be made to alter the distribution of work if necessary. If the supervisor or manager is not available, then the employee should notify another employee working at that location, or the PII Payroll Department, of the absence or lateness and instruct them to immediately inform the manager or supervisor as soon as possible of the lateness or absence. Any employee who fails to maintain an acceptable attendance record may be subject to disciplinary action. Unexcused absence or tardiness may affect future promotions and/or raises. If any employee is absent from work for 3 consecutive days without informing their supervisor or manager, it will be assumed that the employee resigned and employment will be terminated as of the last day worked by the employee.

2.8 EXCUSED ABSENCES Excused absences must be approved by Senior Management

2.9 UNEXCUSED ABSENCE Following are descriptions of disciplinary actions that may result from unexcused absence: 1st Offense Verbal reprimand with written notice to employee's personnel file 2nd Offense Written notice (copy to employee's personnel file) 3rd Offense Suspension for up to5 working day(s) without pay with management review 4th Offense Subject to termination after management review

2.10 TARDINESS Tardiness applies to returning from lunch and/or break periods as well as the beginning of the work day. The following describes the disciplinary actions that may result from tardiness: 1st Offense Verbal reprimand 2nd Offense Verbal reprimand with written notice to employee's personnel file Peckham Industries, Inc Confidential

3rd Offense Suspension for up to 1 working day(s) without pay 4th Offense Subject to termination after Management review

2.11 FAMILY EMERGENCY In the event the Company receives word of an emergency related to a member of an employee's 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, and if necessary, arrange for the employee to return home immediately.

2.12 SEVERE WEATHER CONDITIONS Occasionally, severe weather or emergency situations such as fire, power failure, flooding or earthquakes can disrupt company operations and circumstances may necessitate early closing, late opening, or cancellation or work. A determination on opening or closing will be made the discretion of senior management. Unless otherwise notified, employees are expected to be at work on time. If an employee arrives late, leaves early, or otherwise alters his/her normal work schedule without prior approval from management, he/she will be expected to make up this time.

2.13 PERFORMANCE EVALUATIONS Performance of employees will be evaluated annually by management. The evaluation consists of a personal interview during which an employee's strengths and weaknesses are discussed and evaluated and a recommendation for improvement is made. These interviews also identify the short and long-range goals of employees and determine how they interrelate with the company's purpose and objectives. A performance evaluation does not necessarily mean a change in pay or duties.

2.14 ADVANCEMENT PII believes in promoting from within the company. We want employees to have the opportunity for promotion to higher paying positions within the company. A promotion will be based on such factors as quality and quantity of work, prior job performance, experience, educational background, attendance record, safety record, and the ability to work well with others. We reserve the right to look outside the organization if we feel that an employee with the best qualifications cannot be found within the organization.

2.15 PAYROLL DEDUCTIONS FROM GROSS PAY The company will make arrangements for payroll deductions for the following:

 Federal, state and local income taxes  Social Security taxes Peckham Industries, Inc Confidential

 Past due taxes  Garnishments (including child support) or other court ordered wage deductions  Employee's portion of group insurance premiums  Employee's portion of group insurance premiums for coverage on eligible dependents  Uniforms  Loss, damage, or destruction of company property  401(K) Retirement Savings Plan contributions  Charitable contributions  Employees participation in Company Life Insurance programs  Employee contributions to Company operated Political Action Committees Any deductions (other than statutory deductions) must be authorized by the employee. No other deductions will be made unless specifically authorized in writing by the employee. All deductions will be itemized on the employee's paycheck stub. Questions regarding payroll deductions should be directed to the Payroll Department.

2.16 ERROR IN PAY The company takes precautions to ensure that employees are paid correctly; however, if an error does occur, the employee should notify the Payroll Department. The company will make every attempt to adjust the error no later than the employee's next regular pay period.

2.17 GARNISHMENT OF EMPLOYEE WAGES Garnishments are court orders requiring an employer to withhold specified amounts from an employee's 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.

2.18 DIRECT DEPOSIT PII offers direct deposit of an employee’s paycheck into a bank account that they designate. Employees will receive a Debit Advice notice from the Payroll Department advising them of the direct deposit, their gross pay and an itemized list of deductions and withholdings. Employees requesting direct deposit must submit a written request to the Payroll Department. Peckham Industries, Inc Confidential

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

2.20 SEVERANCE PAY It is the policy of PII to provide severance pay to full-time employees whose employment is terminated for reasons that are not unfavorable to PII as determined by the company in its sole discretion. Specifically excluded from benefits under this provision would be an employee who was hired as a temporary employee for a specified period of time or one who was offered but refused to accept another suitable position with the Company.

2.21 ADVANCES AND LOANS PII will not advance money to employees against wages nor will the company loan money to employees. Peckham Industries, Inc Confidential

SECTION 3 Benefits

The company provides a well-balanced program of benefits designed to meet the needs of employees and provide protection from financial hardship. These benefits will be reviewed periodically to assure that they keep pace with area practice. The information contained in this handbook regarding employee benefits is not a contract to provide these benefits to any employee. The eligibility requirements of these benefits are described in the summary plan documents and/or benefits booklets. Full-time employees are eligible for benefits provided by the company if they meet specific requirements. At the present time, PII pays for most of the cost of the benefits. Be sure to keep information regarding any change to the handbook. Questions concerning benefits and/or insurance claim information should be directed to the Employee Benefits Department.

The terms of the benefit plans described are subject to change at any time by the insurer(s) or PII.

3.1 EMPLOYEE BENEFITS DEPARTMENT PII maintains an Employee Benefits Department to coordinate activities with our providers and insurers and to assist employees in their understanding of company benefits and policies. A directory, located at the back of this manual, provides an up-to-date list of names and phone numbers.

3.2 VACATION ELIGIBILITY Employees are entitled to vacations as outlined in the schedule to follow.

3.2.1 GROUP I. EXECUTIVE PERSONNEL, SUPERINTENDENTS, PLANT MANAGERS IF YOU HAVE THIS NUMBER OF YOUR VESTED YEARS OF SERVICE: PERCENTAGE IS:

Less than 1 year None

1 year 2 weeks

5 years 4 weeks

25 or more years 5 weeks Peckham Industries, Inc Confidential

The above schedule is not applicable to those employees whose services have been engaged on a contract basis, if their vacation allowance has been built into their contract.

3.2.2 GROUP II. ESTIMATORS, SALESMEN, ASSISTANT SUPERINTENDENTS IF YOU HAVE THIS NUMBER OF YOUR VESTED YEARS OF SERVICE: PERCENTAGE IS:

Less than 1 year None

1 year 2 weeks

3 years 3 weeks

5 years 4 weeks

25 years or more 5 weeks

3.2.3 GROUP III. OFFICE CLERICAL EMPLOYEES, PLANT CLERKS, TIMEKEEPERS IF YOU HAVE THIS NUMBER OF YOUR VESTED YEARS OF SERVICE: PERCENTAGE IS:

Less than 6 months None

6 months 1 week

1 year 2 weeks

5 years 3 weeks

13 years 4 weeks

25 years or more 5 weeks Peckham Industries, Inc Confidential

3.2.4 GROUP IV. HOURLY PLANT AND PRODUCTION PERSONNEL IF YOU HAVE THIS NUMBER OF YOUR VESTED YEARS OF SERVICE: PERCENTAGE IS:

Less than 1 year None

1 year 1 week

3 years 2 weeks

10 years 3 weeks

20 years 4 weeks

25 years 5 weeks

Vacations may be taken throughout the calendar year. However, due to the nature and demands of our business, most vacations must be taken during the non- operating season. All vacation requests must be cleared with the employee's immediate supervisor and be made enough in advance to provide adequate time for temporary coverage to be arranged if necessary. Vacation time cannot be accumulated from year to year, nor is there any reimbursement for unused vacation time. When vacations are taken during a period in which a holiday falls, the normal vacation period may be extended an extra day, or the extra day may be taken at some other time during the year.

3.3 ACCRUED VACATION PAY AT TERMINATION An employee who leaves the Company and has accrued vacation time, is entitled to compensation for such unused vacation in accordance with the following schedule: After six (6) months of employment in a given year an employee shall receive full payment for unused or accrued vacation time except, but not limited to, the following cases:

 If an employee is terminated for cause.  Failure to provide PII with a two week notice before terminating employment.

Such situations as outlined above will cause the employee to forfeit any accrued vacation pay. If an employee is employed less than six (6) months by at least three (3) months in any calendar year, he/she shall be compensated on a prorated basis all accrued vacation time except, but not limited to, the following cases: Peckham Industries, Inc Confidential

Employees who work less than three (3) months in any calendar year shall not be entitled to any additional compensation for unused vacation.

3.4 VACATION SCHEDULES Vacation requests must be made at least one (1) months prior to the desired vacation time. Vacation may be taken at any time during the year after eligibility with the following provisions:

 Employees are expected to take their paid vacation time as a means of rest and diversion for themselves and their families.  Vacation must be approved in advance by their immediate supervisor or manager.  Unused vacation time may not be carried over into the next calendar year.  If vacation days are not taken by the end of each year, they will be forfeited.  Vacation time must be taken in minimum increments of one (1) day. However, employees should minimize “long weekends” and Management reserves the right to disallow excessive use of one-day vacations.  A holiday observed by the company that falls during the vacation period will be considered as a paid holiday and not vacation time. This day of vacation may be taken at another time as approved.  An employee must work the regularly scheduled work days before and after the paid vacation period in order to be eligible to receive vacation pay.  Job requirements will always have precedence over vacation schedules.  Length of service will be considered in the event a conflict of vacation schedules arises.

3.5 VACATION PAY The following provisions apply with regard to vacation pay:

 Pay for vacation time will be at the employee's regular base rate of pay.  Paid vacation time will not be considered as time worked for the purpose of computing overtime.  Pay in lieu of unused vacation at any time will be provided only at the convenience of the company when approved in advance by the Regional Vice President, and, upon separation from employment under certain conditions.

3.6 OBSERVED HOLIDAYS The company normally recognizes the following paid holidays; however, the company may decide to work on a holiday depending upon job requirements. A list of observed Holidays is prepared by the White Plains office each December for the coming Peckham Industries, Inc Confidential year and is subject to change at any time. Plant Holiday schedules may differ to confirm to the holiday schedule at each facility pursuant to any Collective Bargaining Agreements. The list of current Holidays includes, but may not be limited to: New Year's Day Presidents Day Good Friday (1/2 Day) Memorial Day Independence Day Labor Day Thanksgiving Day Day After Thanksgiving Day Christmas Day

 A recognized holiday that falls on a Saturday will be observed on the preceding Friday. A recognized holiday that falls on a Sunday will be observed on the following Monday.  When a recognized holiday falls on a Saturday or Sunday, its observance will be at management's discretion.  Full-time employees who have completed 120 days of continuous employment are eligible for holiday pay.  An employee must also work the regularly scheduled workdays before and after a holiday to be eligible for holiday pay.  Paid holiday time will not be considered as time worked for the purpose of computing overtime.

3.7 GROUP HEALTH INSURANCE Group health insurance is available to all full-time employees. Coverage will become effective on the first (1st) day of the month following 120 days of continuous employment. Our health insurance program includes hospital, surgical and major medical benefits through our insurance carrier. The company pays 100% of employee medical insurance. Employees are asked to pay a percentage of dependent coverage through payroll deduction. As health care costs continue to rise, the company will attempt to provide suitable health coverage to its employees. However, when necessary, the company reserves the right to change the portion paid by employees for health insurance premiums. The insurance carrier will provide eligible employees with a detailed summary of the insurance coverage provided. Peckham Industries, Inc Confidential

3.8 GROUP DENTAL PLAN All non-union employees are covered under the PII dental plan. The Company pays 100% of the employee dental insurance premium. Employees are asked to pay a percentage of dependent coverage through payroll deduction. For classification and/or additional information, claim forms, etc., for the various plans, contact the Employee Benefits Department.

3.9 GROUP VISION CARE PLAN All non-union employees are covered under The New England No. 548484. Peckham Industries, Inc. pays 100% of the cost of this plan, with exception of dependent coverage, which the employee is asked to pay a percentage through payroll deduction. For classification and/or additional information, claim forms, etc., for the various plans, contact the Employee Benefits Department.

3.10 CONTINUATION OF GROUP HEALTH INSURANCE (COBRA) Employers sponsoring group health plans are required, effective January 1, 1987, to offer employees and their families the opportunity for a temporary extension of health coverage called “continuation coverage” or “COBRA”, at group rates, in certain instances where coverage under the plan would otherwise end. This notice is to inform you , in a summary fashion, of your rights and obligations under the continuation coverage provisions of the law.

3.10.1 EMPLOYEE

 An employee terminating for reasons other than gross misconduct may continue group health insurance coverage for up to eighteen (18) months (twenty-nine (29) months if disabled at the time of termination at his/her own expense according to COBRA regulations.  An employee whose work hours are reduced to a point where he/she is ineligible for coverage may also continue coverage for up to eighteen (18) months (twenty-nine (29) months if disabled at the time of termination) at his/her own expense.  COBRA notification, costs, application, and procedure information will be mailed to the employee when applicable.  The employee must notify the company in writing of his/her intent to continue coverage within sixty (60) days of notification and must pay the premiums according to the premium schedules.  Failure to notify the company in writing or pay premiums on time is considered notice of cancellation of this option. Peckham Industries, Inc Confidential

3.10.2 DEPENDENT

 A dependent no longer eligible for coverage under the employee's group insurance certificate due to the death of the employee, a divorced or legally separated spouse, or a child ceasing to be a dependent, may continue group health insurance for up to thirty-six (36) months at the expense of the employee or dependent.  The dependent must notify the company in writing of his/her intent to continue coverage within sixty (60) days of notification.  Failure to notify the company in writing or pay premiums on time is considered notice of cancellation of this option. 3.10.3 TERMINATION OF CONTINUATION BENEFITS BEFORE MAXIMUM PERIOD ENDS Continuation coverage will be terminated before the end of the maximum period of continuation coverage and cannot be reinstated for any covered period: 1. If payment for the coverage is not received on a timely basis. 2. If the participant becomes covered by another group plan through employment. 3. If the participant becomes entitled to Medicare benefits; or 4. If the Company ceases to provide the coverage for any employee. In addition, continuation coverage will be terminated for a former spouse of a covered employee who becomes covered by another group plan through remarriage. If you have any questions about your rights and responsibilities for continuation (“COBRA”) coverage, please contact the Employee Benefits Department.

3.11 GROUP LIFE INSURANCE Group life insurance is available to all full-time employees who are not subject to a collective bargaining agreement. Premiums for group life insurance are paid in full by the company. This coverage becomes effective at the same time as the group health insurance. Information will be provided together with the group health insurance booklet. Questions regarding group life insurance should be directed to the Employee Benefits Department. The Group Life Insurance program provides life insurance equal to two-and-one- half (2 ½ times) your base salary, rounded to the nearest one hundred ($100.00) dollars. The Internal Revenue Service has determined that you will receive a taxable benefit when your life insurance benefit exceeds $50,000. The IRS regulations issue uniform premium tables to calculate the taxable benefit, which is reported on your W-2 form at the end of the year. The amount of life insurance available, and the full amount of accidental death and dismemberment insurance, for a plan member of age 70 or over, who is insured under this plan, shall be the above amounts reduced by 33-1/3% upon the attainment of age 70, and further reduced when the employee reaches age 75. Peckham Industries, Inc Confidential

Upon termination of employment, all insurance coverage shall cease. At any age before retirement, within 31 days of leaving PII, you may convert your group life policy to a independent policy without evidence of insurability.

3.12 ACCIDENTAL DEATH AND DISMEMBERMENT INSURANCE If your death should be the result of an accident, your beneficiary will receive, in addition to the Group Life Insurance amount, an Accidental Death and Dismemberment benefit equal to the amount of coverage provided by your Group Life Insurance. Upon termination of employment, all insurance coverage shall cease.

3.13 DISABILITY BENEFITS All New York State employees are fully covered under the New York State Statutory Short-term Disability Law. Benefits are payable for a maximum of twenty-six (26) weeks of disability due to a non-occupational accident or illness during fifty-two (52) consecutive weeks. Benefit rights begin on the eighth consecutive day of disability. Weekly benefits payable to an employee are one-half of his average weekly wages during the last eight weeks of employment.1 In order to receive benefits, the employee must be under the care of a licensed physician, registered and licensed podiatrist, registered and licensed chiropractor, licensed dentist, registered and licensed psychologist, certified nurse midwife; or an accredited practitioner of a faith or religion who depends upon prayer for healing, during the period of disability. Disabilities resulting from pregnancy are covered on the same basis as any other covered sickness.

3.14 EDUCATIONAL ASSISTANCE The company encourages all full-time employees to be more effective on the job and to increase their career potential within the company by voluntary participation in job-related classes, continuing education programs and/or professional seminars outside regular working hours. The company feels employee development is advantageous to both the company and the employee. With prior approval from management, the company will reimburse a percentage to eligible employees with one (1) or more years of continuous service for the cost of job- related classes/seminars (up to $2,500.00 in a calendar year) upon successful completion according to the following schedule:

1 The maximum benefits are $170.00 per week. The minimum weekly benefit is $20.00, or the actual average weekly wage, whichever is less. Peckham Industries, Inc Confidential

Final Grade Eligible Reimbursement

A 100%

B 80%

C 60%

D 20%

F 0%

Courses that do not receive a Final Grade as described above (such as Pass/Fail or ungraded seminars) shall be compensated for only with the express, written consent of the Regional Vice President and at a rate agreed to by the Regional Vice President. If an employee attends a job-related class/seminar that requires an overnight stay, reimbursement for lodging and/or meal expenses will be made according to previously established guidelines. Receipts along with a properly completed Expense Report are required at the time the reimbursement is requested. Any cost to attend a seminar will be paid directly by the company before the employee attends. If the employee fails to attend a seminar, the cost to attend the seminar or any cancellation fee incurred will be at the expense of the employee. Employees requesting educational assistance must comply with the following conditions:

 The employee must submit a written request for educational assistance to the Personnel Department listing the name of the school, a description of the course, tuition cost, scheduled time, and whether or not the employee is working toward a degree.  The employee must be employed full time by the company at the time the reimbursement is paid.  Upon successful completion of the course, the employee must submit all receipts for books, tuition, student fees, etc., along with a copy of the final grade received to their senior management for review before reimbursement.  Reimbursement for educational assistance will not be made if the course is dropped, failed, or in any way not completed, or if the employee ceases to be employed by the company for any reason.  Reimbursement will not be made by the company if the employee is receiving payment for course(s) by grant or scholarship from other sources, for example, the G.I. bill.  Final approval for all educational assistance will be given by senior management. Peckham Industries, Inc Confidential

 Any special cases or situations not listed above will be at the discretion of senior management.

3.15 JURY/WITNESS DUTY When an employee is required to serve as a juror or is subpoenaed to serve as a witness on company business, time off up to 14 days with pay will be granted as follows:

 The employee must notify the Payroll Department and their supervisor or manager upon receipt of a summons or subpoena so that arrangements can be made to accommodate the employee's absence.  A document from the court which shows the time spent by the employee and the amount paid to the employee must be submitted to the Payroll Department.  The company will pay the difference between what the court pays the employee and the employee's regular rate of pay.  Verification of an employee being seated on a jury, being detained in a jury pool, or subpoenaed as a witness is required.  An employee who is subpoenaed to serve as a witness for reasons not related to company business must use earned vacation time.  If the court dismisses the jury early, the employee is expected to return to work as soon as possible and complete a regular workday comprised of civic time and time on the job.  Should the employee's work duties with the company be vital to its operation, the company may ask the court to excuse the employee from jury duty.

3.16 VOTING The company encourages its employees to vote in every election. Employees should plan to vote prior to, or following normal work hours. However, if polling places are not open two hours before the start of work or two hours after the close of work, employees may request time off at least five (5) working days prior to election day so that they may vote. Subject to the restrictions noted above, up to two (2) hours with pay will be provided for voting once each calendar year. Advance notice is required so that arrangements can be made to alter the distribution of work if necessary.

3.17 FUNERAL LEAVE In the event of a death in an employee's immediate family, the employee will be allowed time off with pay in order to assist with arrangements or to attend the funeral according to the following schedule. Consideration will also be given in the event of a death of any other person whose association with the employee was similar as close family friend, a foster child, or significant other. Family Member...... Time Off Allowed Peckham Industries, Inc Confidential

Spouse...... 5 days Parent/Stepparent...... 5 days Child/Stepchild...... 5 days Brother/Stepbrother/Sister/Stepsister...... 3 days Grandparent...... 2 days Grandchild...... 2 days Mother-in-Law/Father-in-Law...... 2 days Son-in-Law/Daughter-in-Law...... 2 days Brother-in-Law/Sister-in-Law...... 2 days If additional time is necessary, vacation time may be used provided the employee is eligible for vacation time. Employees who must take time off due to the death of an immediate family member should notify their supervisor or manager immediately. If proper notification is not given, the employee will not be paid for the funeral leave. Payment will not be made under this policy when a death occurs during an employee's vacation, leave of absence, layoff or at a time when an employee receives holiday pay. The company reserves the right to request substantiation of any death in an employee's immediate family and/or confirmation of an employee's attendance at a funeral.

3.18 SICK LEAVE For employees not covered by Collective Bargaining Agreements, the company allows employees 5 days paid sick leave per year, provided that they meet the minimum requirement of having had six (6) months of continuous employment with PII. Absences for any reason within the first six (6) months of employment will not be paid for and will result in forfeiture of pay. The following provisions also apply:

 Upon completion of 6 months of continuous employment, eligible employees can request use of sick leave.  Sick leave benefits are calculated on the basis of a benefit year (the twelve (12) month period that begins when the employee starts to earn sick leave benefits).  Eligible employees accrue sick leave at the rate of 5 days per year.  Sick leave will be calculated based on the employee's base rate of pay at the time of the absence and will not include any special forms of compensation such as incentives, commissions, bonuses, or shift differentials.  Sick leave benefits may not accumulate beyond then end of the calendar year.  Sick leave may only be used for an absence due to the eligible employee's own illness or injury, or that of a dependant child. Peckham Industries, Inc Confidential

 Sick leave benefits are intended to provide income in the event of illness or injury and may not be used for any other absence.  Paid sick time will not be considered as time worked for the purpose of computing overtime.  Unused sick leave will not be paid to employees while they are employed or upon termination of employment.  The employee must contact his/her supervisor or manager when he/she cannot report to work before the start of his/her scheduled workday, but in no event after 9:00 A.M. Unless this is done, forfeiture of regular pay may result. Until medical certification is received, this should be done every day prior to the employee's normal start time so that necessary arrangements may be made to redistribute work.  The company reserves the right to request an explanatory note from the employee's physician should an absence extend beyond 3 consecutive working days due to a non-job-related illness or injury.  No conversion of sick days to vacation days will be permitted.

Unused sick days will be paid for at the end of each calendar year.

3.19 EXTENDED MEDICAL ABSENCES The company reserves the right to request an explanatory note from the employee's licensed physician or dentist should an absence extend beyond the eighth consecutive working day due to a non-job-related illness or injury. When an employee is absent from work for more than eight (8) consecutive working days, management will review the situation to determine if there is a need to fill the position in the individual's absence. Absence due to pregnancy, childbirth, and related medical conditions will be treated the same as any other non-pregnancy-related illness or disability. Medical absences for periods in excess of four (4) weeks (20 working days) are at the discretion of management and may be denied, approved on conditions which are necessary to the company's interests. The status of an employee's position and benefits during and at the conclusion of any such extended medical absence will be determined by management and communicated to the employee before or at the time the absence is granted.

3.20 MATERNITY LEAVE It is the policy of PII to allow maternity leave-without-pay up to 12 weeks with the following provisions: Peckham Industries, Inc Confidential

 The determination of the beginning and closing dates of the employee's absence will be a joint decision between the employee, the employee's attending physician and the employee's supervisor.  Before commencing maternity leave-without-pay, the employee must use all allowable sick leave and all earned annual leave.  The employee may return to work within a specified period of time up to 84 days after commencement of maternity leave-without-pay providing that the employee has medical approval. This period of time can be extended upon medical recommendation if approved by the company and at its discretion.  If the employee returns to work within the specified time period or as soon as medically approved thereafter, the employee will be reinstated to the position held prior to the leave or a position of equivalent status and pay.  A medical release from the employee's attending physician is required upon return to work.  If the employee does not return to work within the specified number of days or as soon as medically approved thereafter, the policies governing leave of absence without pay will apply.

3.21 FAMILY/MEDICAL LEAVE In general, an employee who has completed at least twelve (12) months of continuous service with PII and performed at least 1,250 hours of service in the prior 12- month period is eligible to receive an unpaid family/medical leave in accordance with the Family and Medical Leave Act of 1993 (FMLA). The following provisions apply with regard to the family/medical leave policy for employees of PII:

 Family/medical leave may be taken only if it is made necessary due to one of the following reasons: 1. within twelve (12) months of the birth of a child of the employee in order to care for the child; 2. within twelve (12) months of the placement of a child with the employee in connection with adoption or foster care in order to care for the child; 3. a serious health condition of the employee's child, parent, or spouse; 4. a serious health condition of the employee which prevents him/her from performing the essential functions of his/her job.  In no instance does the federal law require the company to grant more than a total of twelve (12) weeks of unpaid leave in any consecutive twelve (12) month period.  If an employee and his/her spouse both work for PII, 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 Peckham Industries, Inc Confidential

of their spouse or child, each would be eligible for a total of twelve (12) weeks.  Any leave granted to an eligible employee under this law because of a serious health condition of a family member may be taken consecutively or intermittently depending on the legitimate needs of the employee. The employee must make a reasonable effort to schedule such leave so as not to disrupt the company's business operations.  Any leave granted due to the birth or adoption of a child must be taken consecutively unless otherwise agreed to by the company and must be completed within one (1) year of the adoption or birth.  During the leave, the employer will maintain the employee's health care coverage under the same conditions as coverage would be provided if the employee were continuously employed during the entire leave period. Both the employer and the employee will be responsible for payment of their share of the premium during the leave period.  Eligible employees must provide reasonable prior notice to the company when requesting a leave of absence under the law. The company may require an employee to provide certification issued by a licensed health care provider in order to ensure that the employee meets the eligibility requirements.  The company is not required to comply with the FMLA to the extent an employee is among the highest paid 10% of employees of the company within a 75 mile radius of any worksite if the company can show that granting the leave would cause substantial and grievous economic injury to its operations. For more information about family/medical leave, contact the Payroll Department.

3.22 MILITARY LEAVE It is company policy to grant a leave of absence without pay to employees who participate in U. S. Armed Forces Reserve or National Guard training programs in accordance with the provisions of the Universal Military Training and Service Act.

3.23 SOCIAL SECURITY 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. The Company matches the amount of Social Security taxes paid by each employee. Contact the local Social Security Office for details.

3.24 WORKERS' COMPENSATION Employees of PII are covered by Workers' Compensation insurance which is purchased by the company in the state in which it operates. This insurance provides Peckham Industries, Inc Confidential 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 the states of New York and Connecticut, as applicable.

3.24.1 ELIGIBILITY Eligibility for benefits under Workers' Compensation insurance is automatic and is effective on date of hire.

3.24.2 REPORTING A report must be filed within 24 hours of the onset of illness or injury.

3.24.3 BENEFITS Workers' Compensation benefits provide weekly payments based upon a statutorily specified amount of the employee's regular earnings as well as payments for medical and hospital expenses arising out of an occupational illness or injury.

3.24.4 WAGE CONTINUATION Wage continuation is evaluated on a case-by-case basis by the Safety Director and is at the company’s sole discretion. It may be terminated at any time.

3.24.5 EFFECT ON CONTINUOUS SERVICE DATE Any time lost by an employee due to an occupational illness or injury covered by Workers' Compensation insurance 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.

3.25 UNEMPLOYMENT COMPENSATION Unemployment compensation is another form of insurance which is paid for entirely by PII. 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. Peckham Industries, Inc Confidential

SECTION 4 PECKHAM INDUSTRIES, INC DEFERRED COMPENSATION PROFIT SHARING THRIFT PLAN (401-K)

4.1 OVERVIEW A 401(K) plan is a company benefit which allows you to contribute a portion of your weekly or monthly paycheck into a retirement account. The Company also matches a portion of this contribution. You have sole discretion over how the money is invested. The following is a summary description of the plan:

4.2 WHEN CAN I JOIN? You are eligible to join the plan if you are a nonunion employee who has reached age 21 and have been employed for at least a year. You can join the plan on the first day of the month immediately following completion of these requirements. To join, you'll need to fill out and submit an enrollment form and a compensation deferral agreement. See your Plan Administrator if you need more details on how and when you can join the plan.

4.3 WHAT ARE ELECTIVE AND VOLUNTARY CONTRIBUTIONS? Elective contributions are contributions that you elect to "defer" or forgo receiving, for tax purposes. By signing a compensation deferral agreement, you can direct your employer to contribute a percentage of your compensation to your retirement account instead of including that amount in your paycheck. Since your elective contributions aren't included in the taxable income reported on your W-2 form, you won't pay federal income tax on these contributions until you actually receive them. However, you will pay Social Security taxes on them. Example

An employee whose annual salary is $15,000 defers 3%. 3% of $15,000 = $450 His W-2 form will show an adjusted annual taxable salary of $14,550 ($15,000 - $450). However, his Social Security Tax and plan contributions will be based on $15,000. Voluntary contributions are after tax contributions made by payroll deduction.

4.4 HOW MUCH DO PECKHAM INDUSTRIES, INC. AND I CONTRIBUTE? You can defer from 1% to 5% of your compensation as elective contributions. For each dollar you defer, Peckham Industries, Inc. will contribute 50 cents to your account as a matching contribution. Peckham Industries, Inc Confidential

Subject to restrictions the Internal Revenue Service (IRS) imposes for "highly paid" employees, you may also have from 1% to 10% of your compensation deducted as "voluntary" contributions. Voluntary contributions are not "matched" by your employer. Subject to annual limits set by the Internal Revenue Service (IRS), the compensation from which your deferrals or contributions to the plan may be made, is your basic annual compensation for employment with your employer. Basic annual compensation does not include any bonuses, commissions, overtime payments, or other additional compensation (even if taxable) in the form of expenses, deferred compensation and welfare benefits.

4.5 CAN I INCREASE, DECREASE, OR STOP MY CONTRIBUTION? After you have been in the plan for 6 months, you can increase or decrease your contributions. Every time you make a change, you will have to wait 6 months before making another change. You can stop making elective or voluntary contributions at any time. However, if you stop making voluntary contributions, your elective, and your employer matching contributions, will continue, but you must wait 6 months before you can make voluntary contributions again. To make any change in the level of your contributions, you will need to fill out an enrollment/change form available from your plan administrator.

4.6 HOW ARE CONTRIBUTIONS INVESTED? You decide how your own, and your employer contributions, are to be invested. You can ask the Fiduciary Trustee to invest in one or more of the plan investment accounts. Your 401(K) Trustees periodically review, and may change, the range and type of financial investments that are available to plan participants. Your Trustees make a range of investment options available to you because no one investment, or set of investments, serves everyone’s needs. Some of the factors that you should consider when investing are:

 Your age and the number of years you will be working until you retire.  Your tolerance for risk.  Your sense of the investment climate, inflation risks and fund performance.

4.7 WHAT ARE YOUR PLAN'S INVESTMENT ACCOUNT OPTIONS: Contact our Employee Benefits Administrator to obtain a copy of the current investment choices. The Plan Trustees have chosen funds to allow investing in a number of different types of investment vehicles:

 Stock funds based in large, blue-chip corporations  Stock funds based in smaller corporations  Stock funds based in foreign corporations  Bond funds which are conservatively invested  Bond funds which are aggressively invested Peckham Industries, Inc Confidential

 Stable value “money market” investments

A prospectus is available for each of the investment options we offer. You should strongly consider obtaining a prospectus and reading it before you invest. Remember the old adage: “Know what you own and why you own it.” Review your investments periodically and make adjustments as your needs change.

4.8 HOW CAN I FIND OUT HOW MUCH MONEY IS IN MY ACCOUNT? There are a number of ways to access details on your account balance. These include:

 An 800-number which can be accessed 24-hours a day and allows you to review the balance in your account, the mix of investments as well as to make changes in how your funds are invested.  Access through the world-wide-web at www.chaseretirement.com  Quarterly reports sent to your home.

You will need a PIN number to access your account information by phone or on the Web. In addition, when using the internet access features, you will need a browser with strong encryption. (A version of Netscape with 128-bit encryption is available on the internet for download free of charge.) Typically, the information you can review and/or change includes You can get your account balance, as well as other personal account information, by using your plan's toll-free 800 number. By calling the number at any time, you can get the following information:

 total account balance  your account balance by investment option  current investment selection  amount available for withdrawal or loan  percentage of salary going into the plan  loan information and quotes  daily Net Asset Value (NAV) of the mutual funds  description of the investment options available under the plan

If you decide to enroll in the plan, you will receive more information about the 800 number and internet access options. Peckham Industries, Inc Confidential

4.9 CAN I MOVE MY MONEY FROM ONE INVESTMENT OPTION TO ANOTHER? You can change where your future contributions are invested as well as change where your current account balance is invested. You can change where you invest your future contributions whenever you'd like. The change is made simply by calling the toll-free 800 number or by accessing www.chaseretirement.com on the internet. You can also change the investment of your current account balance using the web site or by calling the 800-number.

4.10 DO I RECEIVE A REGULAR STATEMENT OF THE VALUE OF MY ACCOUNT? Four times each year you'll receive a statement showing the following information:

 amounts added to your account during the last 3 months  amounts you have withdrawn during the last 3 months  the full value of your account at the end of the 3 months,  your vested account value at the end of the 3 months.

4.11 WHAT HAPPENS IF I LEAVE PECKHAM INDUSTRIES? You are entitled to receive 100% of your pre-tax 401(k) and voluntary contribution accounts. If you are vested, you are also entitled to receive the vested portion of the employer matching contribution account.

4.12 WITHDRAWALS BEFORE RETIREMENT Generally, if you withdraw your money before age 59½, you will pay a 10% IRS penalty on the taxable amount withdrawn. Subject to your employer's approval, certain withdrawals may be made from the following vested portion of the account: Voluntary for any reason Rollovers for any reason Employer matching contributions for Qualifying Emergency Pre-Tax 401(k) Contribution for Financial Hardship

4.12.1 WHAT IS A QUALIFYING EMERGENCY ?

 your first time purchase of a primary residence  illness in your immediate family  education of an immediate family member  to prevent eviction from your principal residence or the foreclosure of the mortgage on your principal residence 4.12.2 WHAT IS A FINANCIAL HARDSHIP ?

 medical expenses as defined by the Internal Revenue Code Peckham Industries, Inc Confidential

 purchase of your principal residence (excluding mortgage payments)  payment of tuition for the next 12 months of post secondary education for you; your spouse; or dependents  the need to prevent eviction or foreclosure on the mortgage from your principal residence Please see your plan administrator for more detailed information.

4.13 CAN I BORROW MONEY FROM MY ACCOUNT? Yes, loans are available under your plan. By calling the 800 number, you can find out how much you have available for a loan. If you decide to take a loan, Aetna will mail you a loan request form with the necessary instructions.

4.14 WHEN CAN I RETIRE AND WHAT WILL I RECEIVE? You can retire on the first day of any month after age 65, your normal retirement age. If you have 10 years of service, you can retire early on the first day of any month after you reach age 57. You will be paid the value of your own and all employer contributions in your account.

4.15 WHAT WILL I RECEIVE IF I AM TOTALLY AND PERMANENTLY DISABLED? You'll be paid the value of your own and all employer contributions in your account if the Plan Committee determines you're totally and permanently disabled.

4.16 WHAT WILL MY BENEFICIARY RECEIVE IF I DIE WHILE A PARTICIPANT? If you die while a participant in the plan, your beneficiary will be paid the value of your own and all employer contributions in your account. You name a beneficiary when you enroll in the plan. If you are married, your spouse will be your beneficiary unless your spouse consents in writing to your naming someone else. There are no restrictions if you aren't married. You can change your beneficiary at any time by filling out and submitting a change form. Spousal consent may be required for a change in beneficiary.

4.17 WHAT WILL I RECEIVE IF I TERMINATE EMPLOYMENT FOR OTHER REASONS? If you terminate employment for any reason other than retirement, total and permanent disability or death, you will be paid the value of your own contributions as well as your vested percentage of the value of employer contributions to your account. The amount shown as your "vested account value" on your statement is the amount you would have received if you had terminated employment on the date of the statement. Peckham Industries, Inc Confidential

4.18 WHAT IS VESTING? Vesting is the process by which you earn a permanent right to the value of contributions to your account, regardless of whether you terminate employment. You are always 100% vested in the value of your own contributions. However, you may not be immediately vested in employer contributions. To become vested, you must complete a certain number of years of service, as shown below:

IF YOU HAVE THIS NUMBER OF YOUR VESTED YEARS OF SERVICE: PERCENTAGE IS:

Fewer than 5 0%

5 or more 100%

If you terminate employment, you will lose your right to your non-vested percentage of the value of employer contributions. After 5 years of service, you will be 100% vested in all employer contributions. A year of service for vesting is measured in 12-month periods beginning on your date of hire, and includes the total period of time you work from that date to your date of severance. In your final year of employment, you will receive credit for a full year of service if you're credited with 1,000 hours in that year. See your Plan Administrator for complete details on vesting.

4.19 NON-VESTED ACCOUNT REINSTATEMENT UPON RETURN TO WORK If you are not 100% vested in your employer contributions when you leave work, your vesting credit and any rights you have to your non-vested account value will depend on the length of time between your termination and your return. If you are rehired, you may be able to have prior service count for vesting purposes. See your Plan Administrator for more details.

4.20 WHEN WILL MY BENEFITS BE PAID? When you retire, become totally and permanently disabled, or terminate employment, you may choose in writing to receive your benefit immediately. Or, if your account value is more than $3,500, you may choose in writing to receive your benefit at a later date. Whether you are working or not, federal tax rules generally require you to receive minimum payments no later than April 1 following the calendar year in which you reach age 70-1/2. Your spouse's written consent may also be required. See your Plan Administrator for details. Peckham Industries, Inc Confidential

4.21 HOW WILL MY BENEFITS BE PAID? If your account value is $3,500 or less, you will receive your benefit in a lump sum. Otherwise, you choose the way you will receive your benefit. You choose or change your payment form before payments begin, by filling out and submitting an election form. If you are married and your account value is more than $3,500, you can choose to receive your benefit in a lump sum; in an installment annuity form; or in a joint and survivor annuity form providing monthly payments for your life, with 50% of your payment continuing after your death for the life of your spouse. If you choose a life annuity form as described below, your spouse must consent in writing. If you are not married, you can choose any of the following methods of payment.

4.21.1 LUMP SUM PAYMENT You can elect to have the amount paid to you in a single cash payment (lump sum).

4.21.2 INSTALLMENT ANNUITIES You can elect to have the amount converted to a monthly installment annuity. The installment annuity will provide monthly payments over a 5, 10, or 15 year period. Payments will be equal in amount. If you die, any remaining payments due will be paid to your beneficiary. Monthly payments begin immediately.

4.21.3 LIFE ANNUITIES You can elect to have the amount converted to a life annuity. The life annuity will provide payments to you for the rest of your life. You can choose one of the following types of life annuities.

 Monthly payments for your life, with no death benefits.  Monthly payments for your life, with payments guaranteed for a period of 5, 10 or 15 years, as you select. If you die before the end of the period selected, payments will continue to your beneficiary until the end of that period.  Monthly payments for your life, with 100%, 75%, 66-2/3% or 50% (as you select) of your payment continuing after your death for the rest of the life of a person you name as beneficiary.  Monthly payments for your life, with a guarantee that your beneficiary will receive the difference, if any, between the net amount used to provide this annuity and the total amount paid to you before your death. 4.21.4 DEFERRED ANNUITIES If you leave before your normal retirement date, you can elect to have the amount converted to a deferred annuity. The deferred annuity will provide payments to you, beginning on your normal retirement date, for the rest of your life. It will also provide a lump sum payment to your beneficiary if you die before your normal retirement date. The lump sum payment will equal the net amount used to provide the deferred annuity, with interest at a specified rate to the date of your death. Peckham Industries, Inc Confidential

If you are married when deferred annuity payments begin, you will receive a reduced monthly payment for your life, with 50% of your payment continuing after your death for the life of your spouse. However, you can elect to receive unreduced monthly payments for your life with no continuation to your spouse, if your spouse consents in writing.

4.22 HOW CAN A DOMESTIC RELATIONS ORDER AFFECT MY BENEFITS? If your plan account is subject to a qualified domestic relations order issued in connection with child support, alimony or marital property rights, your account value, benefit payments or beneficiary selection may be affected. See your Plan Administrator for more details.

4.23 HOW WILL I BE TAXED? Under present tax law, you won't be required to pay federal income tax on any employer contributions to your account, your deferrals, or any earnings on your account, until you actually receive them. How you are taxed at that time depends, in part, on whether you receive a lump sum payment or annuity payments. You may want to contact a tax consultant or attorney to advise you on the tax treatment of amounts you receive under the plan.

4.24 WHAT HAPPENS IF THE PLAN OR GROUP ANNUITY CONTRACT TERMINATES? Peckham Industries, Inc. expects to continue the plan indefinitely, but reserves the right to change or terminate it if necessary. A change or termination can't take away your vested right to a plan benefit resulting from contributions made before the change or termination. If the plan or group annuity contract terminated, your individual account's share of the Interest Accumulation Account may be adjusted upward or downward to approximate the current market value of your interest in this account.

4.25 DOES THE PENSION BENEFIT GUARANTY CORPORATION INSURE THE PLAN? The plan is a Defined Contribution Plan. Pension Benefit Guaranty Corporation coverage does not apply to such plans. How does ERISA help protect my plan benefits? The Employee Retirement Income Security Act of l974 (ERISA) imposes the following obligations on the people responsible for the plan's operation (called "fiduciaries" of the plan).

 You can not be fired or otherwise discriminated against in any way to prevent you from obtaining a benefit or exercising your rights under ERISA.  The fiduciaries must operate the plan prudently - in the interest of you and other plan participants and beneficiaries.

If plan fiduciaries misuse the plan's money, or if you are discriminated against for asserting your rights, you may seek assistance from the U.S. Department of Labor, or you may Peckham Industries, Inc Confidential

file suit in a federal court. The court will decide who should pay court costs and legal fees. If you are successful, the court may order the person you have sued to pay these costs and fees. If you lose, the court may order you to pay these costs and fees (if, for example, it finds your claim is frivolous).

4.26 WHAT CAN I DO IF MY BENEFIT REQUEST IS DENIED? The Plan Committee has 90 days to approve or deny your written request for a plan benefit. If your request is denied, in whole or in part, you must receive a written explanation of the denial. You then have 60 days to request in writing that the Plan Committee review and reconsider the denial. If the review results in a denial, or if no action is taken on a request you submit, you may file suit in a state or federal court.

4.27 HOW DO I GET MORE INFORMATION ABOUT THE PLAN? You can examine all plan documents, without charge, at the Plan Administrator's office. These documents include insurance contracts, and any documents filed with the U.S. Department of Labor. Peckham Industries, Inc Confidential

SECTION 5 Revised Peckham Industries, Inc. Employees' Retirement Plan

5.1 INTRODUCTION This is a Employees' Retirement Plan summary plan description of the Revised Peckham Industries, Inc. Employees' Retirement Plan. The plan is called a "defined benefit plan" since its retirement benefits are determined on a formula basis, in our case, recognizing both earnings and service. In order to provide employees with future retirement benefits, the Company makes contributions to a trust fund each plan year to fund them. A plan year begins on January 1st and ends the following December 31st. Benefits under the plan provided by the Company's contributions are insured by the Pension Benefit Guaranty Corporation (PBGC) if the plan terminates. For more information on the PBGC insurance protection and its limitations, see the following section on Plan Termination.

5.2 PLAN NAME The Revised Peckham Industries, Inc. Employees' Retirement Plan

5.3 PLAN SPONSOR & ADMINISTRATOR PECKHAM INDUSTRIES, INC. 20 Haarlem Avenue White Plains, NY 10603 The Plan Administrator has the authority to interpret the plan and resolve any questions regarding eligibility and benefits. Employer Identification Number 13-1724577 Plan Number 001

5.4 PLAN TRUSTEE PECKHAM INDUSTRIES, INC. 20 Haarlem Avenue White Plains, NY 10603 Service of legal process can be made upon the Plan Trustee or the Plan Administrator, c/o Peckham Industries, Inc, Treasurer. The assets of the plan are primarily held by Aetna Life Insurance Company under Group Annuity Contract CT-7372. Peckham Industries, Inc Confidential

5.5 PARTICIPANTS' RIGHTS As a participant in The Revised Peckham Industries, Inc. Employees' Retirement Plan, more commonly known as the Employees' Retirement Plan, you are entitled to certain rights and protection under federal law, as stated in the Employee Retirement Income Security Act of 1974 (ERISA). ERISA entitles you as a plan participant to:

 Examine, without charge, at the Plan Administrator's office and at other specified locations, such as work sites, all plan documents including copies of all documents filed by the plan with the U.S. Department of Labor, such as detailed annual reports and plan descriptions.  Obtain copies of all plan documents and other plan information upon written request to the Plan Administrator. The administrator may make a reasonable charge for the copies.  Receive a summary of the plan's annual financial report. The Plan Administrator is required by law to furnish each participant with a copy of this summary annual report.  Obtain a statement telling you whether you have a right to receive a pension at normal retirement age (age 65) and if so, what your benefits would be at normal retirement age if you stop working under the plan now. If you do not have a right to a pension, the statement will tell you how many more years you have to work to get a right to a pension. This statement must be requested in writing and is not required to be given more than once a year. The plan must provide the statement free of charge.

5.6 OBLIGATIONS OF FIDUCIARIES In addition to creating rights for plan participants, ERISA imposes duties upon the people who are responsible for the operation of the plan. The people who operate your plan, called fiduciaries of the plan, have a duty to do so prudently and in the interest of you and other plan participants and beneficiaries.

5.7 PROVISIONS FOR LEGAL ACTION No one, including your employer, or any other person, may fire you or otherwise discriminate against you in any way to prevent you from obtaining a pension benefit or exercising your rights under ERISA. If your claim for a pension benefit is denied in whole or in part you must receive a written explanation of the reason for the denial. You have the right to have the Plan Administrator review and reconsider your claim. Under ERISA, there are steps you can take to enforce the above rights. For instance, if you request materials from the plan and do not receive them within 30 days, you may file suit in a federal court. In such a case, the court may require the Plan Administrator to provide the materials and pay you up to $100 a day until you receive the materials, unless they were not sent because of reasons beyond the control of the administrator. If you have a claim for benefits which is denied or ignored, in whole or in Peckham Industries, Inc Confidential part, you may file suit in a state or federal court. If you believe the plan fiduciaries misuse the plan's money, or if you believe you are discriminated against for asserting your rights, you may seek assistance from the U.S. Department of Labor, or you may file suit in a federal court. The court will decide who should pay court costs and legal fees.

5.8 FOR MORE INFORMATION If you have any questions about your plan, you should contact the Company. If you have any questions about this statement or about your rights under ERISA, you should contact the nearest Area Office of the U.S. Labor Management Services Administration, Department of Labor.

5.9 SUMMARY PLAN DESCRIPTION The following description is only a summary of the principal provisions of the plan and trust. The plan was amended and restated as of January 1, 1989. A Copy of the full text is available upon request in Personnel for your examination. As such, this summary does not alter the terms of the plan and trust that will control in all instances, including any instance of inconsistency or discrepancy between this summary and those documents. The plan itself is quite lengthy, and obviously contains much more than is summarized here. If you have questions at all, either about the plan or your own participation in the plan, please contact personnel. If they cannot answer your question, they will find an answer for you.

5.10 WHO IS COVERED? You are eligible to participate in the plan if you have reached age 21, complete 1,000 Hours of Service during an Eligibility Computation Period, and are:

 a salaried employee  an hourly employee who receives a guaranteed minimum wage, or  a member of a collective bargaining unit that provides for your coverage under the plan.  Participation begins on the first day of the month following completion of the eligibility requirements above. If you are a part-time or temporary employee you are not eligible to participate in the plan.

5.11 WHAT IS SERVICE? Your service with the Company is used to determine your eligibility to participate in the plan, your right to receive a retirement benefit, and the amount of that benefit. Hour of Service means an hour for which you are directly or indirectly paid by the Company, including sick pay or pay for vacation, holidays and any other time for which you were paid even though you were not actively at work. It may not include certain time during an authorized leave of absence, such as military service or illness. Peckham Industries, Inc Confidential

Time in the Armed Service of the United States is counted if you return to employment while you still have reemployment rights under law. (Non-hourly employees will have their regular work period translated into hours).

5.12 HOW ARE PERIODS OF SERVICE DETERMINED? Eligibility Computation Period is a 12 consecutive month period beginning with your first Hour of Service. If you do not accumulate 1,000 Hours of Service during your first Eligibility Computation Period, you will meet the service eligibility condition after you complete 1,000 Hours of Service in a calendar year. After your first year, a new Eligibility Computation Period begins on each January 1st. A Year of Credited Service is a calendar year (prior to December 31, 1987, a 12- month period ending May 31) during which you participate in the plan and are credited with at least 1,000 Hours of Service. You may also receive credit for partial years of service for service prior to meeting the plan's minimum service requirement but after attaining the minimum age requirement and for the period between June 1, 1987 and January 1, 1988. Credited Service is used to calculate the amount of your retirement benefit. A Year of Vesting Service is a 12-month period ending each May 31 before 1988, the period from June 1, 1987 through December 31, 1987, and a calendar year on or after January 1, 1988 during which you are credited with 1,000 or more Hours of Service, excluding periods of employment prior to attainment of age 18. Vesting Service is used to determine your right to receive a retirement benefit.

5.12.1 WHAT IS A BREAK IN SERVICE? Your right to a retirement benefit may be lost if you have a break in service before you have a vested right to a benefit. If you are credited with 500 or less Hours of Service for any vesting service computation period, you will have a break in service. You do not receive any credit for Vesting Service or Credited Service during a break in service. If you take an authorized leave of absence, you will not have a break in service. If you are not vested in your benefit and you are re-employed after a break in service, you will receive credit for service prior to the break in service only if: (a) you have fewer than five consecutive one-year breaks in service, or (b) you have fewer consecutive one-year breaks in service than the years of service before the break. Otherwise, only service during your most recent employment is used to determine your Vesting Service and Credited Service. Any plan year in which you complete at least 501 Hours of Service but less than 1,000 Hours of Service will not be considered a break in service, but you will not receive any credit toward Vesting Service or Credited Service during that period. Peckham Industries, Inc Confidential

Additionally, if you are rehired after a break in service, you must once again meet the plan's eligibility requirements, described on page 4. If you go on an approved maternity or paternity leave, you may receive credit for up to 501 hours of service if you are absent because of:

 pregnancy,  the birth of your child,  placement in connection with the adoption of a child, or  the need to care for a child during a period immediately following the child's birth or placement.

It's important to contact the Plan Administrator if you intend to take a maternity or paternity leave so that you can receive the proper credit for this time.

5.13 WHO PAYS? The full cost of the plan is paid by the Company. The Company's contributions each plan year are actuarially determined.

5.14 WHAT ARE NORMAL RETIREMENT BENEFITS? The amount of your retirement benefit is determined by a formula and based on three things -- your earnings, your years of Credited Service, and your retirement date. You are eligible to receive a normal retirement benefit on the first day of the month on or after you reach age 65. This is called your normal retirement date. If you were an active participant in the plan on January 1, 1994 and subsequently retire after January 1, 1994, your retirement benefit will be based on the sum of the Past and Future Service Benefit Formulas. If your plan participation began on or after January 1, 1994, your retirement plan benefit will be based on the Future Service Benefit Formula only.

5.15 PAST SERVICE BENEFIT FORMULA Your benefit for Credited Service prior to January 1, 1994 is the greater of:

1% of your Average Earnings up to your 1993 covered compensation plus 1.625% of your Average Earnings in excess of your 1993 covered compensation times your years of Credited Service prior to January 1, 1994 Peckham Industries, Inc Confidential

Your accrued retirement income benefit under the prior plan as of December 31, 1988. Average Earnings means the lesser of: The average of your earnings during 1991, 1992, and 1993 Covered Compensation means: the average of the social security taxable wage bases (based on 1993 law) over 35 years ending with the year you become entitled to unreduced primary social security benefits. This amount varies based on your year of birth as follows:

Year of 1993 Covered Year of 1993 Covered Year of 1993 Covered Birth Compensation Birth Compensation Birth Compensation 1925 $ 18,312.00 1937 $ 36,192.00 1949 $ 52,536.00 1926 $ 19,728.00 1938 $ 39,036.00 1950 $ 53,340.00 1927 $ 21,192.00 1939 $ 40,452.00 1951 $ 54,060.00 1928 $ 22,716.00 1940 $ 41,880.00 1952 $ 54,684.00 1929 $ 24,228.00 1941 $ 43,272.00 1953 $ 55,248.00 1930 $ 25,728.00 1942 $ 44,604.00 1954 $ 55,764.00 1931 $ 27,240.00 1943 $ 45,876.00 1955 $ 56,604.00 1932 $ 28,752.00 1944 $ 47,112.00 1956 $ 56,964.00 1933 $ 30,252.00 1945 $ 48,324.00 1957 $ 57,240.00 1934 $ 31,764.00 1946 $ 49,500.00 1958 $ 57,420.00 1935 $ 33,276.00 1947 $ 50,640.00 1959 $ 57,540.00 1936 $ 34,728.00 1948 $ 51,636.00 1960 $ 57,600.00

5.16 FUTURE SERVICE BENEFIT FORMULA Your benefit for each year of Credited Service that begins on or after December 31, 1993 is: 1.0% times your Earnings

Earnings means your regular base salary, including overtime pay, incentive cash bonuses, and salary reductions for contributions to a Company savings or flexible benefits plan. Compensation does not include any commissions or contributions to this or any other Company pension plan. Peckham Industries, Inc Confidential

Your annual earnings considered by the plan to calculate your retirement benefit cannot be greater than $150,000, as indexed by the Internal Revenue Code in $10,000 increments for years after 1994 to reflect increases in cost of living. For Example: Past Service Benefit

Let's assume you were born in 1944 hired in 1984, and you had 10 years of Credited Service as of December 31, 1993. Also assume that your Average Earnings as of January 1, 1994 was $50,000, and your accrued benefit at December 31, 1993 was $4,277. Using this information you would calculate your Past Service Benefit Formula amount by determining the sum of 1) and 2) below multiplied by 10 years of Credited Service, but not less than the benefit earned at December 31, 1993 as follows: 1) 1% x $47,112 (Average Earnings up to Covered Compensation) equals $471.12 2) 1.625% x $2,888 ($50,000 minus $47,112 Covered Compensation) equals $46.93. The sum of 1) and 2) above equals $518.05, multiplied by 10 years of Credited Service equals $5,180.50. This amount is greater than $4,277 and represents your Past Service Benefit. Future Service Benefit Let's assume your Earnings are $55,000 during the plan year beginning on January 1, 1994. Using the current plan benefit formula, your annual benefit would be: 1.0% of $55,000 = $550 This means for the plan year beginning on January 1, 1994, the annual benefit you would have earned is $550, payable beginning on your normal retirement date (age 65). Add that to your Past Service Benefit in the example above and your total annual retirement benefit would be $550 plus $5,180.50 or $5,730.50. You would perform the same calculation for the plan year beginning January 1, 1995 and for each succeeding year, taking into account your Earnings for that plan year.

5.17 WHAT ARE EARLY RETIREMENT BENEFITS? If you complete 5 or more years of Vesting Service and are at least age 57, you can elect to retire early. Your early retirement date can be the first day of any month after you reach age 57 and have 5 years of Vesting Service. Your benefit will be calculated in the same way as a normal retirement benefit, but your monthly pension will be reduced because you will receive payments over a longer period of time. When you elect to retire early, your benefit is reduced by:  1/15th for each of the first five years, Peckham Industries, Inc Confidential

and

 1/30th for each of the next three years

for which you elect to start receiving an early retirement benefit before your normal retirement date. You can elect to receive benefits on your early retirement date or the first of any month thereafter before attaining age 65.

5.18 WHAT ARE VESTED BENEFITS? When you are vested, you have a non-forfeitable right to receive your pension when you retire or otherwise terminate your employment. Your benefits vest according to the following schedule:

IF YOU HAVE THIS NUMBER OF YOUR VESTED YEARS OF SERVICE: PERCENTAGE IS:

Fewer than 5 0%

5 or more 100%

If you are employed when you reach your 65th birthday, you will be fully (100%) vested in your accrued benefit regardless of the number of years of vesting service you have. If you terminate your employment, the amount of your vested benefit is payable to you as a monthly pension beginning on your normal retirement date. Your vested benefit is the amount credited to you according to the normal benefit formula, based on your Earnings and years of Credited Service multiplied by your vesting percentage. You may elect to commence receiving benefits at or after attaining age 57.

5.19 WHAT ARE POSTPONED RETIREMENT BENEFITS? You may continue to work for the Company after your normal retirement date and defer payment of your retirement benefit until the actual date you retire. However, benefit payments must begin if you have less than 40 hours of service in a calendar month or have attained age 70-1/2. When your postponed retirement benefit is determined, any Credited Service earned and Earnings after your normal retirement date will be counted. When you do retire, your pension payments will begin on the first day of the month following the date your employment ends. This date is called your postponed retirement date. If you reach age 70 and are still actively employed, your benefit payments will begin on April 1 of the following calendar year. Upon actual retirement, an adjustment will be made to reflect the value of benefits received while in active employment. Peckham Industries, Inc Confidential

5.20 WHAT IS DISABILITY RETIREMENT? If you become disabled, you may be entitled to a disability pension benefit. You need to have at least 5 years of Vesting Service as of the date your disability begins to be eligible to receive a disability benefit. To be considered "disabled," you must be employed by the Company at the time you are disabled and your disability must be severe enough that you are, in the opinion of a qualified physician selected by the Plan's administrative committee, totally and permanently disabled. If all of these conditions are met, you may retire for disability on the first day of the month after you are disabled. You may be required to submit to periodic physical examinations before age 57 to verify the continuance of your disabled status. If you are found not to be disabled, refuse to submit to such an examination, or are ineligible or cease to be eligible for Social Security disability benefits, then your disability pension benefits will end. If you retire on a disability retirement date you may elect to begin receiving payments immediately or defer payment until your normal retirement date. If you begin receiving disability pension payments on or after age 57, your benefit payment amount will be reduced by:

 1/15th for each of the first five years, and  1/30th for each of the next three years

during which you receive a disability retirement benefit before age 65. If you are younger than age 57 when you begin receiving disability pension payments, your benefit amount will be further reduced on an actuarial basis to take into account the number of years prior to age 57 your benefits will commence.

5.21 HOW ARE RETIREMENT BENEFITS PAID? Before you retire, you will be given the opportunity to review in detail all of the normal and optional forms of payments. If you are married, you will automatically receive your pension in the form of a Qualified 50% Joint and Survivor Annuity on your retirement date unless you elect otherwise. A Qualified 50% Joint and Survivor pays a reduced monthly pension for your lifetime. Upon your death, 50% of your reduced pension will continue for the rest of your surviving spouse's lifetime. If you are not married, your pension will normally be paid to you in the form of a lifetime monthly benefit whether your payments begin on a normal, early, disability or postponed retirement date. There are no death benefits payable under this form of annuity, which is called a Straight Life Annuity. If you elected pre retirement survivor coverage for your spouse, your monthly benefit will be reduced further to reflect the cost for this coverage, as described in the following section on Pre-Retirement Survivor Coverage. Peckham Industries, Inc Confidential

If the actuarial value of your pension is less than $3,500, you will automatically receive your benefit in a single lump sum payment.

5.22 WHAT ARE OTHER PAYMENT OPTIONS? If you don't want to receive the normal form of payment at retirement, you can elect one of the optional payment methods described below. If you are married and want to elect an optional form of payment, you must provide your spouse's notarized written consent and contact the Plan Administrator within 90 days of the date your benefits are scheduled to begin. To elect an option you must complete an election form and submit it to the Committee within 90 days of the date your benefit is scheduled to begin. Your election of the contingent or joint pension option will not be effective if you or your contingent annuitant or joint annuitant, depending on your election, dies before the option effective date. Also, an election of the 120 guaranteed payment option will not be effective if you die before the option effective date.

5.22.1 CONTINGENT ANNUITY OPTION. This option gives you a reduced monthly pension for your lifetime. Upon your death, a specified percentage of the reduced benefit you were receiving will continue for the rest of your contingent annuitant's lifetime. The benefit paid to your designated beneficiary, called your contingent annuitant, may be 100%, 66- 2/3%, or 50%. When you choose the percentage, you should remember that the greater the percentage of your benefit that continues to the contingent annuitant, the greater the reduction in your benefit payments. The amount of your reduced pension also depends on your and your contingent annuitant's ages when you retire. (For married participants, the normal form of payment is a 50% Contingent Annuity Option assuming the spouse as the named contingent annuitant.)

5.22.2 TEN YEAR CERTAIN AND LIFE OPTION. You may elect to receive a smaller pension for your lifetime with a guaranteed minimum of 120 monthly payments. If you die before the guaranteed 120 monthly payments have been made to you, your designated beneficiary will receive the balance of the 120 monthly payments.

5.22.3 JOINT AND SURVIVOR OPTION. The joint and survivor annuity option pays reduced monthly benefits to you for your lifetime. You can elect that, upon your death, 50% or 75% of your reduced benefit be paid for the rest of your designated beneficiary's (your joint annuitant's) lifetime. If your joint annuitant dies before you do, you will receive either 50% or 75% (depending on your election) of your monthly benefit. The amount of your reduced pension also depends on your and your joint annuitant's ages when you retire. Peckham Industries, Inc Confidential

5.22.4 STRAIGHT LIFE ANNUITY OPTION. Even if you are married, you may elect to have your pension benefit paid as a straight life annuity -- the normal form of payment for an unmarried participant.

5.23 WHAT IS PRE-RETIREMENT SURVIVOR COVERAGE? You can elect pre-retirement survivor coverage for your spouse whether or not you are still an active employee on the date of your death. This death benefit is payable for the rest of your spouse's lifetime if you were married on the date of your death and you die anytime after you become vested, but before benefit payments begin. If you die after you are eligible for early or normal retirement: Your spouse's pension benefit will be 50% of the benefit you would have received if you had retired on the date before your death with a Qualified 50% Joint and Survivor Annuity benefit in effect and died the next day. If you die before you are eligible for early or normal retirement and after you become vested: Your spouse's pension benefit will be 50% of the benefit you would have received if you had terminated employment, survived until what would have been your earliest eligible retirement date, retired on that day with a Qualified 50% Joint and Survivor Annuity benefit in effect and died the next day. Example: If you die with 5 or more years of Vesting Service, your spouse's benefit would be payable immediately or when you would have attained age 57, if later. Your spouse may elect to postpone receipt up to the date when you would have attained age 65.

5.23.1 THE COST OF PRE-RETIREMENT SURVIVOR COVERAGE When you elect pre-retirement survivor coverage, your and your surviving spouse’s monthly benefit will be reduced to pay for the cost of coverage, as follows: Cost of Pre-Retirement Survivor Coverage

Your Age When You Elect Reduction for Each Month of Coverage Coverage

Under 35 None

35 – 45 0.0104%

45-55 0.0208%

55-60 0.0417%

60 or greater 0.0625

Prior to age 35, the coverage is automatic without charge. Peckham Industries, Inc Confidential

Example: If you are age 55 and elect pre-retirement survivor coverage for your spouse, your monthly benefit at retirement will be reduced to reflect the number of months during which your pre-retirement coverage was in effect. That means if you retire at age 65, your coverage would have been in effect for 10 years (120 months). Your reduction for each month of coverage is .0417% for the first 60 months and .0625% for the next 60 months totaling 6.252% reduction (60 x .0417% + 60 x .0625%), for the cost of pre-retirement survivor coverage.

5.23.2 HOW TO ELECT COVERAGE Coverage is automatic. Before you reach age 35, or upon Plan participation, if later, you will receive more information about pre-retirement survivor coverage. To waive coverage, you must provide your spouse's signed and notarized consent.

5.23.3 WHEN BENEFITS BEGIN Pre-retirement survivor benefits may begin on the first of the month following the date your spouse is eligible to receive benefits. Your spouse may postpone the payment of benefits until what would have been your normal retirement date. Benefits that start before your normal retirement date are reduced to reflect the longer period over which they are paid. Keep in mind that after you retire and begin to receive a pension benefit, no survivor benefits are payable to your beneficiary unless a form of payment was elected at retirement that continues payments after your death.

5.24 WHAT IS THE CLAIMS PROCEDURE?

5.24.1 HOW TO APPLY FOR BENEFITS When you have determined when you would like to retire, notify the Plan Administrator. Information, and a claim form will be sent to you. You should give the Plan Administrator as much notice as possible before your actual retirement date. The Plan Administrator will process your claim within 90 days of the date your claim form is received.

5.24.2 IF YOUR CLAIM IS DENIED If your claim is denied, in whole or in part, the Plan Administrator will notify you or your beneficiary, in writing, of the reason for the denial. The notification will include the reasons for the denial and any additional information required to appeal the denial. Either you, your beneficiary, or an authorized representative, is entitled to appeal a claim that is denied within 60 days of the date of receiving the denial notice. To do so, notify the Plan Administrator in writing. State the reasons why you feel your claim should not have been denied, and include any additional documentation you feel supports your claim. You may also submit questions or comments that you think are appropriate, and you may review relevant documents. Peckham Industries, Inc Confidential

Normally, you will receive a written decision on your appeal within 60 days of the date the Plan Administrator received your request. If special circumstances require a delay, you will be notified of the extension during the 60 days following the receipt of your request. In any event, a decision will be made within 120 days after the date the Plan Administrator received your request. Your notification of the decision upon appeal will include specific reasons for the decision and will cite the plan provisions on which that decision is based.

5.25 WHAT IF THE PLAN IS TERMINATED? The Company intends to continue the plan indefinitely. However, the Company reserves the right to amend or terminate the plan at any time. If the plan is terminated prematurely, certain nondiscrimination rules may apply. The plan is also subject to the continuing approval of the Internal Revenue Service, and may be modified as needed to keep the plan qualified under the Internal Revenue Code. If a plan amendment affects your pension benefit, the benefit you have earned up to the date of the amendment will not be reduced. If the Company terminates the plan, you will automatically become 100% vested in the benefit you accrued as of the plan's termination date to the extent the plan is then funded. This is true regardless of how much Vesting Service you have. Upon plan termination, the plan's available assets will first be used to provide benefits for participants and beneficiaries who are already receiving pension benefits. Remaining assets will be used to pay all accrued pensions and other benefits payable at the participant's normal retirement date in the following order:

 other benefits that are guaranteed by the PBGC (see below)  all accrued benefits not guaranteed by the PBGC  all other benefits earned under the plan  Any excess assets remaining after all benefit obligations have been satisfied, as defined under federal law, may be returned to the Company.

Your benefits under this plan are insured by the Pension Benefit Guaranty Corporation ("PBGC") if the plan terminates. Generally, the PBGC guarantees most vested normal retirement benefits, early retirement benefits, and certain disability and survivor's pensions. However, the PBGC does not guarantee all types of benefits under covered plans and the amount of benefit protection is subject to certain limitations. The PBGC guarantees vested benefits at the level in effect on the date of plan termination. However, if the plan has been in effect for less than 5 years before it terminates, or if benefits have been increased within the 5 years before plan termination, the whole amount of the plan's vested benefits or the benefit increase may not be guaranteed. In addition, there is a ceiling on the amount of monthly benefit that PBGC guarantees, which is adjusted periodically. Peckham Industries, Inc Confidential

For more information on the PBGC insurance protection and its limitations, ask your Plan Administrator or the PBGC. Inquiries to the PBGC should be addressed to the Branch of Coverage and Inquiries, PBGC, 2020 K Street, N.W., Washington, D.C. 20006. The PBGC Office can also be reached by calling (202) 778-8800.

5.26 SOME OTHER THINGS TO KNOW

5.26.1 RIGHTS TO BENEFITS Except as may be required or permitted by law, your benefits are not assignable by you or subject to the claims of any creditors. Benefit payments may be withheld in order to enforce this provision of the plan, or if you are unable to care for your affairs, to assure that such payments will be used for your and your family's benefit. Federal law requires that we comply with certain court ordered attachments or participant's rights or interest where the order arises from claims of alimony, child support, or the division of marital property.

5.26.2 MAXIMUM BENEFITS Federal law sets an upper limit on the amount of annual pension payments you can receive from the plan and on the amount of pay that the plan considers in determining benefits. Generally, these limitations will affect only higher salaried employees. It is unlikely that you will be affected by these limits. However, if you are, you will be notified by the Company.

5.26.3 FEDERAL INCOME TAXES Under current federal income tax law, your pension benefits are not taxable while they accumulate in the plan. However, unless you elect otherwise at retirement, federal income taxes will be withheld from your benefit. Federal income taxes are automatically withheld if your mailing address is outside the United States.

5.26.4 TOP-HEAVY RULES The Internal Revenue Code requires that all plans contain certain specific provisions that will come into play if the plan becomes "top-heavy." Generally, this occurs if the value of the benefits earned by key employees exceeds 60% of the value of benefits earned by all participants. In the unlikely event that the plan should become top-heavy, it could accelerate your vesting in your accrued pension benefit and increase the retirement income you receive in a plan year. You will be notified if such an event should occur.

5.26.5 FAILURE TO APPLY FOR BENEFITS If you do not apply for benefits, you may not receive any retirement benefits. If the Company cannot contact you at the last address provided, payment of benefits will be delayed until you or your beneficiary contacts the Company. Peckham Industries, Inc Confidential

SECTION 6 Transfer of Employees, Separation From Employment and Leave of Absence

6.1 TRANSFER OF EMPLOYEES Transfer of employees from one department to another or from one location to another for the company's convenience may be made to meet company requirements. A request for transfer should be made in writing and submitted to the Payroll Department for consideration. A transfer may be made if management determines it is in the best interest of the company and the employee.

6.2 SEPARATION FROM EMPLOYMENT An employee may be separated from employment voluntarily or involuntarily by retirement, voluntary resignation, lack of work, or termination. Usually, before an employee is terminated, he/she will be told the reason(s) and will be counseled by Senior Management. However, if any misconduct warranting discipline is severe enough, Senior Management has the authority to discharge the employee immediately. Senior Management will advise the Personnel Department immediately of the date and reason for terminating an employee. All company property in the employee's possession must be returned to the Company upon separation from employment before the final pay check is released.

6.3 VOLUNTARY RESIGNATION Any employee who voluntarily resigns his/her position with PII is expected to provide the company with advance written notice of at least 2 weeks. If the employee does not provide advance notice as requested, the employee will not be eligible for rehire.

6.4 EXIT INTERVIEW An employee planning to leave the company will be asked to participate in an exit interview. In addition to discussing his/her decision to leave the company with his/her immediate supervisor, a member of the Personnel Department staff will meet with the employee prior to the termination. Discussions concerning the reasons for leaving will assist the company in evaluating the effectiveness of its personnel policies and practices. At the time of the exit interview matters relating to final pay and any other personal considerations will be arranged. Peckham Industries, Inc Confidential

6.5 PAY AT TIME OF SEPARATION FROM EMPLOYMENT The company will determine if the terminating employee has any outstanding debt owed to the company and whether the individual has in his/her possession any company credit cards, uniforms, tools, keys, safety equipment manuals, vehicles, ID cards/badges or other company property. Upon completion of a full accounting of the employee's and the company's accounts (as determined by the company), a final pay check for time worked (less deductions) will be issued to the employee on the next regular pay day in accordance with applicable federal and state law. The company will issue a check designated as the final payment for all services rendered. The final check will not reflect any time not actually worked except for an employee separated from employment with the company for any reason before he/she has taken part or all of his/her earned vacation. The employee will receive pay for his/her earned (unused) vacation time at the time of separation from employment. Upon resignation or termination, the employee should contact the Personnel 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 his/her possession.

6.6 LEAVE OF ABSENCE An employee with at least 5 years of service may ask for a leave of absence without pay from the company; however, no employee is guaranteed a leave of absence. Any request for a leave of absence must be made in writing stating a definitive period of time and must be approved (in advance) by the area Vice President. If the time period requested is longer than the position can be held open, then the employee will be advised at that time that the job may not be available upon the employee's return to work. Management may recommend either approval or denial of a leave of absence request based upon business considerations and/or circumstances of the request, (e.g., staffing needs, employee disability, military obligations, family crisis, unusual circumstances, etc.). Due to lack of work, the company may require an employee to take an unpaid leave of absence. The length of the company-initiated leave of absence may vary. During any approved leave of absence the following provisions apply:

 The employee is responsible for the payment of all insurance premiums for his/her individual coverage and dependent health insurance coverage (if applicable). This money should be paid to PII by the first day of each month that the employee is on an approved leave of absence.  The employee will retain his/her original employment date (continuous service date) showing no interruption in service. Peckham Industries, Inc Confidential

 The employee will retain his/her membership in the company's Pension and 401(K) Retirement Savings Plans up to the amount of time allowed in the Plan.  Credit for paid vacation leave cannot be accrued during an approved leave of absence.  If an employee accepts other employment, all of his/her benefits with the company will be terminated.  Any leave of absence is without pay.

6.7 REDUCTION OF WORKFORCE In the event that a reduction in the company's workforce becomes necessary, employees over and above the number determined by the company as needed to perform the available work will be terminated. In determining those employees to be retained, consideration will be given to the quality of each employee's past performance, the need for the position held by the employee and, with all other factors being equal, the length of service of each employee. If feasible, but not as a vested right, employees subject to termination will be given a notice prior to the anticipated termination. Upon such termination, all accrued (unused) vacation leave will be paid in full and any insurance benefits required to be offered will be brought to the employee's attention. Peckham Industries, Inc Confidential

SECTION 7 Work Policies and Regulations

7.1 CARE OF EQUIPMENT AND FACILITIES Employees should be concerned with the care and safe use of company-owned equipment and facilities. Employees are expected to follow all operating instructions, safety standards and guidelines. Good housekeeping is expected of every employee. If any equipment, machines, tools, vehicles, etc. appear to be damaged, defective, or in need of repair, notify Senior Management. Prompt reporting of damages, defects, and the need for repairs could prevent deterioration of equipment and possible injury to employees or others. Unsafe, destructive, careless, negligent, or improper use or operation of equipment may result in disciplinary action up to and including termination of employment.

7.2 PERSONAL APPEARANCE/CLOTHING Personal appearance, proper hygiene and appropriate attire are important to our work practices. Our customers gauge the quality of our company by the attention we show to personal appearance and attire. Each employee personally represents the company and is required to dress in an appropriate manner. Every employee of PII contributes to the company's overall public image during work hours. Appropriate attire enhances an employee's effectiveness in providing superior service. Employees are expected to report to work wearing clean clothing. A neat, well- groomed appearance is important to the employee, their fellow workers and to our customers. The company does not object to employees having reasonably long hair if it is groomed. Nor does it object to mustaches and/or beards if they are kept trimmed and do not hinder the employee's performance or safety on the job.

7.3 SMOKING POLICY PII is dedicated to providing a healthy, comfortable, productive work environment for our employees as well as a healthy, comfortable environment for our customers. This goal can only be achieved through ongoing efforts to protect non-smokers and to help employees adjust to restrictions on smoking. Therefore, smoking is prohibited throughout company facilities except in designated smoking areas.

7.4 DESIGNATED SMOKING AREAS: These areas will be designated by senior management. If no areas have been designated, then smoking is prohibited. Peckham Industries, Inc Confidential

The success of this policy will depend upon the thoughtfulness, consideration and cooperation of smokers and non-smokers. All employees share in the responsibility of adhering to and enforcing this policy. Any conflict should be brought to the attention of the appropriate supervisory personnel.

7.5 PERSONAL BELONGINGS PII recognizes an employee's desire to display mementos pertaining to his/her family or other personal items. While PII can take no responsibility for the safekeeping of these items, it welcomes its employees to personalize their work areas for added comfort or pleasantness. However, several guidelines must be observed. They are as follows:

 Safety Comes First - No object can interfere with job safety as viewed by company management.  Nothing can be displayed that (in the opinion of management) is derogatory to any person or system of beliefs.  Objects that (in the opinion of management) are inappropriate or hinder work efforts will not be allowed and must be removed upon request.

7.6 SAFETY EQUIPMENT Employees will be provided with safety equipment if it is a requirement for a particular job. This equipment will be signed for by the employee and replaced at the employee's expense if the equipment is lost, damaged, or stolen due to employee’s negligence. Replacement will be provided if the equipment is shown to be defective.

7.7 PERSONAL TOOLS Employees who work in certain trade positions are required to provide their own tools to perform job assignments. The immediate supervisor or manager will advise employees of the tools required and will make sure that each employee obtains the required tools. The company discourages employees from lending or borrowing tools. Employees are responsible for maintaining and the safe-keeping of all tools. Lost tools will only be replaced at the discretion of the Plant Manager.

7.8 COMPANY TOOLS AND EQUIPMENT The company will furnish all necessary tools and equipment to complete job assignments. Each employee is reminded that all items purchased by the company are the property of PII and represent a very valuable asset of the company. It is the responsibility of the employee to whom tools and equipment are assigned to maintain and safeguard these assets as if they were his/her personal property. An inventory of tools and equipment will be made periodically. If it is determined that an employee is negligent in the proper storage of tools, materials, or Peckham Industries, Inc Confidential supplies or they are misplaced or stolen, the employee will be asked to replace same at fair market value or the cost of the item will be deducted from the employee's pay check. When leaving a work area, it is required that all tools be placed back in designated storage areas or removed from the work area and secured in locked storage where available.

7.9 BREAK AREA The company may provide a break area for the convenience of our employees. Employees are encouraged to use the break area for their scheduled break and/or lunch period. Employees owe it to fellow employees to keep the break area neat and clean.

7.10 ENERGY PRESERVATION AND WASTE PREVENTION Waste of energy and materials is costly to the company and ultimately results in losses that must be paid for by other cost reduction actions. Employees are expected to:

 conserve energy at every opportunity by keeping thermostats in moderate ranges; i.e., 72 degrees in summer and 68 degrees in winter.  Adjust temperatures (higher in summer and lower in winter) where practical during off-hours to conserve energy  change filters regularly  drive within posted speed limits  participate in the company's recycling program.

7.11 SOLICITATION AND/OR DISTRIBUTION To prevent disruption of business activities, to minimize distractions for all employees, and to preserve company security, solicitation and/or distribution of literature, materials, goods, contest promotions, requests for donations, or any other solicitation and/or distribution is prohibited during working time or in work areas.

7.12 SECURITY All doors, files, desks, gates, and any other equipment with locks must be kept locked securely when not in direct use and at the end of each day. Locks should be checked regularly. Company vehicles should be kept locked at all times when not in use. Lost keys must be reported to the Office immediately. Any concerns about security should be directed to the Senior Management or the Safety Department.

7.13 BULLETIN BOARD The company maintains a bulletin board to keep employees informed of current items of general interest. Employees should check the bulletin board regularly. Posting and/or removal of notices must have the approval of Senior Management. Peckham Industries, Inc Confidential

7.14 OUTSIDE EMPLOYMENT PII makes every effort to keep its employees as fully employed as possible and at a good rate of pay. When an employee is on the job, this means that 100% of his/her effort is required. If an employee chooses to work outside of his/her job and the outside employment competes with what is expected of him/her as an employee of PII, opportunities for promotion and advancement with PII may be limited by his/her decision. If management feels that outside employment prevents an employee from fulfilling his/her obligations to the company, the employee will be asked to resign from PII or to leave his/her outside employment. All management and supervisory personnel are expected to enforce this policy and, by example, refrain from conflicting outside employment.

7.15 USING THE TELEPHONE Each time an employee makes or receives a telephone call he/she represents PII. The manner in which a call is handled determines how PII is judged by our customers and neighbors. We have a limited number of telephone lines at the company and it is essential that we keep those lines open for calls pertaining to PII business. Personal use of telephone during working hours is not permitted. This includes local calls. Employees will be required to reimburse the company for any charges resulting from their personal use of company telephones. Employees should use the public pay phones during breaks, meal periods, or at other times with management approval when making personal calls.

7.16 PERSONAL MAIL AT THE WORK PLACE The mail system is reserved for business purposes only. Employees will not be allowed to send or receive personal mail at the workplace.

7.17 TWO-WAY RADIOS Employees must use proper procedure and appropriate language when using company two-way radios.

7.18 ALCOHOL Consumption of, possession of, or being under the influence of alcoholic beverages on company property, in the Office or in any vehicle used for company business is strictly prohibited. Any employee who violates this policy will be subject to disciplinary action including immediate termination of employment. Any employee who reports for work or who is at work is subject to blood/alcohol testing to determine the Peckham Industries, Inc Confidential presence of alcohol in the body as described in 13, PII DRUG FREE WORKPLACE POLICY.

7.19 DRUGS The company has in place a substance abuse policy which incorporates the provisions of the Drug-Free Workplace Act of 1988. All employees must abide by all of the terms and conditions of this policy while employed by PII. In this regard, employees are required to read the policy and sign a statement acknowledging their understanding of the policy and intent to follow the policy. Any employee who reports for work or who is at work is subject to chemical screening and/or blood/alcohol testing to determine the presence of unauthorized drugs in the body. This policy is described in 13, PII DRUG FREE WORKPLACE POLICY Peckham Industries, Inc Confidential

7.20 POLICY AGAINST HARASSMENT Consistent with our policy of equal employment opportunity, harassment in the workplace based on a person's race, sex, religion, national origin, age, height, weight, marital status, or disability will not be tolerated concerning employees or applicants for employment. One aspect of our policy requiring some clarification is the prohibition of any form of sexual harassment in the workplace. The following describes the type of conduct that is prohibited as well as the complaint provisions to investigate and remedy any problems that may arise. Sexual harassment includes unwelcome sexual advances, requests for sexual favors, and other verbal, visual or physical conduct of a sexual nature. PII simply does not tolerate sexual harassment. To help assure that sexual harassment does not occur, any employee who is aware of any sort of sexual harassment should report it. Any employee who is guilty of sexual harassment will be disciplined, and may be discharged. Sexual harassment means unwelcome sexual advance, requests for sexual favors, and other verbal or physical conduct of a sexual nature when:

 Submission to such conduct is made either explicitly or implicitly a term or condition of an individual’s employment,  Submission to or rejection of such conduct by an individual is used as the basis for employment decisions affecting such individual, or,  Such conduct has the purpose or effect of unreasonably interfering with an individual’s work performance or creating an intimidating, hostile or offensive working environment.

No employee shall threaten or insinuate, either explicitly or implicitly, that another employee's or applicant's refusal to submit to sexual advances will adversely affect that person's employment, work status evaluation, wages, advancement, assigned duties, or any other condition of employment or career development. Similarly, no employee shall promise, imply or grant any preferential treatment in connection with another employee or applicant engaging in sexual conduct. Sexual harassment also includes unwelcome sexual flirtations, advances or propositions, verbal abuse of a sexual nature, subtle pressure or requests for sexual activities, unnecessary touching of an individual, graphic or verbal commentaries about an individual's body, sexually degrading words used to describe an individual, a display of sexually suggestive objects or pictures in the workplace, sexually explicit or offensive jokes, or physical assault. We urge you to report an instance of sexual harassment. Whether the sexual harasser is a co-worker, your supervisor, a high-level manager, a customer, client or any other person in connection with employment at PII, you should report it. Our promise to you is this: If you report sexual harassment, we will absolutely protect you from retaliation. Your report of sexual harassment will not affect your career in any way. Peckham Industries, Inc Confidential

If you believe that you have been sexually harassed, or if you witness sexual harassment, you should report it to our Equal Employment Opportunity Officer in White Plains. If that would prove to be uncomfortable, an employee may directly contact any other member of management including Chairman and President, John Peckham. If you are in doubt whether it is sexual harassment, report it. It is better to report it and have it cleared up that to let it go because you do not think it is serious enough. Every effort will be made to promptly investigate all allegations of harassment in as confidential a manner as possible and appropriate corrective action taken if warranted. After an investigation, any employee determined to have engaged in sexual harassment in violation of this policy will be subject to appropriate disciplinary action up to and including termination of employment. Peckham Industries, Inc Confidential

SECTION 8 Conflict of Interest

Employees shall avoid outside employment, activities, investments, and other interests that involve obligations which may compete with or be in conflict with the interests of the company. A conflict of interest can arise in dealings with anyone that PII transacts business; i.e., customers, clients, owners, buyers, suppliers, banks, insurance companies, and people in other organizations with whom we contact and make agreements. Conflicts of interest should be avoided and may include the following examples:

 Working for any group mentioned above for personal gain.  Engaging in a part-time activity for profit or gain in any field in which the company is engaged.  Borrowing from, or lending money to, individuals representing organizations with which business dealings are conducted.

8.1 PERSONAL CONDUCT The company expects that all of its employees will conduct themselves with the pride and respect associated with their positions, fellow employees, customers and the company. Employees should always use good judgment and discretion in carrying out the company's business. The highest standards of ethical conduct should always be used by employees of PII. Improper conduct by and between employees and/or by and between employees and business associates on the company's premises or adversely affecting company work will not be tolerated. Any employee demonstrating improper conduct will be subject to disciplinary action including termination of employment.

8.2 CONFIDENTIALITY PII is engaged in a business that requires that a strict code of confidentiality of information be maintained. No employee will store information outside of the company (either in written or electronic form) about any matter pertaining to the conduct of the company's business which may compromise a customer or the company to outsiders. Any employee who compromises information may be subject to termination of employment.

8.3 BRIBES, KICK-BACKS AND OTHER ILLEGAL PAYMENTS Bribes, kick-backs and other illegal payments to or from any individual with which we conduct business (in any form and for any purpose) are prohibited. Peckham Industries, Inc Confidential

8.4 ACCEPTING GIFTS

Peckham Industries, Inc. policy with regard to giving or receipt of gifts and gratuities by employees provides that receipt of gifts from customer or suppliers, other than items of nominal value less than $50.00 is prohibited. Any employee who wishes to receive a gift or gratuity in excess of this amount must disclose the nature of the gift or gratuity to their regional Vice President and obtain approval prior to accepting the gift or gratuity.2

This policy is not intended to eliminate participation in business-related functions and activities that occur in conjunction with seminars, exhibits, meetings and presentations that may incorporate lunches, dinners and entertainment. These can be, under the proper circumstances, in the best interests of the Corporation; however, such contacts should be infrequent. Under no circumstances should invitations be solicited and, if such social contacts are at the invitation of a Peckham employee, the cost should not be borne by the supplier or customer.

2 For example, vendors may offer to have employees attend a factory tour that may also include lodging, meals and “entertainment”. Such travel should be disclosed to a Regional VP, and approval must be granted, prior to accepting such an offer. Peckham Industries, Inc Confidential

SECTION 9 Rules to Help Us All

It is the policy of PII to expect all employees to abide by certain work rules of general conduct and performance at all times. The regulations governing employee conduct and responsibilities have been established in the best interest of the company, its employees, and its customers. Accordingly, a violation of these regulations constitutes misconduct on the part of the employee and appropriate disciplinary action will be initiated. These rules are guidelines only and are not all-inclusive. Disciplinary action may include, but is not limited to, verbal reprimand, written notice, suspension from work without pay, and immediate termination of employment. Management reserves the right to terminate or discipline any employee as the company, in its discretion, considers necessary in individual circumstances. In the event an employee is suspended from work for disciplinary reasons, benefits will not accrue nor will benefits be recoverable during the suspension period.

9.1 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 production records.  Disclosing confidential information to outsiders.  Gambling or fighting on job sites or company property.  Unethical conduct or serious conflicts of interest.  Failure to comply with the PII Antitrust Compliance Policy.  Concealing defective work.  Stealing the company's property, a customer's property or the property of any employee; hiding, concealing or misappropriation of company property or the property of other employees or customers; sabotage or willful damage to company property, or the property of other employees or customers.  Unauthorized use or sale of any company-owned property, salvage material or equipment.  Reporting to work under the influence of alcohol or illegal drugs; possession, sale or use of illegal drugs or chemicals or consumption of alcohol while working on job sites, in the Office or in company vehicles. Peckham Industries, Inc Confidential

 Gross negligence or willful acts in the performance of duties resulting in damage to company property or injury to others.  Gross insubordination - a willful and deliberate refusal to follow reasonable orders by a member of management.  Willfully misusing company property.  Violation of the company's equal opportunity or sexual harassment policies.  Serious safety violation resulting in injury or damage to company equipment or property.  Not following a reasonable order or failure to perform work assigned or to comply with work and safety rules.  Violation of company policies.  Misuse of company equipment.  Gaining unauthorized access to company records.  Speeding or reckless driving or unauthorized use of company vehicle.  Use of threatening, profane or abusive language.  Demonstration of lack of courtesy towards other employees, customers or vendors.  Not completing assignment up to the quality required by the company.  Failure to report personal injury resulting from an on-the-job work situation. Peckham Industries, Inc Confidential

SECTION 10 Safety

PII is committed to the safety of its employees and its property and equipment. To this end, we will utilize a safety program in our daily activities. It is necessary that the company establish safety rules and regulations to be observed by all employees at all times. Any employee who disregards any company safety rule and/or regulation is subject to disciplinary action including termination of employment.

10.1 OVERVIEW OF SAFETY POLICY With regard to these rules, the following will be considered standard procedure for all employees:

 Comply with all federal, state, and local rules and regulations relevant to your work.  Observe all company rules related to the safe performance of your work.  Integrate safety into each job function.  Only perform jobs that you have been properly trained to do.  Use required personal protective equipment.  Report or correct unsafe practices and equipment.  Report any accidents or near misses that occur while on the job to your supervisor or the company’s Safety Director.

It is management's responsibility to see that every employee at PII is provided with safe working conditions, all safety regulations are observed and employees use good common sense to protect themselves as well as others. Management will periodically inspect working conditions and may suspend all work activity until an unsafe condition is corrected. The most important part of safety is YOU. It is your responsibility to abide by the safety rules - these rules are made for your protection.

10.2 SAFETY PLAN In order to assure that all PII operations follow proper company safety policies and procedures, PII has developed a Company Safety Plan. The Safety Plan is kept at all PII facilities and construction sites. The plan is available for viewing by all employees during normal working hours. Peckham Industries, Inc Confidential

10.3 FIRE SAFETY It is the responsibility of each employee to familiarize him or herself with emergency fire exits, the location of fire extinguishers, the local fire department telephone number, as well as emergency telephone numbers of the local or State Police, the nearest hospital and/or alternate medical service. It is also the responsibility of each employee to have at their telephone, the emergency telephone numbers of the local or State Police, the fire department, the nearest hospital and/or alternate medical service.

10.4 HAZARDOUS WASTES The Environmental Protection Agency has grouped certain chemicals and chemical groups into categories that have been defined as toxic. This means that in concentrated forms or by accumulating and combining with other chemicals (even the air) these chemicals can be hazardous to human health if exposure occurs. From time to time in the normal course of their jobs, employees may handle materials that have been classified as hazardous by the standards of the Occupational Safety and Health Act (OSHA) regulations. Hazardous materials that are received from our suppliers should have Material Safety Data Sheets (MSDS) or labels which state the chemical ingredients of the contents, precautions to take, and what to do if exposure occurs. Employees will be instructed on how to control hazardous wastes and what to do if they are exposed to hazardous wastes. If any employee suspects that the materials or wastes he/she may encounter as an employee are hazardous (whether or not they are being created or used by the company), he/she should inform the Company Safety Director immediately. As a company, we are committed to not creating or disposing of hazardous wastes that will contaminate the environment. Whenever possible, we will choose materials which have been judged as non-hazardous and will properly dispose of hazardous materials if used. Also, we will not knowingly dump any wastes into the environment at any time.

10.5 REPORTING INJURIES AND ACCIDENTS Any accident, injury, or illness that occurs while an employee is at work must be reported to management or the Company Safety Director as soon as possible regardless of the nature or severity. The company will provide the proper forms for reporting job-related accidents, injuries and illnesses. Any employee failing to report such occurrences will be subject to disciplinary action. In the event of a vehicular accident involving a company-owned/leased vehicle or while on company business, the employee must make every effort to immediately notify the police, Senior Management and/or the Company Safety Director. At the accident Peckham Industries, Inc Confidential scene, DO NOT ADMIT FAULT OF LIABILITY. Do not make any assumptions regarding the cause of the accident to anyone except appropriate PII personnel, but provide the police with any facts that they may request. Peckham Industries, Inc Confidential

SECTION 11 Transportation and Travel Expenses

11.1 COMPANY-OWNED/LEASED VEHICLES All travel in company vehicles on other than company business must be authorized in advance by senior management. This includes vehicles that may be leased by the company as well as those vehicles that are owned by the company. The following are specific policies related to company-owned/leased vehicles:

 Company-owned/leased vehicles will be driven only as needed for jobs during working hours.  Company-owned/leased vehicles will be driven only for transportation to and from destinations as specified.  Company-owned/leased vehicles will not be driven for private use unless specific arrangements have been made in advance.  Only the driver assigned to the vehicle is authorized to sign for gasoline, oil, etc.  Employees are expected to use company-provided gasoline cards and to enter and/or maintain appropriate records of mileage driven.  Alcoholic beverages or illegal drugs or chemicals will not be allowed in a company vehicle at any time.  No driver who has been drinking alcoholic beverages or is under the influence of drugs or chemicals will be allowed to drive a company-owned/leased vehicle.  No one, other than an authorized company employee, is permitted to operate or ride in a company-owned/leased vehicle.  Vehicles must be kept clean (interior and exterior) at all times and thoroughly washed on a regular basis.  Vehicles must be properly maintained according to the manufacturer's schedule.  Any employee who misuses a company-owned/leased vehicle will be subject to dismissal or may have their company-owned vehicle confiscated.  Any damage to a company-owned/leased vehicle caused by employee carelessness or misjudgment is the responsibility of the employee. This includes insurance deductibles. Peckham Industries, Inc Confidential

11.2 PERSONS INELIGIBLE TO USE A COMPANY VEHICLE Certain individuals may not be permitted to use a company vehicle based upon the employees driving history and record. A partial list shall include but is not limited to the following:

 Any employee who has been arrested or charged with any instance of Driving while Under the Influence (“DWI”) or Driving While Impaired (“DWAI”). Any employee charged or convicted with DWI or DWAI shall immediately notify the Safety Director and shall surrender the vehicle.  Any person who’s driving license is suspended. (The employee shall immediately notify the Safety Director of the suspension and surrender the vehicle.)  Any person who, in the sole opinion of the Company, is determined to have a history or pattern of accidents or a poor safety record.  Any employee who, in the sole opinion of the Company, fails to maintain and properly care for their Company vehicle.

11.3 PERSONAL VEHICLES Employees may use their personal vehicles on official company business provided prior approval has been obtained from their immediate supervisor or manager. A mileage rate based on acceptable and current Internal Revenue Service regulations will be paid to an employee who use his/her personal vehicle on official company business. Minimum insurance requirements as specified by the company's insurance carrier must be in effect at the time the employee's personal vehicle is used and the employee may be required to provide the appropriate proof of insurance. Peckham Industries, Inc Confidential

SECTION 12 Expense Reimbursement

12.1 GENERAL RULES 1. An Expense Report must be completed for each applicable employee at least once monthly. The expense report will summarize all expenses for the relevant time period, with supporting receipts attached. No expense will be reimbursed without a completed and approved Expense Report. 2. Your Division Manager must approve all Expense Reports. 3. Valid business expenses are reasonable costs incurred by employees in performing company business. 4. Purchases of gasoline, oil and related automobile expenses should be made using Corporate Fleet (Gas Only) Cards. 5. Other expenses should be made using personal credit cards. Cash payments are discouraged and should be kept to an absolute minimum.

12.2 EXPENSE REPORTS 1. Expense Reports must be completed and submitted for each employee with qualifying expenses at least once a month when a reimbursable expense is incurred. 2. Each Expense Report must contain the name of the employee, title or position and their department/division. The person submitting the report shall sign their Expense Report. 3. An Expense Report should relate to one employee’s expenses only. In the event that an employee must pay expenses of another employee (e.g. new employee, no corporate fleet card yet), those expenses paid for and claimed on his behalf should be initialed by that other employee on the face of the expense report. This is to avoid two claims being made for the same expense. 4. Our Expense Report form is divided into two sections. The uppers section is used to summarize expenses you incurred while on company business and might include travel costs, lodging and meals. 5. The lower section of the Expense Report relates to expenses associated with entertaining customers and/or vendors. Expenses incurred in this regard must include details as to the type of expense together with the name and corporate affiliation of the person(s) attending the event. 6. Receipts must be attached to support all the amounts on the expense report, including credit card receipts. Receipts should be intact and not altered in any way. Tear off strips and handwritten receipts are not acceptable forms of proof. Peckham Industries, Inc Confidential

12.3 ACCEPTABLE FORMS OF PROOF The Company may reject any request for reimbursement if adequate evidence of a valid expense is not supplied. Acceptable forms include:

 An original invoice;  A credit card receipt  Tear-off strips and similar evidence for expense up to up to a maximum of $15.00 total.

Expense reports should identify the customer(s) attending and the general nature of the business purpose of the entertainment.

12.4 POLITICAL CONTRIBUTIONS POLITICAL CONTRIBUTIONS OF ANY TYPE CAN NOT, AND WILL NOT BE REIMBURSED USING AN EXPENSE ACCOUNT. ALL POLITICAL CONTRIBUTIONS MUST BE MADE WITH A PII POLITICAL ACTION COMMITTEE (“PAC”) CHECK.

12.5 REVIEW AND AUTHORIZATION 1. Each expense report must be signed and dated by the originating employee 2. Reports should be checked by an accounting staff member for accuracy and completeness; this must include vouchering the line items on the expense report to the attached receipts, checking descriptions, totals, etc. 3. Expense reports should be approved and signed by an employee’s Division Manager.

12.6 WHAT ARE VALID BUSINESS EXPENSES? The rule of thumb here is reasonableness. We do not wish to impose strict detailed rules and so have outlined below a few basic guidelines, which should be respected. 1. Accommodation and Meals: - While we do not have a policy on the grade of hotels and restaurants that should be chosen, everyone must be cost conscious. Please use our company contacts in the area to obtain the best rates available to the company. 2. Telephone calls: - Use company telephones where possible. Where this is not possible, company issued calling cards should be used. Hotel "charge calls" (made directly from your room) and airline “air phones” are prohibitively expensive and should only be used in exceptional circumstances. 3. Air fares: - Whenever possible, air travel bookings should be made at least 7 days in advance and include a Saturday night stay to take advantage of better rates. Peckham Industries, Inc Confidential

Some Internet sites can offer cheaper fares compared with travel agents. The company allows the employee to “keep” any Frequent Flyer miles that may be accrued. The Company shall only reimburse for coach class fares. 4. Entertainment: -

 Expense accounts are intended to entertain clients and to promote business;  Excessive tipping should not be made at the company’s expenses, and gratuities of fifteen (15%) are customary.  Where a number of company employees attend the same business function, the most senior manager present must pick up the tab. 5. Automobile Expenses

 Expenses relating to the operation of a company vehicle (such as gas, oil, etc.) should be charged to the company credit card.  Repairs (including tires) should be charged using a personal credit card and should be authorized, in advance by the Company Fleet Manager. A copy of the garage receipt that identifies the vehicle and the nature of the repairs must be included with the Expense Report.  Incidentals such as mats, bed liners and other expenses not directly related to the operation of the vehicle must be authorized and approved by your Division Manager or the Company Fleet Manager prior to incurring the expense.

IT IS AGAINST PII POLICY FOR EMPLOYEES TO BE REIMBURSED FOR THE EXPENSE OF ENTERTAINING OTHER EMPLOYEES. Peckham Industries, Inc Confidential

SECTION 13 PII DRUG FREE WORKPLACE POLICY

13.1 PURPOSE The Drug-Free Workplace Act of 1988 requires all employers with government contracts to establish guidelines which specifically identify the company’s posture regarding drugs in the workplace. Since our company does engage in work performed under government contracts and our organization is fully committed to the idea of keeping controlled drugs out of the workplace, this Drug-Free Workplace Policy has been established. The following rules represent Peckham Industries Inc.’s (PII) Policy concerning substance abuse. They will be enforced uniformly with respect to all employees, as indicated. PII’s Drug-Free Workplace Policy prohibits employees from engaging in any of the following activities:

 Use, possession, manufacture, distribution, dispensation or sale of controlled substances on company premises or company business, in company supplied vehicles, or during working hours.  Storing any controlled substance in a locker, desk, automobile, or other repository, or during working hours.  Being under the influence of a controlled substance on company premises or while on company business, or while in company supplied vehicles.  Any possession, use, manufacture, distribution, dispensation or sale of controlled substances off company premises that adversely affects the employee’s work performance, their own or the safety of others at work, or the company’s 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.  Failure to notify PII of any conviction under criminal drug statutes for a workplace offense within five (5) days of the conviction.  Refusal to sign a statement to abide by the PII Drug-Free Workplace Policy.

13.2 EMPLOYEES AFFECTED This policy will cover all PII employees, provided however, that those employees (CDL drivers for example) who are already covered by the Department of Transportation Workplace Drug Testing Procedures shall not be subject to Section 6 of this policy. Peckham Industries, Inc Confidential

13.3 DRUG FREE POLICIES No prescription drug, issued by a licensed medical practitioner, will be consumed on Company premises by any person other than the one for whom it is prescribed. An employee undergoing prescribed medical treatment with any drug, which may alter his/her ability to perform the duties of their job assignment, must report this treatment to their immediate supervisor. The supervisor will then determine whether a temporary change in the employee’s job assignment during the period of treatment is warranted. For purposes of this rule, an alcoholic beverage is any beverage that may be legally sold consumed and has an alcoholic content in excess of 1% by volume. The purpose of the policy set forth above is: 1. to establish and maintain a safe, healthy working environment for all employees; 2. to reduce the number of accidental injuries to person and property; 3. to reduce absenteeism and tardiness, and improve productivity; and 4. to provide information regarding rehabilitation assistance programs for any employee who seeks such help.

13.4 AWARENESS PROGRAM PII has developed the following Awareness Program (“AP”) to assist employees to understand and to avoid the perils of drug and alcohol abuse. The Company will use this program in an educational effort to prevent and eliminate drug and alcohol abuse that may effect the workplace. The AP includes: 1. education on the dangers of drug abuse in the workplace, 2. the company’s Drug-Free Workplace Policy, 3. availability of treatment and counseling for employees who voluntarily seek such assistance, and 4. disciplinary actions for violations of the company’s Drug-Free Workplace Policy. Employees are Peckham Industries Inc.’s most valuable resource and, for that reason, their health and safety is our number one concern. Any drug or alcohol use, which imperils the health and well being of our employees or threatens our business, will not be tolerated. Employees who use illegal drugs or abuse other controlled substances, on or off duty, tend to be less productive, less reliable, and prone to greater absenteeism. This, in turn, can result in increased costs, delays and risks to the company’s business. Drug or alcohol use in the workplace puts the health and safety of the abuser and all other workers around him or her at increased risk. Employees have the right to work in a drug- free environment. In addition, drug or alcohol abuse inflicts a terrible toll on the nation’s productive resources and the health and well being of American workers. The use of illegal drugs and abuse of other controlled substances, on or off-duty, is inconsistent with Peckham Industries, Inc Confidential the law abiding behavior expected of all employees. Early recognition and treatment of drug or alcohol abuse is important for successful rehabilitation. Whenever feasible, the Company will assist employees in overcoming drug or alcohol abuse by having information provided on treatment opportunities and programs. However, the decision to seek diagnosis and accept treatment for drug or alcohol abuse is primarily the individual employee’s responsibility. In addition, the expense of such diagnosis and treatment is solely the employee’s responsibility. Employees with drug abuse problems should request assistance from their supervisor or the Company Safety Director. The Company will treat such requests as confidential and will refer the employee to the appropriate treatment and counseling services. Employees who voluntarily request the company’s assistance in dealing with a drug abuse problem may do so without jeopardizing their continued employment, provided they strictly adhere to the terms of their treatment and counseling program. Please note that employees who voluntarily seek assistance with substance abuse problems are not protected from disciplinary action if they violate the Company’s Drug- Free Workplace Policy while on duty, on Company property, performing Company business, or in Company supplied vehicles.

13.5 EDUCATION AND TRAINING

13.5.1 EMPLOYEE EDUCATION PII shall offer education to all employees to include the following: types and effects of drugs; symptoms of drug use, and the effects on performance and conduct; and information regarding available treatment and rehabilitation programs. The drug education activity may include distribution of written material, videotapes or employee safety meeting forums.

13.5.2 SUPERVISORY TRAINING As supervisors have a key role in establishing and monitoring a drug-free workplace, PII shall provide training to assist supervisors and managers in recognizing and addressing illegal drug use by company employees. The purpose of this training is as follows: to understand the Drug-Free Workplace Policy, drug use, to recognize and document employee performance and behavior change, and the process for employee discipline.

13.6 NATURE OF DRUG TESTING Drug testing will be performed to detect the following drugs: marijuana, cocaine, opiates, amphetamines and PCP. An independent drug testing company will coordinate all testing and review all test results. The following types of drug and alcohol testing will be required under this policy:

 Pre Hire: All applicants for employment will submit to drug testing only.  Random: Throughout the year, all employees covered by this plan are subject to unannounced random drug testing. The total number of unannounced Peckham Industries, Inc Confidential

random drug tests will equal or exceed 5% of the average number of employees on staff during the year. An independent drug testing company will generate a list of employees that will be tested. Selected employees will be notified by their supervisor and will be required to report to a local medical facility the same day for testing.  Reasonable suspicion: Reasonable suspicion drug and alcohol testing may be based upon, among other things: observable use, possession, and/or physical symptoms of being under the influence of a drug or alcohol; a pattern of abnormal behavior; arrest or conviction for a drug related offense, or the identification of an employee as the focus of a criminal investigation into illegal drug possession, use, or trafficking. Any employee involved in an accident (vehicular or otherwise) on company premises, or while on company business, or while in a company supplied vehicle may be subject to post accident drug and or alcohol testing.

An employee who refuses to be tested when so required will be subject to the full range of disciplinary action, including dismissal. Attempts to alter or substitute the specimen provided will be deemed a refusal to take the drug test when required.

13.7 DISCIPLINARY ACTION Employees found in violation of this policy will be subject to disciplinary action in the following manner: ANY JOB APPLICANT who fails a drug test and whose drug use will impair the applicant’s ability to perform the job sought will not be considered for employment. ANY EMPLOYEE, who reports to work under the influence of alcohol or drugs, will be suspended and placed on unpaid leave. ANY EMPLOYEE who tests positive in a drug or alcohol test or is found to be using, possessing, or transferring any controlled substances while on duty, will be suspended and placed on unpaid leave. ANY EMPLOYEE found selling or distributing an illegal drug on a PII project or on Company property, will be terminated and the matter will be reported to appropriate law enforcement officials. If a suspended employee achieves medically qualified status (achieved by testing negative in a drug/alcohol test), has been evaluated by a substance abuse professional (SAP) and has entered a program of rehabilitation prescribed by a SAP, the employee may apply for reinstatement. The Company will then re-activate the employee and the employee will be placed on probation for a period of five (5) years. As a condition of their probation the employee must complete the SAP prescribed rehabilitation program and will be subject to a program of random testing in addition to the Company’s random testing procedures. If an employee on probation tests positive during a drug or alcohol test or fails to complete a SAP prescribed rehabilitation program, the employee will be terminated. Peckham Industries, Inc Confidential

13.8 VOLUNTARY TREATMENT A fundamental purpose of PII’s Drug-Free Workplace Plan is to assist employees who themselves are seeking treatment for drug use. For this reason, the company will not initiate disciplinary action against any employee who meets all three of these conditions:

 Voluntarily identifies him/herself as a user of illegal drugs prior to being identified through other means;  Obtains counseling or rehabilitation through an EAP; and  Thereafter refrains from using illegal drugs.

This provision is not available to an employee who requests protection after being asked to provide a urine sample or having been found to have used illegal drugs pursuant to the Drug-Free Workplace Act.

13.9 CONFIDENTIALITY All drug testing and treatment information specifically relating to individuals is confidential and will be treated as such by anyone authorized to review or compile program records. The Company Safety Director shall maintain all records relating to drug testing. These records shall be retained in a secure file, separate from other personnel files. Peckham Industries, Inc Confidential

13.10 CERTIFICATE OF RECEIPT I hereby acknowledge receipt of the Peckham Industries Inc. “Drug Free Workplace Policy”, containing information on company drug and alcohol testing. I agree to abide by the Drug free Workplace policy” during my employment with Peckham Industries Inc. I understand the regulations regarding the use of alcohol and drugs, testing for alcohol and drugs, and the disciplinary procedures for failing to follow the policy.

Name (print): ______Signature: ______Date: ______Supervisor Signature: ______Peckham Industries, Inc Confidential

SECTION 14 Antitrust Compliance Policies

14.1 PURPOSE The subject of this Policy Statement is critically important and its implementation has the highest priority. It is the policy of Peckham Industries, Incorporated and its subsidiaries ("PII") that PII and each employee compete vigorously and ethically in the conduct of PII's business, but always in compliance with the antitrust laws of the United States and the several states. PII expects its personnel to be familiar with laws governing business conduct and to comply with them. Regardless of the outcome of an antitrust investigation or lawsuit, a company’s mere involvement inflicts upon it a huge burden in terms of money, time, adverse publicity and disruption of daily business. Accordingly, PII expects you to consult the Antitrust Compliance Representative whenever you have any doubts about the legality of any contemplated action before you take such action. PII cannot and does not approve of any action by an employee that violates the antitrust laws. Any employee who knowingly participates in, and any supervisor who directs, authorizes or permits a subordinate to engage in unlawful activity, will be subject to disciplinary action, including discharge when appropriate. PII's counsel prepared this Guide to assist you in understanding basic antitrust principles and to highlight some of the more frequently encountered applications. The purpose of this Guide is not to train you to be able to decide all antitrust questions, but to help you (1) recognize and understand certain situations that are unquestionably unlawful or particularly dangerous, and (2) recognize other situations that might pose antitrust risks so that you can obtain advice from the Antitrust Compliance Representative in a timely fashion. Carefully review these written guidelines and to adhere to the antitrust compliance policy. By doing so, PII can continue to compete and prosper as the good corporate citizen it is. Peckham Industries, Inc Confidential

14.2 INTRODUCTION TO ANTITRUST AND COMPETITION The conduct of every business is subject to federal and state antitrust laws. Both civil and criminal antitrust lawsuits are extremely serious, regardless of the ultimate outcome. Companies and employees that violate antitrust laws may be sued by private parties, government authorities (state and federal), or both. All antitrust law violations may result in civil penalties, including the recovery of treble damages and the injured party’s attorneys’ fees and costs of litigation. Some antitrust violations also may be prosecuted criminally. Companies found guilty of a criminal antitrust violation may be fined up to $10 million or, in some circumstances, an amount exceeding $10 million if twice the amount gained or twice the harm sustained by reason of the violation exceeds $10 million. Individuals convicted of criminal antitrust violations may be sentenced to up to three years in prison and may be fined up to $350,000 or, in some circumstances, an amount exceeding $350,000 if twice the amount gained or twice the harm sustained by reason of the violation exceeds $350,000.

14.3 THE TOLL OF LITIGATION Antitrust laws are enforced by both public agencies and private parties. Regardless of who files suit, one thing is always certain: litigation is extraordinarily expensive both in terms of dollars and time. Witness interviews and the gathering of documents and facts can last several years. Preparation of a defense always requires the help and participation of management level employees. In addition to the time involved, the legal fees and related expenses easily can exceed hundreds of thousands (or millions) of dollars even before trial. Antitrust litigation can also expose the Company's activities to public scrutiny and can result in unfavorable publicity.

14.4 EMPLOYEE AWARENESS The consequences of even accusations of antitrust law violations make it essential that all PII employees whose positions involve significant business decision making, contacts with competitors, significant contacts with customers or suppliers, or other functions with a potential antitrust impact ("Employees") become generally aware of the fundamental principles of the antitrust laws. Although Employees are not expected to be familiar with the legal fine points of the various antitrust laws, PII requires Employees to know the basic prohibitions of these laws and their principles. Employees must recognize situations which may raise antitrust issues, and then work with the Antitrust Compliance Representative before taking further action.

14.5 OVERVIEW OF THE ANTITRUST LAWS The following is a summary of some of the primary federal and state antitrust provisions.

14.5.1 SOME BASIC RULES Antitrust compliance depends on knowing the rules. Some important rules are:

 Competitors may not agree on the prices they charge for goods. Peckham Industries, Inc Confidential

 Competitors may not agree on the prices they charge for services.  Competitors may not agree on terms of sale.  Competitors may not agree to allocate customers, territories, or markets.  Competitors may not agree not to compete on contracts – i.e. bid-rigging.  Competing buyers may not agree on prices for goods or services they are purchasing.  Competitors may not join in a boycott of suppliers or customers to accomplish anti-competitive ends.  Competing manufacturers may not agree on levels of production.  Companies may not use dominant market position to monopolize a market, control prices, or exclude competitors.

14.5.2 KEY LAWS GOVERNING ANTITRUST 14.5.2.1 Section 1 of the Sherman Act, Section 1 of the Sherman Act, 15 U.S.C. § 1, provides that “[e]very contract, combination in the form of trust or otherwise, or conspiracy, in restraint of trade or commerce among the several States, or with foreign nations, is hereby declared to be illegal.” This simple declaration against “contract[s], combination[s] . . . [and] conspirac[ies]” is applied to a broad range of conduct, including bid rigging; price fixing; horizontal market division; group boycotts; territory, customer, and location restrictions; tying; exclusive dealing; and other restrictive agreements. Section 1 requires an agreement between two or more separate economic actors. Section 1 prohibits agreements that unreasonably restrain trade. However, certain agreements are deemed per se, or automatically, illegal and defenses and justifications are extremely limited. 14.5.2.2 Section 2 of the Sherman Act, Section 2 of the Sherman Act, 15 U.S.C. § 2, prohibits monopolization, attempts to monopolize, and conspiracies to monopolize. This provision of the Sherman Act does not require proof of an agreement, and restricts even unilateral conduct by a single firm. However, § 2 is only implicated by single firm conduct when a defendant has achieved “monopoly power,” or is attempting to achieve a “monopoly position” in a “relevant market” and has a dangerous probability of succeeding. 14.5.2.3 Section 3 of the Clayton Act, Section 3 of the Clayton Act, 15 U.S.C. § 14, prohibits leases or sales of “goods . . . or other commodities . . . on the condition, agreement or understanding that the lessee or purchaser thereof shall not use or deal in the goods . . . or other commodities of a competitor . . . where the effect . . . may be to substantially lessen competition or tend to create a monopoly in any line of commerce.” This prohibition on sales or leases on condition applies to tying arrangements and exclusive dealing agreements that involve “goods . . . or other commodities.” Peckham Industries, Inc Confidential

14.5.2.4 Section 7 of the Clayton Act, Section 7 of the Clayton Act, 15 U.S.C. § 18, prohibits mergers and acquisitions where the effect may be to substantially lessen competition or tend to create a monopoly in any line of commerce. 14.5.2.5 Section 5 of the Federal Trade Commission Act, Section 5 of the Federal Trade Commission Act, 15 U.S.C. § 45, prohibits “unfair methods of competition in or affecting commerce . . . ” Only the Federal Trade Commission is empowered to proceed against persons who violate Section 5, but such actions are often initiated in response to complaints from private parties. 14.5.2.6 The Robinson-Patman Act, The Robinson-Patman Act, 15 U.S.C. § 13, among other things, makes it unlawful in certain circumstances for a seller engaged in commerce to discriminate with respect to sales of "commodities" or goods to different buyers. 14.5.2.7 State Antitrust Laws State Antitrust Laws generally mirror the federal Sherman Act. They typically prohibit the same practices as those addressed by Sections 1 & 2 of the Sherman Act, are usually interpreted in accord with federal case law, and remove the necessity that the plaintiff demonstrate an effect on interstate or foreign commerce.

14.6 KEY CONCEPTS

14.6.1 AGREEMENT The thrust of the antitrust laws is that competition functions best when each company makes its business decisions independently. Most conduct that violates the antitrust laws involves a "contract, a combination . . ., or conspiracy," which are all words to describe an agreement. In the context of the antitrust laws, the concept of an “agreement” is extremely broad. An agreement does not have to be a formalized contract, or even in writing. Oral undertakings or promises, “side letters,” “gentlemen's agreements,” and any understanding one reaches with a competing company or person is an antitrust “agreement.”

14.6.2 PER SE VS. THE RULE OF REASON In judging business conduct under the antitrust laws, two categories of conduct are considered. Some conduct is per se or “automatically” illegal. Per se violations are the ones most likely to generate criminal and civil litigation. Behavior that is per se illegal includes (1) agreements to fix prices (whether among horizontal competitors or a vertical agreement as to the resale price of a good); (2) agreements to rig bids, (3) agreements to allocate markets, customers or territories, (4) certain group boycotts or “concerted refusals to deal”; and (5) some tying arrangements (a tying arrangement is a business practice of a seller by which a product demanded by a purchaser is not made available by the seller, or is only made available on very unfavorable terms, unless the purchaser buys another separate product). Peckham Industries, Inc Confidential

Other joint conduct affecting price, output or competition generally is analyzed on a case-by-case, or “rule of reason,” basis. Conduct assessed under the rule of reason may be lawful under some circumstances but unlawful under others, depending upon the reasonableness of the activity when viewed in its complete factual context.

14.6.3 MONOPOLY POWER Generally, if a company has the unilateral power to control prices or to exclude competition from the market (e.g., it manufactures a distinct type of product and has little or no competition in the sales of that product in a given area), it has monopoly power. The mere fact that a company possesses as monopoly power over a given product or service in a given geographic area does not violate the antitrust laws. Possession of monopoly power, however, is a prerequisite for violating Section 2 of the Sherman Act. A company without monopoly power may engage in activities that would be unlawful if engaged in by a company with monopoly power. Conduct that does not involve an agreement, but that injures competitors or potential competitors does not violate Section 1 of the Sherman Act (because there is no agreement between separate entities), but it may be the means by which a firm with a large market share unlawfully becomes a monopolist or the means by which a monopolist unlawfully maintains its monopoly position. Thus, in situations where it might be argued that PII possesses monopoly power in the sale of a product or service, Employees should consult with the Antitrust Compliance Representative if there is doubt about the legality of any business practice. Throughout this Guide, certain descriptions of permissible conduct are based upon the assumption that the Company does not possess monopoly power. In situations where PII may have monopoly power, consult with the Antitrust Compliance Representative and the portion of this Guide that discusses monopolization.

14.7 CONTACTS WITH COMPETITORS (HORIZONTAL) Contacts with competitors present the most hazardous antitrust environments. Such contacts are often classified as horizontal because they concern contacts with companies at the same place in the distribution chain as PII. Most per se violations involve agreements with competitors. It is also in this area that (a) it is easiest to identify what is lawful and what is not, and (b) virtually all criminal prosecutions are brought. Specific types of agreements with competitors that may violate the antitrust laws are discussed below. Any conversation with a representative of a competitor presents some risk. Of the many sensitive subjects of conversation, price is probably the most sensitive. Employees should not discuss prices or bids with competitors. This applies to past, present and future terms of sale. If a competitor starts a discussion of terms of sale, you should refuse to discuss the subject and, if necessary leave the meeting (or hang up the telephone). Employees should not even listen as passive observers of such conversations. You should then contact the Antitrust Compliance Representative as soon as possible. Because the Company’s customers in one market are in some instances its competitors in another market, it is particularly important to remember not to engage in any discussion, regardless of how casual or seemingly innocent, about price, production Peckham Industries, Inc Confidential or other competitive aspects of the market in which we compete with a customer/competitor. As a general rule, we should avoid seeking or receiving information directly from competitors, or their agents, concerning such things as their costs, prices, terms, production levels or capacity, bidding plans or strategies, inventories, marketing plans, and distribution or procurement arrangements. Simply stated, competitive information should not be obtained from competitors. Employees can, however, gather such information from other sources, such as published articles, advertisements, publicly distributed brochures, surveys, and customers.

14.7.1 AGREEMENTS THAT MAY BE PER SE ANTITRUST OFFENSES 14.7.1.1 Pricing Agreements Agreements between competitors to raise, lower, or stabilize prices, or fix the terms or conditions of sale are per se illegal and the most frequent targets of criminal prosecution. This prohibition against price-fixing agreements applies to far more than simply what usually is thought of as price. It is illegal to agree with a competitor as to list prices, a pricing formula, price differentials, or credit terms, or to agree to minimum or maximum prices. It does not matter that the prices agreed upon are not uniform or that no exact price is fixed. It also does not matter that the agreement results in prices that are decreased rather than increased; that the agreed upon prices are reasonable; or that the purpose of the agreement is to prevent ruinous competition. A variation on price-fixing agreements is bid-rigging agreements. An agreement with a competitor not to submit a bid, or to submit a non-competitive bid, even if absent the agreement no bid would have been submitted, is similarly illegal. Do not discuss or coordinate bids with (or even reveal their contents after the fact to) competitors. 14.7.1.2 Agreements Limiting Services or Markets Another per se offense is an agreement between competitors not to compete for certain business. Such agreements include understandings allocating or reserving certain geographic territories (“you stay in or bid for Vermont and I will stay in or bid for New Hampshire"), particular product uses, or specific customers. PII can unilaterally determine where and when it will compete for business and for which business it will compete, but it may not make agreements with competitors on these subjects. To avoid even the appearance of impropriety, Employees should not engage in discussions with competitors about where and when PII has decided it will compete for business. Peckham Industries, Inc Confidential

14.7.1.3 Joint or Connected Refusals to Deal (Boycotts) Generally PII has a legal right to choose its suppliers and customers, and to buy from and sell to whom it chooses, so long as this right is exercised independently. (Having a monopoly may limit this right in certain circumstances). But, just as agreements to limit the area of competition can be a per se offense (even though PII has the unilateral right to decide where to compete), certain agreements among competitors not to sell to particular purchasers or not to buy from particular suppliers may be per se offenses. As with all agreements that may constitute per se offenses, even if you think there is a good reason for agreeing with another entity not to deal with a seller or buyer do not enter into such an agreement without consultation with the Antitrust Compliance Representative.

14.7.2 AGREEMENTS WHERE PII IS NOT COMPETING WITH ITS COMPETITOR While agreements with competitors with regard to prices or other terms or conditions of sale are usually per se illegal, there are two situations that normally do not fall within this rule. First, PII may be purchasing from, or selling to, a company that is normally a competitor. Second, PII and a competitor may be engaged in a joint venture. In both instances, the competitor is not competing with PII for the purposes of a given transaction. Accordingly, agreements that would otherwise be prohibited may be permissible. 14.7.2.1 Competitor as Customer or Supplier There are occasions where a competitor is also either a customer of or supplier to PII. Such buy-sell agreements between competitors are perfectly legal, so long as payments are made and received in good faith, at reasonable prices, on reasonable terms, for actual services or products supplied or received (i.e., they are treated just like any other customer). However, Employees should be cautious when doing business with competitors and should make sure that agreements with competitors are limited to the transactions at issue and are the results of arms-length bargaining. It is essential to limit any discussion of prices or terms and conditions of sale to the products being bought or sold. 14.7.2.2 Formal Joint Ventures PII may choose to enter into a formal joint venture with one or more competitors. This might involve setting up a separate company, entering into long-term agreements, or other formal or long term arrangements. Such joint ventures raise complex antitrust issues beyond the scope of this Guide. The Antitrust Compliance Representative must always be consulted at a very early stage before such a joint venture is formed.

14.7.3 TRADE SHOWS AND ASSOCIATIONS Certain Employees attend trade shows, which may be an important tool in conducting PII business. In addition, some Employees participate in industry associations or societies that benefit PII, the industry, customers, and the public. Because competitors also attend trade shows and participate in industry associations, they present a substantial opportunity for the creation of antitrust difficulties. Before joining a trade association, and periodically during membership therein, management personnel should conduct a review to be certain that the association's activities are legitimate and that there Peckham Industries, Inc Confidential is a sound business reason for membership by PII personnel. All Employees should be alert to the possible antitrust implications of the activities of these associations. Great care and diligence are necessary to avoid even the suggestion of any improper conduct. If you are not sure of the aims of an association to which you belong, you should review the association's constitution, charter, or by-laws, as the case may be. At meetings or social gatherings where competitors are present, including social contact with competitors related to trade shows, however formal or informal such circumstances may be, each Employee should avoid making statements or participating in conversations proscribed by this Guide. In any such meeting, if you have any question about the propriety of any discussion, you must immediately disassociate yourself from such discussion, and, if necessary, leave such meeting in a manner that makes it clear to everyone present that you are leaving the meeting because of concern about the propriety of the discussion. Then contact PII's Antitrust Compliance Representative. Whenever possible, request written agendas for trade association or industry meetings in advance. Avoid conversations that touch upon competitive subjects. Always obtain legal advice before submitting proposals, statistics, or other information to an association, and before adopting or interpreting any industry standard or code that might create a competitive hardship for any actual or potential industry member. 14.7.3.1 Joint Activities to Influence Government Action PII may cooperate with competitors and with other firms to formulate position papers or proposals for submission to legislative or regulatory officials. Such joint activities are lawful even if their goal is government action that might limit competition. But, as with any activity conducted jointly by competitors, such joint activities must be undertaken with extreme caution and strictly confined to good-faith and lawful efforts to influence legislative or regulatory actions. Any participation by an Employee in such petitioning activity should be discussed with the Antitrust Compliance Representative beforehand. 14.7.3.2 Standardization Activities Associations that include competitors often cooperate with respect to standardization of products, processes, or services. Such activity can be beneficial to our industry and its customers, and is often promoted by State and Federal Governments. It is also a type of activity that presents antitrust concerns, particularly if it may stabilize prices or reduce competition. As with all other such cooperative activities, consult the Antitrust Compliance Representative before participating in standardization activities.

14.8 CONTACTS WITH CUSTOMERS AND SUPPLIERS (VERTICAL) The antitrust laws that concern PII's relationships with its competitors also concern PII's relationships with customers and suppliers. These relationships are sometimes characterized as "vertical" because they involve contacts with companies that are either above (suppliers) or below (customers) PII in the distribution chain. As with horizontal agreements, the possible violations in the vertical areas fall into two categories: those that are regarded as per se or automatically unlawful and those that are unlawful when they “unreasonably” restrain trade. Peckham Industries, Inc Confidential

14.8.1 SELECTION OF CUSTOMERS AND SUPPLIERS Generally a seller has the right to choose the customers with whom it wishes to deal as long as it does so as an independent business decision. (A monopolist's right to refuse to sell may be limited in some circumstances). The same is true for purchasers in the selection of their suppliers. Normal business reasons for refusing to deal with customers or suppliers include, but are not limited to, poor performance, financial irresponsibility, misuse of the seller's products, poor quality, or protection of the reputation of PII or its products. No Employee, however, should ever enter into an agreement with another company or person not to do business with a particular company. PII's policy is to make all such decisions independently. To preserve PII's freedom to choose with whom it does business, it is important to avoid even the appearance of an agreement not to deal with a third-party. Employees should avoid discussing PII suppliers or customers with other suppliers or customers unless there is a legitimate business reason to do so. Agreements to do business with one customer or supplier may by their nature preclude PII from doing business with another company (e.g., if PII purchases all it needs from one supplier or sells all of its output to one customer). Such agreements raise antitrust implications, but are different than agreements not to do business with a company and are not per se illegal.

14.8.2 OTHER PER SE VIOLATIONS 14.8.2.1 Resale Price Maintenance It is a per se antitrust violation to reach an agreement with a customer that fixes the customer's resale price. Just as PII must reach its pricing decisions independently, its customers must be free to set their own prices. 14.8.2.2 Tying Agreements A tying agreement arises when a seller has a unique product or service or a product or service that buyers need (the “tying product”) and requires the buyers of the tying product to purchase a second product or service from the seller (the “tied product”). Generally speaking, there is no tie if the two products are also available separately. The perceived evil of tying is the foreclosure of the opportunity for competitors who do not sell the tying product to compete in the sale of the “tied product.” Tying under the antitrust laws is a complicated area. When a tie is illegal, it usually constitutes a per se violation of the antitrust laws. The antitrust laws are concerned about situations where a seller has power in the tying product market and uses that power to force purchasers to buy the tied product. Accordingly, for a tie to constitute a per se violation of the antitrust laws, the seller must have market power over the tying product. If PII might have close to a 30% or greater share of sales in any business segment, the Antitrust Compliance Representative should be consulted before products are bundled together. Even if PII has market power, it may be able to bundle products together without violating the antitrust laws, but such a policy should only be implemented after consulting with the Antitrust Compliance Representative. Peckham Industries, Inc Confidential

14.8.3 VERTICAL AGREEMENTS AND ANTITRUST LAWS As described above, most vertical agreements do not violate the antitrust laws. However, certain vertical transactions have the potential of injuring competition under certain limited circumstances. They are not per se violations, but they may be unlawful if they are determined to be “unreasonable.” 14.8.3.1 Exclusive Dealing Exclusive dealing contracts are contracts where one party agrees to purchase all, or a substantial portion, of its requirements for a certain product from the other party, or requires that one party not buy or sell the products of the other party's competitors. Such contracts are not per se unlawful. However, such contracts could deny competitors access to a substantial portion of the market and thereby harm competition. The Antitrust Compliance Representative should be consulted before PII enters into exclusive dealing contracts. 14.8.3.2 Non-Price Resale Restrictions - Customer, Location and Territory Restrictions While resale price restrictions may be per se unlawful, other types of restrictions upon resale, such as restricting the geographic area or type of customer to whom resale may take place, are assessed under the rule of reason. For example, limiting a wholesale customer's resale to a specific territory, specifying resale customers that are not to be contacted by the wholesaler, or specifying the location or means of resale that can be used by a customer (e.g., a retail store but not mail order sales), are all agreements that are assessed under the rule of reason. In situations in which PII is involved in selling products for resale, the Antitrust Compliance Representative should be consulted before imposing any conditions of resale on customers.

14.9 MONOPOLIZATION AND EXCLUSIONARY CONDUCT As the discussion above explains, most antitrust concerns arise in the context of agreements or concerted activities with others. In general, unilateral conduct by PII is unlikely to run afoul of the antitrust laws. However, Section 2 of the Sherman Act restricts even unilateral conduct that constitutes monopolization or an attempt to monopolize a market. The surest way to avoid antitrust implications of unilateral conduct is to avoid conduct designed to hurt our competitors. It is PII's policy to compete on the basis of superior products and services, and not by actions intended to injure another company or force it out of or prevent it from entering a market in which we compete. Without regard to whether PII may possess monopoly power in a market, it is PII's policy to avoid conduct that could be considered exclusionary or predatory or might otherwise be deemed improper or unlawful.

14.10 COMPANY COMMUNICATIONS Careful language will not avoid antitrust liability when the conduct involved is illegal, but it is unfortunate when perfectly lawful conduct becomes suspect because of a Peckham Industries, Inc Confidential poor choice of words. Careless and inappropriate language in communications can have an extremely adverse effect on PII's position in an antitrust investigation or lawsuit. Under modern discovery procedures, almost all PII documents other than privileged communications to or from counsel are potentially subject to disclosure. Documents potentially subject to production may include “personal” handwritten notes of individual employees made in the course of their work, drafts of documents, personal calendars or diaries, computer disks and tapes, electronic mail and voice mail messages. The following are some suggestions about the creation or drafting of documents that should be helpful: 1. Don't use “guilt complex” words, even in jest (e.g., “Please destroy after reading”). 2. Be careful of the exaggerated use of power words (e.g., “This program will ‘destroy’ competition” or the Company has a "dominant position," “market power” or “monopoly power”).

3. Avoid using terms with antitrust significance, particularly the use of words that might imply falsely that a course of action was being pursued by PII as a matter of an “industry agreement,” “industry understanding” or “industry policy” rather than as a matter of PII’s individual business interest.

4. Don't speculate as to the legal propriety or consequences of conduct or attempt to paraphrase legal advice.

5. Do not disparage the products of competitors.

Every memorandum, letter or other document, even documents entirely internal to PII, should be written on the assumption that it will be promptly produced for inspection by persons who can be counted on to resolve ambiguities adversely to PII. Accordingly, inter-office memoranda should be precise and clear, so as not to create misleading adverse implications if produced to persons outside the company.

14.11 A FINAL WORD No matter how thoroughly you master the material in this Guide, you will not thereby become an antitrust expert. You should not act in any antitrust sensitive area unless you are absolutely certain in advance of the propriety of your conduct. If you have any doubts about the propriety of any past, present or future conduct, contact the Antitrust Compliance Representative. Peckham Industries, Inc Confidential

SECTION 15 Computer Use Policy

This document outlines the rules that should govern any employee of Peckham Industries, Inc who accesses our computer system. Employees should carefully review the policies, rules and guidelines contained in the document and sign on the last page. This signed, original document should be sent to the White Plains office, Attention: Matt Webb.

15.1 PURPOSE Peckham Industries Inc. (“PII”) relies on its computer network to conduct its business. To ensure that its computer resources are used properly by its employees, independent contractors, agents and other computer users, Peckham Industries, Inc. has created this Computer Use Policy (the “Policy”). The rules and obligations described in this Policy apply to all users (the “Users”) of Peckham Industries, Inc. computer network, wherever they may be located. Violations will be taken very seriously and may result in disciplinary action, including possible termination, and civil and criminal liability. It is every employee’s duty to use Peckham Industries, Inc. computer resources responsibly, professionally, ethically, and lawfully.

15.2 DEFINITIONS From time to time in this Policy, we refer to terms that require definitions: The term Computer Resources refers to PII’s entire computer network. Specifically, Computer Resources includes, but are not limited to: host computers, file servers, application servers, communication servers, mail servers, fax servers, Web servers, workstations, stand-alone computers, laptops, software, data files, and all internal and external computer and communications networks (for example, Internet, commercial online services, value-added networks, e-mail systems) that may be accessed directly or indirectly from our computer network. The term Users refers to all employees, independent contractors, consultants, temporary workers, and other persons or entities that use our Computer Resources. The term System Administrator shall mean Matt Webb, or another employee designated by management, who is responsible for the deployment and maintenance of PII’s computer network.

15.3 POLICY The Computer Resources are the property of PII and may be used only for legitimate business purposes. Users are permitted access to the Computer Resources to assist them in performance of their jobs. Use of the computer system is a privilege that may be revoked at any time. Peckham Industries, Inc Confidential

In using or accessing our Computer Resources, Users must comply with the following provisions.

15.4 NO EXPECTATION OF PRIVACY No expectation of privacy. The computers and computer accounts given to Users are to assist them in performance of their jobs. Users should not have an expectation of privacy in anything they create, store, send or receive on the computer or through the Internet or any other computer network. Users consent to allowing personnel of the company to access and review all materials Users create, store, send, or receive on the computer or through the Internet or any other computer network. Users understand that PII may use human or automated means to monitor use of its Computer Resources. No privacy in communications. Employees should never consider electronic communications to be either private or secure. E-mail may be stored indefinitely on any number of computers, including that of the recipient. Copies of your messages may be forwarded to others either electronically or on paper. In addition, e-mail sent to nonexistent or incorrect usernames may be delivered to persons that you never intended. Monitoring of computer usage. The company has the right, but not the duty, to monitor any and all aspects of its computer system, including, but not limited to, monitoring sites visited by employees on the Internet, monitoring chat groups and newsgroups, reviewing material downloaded or uploaded by Users to the Internet, and reviewing e-mail sent and received by Users. Blocking of inappropriate content. The company may use software to identify inappropriate or sexually explicit Internet sites. Such sites may be blocked from access by company networks. In the event you nonetheless encounter inappropriate or sexually explicit material while browsing on the Internet, immediately disconnect from the site, regardless whether the site was subject to company blocking software.

15.5 PROHIBITED ACTIVITIES Inappropriate or unlawful material. Material that is fraudulent, harassing, embarrassing, sexually explicit, profane, obscene, intimidating, defamatory, or otherwise unlawful or inappropriate may not be sent by e-mail or other form of electronic communication (such as bulletin board systems, newsgroups, chat groups) or displayed on or stored in PII’s computers. Users encountering or receiving this kind of material should immediately report the incident to their supervisors. Prohibited uses. Without prior written permission from the System Administrator, PII’s Computer Resources may not be used for dissemination or storage of commercial or personal advertisements, solicitations, promotions, destructive programs (that is, viruses or self-replicating code), Political material, or any other unauthorized use. Waste of computer resources. Users may not deliberately perform acts that waste Computer Resources or unfairly monopolize resources to the exclusion of others. These acts include, but are not limited to, sending mass mailings or chain letters, spending excessive amounts of time on the Internet, playing games, engaging in online chat Peckham Industries, Inc Confidential groups, printing multiple copies of documents, or otherwise creating unnecessary network traffic. Misuse of software. Without prior written authorization from the System Administrator, Users may not do any of the following: (1) copy software for use on their home computers; (2) provide copies of software to any independent contractors or clients of PII or to any third person; (3) install software on any of PII’s workstations or servers; (4) download any software from the Internet or other online service to any of PII’s workstations or servers; (5) modify, revise, transform, recast, or adapt any software; or (6) reverse-engineer, disassemble, or decompile any software. Users who become aware of any misuse of software or violation of copyright law should immediately report the incident to their supervisors. Communication of trade secrets. Unless expressly authorized by the System Administrator, sending, transmitting, or otherwise disseminating proprietary data, trade secrets, or other confidential information of the company is strictly prohibited. Unauthorized dissemination of this information may result in substantial civil liability as well as severe criminal penalties under the Economic Espionage Act of 1996.

15.6 PASSWORDS Responsibility for passwords. Users are responsible for safeguarding their passwords for access to the computer system. Individual passwords should not be printed, stored online, or given to others. Users are responsible for all transactions made using their passwords. No User may access the computer system with another User’s password or account. Passwords do not imply privacy. Use of passwords to gain access to the computer system or to encode particular files or messages does not imply that Users have an expectation of privacy in the material they create or receive on the computer system. PII has global passwords that permit it access to all material stored on its computer system – regardless of whether that material has been encoded with a particular User’s password.

15.7 SECURITY Accessing other User’s files. Users may not alter or copy a file belonging to another User without first obtaining permission from the owner of the file. Ability to read, alter, or copy a file belonging to another User does not imply permission to read, alter, or copy that file. Users may not use the computer system to “snoop” or pry into the affairs of other Users by unnecessarily reviewing their files and e-mail. Accessing other computers and networks. A User’s ability to connect to other computer systems through the network or by a modem does not imply a right to connect to those systems or to make use of those systems unless specifically authorized by the operators of those systems. Computer security. Each User is responsible for ensuring that use of outside computers and networks, such as the Internet, does not compromise the security of PII’s Computer Resources. This duty includes taking reasonable precautions to prevent Peckham Industries, Inc Confidential intruders from accessing the company’s network without authorization and to prevent introduction and spread of viruses.

15.8 VIRUSES Virus detection. Viruses can cause substantial damage to computer systems. Each User is responsible for taking reasonable precautions to ensure he or she does not introduce viruses into PII’s network. To that end, all material received on floppy disk or other magnetic or optical medium and all material downloaded from the Internet or from computers or networks that do not belong to PII MUST be scanned for viruses and other destructive programs before being placed onto the computer system. Users should understand that their home computers and laptops might contain viruses. All disks transferred from these computers to PII’s network MUST be scanned for viruses. Accessing the Internet. To ensure security and avoid the spread of viruses, Users accessing the Internet through a computer attached to PII’s network must do so through an approved Internet firewall. Accessing the Internet directly, by modem, is strictly prohibited unless the computer you are using is not connected to the company’s network.

15.9 ENCRYPTION SOFTWARE Use of encryption software. Users may not install or use encryption software on any of PII’s computers without first obtaining written permission from their supervisors. Users may not use passwords or encryption keys that are unknown to their supervisors. Export restrictions. The federal government has imposed restrictions on export of programs or files containing encryption technology (such as e-mail programs that permit encryption of messages and electronic commerce software that encodes transactions). Software containing encryption technology is not to be placed on the Internet or transmitted in any way outside the United States without prior written authorization from the System Administrator.

15.10 GUIDELINES FOR EMPLOYEE USE OF E-MAIL E-mail is quickly becoming one of our most important methods of communicating with each other and with our clients, customers, vendors, and consultants. To maximize the benefits of this new medium and minimize potential liability, PII has created the following guidelines. Please keep in mind that these guidelines are not intended to discourage your use of the e-mail in performing your job. Rather, they are intended to ensure that e-mail is used responsibly and with discretion. You should never consider your electronic communications to be either private or secure. E-mail may be stored indefinitely on any number of computers, including that of the recipient. Copies of your messages may be forwarded to others either electronically or on paper. In addition, e-mail sent to nonexistent or incorrect usernames may be delivered to persons that you never intended. In using the e-mail system, you must comply with the following guidelines. Peckham Industries, Inc Confidential

 THINK before sending a message. It is very important that you use the same care and discretion in drafting e-mail as you would for any other written communication. Anything created or stored on the computer may, and likely will, be reviewed by others. Before sending a message, ask yourself the following question: Would I want a judge or jury to see this message?  Inappropriate material. Material that is fraudulent, harassing, embarrassing, sexually explicit, profane, obscene, intimidating, defamatory, or otherwise unlawful of inappropriate may not be sent by e-mail. If you encounter this kind of material, you are obliged to report it to your supervisor.  Do not forward or initiate chain e-mail. Chain e-mail is a message sent to a number of people asking each recipient to send copies with the same message to a specified number of others. Do not forward e-mail to any person or entity without the express permission of the sender.  Alterations. Never alter the “From:” line or other attribution-of-origin information on your e-mail. Anonymous or pseudonymous messages are forbidden.  Standard footers for e-mail. This footer should be appended to all e-mail sent outside the company: ------Employee’s Full Name Title, as appropriate Peckham Industries, Inc Employee Email Address Employees who fail to comply with these guidelines may be subject to disciplinary action, including revocation of e- mail privileges. Repeated violations of this policy may result in termination.

15.11 EMAIL TO OR FROM CORPORATE COUNSEL Attorney-client communications. E-mail sent from or to in-house counsel or an attorney representing the company should include this warning header on each page: “ATTORNEY-CLIENT PRIVILEGED; DO NOT FORWARD WITHOUT PERMISSION.” This e-mail and any files transmitted with it are confidential and are intended solely for the use of the individual or entity to whom they are addressed. This communication may contain material protected by the attorney-client privilege. If you are not the intended recipient or the person responsible for delivering the e-mail to the intended recipient, be advised that you have received this e-mail in error and that any use, dissemination, forwarding, printing, or copying of this e-mail is strictly prohibited. If you have received this e-mail in error, please immediately notify by Peckham Industries, Inc Confidential

telephone at . You will be reimbursed for reasonable costs incurred in notifying us. Communications from attorneys may not be forwarded without the sender’s express permission.

15.12 CHAIN OR MASS E-MAIL MEMO This is a reminder that PII provides its computer system and access to e-mail for legitimate business purposes only. Every employee is expected to use good judgment when using the e-mail system. Sending chain e-mail or non-business-related mass e-mail violates this standard and will not be tolerated. Chain e-mail is a message sent to a number of people asking each recipient to send copies with the same request to a specified number of others. Mass e-mail is a message sent to a large number of recipients (for example, all employees) without any legitimate business purpose. Sending either type of messages wastes our computer resources and delays delivery of essential e-mail. Circulating chain e-mail, in particular, can result in an enormous volume of messages on the network. The number of messages increases geometrically in the instructions are followed by all recipients. This can seriously degrade network performance and consume substantial amounts of valuable disk space and computer memory. Employees should delete all chain e-mail and all non-business-related mass e-mail immediately upon receipt and refrain from forwarding them to any other employees. Any employee receiving a chain e-mail or non-business-related mass e-mail should report the incident to the System Administrator. Employees found to be involved in sending chain e-mail or non-business-related mass e-mail may be subject to disciplinary action, including revocation of e-mail privileges. Repeated violations of this policy may result in termination.

15.13 INTERNET USE POLICY Certain employees may be provided with access to the Internet to assist them in performing their jobs. The Internet can be a valuable source of information and research. In addition, e-mail can provide excellent means of communicating with other employees, our customers and clients, outside vendors, and other businesses. Use of the Internet, however, must be tempered with common sense and good judgment. If you abuse your right to use the Internet, it will be taken away from you. In addition, you may be subject to disciplinary action, including possible termination, and civil and criminal liability. Your use of the Internet is governed by this policy. Disclaimer of liability for use of Internet, PII is not responsible for material viewed or downloaded by Users from the Internet. The Internet is a worldwide network of computers that contains millions of pages of information. Users are cautioned that many of these pages include offensive, sexually explicit, and inappropriate material. In Peckham Industries, Inc Confidential general, it is difficult to avoid at least some contact with this material while using the Internet. Even innocuous search requests may lead to sites with highly offensive content. In addition, having an e-mail address on the Internet may lead to receipt of unsolicited e- mail containing offensive content. Users accessing the Internet do so at their own risk. Employee’s duty of care. Employees should endeavor to make each electronic communication truthful and accurate. You should use the same care in drafting e-mail and other electronic documents as you would for any other written communication. Please keep in mind that anything created or stored on the computer system may, and likely will, be reviewed by others. Duty not to waste computer resources. Employees must not deliberately perform acts that waste computer resources or unfairly monopolize resources to the exclusion of others. These acts include, but are not limited to, sending mass mailings or chain letters, spending excessive amounts of time on the Internet, playing games, engaging in online chat groups, printing multiple copies of documents, or otherwise creating unnecessary network traffic. Because audio, video, and picture files require significant storage space, files of this sort may not be downloaded unless the are business-related. Prohibited activities. Material that is fraudulent, harassing, embarrassing, sexually explicit, profane, obscene, intimidating, defamatory, or otherwise unlawful or inappropriate may not be sent by e-mail or other form of electronic communication (bulletin board systems, newsgroups, chat groups), downloaded from the Internet, or displayed on or stored in PII’s computers. Employees encountering or receiving this kind of material should immediately report the incident to their supervisors. Games and entertainment software. Employees may not use the company’s Internet connection to download games or other entertainment software, including screen savers, or to play games over the Internet. Other policies applicable. In their use of the Internet, Users must observe and comply with all other policies and guidelines of the company, including but not limited to the following: Amendments and revisions. This policy may be amended or revised from time to time as the need arises. Users will be provided with copies of all amendments and revisions. No additional rights. This Policy is not intended to, and does not grant, Users any contractual rights. All employees must read and agree to comply with the terms of this Policy governing use of PII’s Computer Resources. I understand that a violation of this Policy may result in disciplinary action, including possible termination, as well as civil or criminal liability. Peckham Industries, Inc Confidential

SECTION 16 Employee Concerns

PII believes in open communication. If an employee has a suggestion or concern, management wants to know about it. In most cases, an employee will get satisfaction by 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 between an employee and his/her supervisor, the following procedure has been established to ensure a fair and impartial review. All complaints will be given prompt and objective consideration in an atmosphere of mutual assistance. Time periods specified may be extended at the discretion of the management person reviewing a particular complaint if extenuating circumstances justify a longer period. This complaint reporting procedure does not apply directly to complaints of harassment which are more specifically discussed in Section 7.20, POLICY AGAINST HARASSMENT. Step 1 The employee must present his/her complaint to their supervisor who will make a thorough inquiry into the facts and circumstances of the complaint and will make every effort to resolve the matter promptly and fairly within seven (7) working days of receiving the complaint. Step 2 If an employee is dissatisfied with the decision of the supervisor, the employee may submit a written report to the Regional Vice-President (or the President, as appropriate) within seven (7) working days of receiving the decision of the supervisor. If further review is required, this management level will conduct the appropriate investigations and hearings and advise the employee, in writing, of the findings and of any change in the earlier decision. Regardless of the time limits established, the filing of a complaint will not be accepted after an employee has been terminated from employment. Step 3 At any time within three (3) working days following receipt of the decision reached in Step 2 or within three (3) working days after the employee's termination date, the employee may submit a written request for further review of his/her complaint to the President of PII. The personnel actions taken previously will be reviewed and a final decision will be made. Peckham Industries, Inc Confidential

PECKHAM INDUSTRIES, INC. Acknowledgement of Receipt and Understanding Read and Sign Immediately

I understand and/or agree that:  The statements contained in the Information Handbook for Employees of PII are intended to serve as general information concerning PII and its existing policies, procedures, practices of employment and employee benefits.  Nothing contained in the Information Handbook for Employees of PII is intended to create (nor shall be construed as creating) a contract of employment (express or implied) or guarantee employment for a definite or indefinite term.  From time to time PII may need to clarify, amend and/or supplement the information contained in the Information Handbook for Employees of PII and that the company will inform me when changes occur.  I have received and reviewed a copy of the Information Handbook for Employees of PII, have read and understand the information outlined in the handbook, have asked any questions I may have concerning its contents and will comply with all policies and procedures to the best of my ability.

Employee's Signature______

Date______

Location______

Authorized Witness______Peckham Industries, Inc Confidential

SECTION 17 Company Directory

DEPARTMENT CONTACT NAME PHONE NUMBER Payroll Jacqui Teague 914-949-2000 Ext. 457 Employee Benefits Kim Webster 914-949-2000 Ext. 441 Antitrust Compliance Tom Vitti 914-949-2000 Ext. 442 Representative Fleet Manager Diane Lewis 518-945-1120 Ext. 497 Equal Employment Tom Vitti 914-949-2000 Ext. 442 Opportunity Officer Pension Administration Kim Webster 914-949-2000 Ext. 441 Safety Director Lou Merkle 914-949-2000 Ext. 497 Computer System Matt Webb 914-949-2000 Ext. 460 Administrator Health Insurance Kim Webster 914-949-2000 Ext. 441 Expense Accounts Diana Patnik 914-949-2000 Ext. 464 Peckham Pictorials Joanne Dzibela 914-949-2000 Ext. 473 President / Chairman John Peckham 914-949-2000 Ext. 460 VP – Upstate Region Joe Wildermuth 518-945-1120 Ext. 7 VP – Downstate Region Gary Metcalf 914-949-2000 Ext. 463 VP – Safety & Engineering Bob Yaremko 914-949-2000 Ext. 472 Treasurer Tom Vitti 914-949-2000 Ext. 442 Peckham Industries, Inc Confidential

SECTION 18 INDEX

Absences Automobiles, Personal______74

extended medical______30 Benefits family medical leave______31 funeral leave______28 accidental death and injury______25 jury or witness duty______27 COBRA______24 maternity leave______30 dental insurance______23 military leave______32 disability______26 sick leave______29 educational assistance______26 voting______28 group life insurance______25 health insurance______23 Accidents PII 401(K) plan______34 reporting procedures______72 PII Employee retirement plan______43 safety policy______72 social security______32 Affirmative Action Plan______6 unemployment compensation______33 vision care______24 AIDS Policy______7 workers' compensation______32 and non-discrimination______7 Computer policies confidentiality______7 purpose______95 Americans With Disabilities Act______6 Computer policy Antitrust compliance and privacy______96 E-Mail Guidelines______98 and trade associations______90 internet use______100 basic rules______85 passwords______97 company communications______93 prohibited activities______96 contact with competitors______88 viruses______97 overview of the law______85 per se violations______87, 89, 91, 92 Dental insurance______23 purpose______84 Discrimination Attendance______14 affirmative action policy______6 Automobiles, Company AIDS policy______7 sexual harassment______65 expenses for______77 Gasoline purchases______75 Drug Free Workplace Persons ineligible to use______73 certificate of receipt______83 reporting accidents______72 confidentiality______82 rules governing use of______73 disciplinary action______81 travel expenses______73 drug testing______80 employees affected______78 Peckham Industries, Inc Confidential

policies______79 Employees purpose______78 evaluation period______9 treatment, voluntary______82 Full-time______8 Drug testing Part-time______8 and employment______5 Temporary______8 Educational assistance______26 Employees' Retirement Plan summary plan description______43 E-Mail guidelines______98 Employees' Retirement Plan______43 Emergency Employment employee information______10 family emergency______15 and Minors______9 Application______4 Employee At-Will______10 absences______15 confirmation of employment______4 accepting gifts______67 drug testing______5 attendance______14 Immigration law compliance______4 conflict of interest______67 medical examination______5 employee concerns______102 of relatives______9 information______10 proof of identity______4 overtime______13 Equal Opportunity Policy personal conduct______67, 69 Personnel Files______11 Affirmative Action______6 premium time______14 AIDS Policy______7 safety______71 Americans with Disabilities Act_____6 tardiness______15 Expense Reimbursement time cards______14 expense reports______75 working hours, Main Office______13 general rules______75 working hours, plant______13 political contributions______76 Employee Conduct travel expenses______73 accepting gifts______67 Family alcohol______63 emergency contacts______15 and computer use______101 funeral leave______28 computer use______96 conflict of interest______67 Gifts, accepting______67 drug free policy______79 drugs______64 Group Life Insurance______25 examples of misconduct______69 personal appearance______60 Group Vision Care Plan______24 safety______71 Harassment sexual harassment______65 smoking______60 affirmative action policy______6 using the telephone______63 and other forms of descrimination___2 and retaliation______3 Peckham Industries, Inc Confidential

discrimination______2 disability______26 other forms______2 exit interview______57 policy statement______1 leave of absence______58 procedures for reporting______2 reduction of workforce______59 reporting is required______3 severence pay______17 sexual______1 spouse and/or dependant coverage__24 Health insurance______23 vacation pay______21 Sexual harassment Holidays and the internet______100 observed______22 defined______65 Internet Use Policy______100 reporting______66 Sexual Harassment______65 Jury Duty______27 employee concerns______102 Loans and Advances policy______65 from 401(K) plan______37, 38 Sick leave______29 paychecks______18 Smoking Paychecks dedicated smoking areas______60 deductions from______16 policy statement______60 direct deposit______17 error in pay______17 Termination garnishment of wages______17 COBRA______24 pay periods______14 severence pay______17 Personnel File vacation pay______21 Contents of______11 Time cards Employment Application______4 attendance______14 Personnel Files excused absences______15 jury or witness duty______27 Request to review______11 recording time worked______14 Political Contributions______76 severe weather______16 tardiness______15 Retirement unexcused absences______15 401(K) options______39 Tuition assistance______26 and 401(K) plan______38 early retirement______49 Unexcused absences______15 Pension plan options______51 Vacation Safety______71 and paid holidays______21, 22 Separation from employment and termination______21 eligibility______19 and 401(K) plan______37 schedules______22 and health coverage______24 vacation pay upon termination_____21 COBRA______24 Peckham Industries, Inc Confidential

Vesting PII 401(K) Plan______39 Non-vested reinstatement______39 PII Defined Benefit Plan______50 vacation policy______19