Employee Manual

**Network Republic, Inc. Employment**
Manual

**Prepared By**

  Philip
 Stoelman

**Employment Manual Version Control**

  1.0
 Stoelman
  2.0
 Hundley
  3.0
 Hundley

**Note**   The content of a
manual does not constitute nor should it be construed as a promise of
employment or as a contract between Network Republic, Inc. and any of its
employees.

Network Republic, Inc. at its option, may change, delete,
suspend, or discontinue parts or the policy in its entirety, at any time
without prior notice.

**Effective**
5/8/2014

Employment Manual 1.22

Last printed 5/8/2014 8:41:00
AM

= 1
       INTRODUCTION =

This document has been developed by the Human Resources
Department in order to familiarize employees with Network Republic, Inc. and
provide information about working conditions, key policies, procedures, and
benefits affecting employment at Network Republic, Inc.

=== 1.1       Welcome

# =

Welcome to Network Republic, Inc.! We are happy to have you
as a new member of our family! We will help you become successful and ask you
to help us make our company the best in the industry.

The mission of Network Republic, Inc. is
to assist its customers by providing a single point of contact for all their
procurement and asset recovery needs therefore allowing them to focus 100% on
their own core business.

=== 1.2       History

# =

Network Republic, Inc. was incorporated in June of
2009 in the State of Texas followed shortly by its sister company Network
Republic Europe BV in the Netherlands in July of 2009. Both entities are
daughter companies and wholly owned by the Stoelman Enterprises BV Holding Company.
In September of 2009, NR Inc. moved into its Dallas, TX office followed by NR
BV in December of 2011 in Haarlem in the Netherlands.

=== 1.3       Changes in
Policy ===

This manual supersedes all previous employee manuals and
memos.

While every effort is made to keep the contents of this
document current, Network Republic, Inc. reserves the right to modify, suspend,
or terminate any of the policies, procedures, and/or benefits described in the
manual with or without prior notice to employees.

= 2        EMPLOYEE
DEFINITION AND STATUS =

An “employee” of Network Republic, Inc. is a person who
regularly works for Network Republic, Inc. on a wage or salary basis.
Consultants (1099’s) are considered

“employees” as well and are bound to the same regulations
and competitive causes.

=== 2.1       Employment
Classification ===

Employees of Network Republic, Inc. are classified as
either “exempt” or “non-exempt.” This is necessary because, by law, employees
in certain types of jobs are entitled to overtime pay for hours worked in
excess of forty (40) hours per work week.

In addition to the above overtime
classifications, every employee is assigned an employment status
classification: regular full-time, regular part-time, temporary (full-time or
part-time), regular hourly, contingent hourly, etc.

=== 2.2       Probationary
Period for New Employees ===

Network Republic, Inc. monitors and
evaluates every new employee’s performance for three months to determine
whether further employment in a specific position or with Network Republic,
Inc. is appropriate.

= 3         EMPLOYMENT
POLICIES =

=== 3.1       Equal
Employment Opportunity ===

Network Republic, Inc. is an equal employment opportunity
employer. Employment decisions are based on merit and business needs, and not
on race, color, citizenship status, national origin, ancestry, gender, sexual
orientation, age, weight, religion, creed, physical or mental disability,
marital status, veteran status, political affiliation, or any other factor
protected by law.

=== 3.2        Americans
with Disabilities Act ===

It is the policy of Network Republic, Inc. to comply with
all the relevant and applicable provisions of the Americans with Disabilities
Act (ADA). Network Republic, Inc. will not discriminate against any qualified
employee or job applicant with respect to any terms, privileges, or conditions
of employment because of a person’s physical or mental disability.

=== 3.3       Immigration
Law Compliance ===

All offers of employment are contingent on verification of
the candidate’s right to work in the United States. On the first day of work,
every new employee will be asked to provide original documents verifying his or
her right to work and, as required by federal law, to sign Federal Form I-9,
Employment Eligibility Verification Form. If an employee is a foreign national,
the company requires a copy of their current passport, which has to be valid
for at least two years forward as well as copies of their working permits
and/or visa and their entry stamp into the United States. If an employee’s
employment is terminated with the company, with or without prejudice, the
company will report this to the local immigrations authorities.

=== 3.4       Employee
Background Check ===

Prior to making an offer of employment Network
Republic, Inc. may conduct a job-related background check. A comprehensive
background check may consist of prior employment verification, professional
reference checks, education confirmation, and a credit check.

=== 3.5       Criminal
Records ===

When appropriate, a criminal record check is performed to
protect Network Republic,

Inc.’s interest and that of its employees and clients. If
an employee’ fails to indicate that they are a convicted felon, it will lead to
grounds for termination.

=== 3.6       Anniversary
Date ===

The first day an employee reports to work is his or her
official anniversary date. This anniversary date is used to compute the
following benefits:

•       End
of the probationary period.

•       The
amount of vacation days an employee builds up.

•       Sick
allowance days.

•       Eligibility
for co-pay of group/individual insurance.

### 3.7       New Employee Orientation

The formal welcoming process, or “employee orientation,” is
conducted by a Human Resources representative, and includes an overview of the
company. The employee will be presented with a pack of forms to be filled in
completely and signed where necessary.

=== 3.8       Personnel
Records and Administration ===

The task of handling personnel records and related
administration functions at Network Republic, Inc. has been assigned to the
Human Resources Department. Personnel files will be kept confidential at all
times and include some or all of the following documents:

•       Copy
of employee’s government issued photo ID.

•       A
complete and signed W-4 form.

•       A
signed direct deposit form with banking info.

•       A
complete contact information form including emergency contact info.

•       Copy
of Current Health Insurance policy (in the case the company co-pays).

All medical records, if any, will be kept in a separate
confidential file.

=== 3.9       Change of
Personal Data ===

Any change in an employee’s name, address, telephone
number, marital status, dependents, or insurance beneficiaries, or a change in
the number of tax withholding exemptions, needs to be reported in writing
without delay to the Human Resources Department. Acceptance of such changes
will be communicated by email and only by email. If you do not receive email
confirmation, your requested changes were not accepted and you need to see the
HR Director.

### 3.10 Safety

The safety and health of employees is a priority. Network
Republic, Inc. makes every effort to comply with all federal and state
workplace safety requirements. Network Republic, Inc.’s workplace safety rules
and regulations are the following:

•       Do
not, under any circumstance, bring firearms to the office.

•       Do
not bring any other kinds of weapons to the office.

•       Do
not bring your pets to the office.

•       Do
not wear shorts or flip flops when working in the warehouse.

•       Wear
safety goggles when operating power tools or power cleaning devices.

•       Know
where the fire extinguishers are located (there are two in the warehouse, one
in the kitchen and one in the President’s office).

•       Do
not climb on the warehouse shelves or use the rolling stairs.

Each employee is expected to obey safety rules and exercise
caution and common sense in all work activities.

=== 3.11 Building Security

# =

Network Republic, Inc. office is located in a Digital
Realty Trust Class 1 Datacenter building. The building has 24/7 video
surveillance, 24/7 security guards and access is only allowed with a Human Resources
authorized access badge. Such access badges can be obtained at the building
security center located on the ground floor.

The security badge will allow you access through the gates
on the ground and second floor, allow access to the customer lounge and workout
center on the 13th floor, the DRT service team office on the 12th
floor and suite 2150 on the 21st floor, the Network Republic, Inc.
head office. Your activity in the building is recorded at all times and can be
reviewed by management when deemed necessary.

Each and every employee must follow the building security
rules and regulations listed here:

•       The
building can be entered from the Leonard Street entrance, Bryan Street entrance
or the Sky Bridge coming from the parking garage.

•       Employee
will enter through the security gates by presenting their own unique access
badge.

•       Only
one person may pass through the gates at a time.

•       The
Network Republic, Inc. office can only be entered by presenting an access badge
to the card reader located next to the main entry door of suite 2150.

Employees are not allowed on Network Republic, Inc.
property after hours without prior authorization from their supervisor or
unless agreed otherwise.

=== 3.12 Personal Property

# =

The Network Republic, Inc. Office
maintains a property management system that efficiently tracks lost and found
property reports. Persons seeking information about lost or found property may
do so by contacting HR at ext. 260. Network Republic, Inc.

assumes no risk for any loss or damage to
personal property and recommends that all employees have personal insurance
policies covering the loss of personal property left at the office.

=== 3.13 Health-related
Issues ===

Employees who become aware of any health-related issues
should notify their supervisor of health status as soon as possible.

We want to avoid situations where people come into work
sick and spread any pathogens or viruses, thereby infecting other employees. If
you don’t feel well, go see a primary physician to see if you are contagious
and not fit for human contact.

=== 3.14 Employee Requiring
Medical Attention ===

Employees should report all work-related injuries and
accidents immediately to their supervisor, and then follow these steps:

1.     Asses
the severity of the accident and determine whether professional help is needed.

2.     DIAL
911 if a paramedic is needed, do not hesitate!

3.     For
minor injuries, use the medical aid box located in the kitchen.

4.     Safety
comes first. Watch out for each other so we can have a safe workplace.

=== 3.15 Visitors in the Workplace

# =

For safety, insurance, and other business considerations,
only authorized visitors are allowed in the workplace. Employees should submit
a request ticket on the online DRT services portal for visitor access. The
portal can be accessed at

customerportal.digitalrealty.com/Login.aspx?ReturnUrl=%2f
together with the provided username and password. There are 2 options, escorted
or unescorted access, where at the latter your visitor will be given a
temporary access badge which will allow him or her access through the security
gates and in the elevator to the 21st floor. When making
arrangements for visitors, employees should request that visitors bring a valid
government issued photo ID, enter through the main reception area and sign in
and sign out at the front desk, as well as at the front desk in suite 2150.

If an employee doesn’t have access to the DRT service
portal or a visitor shows up within 2 hours of scheduling a visit, the employee
will need to go down to the lobby and escort the visitor up to the suite. The
visitor will still need to register with the building and suite 2150 and is
required to show their government issued photo ID.

=== 3.16 Employment of
Relatives ===

Network Republic, Inc. is pleased to consider for
employment qualified applicants who are related to employees. When Network
Republic, Inc. employs more than one member of a family, one family member may
not supervise the other. If such a situation should arise and the employees are
unable to develop a workable solution, management will decide which employee
will be transferred.

=== 3.17 Weather-related and
Emergency-related Closings ===

At times, emergencies such as severe weather, fires,
or power failures can disrupt company operations. In such instances, Executive
Staff will decide on the closure, and Human Resources will provide the official
notification to the employees. During business hours, all employees will follow
emergency instructions given by the buildings management over the PA systems.
In the case of a tornado, meaning when the tornado sirens go off, all employees
will evacuate the suite and report to the main corridor on the 21st
floor. Whatever you do, stay away from the windows.

In the event of severe
weather, the ideal situation would be that all employees would travel to the
office safely; however, Network Republic does not want to be responsible nor is
responsible for any accidents or injuries which may take place while commuting
to the office during severe weather.

If there is inclement
weather, Philip or Nina will inform the team if the office will be closed for
the day/opening later/closing earlier. If this is the case, all employees are
expected to work from home during these hours. If an employee elects to come
into the office despite it being closed, they do so at their own risk.

In the event of severe
weather, if the office is open, but the employee feels he/she is unable to
safely transport him/herself to the office, the employee has the option to elect
not to come into work; however, they must work from home during the hours
missed.

Please note two
additional points as they relate to this policy:

All employees must have remote access to their
email.

All employees are subject to this policy
regardless of proximity to the office.

= 4         STANDARDS
OF CONDUCT =

== 4.1       General
Guidelines ==

All employees are urged to become
familiar with Network Republic, Inc.'s rules and standards of conduct and are
expected to follow these rules and standards faithfully in doing their own jobs
and conducting the company’s business.

== 4.2       Attendance
and Punctuality ==

Network Republic, Inc. expects employees to be ready to
work at the beginning of assigned daily work hours, and to reasonably complete
their projects by the end of assigned work hours. This does not mean you have
to vacate the office at the end of your work day if you feel you have more work
to do.

== 4.3       Work
Schedule ==

Unless otherwise specified, regular full-time employees are
expected to work at least forty (40) hours per work week. Standard office hours
are between 8:00 am and 6:00 pm,during this time the phones should be answered
by a live person. However, the office is accessible 24 hours a day if your
security badge is setup for such access.

== 4.4       Absence and
Lateness ==

From time to time, it may be necessary for an employee to
be late or absent from work. Network Republic, Inc. is aware that emergencies,
illnesses, or pressing personal business that cannot be scheduled outside work
hours may arise, however stresses not to make such absence regular. Regular is
defined as being late more than four times in one calendar month. At that
point, the employee will be given an official written warning. Three strikes
means you’re out. It is the responsibility of all employees to contact all
affected parties if they will be absent or late.

## 4.5       Unscheduled Absence

Absence from work for two (2)
consecutive days without notifying management or the Human Resources department
will be considered a voluntary resignation.

== 4.6       Meal and
Break Periods ==

Office employees are allowed a half-hour, unpaid, lunch
break with the Sales department generally eating between the hours of 11:30
a.m. and 12:30 p.m. and the Operations department eating between the hours of
12:30 p.m. and 1:30 p.m. This half hour falls outside the regular work hours
set for the employee.

Network Republic, Inc. encourages employees to take a rest
period and provides an unpaid rest period of fifteen minutes in the morning
work period and fifteen minutes in the afternoon work period. The breaks should
total no more than sixty (60) minutes per nine (9) hour shift.

Outside sales people are allowed up to two (2) hour lunch
breaks when meeting with clients. Please refer to outside sales expenses for
luncheons below in section 8. Such luncheons will need to be debriefed through
a meeting report, outlining the purpose of the meeting and what follow up will
be done to turn that visit into business.

== 4.7       Harassment
Policy ==

Network Republic, Inc. does not tolerate workplace
harassment. Workplace harassment can take many forms. It may be, yet is not
limited to, words, signs, offensive jokes, cartoons, pictures, posters, e-mail
jokes or statements, pranks, intimidation, physical assaults or contact, or
violence. Any harassment claims will be taken seriously and should be filed
with the HR manager or CEO. Any employee found guilty of such allegations will
be considered for termination of employment at the discretion of management.

== 4.8       Sexual
Harassment Policy ==

Network Republic, Inc. does not tolerate sexual harassment.
Sexual harassment may include unwelcome sexual advances, requests for sexual
favors, or other unwelcome verbal or physical contact of a sexual nature when
such conduct creates an offensive, hostile, and intimidating working
environment and prevents an individual from effectively performing the duties
of their position. Any sexual harassment claims will be taken seriously and
should be filed with the HR manager or CEO. Any employee found guilty of such
allegations will be considered for termination of employment at the discretion
of management.

== 4.9       Violence in
the Workplace ==

Network Republic, Inc. has adopted a policy prohibiting
workplace violence. Consistent with this policy, acts or threats of physical
violence, including intimidation, harassment, and/or coercion, which involve or
affect Network Republic, Inc. or which occur on Network Republic, Inc. or
client property, will not be tolerated and will be grounds for immediate
termination of employment.

== 4.10 Confidential
Information and Nondisclosure ==

By continuing employment with Network Republic, Inc.,
employees agree that they will not disclose or use any of Network Republic,
Inc.’s confidential information, either during or after their employment. This
includes, yet is not limited to, customer information, vendor information,
sales and procurement procedures, warehouse procedures, financial information,
marketing documents, logos or any other proprietary information as to how
Network Republic, Inc. conducts its business. Network Republic, Inc. sincerely
hopes that its relationship with its employees will be long-term and mutually
rewarding. However, employment with Network Republic, Inc. assumes an
obligation to maintain confidentiality, even after an employee is no longer
employed by Network Republic, Inc.

# == 4.11 Ethical Standards

Network Republic, Inc. insists on the highest ethical
standards in conducting its business. Doing the right thing and acting with
integrity are the two driving forces behind Network Republic, Inc.’s great
success story. When faced with ethical issues, employees are expected to make
the right professional decision consistent with Network Republic, Inc.’s
principles and standards. Should one find themselves in a conflicting
situation, consult with your direct peer or manager to do the right thing.

## 4.12 Dress Code

Employees of Network Republic, Inc. are expected to present
a clean and professional appearance while conducting business in or outside of
the office. Dressing in a fashion that is clearly unprofessional, that is
deemed unsafe, or that may negatively affect Network Republic, Inc.’s reputation
or image is not acceptable. Each employee will be loaned five (5) Lacoste Polo
shirts displaying the company logo and website for use during his/her
employment with Network Republic, Inc. These polo’s will remain company
property and need to be returned at the end or termination of an employee’s
employment with Network Republic, Inc. Failure to return the shirts will result
in a $ 50.00 USD per shirt charge, to be subtracted from the final payroll.
Employees are expected to wear company attire on any day they come into the
office or go meet with clients. From time to time sales, employees will attend
networking events and conferences where it’s necessary to wear more formal
business attire.

# == 4.13 Use of Equipment

Network Republic, Inc. will provide employees with the
equipment needed to do their job. None of this equipment should be used for
personal use, nor removed from the physical confines of Network Republic,
Inc.—unless it has been approved for a job that specifically requires use of
company equipment outside the physical facility. Some employees have access to
a company laptop which can be used outside the office.  However, it remains company property, even
after employment with Network Republic, Inc may have ceased. Return of such
equipment is discussed in subject 4.28.

== 4.14 Use of Computer,
Phone, and Mail ==

Network Republic, Inc. property,
including computers, phones, electronic mail, and voice mail, should be used
only for conducting company business. Incidental and occasional personal use of
company computers, phones, or electronic mail and voice mail systems is
permitted; however, information and messages stored in these systems will be
treated no differently from other business-related information and messages.

# == 4.15 Use of Internet

Employees are responsible for using the Internet in a
manner that is ethical and lawful. Use of the Internet must solely be for
business purposes and must not interfere with employee productivity. Network
Republic, Inc. chooses not to block sites such as Facebook, Google+, Instagram
and Twitter but should such sites become a performance issue for an employee,
management reserves the right to block these on an individual level.

== 4.16 Use of Computer
Software ==

Network Republic, Inc. does not condone the illegal
duplication of software. The copyright law is clear. The copyright holder is
given certain exclusive rights, including the right to make and distribute
copies. Title 17 of the U.S. Code states that “it is illegal to make or
distribute copies of copyrighted material without authorization (Section
106)." The only exception is the user’s right to make a backup copy for
archival purposes (Section 117).

## 4.17 Smoking Policy

No smoking of any kind is permitted inside any Network
Republic, Inc. office. Smoking may take place only in designated smoking areas
outside the Digital Realty Trust facilities which are located near the 2323
Bryan Street entrance on the side of the building.

== 4.18 Alcohol and
Substance Abuse ==

It is the policy of Network Republic, Inc. that the
workplace be free of illicit drugs and alcoholic beverages, and free of their
use. In addition to damage to respiratory and immune systems, malnutrition,
seizures, loss of brain function, liver damage, and kidney damage, the abuse of
drugs and alcohol has been proven to impair the coordination, reaction time,
emotional stability, and judgment of the user. This could have tragic
consequences where demanding or stressful work situations call for quick and
sound decisions to be made.

From time to time, Network Republic, Inc. employees will
need to attend social functions and networking events where alcohol will be
present. It’s at the employee’s sole discretion whether or not to consume any
alcoholic beverage at such events. The company cannot be held responsible for
any negligence caused by an employee outside the office due to the consumption
of alcoholic beverages during extracurricular functions. If an employee is
deemed to be intoxicated, Network Republic, Inc. will advise such employee to
hire a taxi and will pay for the cab fare.

Should an employee show up at the office under the
influence of alcohol and/or illegal substances, than the management reserves
the right to have to employee participate in a substance abuse test. A positive
result of such test is grounds for immediate termination.

## 4.19 Gifts

Advance approval from management is
required before an employee may accept or solicit a gift of any kind from a
client. Employees are not permitted to give unauthorized gifts to clients, over
$ 49.99 USD. Everything below this amount will need to be documented in a PR
Gift declaration.

== 4.20 Solicitations and
Distributions ==

Solicitation for any cause during working time and in
working areas is not permitted. Employees are not permitted to distribute
non-company literature in work areas at any time during working time, unless
otherwise approved by management.

# == 4.21 Complaint Procedure

Employees who have a job-related issue, question, or
complaint should first discuss it with their immediate supervisor. If the issue
cannot be resolved at this level, Network Republic, Inc. encourages employees
to contact the Human Resources Director. Employees who observe, learn of, or,
in good faith, suspect a violation of the Standards of Conduct of Network
Republic, Inc. should immediately report the violation in accordance with the
following procedures:

1.     Inform
your direct supervisor of the facts.

2.     If
it’s your supervisor who you deem in violation, go to the HR Director or CEO.

3.     Write
an anonymous letter, and leave it at the front desk of Suite 2150.

== 4.22 Corrective
Procedure ==

Unacceptable behavior that does not lead to immediate
dismissal may be dealt with in any of the following manners: (a) Oral Reminder,
(b) Written Warning, (c) DecisionMaking Paid Leave/Counseling Session, (d)
Termination, (e) Suspension (unpaid leave). Two oral reminders can lead to a
written warning and two written warnings can lead to termination.

# == 4.23 Crisis Suspension

An employee who commits any serious
violation of Network Republic, Inc. policies at minimum, will be suspended
without pay pending an investigation of the situation.

Following the investigation, the employee’s employment may
be terminated without any previous disciplinary action having been taken.

# == 4.24 Transfer Policy

Network Republic, Inc. recognizes that a desire for career
growth and other needs may lead an employee to request a transfer to another
position. An employee with proper qualifications will be eligible for consideration
for transfer to another department provided that the transfer does not occur
within one year of the employee’s date of hire or within one year of any
previous transfer.

# == 4.25 Outside Employment

Employees may not take an outside job, either for pay or as
a donation of their personal time, with a customer, vendor or competitor of
Network Republic, Inc.; nor may employees do work on their own if it competes
or interferes in any way with the sales of products or services that Network
Republic, Inc. provides to its clients.

== 4.26 Employment
Termination/Resignation ==

After the application of disciplinary
steps, if it is determined by management that an employee’s performance does
not improve, or if the employee is again in violation of Network Republic, Inc.
practices, rules or standards of conduct, following a

Decision-Making Leave, employment with Network Republic,
Inc. will be terminated.

## 4.27 Exit Interview

In a voluntary separation situation,
Network Republic, Inc. management would like to conduct an exit interview to
discuss the employee’s reasons for leaving and any other impressions that the
employee may have about Network Republic, Inc.

=== 4.28 Return of Company
Property ===

Any Network Republic, Inc. property issued to employees,
such as computer equipment, keys, access badges, cell phone, company clothing
(polos), parking passes and/or company gas or credit card, must be returned to
Network Republic, Inc. at the time of termination. Employees will be
responsible for any lost or damaged items. Any unreturned items will be
deducted from employee’s last paycheck.

= 5         COMPENSATION
POLICIES =

=== 5.1       Base
Compensation ===

It is Network Republic, Inc.’s desire to
pay all employees’ wages or salaries that are competitive with other employers
in the marketplace and in a way that will be motivational, fair and equitable.
Compensation may vary based on roles and responsibilities, individual and
company performance, and in compliance with all applicable laws.

=== 5.2       Performance
Bonuses and Commissions ===

Performance bonuses may be given to Network Republic, Inc.
employees at the discretion of management. There are two factors that typically
determine bonus availability and amounts: (a) Company Performance—Profits, (b)
Personal Performance. For sales employees, separate commission structures are
available. Commission will be paid as a percentage of net margin. Sales
employees are subject to a sales target, which will be set by the sales
director. Commission calculation will commence once a sales employee has
reached their individual target.

=== 5.3       Timekeeping
Procedures ===

By law, Network Republic, Inc. is obligated to keep
accurate records of the time worked by employees. Each employee will submit
electronic time records every time they enter the building or suite when
swiping their access badges.

=== 5.4       Payroll and
Paydays ===

The frequency of Network Republic, Inc. payroll
distribution is dependent upon an employee’s employment status. Regular
full-time salary employees (exempt or nonexempt) are paid bi-monthly on the 15th
and by the last business day of each month. Regular hourly non-exempt employees
and contingent hourly non-exempt employees are paid weekly on or by Friday
following the end of the pay week.

=== 5.5       Performance
and Salary Reviews ===

Network Republic, Inc. wants to help employees to succeed
in their jobs and to grow. In an effort to support this growth and success,
Network Republic, Inc. has an annual review process for providing formal
performance feedback. Feedback includes a Performance  Evaluation, 360-Degree Assessment, and an
Extra Mile contribution appraisal. Depending on the employee anniversary date,
the performance review is held during either the March or the September review
cycle.

Salary/wage reviews typically occur in conjunction with the
annual performance review process. The calculation and implementation of
changes in base salary/wage depend on both company and personal performance and
will typically occur in either April or October; whichever most closely follows
the review cycle.

=== 5.6       Opportunities
for Advancement—Progression and Promotion ===

Network Republic, Inc. would like to provide employees with
every opportunity for advancing to other positions or opportunities within the
company. Approval of progression moves or promotions depends largely upon
training, experience, work record, and business need. However, Network
Republic, Inc. reserves the right to look outside the company for potential
employees as well.

= 6         GROUP
HEALTH AND RELATED BENEFITS =

=== 6.1       Benefits
Summaries and Eligibility ===

Network Republic, Inc. sponsors a comprehensive benefits
program for eligible employees, and each benefit plan has specific eligibility
conditions. The benefits are summarized in separate booklets called “summary
plan descriptions,” which are provided to all eligible employees. The details
of each benefit are contained in separate legal documents known as the “plan
documents,” which take precedence over anything contradictory in the summaries.

All full-time employees will enjoy all of the benefits
described in this policy and the individual plan summaries as soon as they meet
all of the eligibility requirements for each particular benefit. Part-time
employees may be eligible for certain benefits if they meet the eligibility
conditions.

=== 6.2       Health
Insurance ===

All eligible U.S. employees may choose a nationwide
Preferred Provider Organization (PPO) medical insurance plan. Eligible
employees will receive a 50% co-pay from Network Republic, Inc., and the
effective date of coverage will be the first of the month following 90 days of
employment with Network Republic, Inc. This 50% will be paid monthly as a
reimbursement through Payroll.

=== 6.3       Dental
Insurance ===

All eligible U.S.
employees may choose a nationwide dental insurance plan. Eligible employees
will receive a 50% co-pay from Network Republic, Inc., and the effective date
of coverage will be the first of the month following 90 days of employment with
Network Republic, Inc. This 50% will be paid monthly as a reimbursement through
Payroll.

=== 6.4       Visual Care
Insurance ===

All eligible U.S.
employees may choose a nationwide dental insurance plan. Eligible employees
will receive a 50% co-pay from Network Republic, Inc., and the effective date
of coverage will be the first of the month following 90 days of employment with
Network Republic, Inc. This 50% will be paid monthly as a reimbursement through
Payroll.

=== 6.7       COBRA
Notification ===

According to the federal Consolidated Omnibus Budget
Reconciliation Act (COBRA) of 1985, in the event of your termination of
employment with Network Republic, Inc. or loss of eligibility to remain covered
under Network Republic, Inc.’s group health insurance program, employees and
their eligible dependents may have the right to continued coverage under
Network Republic, Inc.’s group health insurance program for a limited period of
time at their own expense. Consult the Benefits Administrator for details.
Network Republic, Inc. will not assist in paying for such continued coverage.

=== 6.8       Pre-tax
Deductions for Expenses ===

Network Republic, Inc. employees participating in any of
the basic health insurance plans, i.e., group medical, dental and/or vision,
are required to contribute to payment of the plan(s) premium(s) via payroll
deduction cost sharing. In accordance with U.S. Internal Revenue Service
provisions, Network Republic, Inc. provides employees the opportunity to
participate in (a) Section 125 Plan, (b) Flexible Spending Accounts.

=== 6.10 Unemployment
Compensation ===

Unemployment compensation is designed
to provide a temporary income for those who are out of work through no fault of
their own. Depending upon the circumstances, employees may be eligible for
Unemployment Compensation upon termination of employment with Network Republic,
Inc. The Division of Unemployment Insurance of each State’s Department of Labor
determines eligibility for Unemployment

Compensation. Network Republic, Inc. pays the entire cost
of this insurance program.

=== 6.11 Social Security

# =

The United States Government operates a system of mandated
insurance known as Social Security. As a wage earner, employees are required by
law to contribute a set amount of weekly wages to the trust fund from which
benefits are paid. As an employer, Network Republic, Inc. is required to deduct
this amount from each paycheck the employee receives. In addition, Network
Republic, Inc. matches employee contributions dollar for dollar, thereby paying
one-half of the cost of employee Social Security benefits.

=== 6.13 Educational
Assistance ===

Network Republic, Inc. believes that education leads to
self-improvement and recognizes that the skills and knowledge of its employees
are critical to the success of the organization. Within that vein, Network
Republic, Inc. encourages higher education and is willing to pay for courses
which are directly related to an employee’s present job or which will help an
employee prepare for more responsibilities or promotions within the
organization.

=== 6.14 Training and
Professional Development ===

A specific schedule of basic training and orientation has
been established for job and employment classifications. A Coaching/Mentoring
System provides guidance in professional development and Network Republic, Inc.
encourages all interested employees to take advantage of the continuing
education initiative and further job specific training. All courses must be
approved by a supervisor and a Human Resources representative.

= 7        TIME-OFF
BENEFITS =

=== 7.1       Holiday
Policy ===

All Network Republic, Inc. employees of regular status are
eligible for holiday pay. Holiday pay will be based on the employment status of
the employee, i.e., full-time employees will be credited with 8 hours of
holiday pay and part-time employees will be credited with 4 hours of holiday
pay, per holiday. Network Republic, Inc. recognizes the following holidays as
paid holidays:

•       New
Year's Day, January 1st

•       Memorial
Day, Last Monday in May

•       Independence
Day, July 4th

•       Labor
Day, First Monday in September

•       Thanksgiving
Day, Fourth Thursday in November 
Christmas, December 25th

=== 7.2       Vacation
Time ===

All regular status Network Republic, Inc. employees are
eligible to accrue vacation time. Vacation hours accrue on a monthly basis.
Employees hired before the 15th day of the month begin to accrue vacation
starting with the month they were hired in. Employees who begin employment on
or after the 15th day of the month begin accruing vacation the month following
the date of hire. The vacation accrual policy for regular full-time employees
and regular part-time employees is as follows:

Employee is entitled, ninety days after their anniversary
date, to ten (10) paid vacation leave days per year. These vacation days will
be build up by 0.833 days per month worked for the Company. Accrued vacation
days can be carried over to the next year but only for 1 (one) year moving
forward. At no time will the company pay out accrued vacation leave days.
Employees are required to seek management approval for vacation leave at least
21 days in advance with a maximum of ten (10) consecutive days of leave.

=== 7.3       Sick Leave

# =

Sick leave may be used during an
employee’s own illness or for an illness in the employee’s immediate family.
Sick leave will be limited to three (3) 8-hour days per year for all regular
full-time employees and three (3) 4-hour days for all regular part-time
employees. Employee must notify a management member in a timely fashion and
might be required to present medical documentation to be eligible for paid sick
leave. Accrued sick days can be carried over to the next year but only for 1
(one) year moving forward.

At no time will the company pay out accrued sick leave
days.

=== 7.4       Bereavement
Leave ===

Generally, a full-time or part-time employee shall be
entitled to Bereavement Leave upon the death of a spouse (including a *de facto* spouse), son, daughter,
stepson, stepdaughter, parent, stepmother, stepfather, brother, sister,
stepbrother, stepsister, grandson, granddaughter, grandparent, mother-in-law,
father-in-law, son-in-law, or daughter-in-law.

=== 7.5       Jury Duty

# =

Network Republic, Inc. is committed to supporting
the communities in which Network Republic, Inc. operates, including supporting
Network Republic, Inc. employees in fulfilling their responsibilities to serve
as jurors whenever it is necessary. When an employee receives notification
regarding upcoming jury duty, it is their responsibility to notify their direct
supervisor and Human Resources within one (1) business day of receiving the
notice.

=== 7.6       Military
Reserves or National Guard Leaves of Absence ===

Employees who serve in U.S. military
organizations or state militia groups such as the National Guard may take the
necessary time off to fulfill this obligation and will retain all of their
legal rights for continued employment under existing laws.

=== 7.7       Family/Medical
Leaves of Absence ===

Occasionally, for medical, personal, or other reasons,
employees may need to be temporarily released from the duties of their job with
Network Republic, Inc. It is the policy of Network Republic, Inc. to allow its
employees to apply for and be considered for certain specific leaves of
absence. All requests for leaves of absence should be submitted in writing to
management and the Human Resources department.

=== 7.8       Extended
Disability Leaves ===

If a period of disability continues beyond the twelve (12)
weeks provided for within the Family/Medical Leaves of Absence section, an
employee may apply in writing for an extended disability leave.

=== 7.9       Uniformed
Services Employment and Reemployment ===

As an Equal Opportunity Employer, Network Republic, Inc. is
committed to providing the basic employment and reemployment services and
support as set forth in the Uniformed Services Employment and Reemployment
Rights Act of 1994 (USERRA).

### 7.10 Personal Leaves of Absence

In special circumstances, Network Republic, Inc. may grant
leave for a personal reason but never for taking employment elsewhere or
becoming self-employed. Personal leaves of absence must be requested in writing
and are subject to the discretion of management and the Human Resources
department.

# =

The following is a comprehensive guide to the Network
Republic, Inc. expense policy and procedures for the reporting and
reimbursement of expenses. Any manager who approves expense reports should be
familiar with this policy—authorizing an expense report indicates to Network
Republic, Inc. that the expenses reported are legitimate, reasonable, and
comply with this policy.

=== 8.2       Company
Supplies, Other Expenditures ===

Only authorized persons may purchase supplies in the name
of Network Republic, Inc. No employee whose regular duties do not include
purchasing may incur any expense on behalf of Network Republic, Inc. Without a
properly approved purchase order, Network Republic, Inc. is not obligated for
any purchase.

=== 8.3       Expense
Reimbursement ===

Under ordinary circumstances, it is the policy of Network
Republic, Inc. to reimburse travel expenses on the basis of actual expenses
involved. Persons traveling on Network Republic, Inc. business are entitled to
transportation, hotel accommodation, meals, and limited incidentals (for
example, taxis and telephone calls) that meet reasonable and adequate standards
for convenience, safety, and comfort. Any expenses will need to be recorded on
an expense form available from the the HR Director. Every line item on the
expense report will need to be accompanied by a receipt detailing the expense.
Credit Card receipts without details will not be accepted.

Sales employees are allowed to request reimbursement for
business luncheons, dinners and/or client entertainment after approval of their
manager. Trade shows, conventions and other related extracurricular sales
activities are reimbursable, however, they do require manager’s approval.

=== 8.4       Relocation

# =

This policy applies to current and newly hired Network
Republic, Inc. employees who will be relocated to a new office or location.
Management, Human Resources, and Finance must formally approve all moves.

Network Republic, Inc. will pay reasonable costs of
transportation and lodging in connection with the transfer of the employee and
the employee’s dependents from the old location to the new location. Travel to
the new location will be by the most direct route, and lodging arrangements
should be made by or approved by Human Resources. This covers the period from
when the employee leaves the old location and travels directly to the new
location.

= 9         EMPLOYEE
COMMUNICATIONS =

=== 9.1       Open
Communication ===

Network Republic, Inc. encourages employees to discuss any
issues they may have with a co-worker directly with that person. If a
resolution is not reached, employees should arrange a meeting with their direct
supervisor. If the concern, problem, or issue is not properly addressed,
employees should contact the Human Resources department. Any information
discussed in an Open Communication meeting is considered confidential, to the
extent possible while still allowing management to respond to the problem. Retaliation
against any employee for appropriate use of Open Communication channels is
unacceptable.

=== 9.2       Staff
Meetings ===

In order to keep the communication channels open, Network
Republic, Inc. implements a once-a-week company-wide staff meeting generally held
on Mondays. Employees will receive communications about the agenda and
discussion topics each week.

=== 9.3       Electronic
Bulletin Boards ===

Network Republic, Inc. runs a company-wide electronic
bulletin board service via an internal calendar within Outlook where employees
can find organizational announcements, news/events, and discussions about
specific topics. The employee is responsible for reading necessary information
posted within the Outlook calendar.

=== 9.4       Suggestions

# =

Network Republic, Inc. encourages all employees to bring
forward their suggestions and good ideas about making Network Republic, Inc. a
better place to work and enhancing service to Network Republic, Inc. customers.
Any employee who sees an opportunity for improvement is encouraged to talk it
over with management. Management can help bring ideas to the attention of the
people in the organization who are responsible for possibly implementing them.
All suggestions are valued.

=== 9.5       Closing
Statement ===

Successful working conditions and relationships depend upon
successful communication. It is important that employees remain aware of
changes in procedures, policies, and general information. It is also important
to communicate ideas, suggestions, personal goals, or problems as they may
affect work at Network Republic, Inc.

# 10       ACKNOWLEDGMENT

I acknowledge that I have received a copy of the Network
Republic, Inc. Employment Policies, and I do commit to read and follow these
policies.

I am aware that if, at any time, I have questions regarding
Network Republic, Inc. company policies I should direct them to my manager or
the Human Resources department.

I know that Network Republic, Inc. company policies and
other related documents do not form a contract of employment and are not a
guarantee by Network Republic, Inc. of the conditions and benefits that are
described within them. Nevertheless, the provisions of such Network Republic,
Inc. company policies are incorporated into the acknowledgment, and I agree
that I shall abide by its provisions.

I am also aware that Network Republic, Inc., at any time,
may with reasonable notice, change, add to, or delete from the provisions of
the company policies.

  Employee’s Printed Name
  \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
  Employee’s Signature

Effective
5/8/2014