NAVIONICS, INC.

Employee Handbook Issue Date: 09/8/09

Table of Contents Policy No 100 101 102 103 104 105 106 107 108 109 110 111 112 113 114 115 116 200 201 202 203 204 205 206 207 208 209 210 211 212 300 301 302 303 304 305 400 401 402 403 404 405 INTRODUCTION EMPLOYEE RELATIONS/WORKPLACE BEHAVIOR Nature of Employment Employee Relations Equal Employment Opportunity Disabilities Sexual and Other Harassment Expected Employee Conduct And Work Rules Workplace Violence Prevention Drug and Alcohol Use Visitors in Workplace Smoking Personal Appearance Solicitation and Distribution Business Ethics and Conduct Confidential Information Customer Relations Outside Employment RECRUITMENT , HIRING AND TERMINATION Job Posting and Employee Referrals Referral Bonus Recruitment Process Employment Reference Checks Employment Terms and Offer Letters Form I-9 Compliance Employment Categories Access to Personnel File Accuracy of Information Orientation Introductory Period, 30-60-90 Review Employment Termination WAGE AND SALARY Wage & Salary Policy Payroll Deductions Error in Pay Payment of Wages Wage Assignments TIMINGS Work Hours, Attendance and Punctuality Time Keeping Rest and Meal Periods Overtime Emergency Closings Page No 3 3 3 3 3 4 4 6 7 8 8 9 9 9 10 10 11 11 12 12 12 12 13 13 13 13 14 15 15 15 16 16 16 16 16 17 17 17 17 18 18 18 18

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Policy No 500 501 502 503 504 505 506 507 508 509 510 600 601 602 603 604 605 606 607 608 609 610 611 612 700 701 702 703 800 801 802 803 804 805 806 807 900 901 902 903 1000 1001 1002 1003

EMPLOYEE BENEFITS Employee Benefits Workers’ Compensation Insurance Unemployment Compensation Social Security Health Insurance Continuation of Health Benefits (COBRA) Life Insurance Short-Term Disability Long-Term Disability SIMPLE IRA Plan PAID TIME OFF AND LEAVES Holidays Paid Time Off Bereavement Leave Jury Duty Military Leave Voting Time Educational Leave of Absence Family and Medical Leave Act Parental Leave Small Necessities Leave Personal Unpaid Leave of Absence Accepting Other Employment or Going into Business on Leave PERFORMANCE MANAGEMENT Goal Setting and Performance Evaluation

Performance Improvement Plan and Standards of Conduct
Training and Development USE OF COMPANY EQUIPMENT AND PROPERTY Use of Equipment Auto Mileage Reimbursement Personal Use of Equipment Return of Company Property Taking of Company Property Use of Cellular Telephones and other Communication Devices INTERNET AND COMPUTER USE Computer and E-mail Usage Software (Unauthorized Copying) Internet Usage, Internet Bulletin Boards, Chat Rooms, Blogs BUSINESS TRAVEL AND EXPENSE REPORT RECONCILIATION Policies and Guidelines for Business Travel Policies and Guidelines for Expense Reconciliation Business Travel and Expense Report Reconciliation Agreement Letter Acknowledgement

Page No 18 18 19 20 20 20 21 21 21 22 22 23 23 23 25 25 25 26 26 26 28 28 29 30 30 30 30 31 32 32 32 32 32 33 33 33 34 34 35 35 37 37 37 37 38, 39

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Introduction This Employee Handbook has been developed to provide general guidance to employees of Navionics, Inc. (The “Company”) with respect to the Company’s benefits, rules, policies and procedures. It does not, nor is it intended to, create any contractual rights, promises or obligations of any kind with respect to the terms and conditions of employment. The Company expressly retains the right to make unilateral and substantial changes to this Handbook or any of the rules, policies or other information contained herein. The Company may make such changes by modifying, amending or revoking this Handbook or by any other means, at any time, the Company deems appropriate, with prior notice to you. 100 EMPLOYEE RELATIONS AND WORKPLACE BEHAVIOR 101 Nature of Employment AT-WILL EMPLOYMENT The policies, practices and benefits summarized in this Employee Handbook have been adopted voluntarily by the Company, and do not create any contractual rights, promises or obligations with respect to the terms and conditions of your employment. While the Company values its employees and looks forward to continuing a mutually satisfactory employment relationship, it should still be recognized that neither the Company nor its employees have entered into a contract for employment, expressed or implied, nor shall anything in this Handbook be construed as containing binding terms and conditions of employment. Accordingly, all employment and compensation with the Company is “At Will.” This means that your employment can be terminated with or without cause, at any time, at either the Company’s or your option, for any reason or for no reason, except as otherwise provided applicable by law. Reservation of Management Discretion: The Company reserves and has all powers necessary to decide within its sole discretion, all questions concerning the policies and guidelines in this Handbook. In addition, the Company has full discretionary power and authority to construe, interpret, administer and apply the policies and guidelines in the Handbook. 102 Employee Relations

The Company believes that the work conditions, wages, and benefits it offers to you are competitive with those offered by other employers in this area and in this industry. If you have concerns about work conditions or compensation, you are strongly encouraged to voice these concerns openly and directly to your supervisor. Our experience has shown that when employees deal openly and directly with supervisors, the work environment can be excellent, communications can be clear, and attitudes can be positive. We believe that the Company amply demonstrates its commitment to its employees by responding effectively to their concerns. 103 Equal Employment Opportunity

The Company provides equal employment opportunity without regard to race, color, gender, age, mental or physical disability, religion, national origin, marital status, sexual orientation, ancestry, veteran status, military service, genetic information or any other characteristic protected by law.

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The policy applies to all areas of employment, including recruitment, hiring, training and development, promotion, transfer, termination, layoff, compensation, benefits, social and recreational programs, and all other conditions and privileges of employment in accordance with applicable federal, state, and local laws. Equal employment opportunity notices are posted on appropriate employee bulletin boards as required by law. The notices summarize your rights to equal opportunity in employment and list the names and addresses of the various government agencies that may be contacted in the event that you believe you have been discriminated against. Management is primarily responsible for seeing that the Company’s equal employment opportunity policies are implemented, but all staff members share in the responsibility for ensuring that their personnel actions are effective and apply uniformly to everyone. To that end, if you have questions or concerns about any type of discrimination in the workplace, you are encouraged to bring these issues to the attention of your immediate supervisor or the Human Resources Manager. No adverse employment action will be taken against you for raising these issues in good faith. If it is determined that you have violated Company policy, you may be subject to disciplinary action, in the sole discretion of the Company, up to and including termination of employment. 104 Disabilities

It is the policy of the Company to comply with the provisions of the Americans with Disabilities Act. The Company does 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. The Company will also make reasonable accommodation wherever necessary for all employees or applicants with known disabilities, provided that the individual is otherwise qualified to safely perform the duties and assignments connected with the job and provided that any accommodations requested do not impose an undue hardship on the Company. 105 Sexual and Other Harassment

The Company is committed to providing a work environment that is free from all forms of discrimination and conduct that can be considered harassing, coercive or disruptive, including sexual harassment. Therefore, the Company prohibits and will not tolerate any inappropriate and/or unlawful discrimination or harassment based on a person’s race, color, gender, age, mental or physical disability, religion, national origin, marital status, sexual orientation, ancestry, veteran status, military service, genetic information or any other characteristic protected by applicable law. The Company likewise prohibits and will not tolerate retaliation against any employee for, among other things, playing any role in the reporting, investigation or prosecution of a claim of discrimination or harassment. Definition of Sexual Harassment Sexual harassment refers to any type of behavior of a sexual nature, intentional or unintentional, that is unwelcome and that has the purpose or effect of creating a work environment that is hostile, offensive, intimidating or humiliating. Sexual harassment includes sexual advances, requests for sexual favors, and/or conduct of a sexual nature when: (1) submission to or rejection of such advances, requests or conduct is made, either explicitly or implicitly, a term or condition of employment or the basis for an employment decision; (2) such conduct has the purpose or effect of interfering with work performance; or (3) such conduct has the purpose or effect of creating an intimidating, hostile, humiliating or sexually offensive work environment. While it is not possible to list all of the circumstances that may constitute sexual harassment, the following are some examples of conduct which, if unwelcome, may constitute sexual harassment depending on the circumstances, including the severity of the conduct and its pervasiveness:

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Sexual advances, whether they involve physical touching or not. Requests for sexual favors in exchange for actual or promised job benefits such as favorable reviews, increases in compensation and/or benefits, promotions or continued employment. Assault or coerced sexual acts. Epithets or jokes of a sexual nature, written or oral references to sexual conduct, discussion of one’s sex life, comments about an individual’s sexual prowess, deficiencies or activity. Display of objects, pictures or cartoons of a sexual nature. Unwelcome leering, whistling or physical touching of another’s body.

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Other Harassment For purposes of this policy, other harassment is defined as verbal or physical conduct that denigrates or shows hostility or aversion towards an individual because of the individual’s race, color, gender, age, mental or physical disability, religion, national origin, marital status, sexual orientation, ancestry, veteran status, military service, genetic information or any other characteristic protected by applicable law other than sex, and that: • has the purpose or effect of creating an intimidating, hostile or offensive work environment, or has the purpose or effect of unreasonably interfering with an individual’s work performance.

Some examples of such harassment are: using epithets or slurs, or making jokes or pranks that focus on a protected characteristic; and circulating or displaying written or graphic material that denigrates or shows hostility or aversion toward a person or group because of a protected characteristic.
Complaints of Harassment If you experience or witness sexual or other harassment in the workplace, you should immediately report it to your supervisor and/or the Human Resources Manager at Navionics, Inc. (508-273-2065). If the alleged harassment has taken place outside the United States, you should report it to the Corporate Human Resource Officer of Navionics SpA (+39 348-6435877 or 508-273-3661). You can raise any concerns and make reports of alleged harassment without fear of reprisal or retaliation. The following is a list of state and federal governmental agencies that enforce employment discrimination laws in Massachusetts:

Massachusetts Commission Against Discrimination (“MCAD”) One Ashburton Place Boston, MA 02108 (617) 994-6000 436 Dwight Street, Suite 220 Springfield, MA 01103 (413) 739-2145

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United States Equal Employment Opportunity Commission (“EEOC”) John F. Kennedy Federal Building 475 Government Center Boston, MA 02203 (800) 669-4000 Investigations Upon receipt of a complaint of harassment, the Company will promptly conduct a thorough and impartial investigation in such a way as to maintain your confidentiality to the extent possible under the circumstances. The Company takes every harassment complaint seriously and affords individuals involved in such complaints with the opportunity to give a full account of their recollection of the incident or incidents. Any employee of the Company who is found to have harassed another employee may be subject to disciplinary action, in the discretion of the Company, up to and including termination of employment. The Company also recognizes that false accusations, especially of sexual harassment, may have serious effects on innocent persons. If you are found to have made false accusations of sexual or other harassment, you may be subject to appropriate disciplinary action, in the Company’s sole discretion, up to and including termination of employment. Internet Usage You are prohibited to visit any Internet sites containing sexually explicit material or to download any such material onto any equipment owned, operated, used by or under the control of the Company while you are on the Company’s premises or are performing services for or on behalf of the Company. Although the Company retains the right to block access to such Internet sites, the fact that it has not done so does not affect the foregoing prohibition. For more information, please refer to Policy 903, entitled Internet Usage.

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Expected Employee Conduct and Work Rules

To ensure the Company’s orderly operations and provide the best possible work environment, the Company expects you to treat customers and all fellow employees respectfully, professionally, and courteously. In addition employees will follow rules of conduct that will protect the interests and safety of all employees and the Company. Set forth below are examples, but by no means a complete list, of conduct that may, in the discretion of the Company, result in appropriate disciplinary action in the Company’s discretion, up to and including suspension without pay and/or termination of employment: *Theft or inappropriate removal or possession of Company property or the property of other employees. *Falsification of I-9 time keeping records or alteration of Company records and documents. *Working under the influence of alcohol or illegal drugs, whether on the Company’s premises or while on duty elsewhere. *Possession, distribution, sale, transfer, or use of alcohol or illegal drugs in the workplace, while on duty, or while operating Company-owned vehicles or equipment. *Fighting in the workplace or while on duty. *Threatening, intimidating or coercing fellow employees on or off the premises -- at any time, for any purpose. *Boisterous or disruptive activity in the workplace.

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*Insubordination or other disrespectful conduct, including but not limited to obscene or abusive language toward any supervisor, employee or customer and/or indifference or rudeness towards a customer or fellow employee. *Violation of any safety or health rules, whether mandated by law or established by directive of the Company. *Sexual or other harassment, including but not limited to, violations of Policy 105, entitled Sexual and Other Harassment. * Possession of dangerous or unauthorized materials, such as explosives, firearms or any other weapons on Company property or while on duty. *Excessive absenteeism, tardiness or any unauthorized absence. *Unauthorized use of telephones, mail system, or other Company-owned equipment. *Unsatisfactory job performance and/or conduct. *Unauthorized disclosure of the Company’s confidential business information to anyone. 107 Workplace Violence Prevention

The Company is committed to preventing violence in the workplace, and maintaining a safe, healthy and secure work environment. The safety and security of employees is of vital importance. Acts or threats of physical violence, including intimidation, harassment and/or coercion, which involve or affect the Company, or which occur on the Company’s premises or while engaged in the Company’s business, will not be tolerated. The prohibition against threats and acts of violence applies to all persons involved in the operation of the Company and its facilities, including, but not limited to, the Company’s employees, independent contractors and anyone else on the Company’s premises or engaged in the Company’s business. Violations of this policy will result in disciplinary action, up to and including termination of employment and/or legal action, as appropriate. Examples of workplace violence include, but are not limited to, the following: • Threats or acts of violence occurring on the Company’s premises or while otherwise engaged in the Company’s business, regardless of the relationship between the Company and the parties involved in the incident. Threats or acts of violence occurring off the Company’s premises involving someone who is acting in the capacity of a representative of the Company. Threats or acts of violence occurring off the Company’s premises, if the Company determines that the incident may lead to an incident of violence on the Company’s premises. Threats or acts of violence resulting in the conviction of an employee or agent of the Company, or of an individual performing services for the Company on a contract or temporary basis, under any criminal code provision relating to violence or threats of violence, which could adversely affect the business interests of the Company. An employee’s unlawful or unauthorized possession or use of a dangerous or deadly weapon, including but not limited to all firearms, in the workplace is prohibited and will subject the employee to immediate disciplinary action, up to and including termination of employment. The Company has the right to search any area on the Company’s premises for weapons, including but not limited to furniture, drawers, briefcases, personal bags and containers brought by employees into the workplace, parking lots and personal vehicles parked on the Company’s premises.

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Specific examples of conduct that may be considered threats or acts of violence under this policy include, but are not limited to, the following: • • • • • • • Threatening physical or aggressive contact toward another person. Threatening a person or his or her family, friends, associates or property with physical harm. The intentional destruction of the Company’s property or another’s property. Harassing or threatening phone calls. Surveillance. Stalking. Veiled threats of physical harm or like intimidation.

Any person who engages in a threat or violent action on the Company’s premises or while engaged in the Company’s business may be removed from the premises as quickly as safety permits and may be required, at the Company’s discretion, to remain off of the Company’s premises pending the outcome of an investigation into the incident. The Company will make the sole determination of whether, and to what extent, threats or acts of violence will be acted upon by the Company. In making this determination, the Company may undertake a case-by-case analysis in order to ascertain whether there is a reasonable basis to believe that violation of this policy has occurred. You should report any acts or threats of physical violence, including intimidation, harassment and/or coercion which involve or affect the Company, or which occur on Company premises, to your immediate supervisor or the Human Resources Manager. 108 Drug and Alcohol Use

It is the desire of the Company to provide a drug-free, healthy, and safe workplace. To that end, you are required to report to work in the mental and physical condition necessary to perform your job in a satisfactory manner. While on the Company’s premises, and while conducting business-related activities off the Company’s premises, you may not use, possess, distribute, sell or be under the influence of alcohol or illegal drugs. The legal use of prescribed drugs is permitted on the job only if it does not impair your ability to perform the essential functions of the job effectively and in a safe manner that does not endanger other individuals in the workplace. Violations of this policy may, in the Company’s sole discretion, result in such disciplinary action as the Company deems appropriate, up to and including termination of employment and/or required participation in a substance abuse rehabilitation or treatment program. Such violations may also have legal consequences. The Company encourages you to raise any questions or concerns you may have about the Company’s drug and alcohol policy, or issues related to drug or alcohol use in the workplace, with your supervisor or the Human Resources Manager, in confidence and without adverse consequences to your employment. 109 Visitors in the Workplace

For the safety and security of employees and the facilities at the Company, only authorized visitors are allowed in the workplace. This restriction helps maintain safety standards; promotes the security of employees and their personal property and of the Company’s equipment and confidential information; and avoids potential distractions and disturbances.

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All visitors should enter the Company at the main entrance. Authorized visitors will receive directions or be escorted to their destination. You are responsible for the conduct and safety of your visitors. If you observe an unauthorized individual on Company premises, you are expected to immediately notify your supervisor or, if safe and appropriate, direct the individual to the main entrance 110 Smoking

In keeping with the Company’s intent to provide a safe and healthy work environment, smoking is prohibited throughout the workplace. This policy applies equally to all employees, customers, and visitors. A designated outdoor area will be established as the smoking area. Smoking is only authorized during your official rest and meal periods. 111 Personal Appearance

Dress, grooming, and personal cleanliness standards contribute to the morale of all employees and affect the business image the Company presents to customers and visitors. During business hours, you are expected to present a clean and neat appearance and to dress according to the requirements of your position. If you appear for work inappropriately dressed, you will be sent home and directed to return to work in proper attire. Under such circumstances, you may not be compensated for the time away from work.

Consult with your supervisor or the Human Resources Manager if you have any questions as to what constitutes appropriate attire. 112 Solicitation and Distribution

Non-Employees In an effort to ensure a productive work environment, persons who are not employed by the Company are prohibited from soliciting or distributing literature or other materials, for any purpose and at any time, within the Company’s buildings, premises or property. Employees The Company recognizes that you may have interests in events and organizations outside the workplace. However, you are prohibited from soliciting or distributing literature or other materials regarding any activities during your work time, during the work time of the employee(s) being solicited or receiving the distribution, and at any time in the Company’s work areas, unless approved in advance by the Human Resources Manager. Definitions for the Purposes of this Policy (a) “Soliciting” includes approaching anyone for any of the following purposes: offering anything for sale, asking for donations, collecting funds, canvassing or seeking to promote, encourage or discourage (i) participation in or support for any organization, activity or events or (ii) membership in any organization. Handing out or delivering membership cards or applications for any organization is considered soliciting. (b) “Distributing literature or other materials” includes handing out or delivering to anyone any literature or any other printed or written materials (except that handing out or delivering membership cards or applications for any organization is considered soliciting).

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(c) “Work time” does not include meal periods, coffee breaks or rest periods or other specified periods during the work day when employees are properly not engaged in performing their work duties.

(d) “Work areas” includes the Company’s buildings, premises or property or any other location at which employees are performing work on behalf of the Company.
113 Business Ethics and Conduct

The Company’s success and reputation depend upon the fair dealing and ethical conduct of our employees. Our reputation for integrity and excellence requires careful observance of the spirit and letter of all applicable laws and regulations, as well as a scrupulous regard for the highest standards of conduct and personal integrity. The continued success of the Company depends upon our customers’ trust, and we are dedicated to preserving that trust. You owe a duty to the Company’s customers and shareholders to conduct yourself in a manner deserving of the public’s trust and confidence. You must conform your business conduct both to the letter and spirit of all applicable laws and to the highest standards of honesty, integrity, and ethics. While this can generally be accomplished by using sound judgment, situations may arise in which it is difficult to determine the proper course of action. In such a case, you should discuss the matter openly with your immediate supervisor, and, if necessary, with the Human Resources Manager for advice and consultation. Compliance with this policy of business ethics and conduct is your responsibility. Disregarding or failing to comply with this standard of business ethics and conduct may lead to appropriate disciplinary action, in the discretion of the Company, up to and including termination of employment. 114 Confidential Information

In working for the Company, you will frequently have access to confidential information relating to the Company’s business and technology. In addition, our customers and suppliers entrust the Company with important information relating to their businesses. In safeguarding such information, you protect the Company and help the Company maintain the respect and trust of its customers and suppliers. Your employment with the Company imposes upon you an obligation to maintain confidentiality, even after you leave our employ. In some cases, you may be asked to sign the Company’s NonCompetition, Non-Disclosure and Inventions Agreement as a condition of your employment with the Company. Any violation of confidentiality seriously injures the Company’s reputation and effectiveness. Therefore, do not, without your supervisor’s authorization, discuss the Company’s confidential business information with anyone who does not work for us, and never discuss business transactions with anyone who does not have a direct association with the transaction. Even casual remarks can be misinterpreted and repeated, so it is important that you develop the personal discipline necessary to maintain confidentiality. If you hear, see or become aware of anyone else breaking this trust, immediately report it to your supervisor. If you are questioned by individuals outside the Company or your department and you are concerned about the appropriateness of providing certain information to them, remember that you are not required

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to answer, and that we do not wish you to do so. Instead, as politely as possible, refer the request to your supervisor. No one is permitted to remove or make copies of any Company records, reports or documents without prior management approval. 115 Customer Relations

The success of the Company depends upon the quality of the relationships between the Company, our employees, our customers, our suppliers and the general public. Our customers’ impression of the Company and their interest and willingness to do business with us is formed by the people who serve them. Regardless of your position, you are the Company’s representative. The more goodwill you promote, the more our customers will respect and appreciate you, the Company and the Company’s products and services. Here are several things you can do to help give customers a good impression of the Company: 1. 2. Act with competence, courtesy, and respect. Communicate pleasantly, respectfully and professionally with other employees and customers at all times. Follow up on communications promptly, provide businesslike replies to inquiries and requests, and perform all duties in an orderly manner. Take great pride in your work and enjoy doing your very best.

3. 4.

These are the building blocks for your and the Company’s continued success. Thank you for adding your support.
116 Outside Employment

If you are a full-time employee of the Company, the Company expects that your job with the Company will be your primary employment. Outside activity must not interfere with your ability to properly perform your job duties at the Company or lead to a conflict of interest with your employment by the Company. If you are thinking of taking a second job, whether part-time or full-time, or your financial situation requires it, or if you intend to engage in a business enterprise of your own, we would like to know about it. Before accepting any outside employment or engaging in any such business enterprise, you must fully disclose your plans to your immediate supervisor. You must also inform your supervisor of changes in circumstances that may make your prior disclosure inaccurate. The Company may determine, in its sole discretion, that you have or would have a conflict of interest under various circumstances. You may not, among other things, take an outside job, either for pay or as a volunteer, with a customer or competitor of the Company, nor may you do work on your own if it competes in any way with any business activity of the Company. The Company may also determine, in its sole discretion, that your outside work interferes with your performance or ability to meet the requirements of your job. If the Company finds that your outside activity interferes with your job performance or creates a conflict of interest, you may be required to terminate such outside activity. Failure to comply with the requirements of this section may result in appropriate disciplinary action, in the Company’s sole discretion, up to and including termination of employment.

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200 RECRUITMENT, HIRING AND TERMINATION 201 Job Posting and Employee Referrals

The Company wishes to provide you with the opportunity to express interest in open positions and advance within the organization according to your skills and experience. In general, notices of all regular, full-time job openings are posted, although the Company may, in its sole discretion, elect not to post a particular opening. Job posting is a way to inform you of openings and to identify qualified and interested applicants who might not otherwise be known to the hiring manager. The Company, in its sole discretion, may use other recruiting methods and resources to identify and recruit qualified candidates. Job openings posted on the employee bulletin board will normally remain open for 14 days. Each job posting notice will include the dates of the posting period, job title, department, location, grade level, job summary, essential duties and required qualifications. To apply for an open position, you should submit an application in the form and manner then required to the Human Resources Manager. The Company encourages you to identify friends or acquaintances who may be interested in employment opportunities with the Company and to refer qualified applicants for posted jobs. Before approaching such a person about a possible referral, you should obtain authorization from your supervisor to share with such person information about the Company. Similarly, you should obtain permission from that person to refer him or her to the Company. Under no circumstances should you purport to offer or promise employment on the Company’s behalf. You may refer an external candidate for a posted position by submitting the candidate’s résumé and completed application form to the Human Resources Manager. If the referred person is interviewed, you will be notified of the initial interview and the final selection decision. 202 Referral Bonus

The purpose of this bonus is to motivate and thank employees who refer excellent candidates for hire. Employees may earn an employee referral bonus if they refer an applicant to the Company and that applicant is hired. Employees will be eligible to receive a referral bonus, payable as follows: if the new hire remains employed by the Company “in good standing” for one year, the referring employee will receive a bonus of $500. 203 Recruitment Process

The Company may seek to hire additional employees depending upon business needs due to expansion of operations or services, or to address personnel changes. Decisions to begin recruiting and the selection of the successful candidate for hire must be approved by the appropriate Department Head and Corporate Human Resources. The recruitment process consists of identifying the Company’s personnel needs verifying with the CFO that the position in the budget. The Department Head will then forward approval to Corporate Human Resource Manager. Human Resources is responsible for the recruitment process, including posting, reference checks, interviewing and the Department Head’s selection. The Company will reimburse candidates’ travel expenses only upon prior written approval of the

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Human Resources Department. 204 Employment Reference Checks

To ensure that you are well qualified and have a strong potential to be productive and successful, it is the policy of the Company to check your employment references before hiring you. Similarly, the Human Resources Manager will respond in writing only to those reference inquiries concerning your employment with the Company that are submitted in writing. Responses to such inquiries will confirm only dates of employment, wage rates, and positions held. No employment data will be released unless you first sign a written authorization and release 205 Employment Terms and Offer Letters

Employment terms are determined by the Human Resources Department and the Department Head. The Company generally provides an offer letter to successful candidates for hire. The offer letter sets forth information regarding the position, level, salary and place of work. It may also include a date by which the candidate must respond to the offer. If the position is temporary, the period is generally clearly indicated. Offer letters for all positions are signed by the appropriate Department Head with a copy to the Human Resource Manager. Offer letters state that all employment and compensation with the Company is “at will,” which means that your employment may be terminated with or without cause, at any time, for any reason or for no reason, except as otherwise provided by applicable law. 206 Form I-9 Compliance

The United States Government requires every employer to verify the identity and employment eligibility of its employees by asking them to provide proof of their identity and their legal right to work in the United States. Therefore, within three (3) days of beginning employment with the Company, you will be required to complete a Form I-9. You should bring proof of your identity and legal right to work in the United States with you on your first day of work. If you fail to provide information to confirm your identity and employment eligibility, you will be subject to immediate discharge. If you have questions or seek more information with respect to immigration issues, you are encouraged to contact the Human Resources Manager. 207 Employment Categories

You will be designated as either NON-EXEMPT or EXEMPT from federal and state wage and hour laws. Exempt Employee: An exempt employee generally works in an executive, administrative or professional capacity that requires the exercise of discretion and independent judgment and/or requires decision-making regarding personnel. Additionally, certain other highly compensated employees (those earning in excess of $100,000 per year), computer programmers, software engineers and computer analysts may also be exempt. Exempt employees are not eligible for overtime pay. Non-Exempt Employee: A non-exempt employee is an employee who does not fit into the exempt employee category. Non-exempt employees are eligible for overtime pay for all hours worked over forty (40) hours in a work week.

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The Company will inform you upon hire or transfer whether you are considered an exempt or nonexempt employee and whether you are eligible to receive overtime pay. For more information, please refer to the Company’s Overtime Policy –See Policy 404 of this Employee Handbook. In addition to the above categories, you will be assigned to one of the following employment categories: REGULAR FULL-TIME employees are those employees who are regularly scheduled to work the Company’s full-time schedule (40 hours or more per week). Generally, such employees are eligible for the benefit package offered by the Company from time to time (for more information, please refer to Policy 500, entitled Employee Benefits). REGULAR PART-TIME employees are those employees who are regularly scheduled to work less than the full-time schedule, but at least 30 hours per week. Such employees are eligible for certain benefits offered by the Company from time to time, on a pro rata basis (for more information, please refer to Policy 301, entitled Employee Benefits). INTRODUCTORY employees are those employees whose performance is being evaluated to determine whether further employment in a specific position or with the Company is appropriate. Employees who satisfactorily complete the introductory period will be notified of their new employment classification. Eligibility for certain benefits depends upon completion of the introductory period (for more information, please refer to Policy 211, entitled Introductory Period). TEMPORARY or CONTRACT employees are those employees who are hired to serve as interim replacements, to supplement the Company’s workforce temporarily, or to assist in the completion of a specific project. Employment assignments in this category are of limited duration. Retention of a temporary or contract employee beyond the initial period of his or her engagement shall not in any way signify a change in the employee’s employment status. A temporary or contract employee retains such status unless and until the Company notifies him or her otherwise. Temporary employees receive all legally mandated benefits (e.g., social security and workers’ compensation insurance), but they are not eligible for any other of the Company’s benefit programs. Contract employees are generally not eligible for any benefits. PER DIEM employees are those who routinely work either a full-time or part-time schedule for a limited time and are not eligible for Company benefits. The Company offers this category in limited classifications and to limited numbers of employees. Service in this category will not be credited in any way toward any benefit program, even if the employee is later assigned to a benefit-eligible category. A change to or from this category can be accomplished only with the written consent of the Company. 208 Access to Personnel File

The Company maintains a personnel file with respect to each employee. The personnel file includes such information as your job description, résumé, training record, performance reviews, salary history and other employment records. If you wish to review or obtain a copy of the contents of your personnel file, you must submit a written request to the Human Resources Manager. The Human Resources Manager will schedule an appointment during normal business hours for you to review your personnel file in the presence of Company management or will provide you with a copy of your personnel file within five (5) business days of receipt of your written request.

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209

Accuracy of Information

It is important that personnel data maintained by the Company be accurate and current at all times. Therefore, it is your responsibility to promptly notify the Company of any changes in personnel data, including your mailing address, home telephone number, number and names of dependents, individuals to be contacted in the event of an emergency and educational accomplishments. If any personnel data changes, please provide the Human Resources Manager with the changed information as soon as possible. The Company relies upon the accuracy of information you provide in your employment application, during the hiring process and after your employment begins. If you misrepresent any such information, or make any material omission of such information, the Company may decline to offer you employment. If you were hired before the misrepresentation or omission was discovered, the Company may take appropriate disciplinary action, in the sole discretion of the Company, up to and including termination of employment. Depending on the nature and severity of the misrepresentation or omission, the Company may also take legal action. 210 Orientation

New employees typically take part in an orientation session during which important information regarding the Company will be shared, including the Company’s philosophy, vision, and mission as well as a general introduction to the Navionics group. You may also have meeting with various members of management as appropriate. 211 Introductory Period-30, 60, 90 Day Review

Generally, you will work on an introductory basis for the first ninety (90) calendar days after your date of hire or rehire. The introductory period is intended to give you the opportunity to demonstrate your ability to achieve a satisfactory level of performance and to determine whether the new position meets your expectations. The Company uses this period to evaluate your capabilities, work habits, and overall performance. During the introductory period meetings are generally held between the new employee, his or her supervisor and Human Resources for the purpose of providing job clarity and understanding the needs of the new employee to properly execute the job. The following is a brief description of these meetings and when they may occur following the date of hire. 30 Days: The goal of this meeting is to get a sense, early on, if anything can be done to improve or better understand the employee’s entry into the organization. 60 Days: The goal of this meeting is to see if adequate training or mentoring programs have taken place and there is clarity about the expectations of the job. It is also a time to check to see if communication routines are in place. 90 Days: During the 90 day meeting the supervisor generally conducts a more formal review of the employee’s performance and also sets goals for the rest of the year. This review will be much the same as the annual job performance review of regular full-time and part-time employees. During this discussion, we encourage you to share your comments and ideas about your position and the Company. The completed introductory review is circulated to the employee and supervisor, and filed by Human Resources.

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The Company may, in its discretion, extend the introductory period. If the Company subsequently determines that the designated extension of the introductory period is insufficient, the introductory period may be extended for such period of time as the Company, in its discretion, deems appropriate. 212 Employment Termination

Your employment at the Company is at will; that is, your employment may be terminated with or without notice or cause, at any time and for any reason or for no reason, by either you or the Company. Nothing in this Employee Handbook or any other document or statement shall limit the right of the Company or you, as the case may be, to terminate your employment. The following are among the most common circumstances under which a termination of employment may occur: *Resignation – voluntary employment termination initiated by the employee. *Discharge – involuntary employment termination initiated by the Company. *Layoff – involuntary employment termination initiated by the Company due to reduction in force. *Retirement. In the event you intend to resign your employment, the Company requests that you give at least two (2) weeks advance notice of your intention to do so. 300 WAGE AND SALARY 301 Wage & Salary Policies It is the Company’s desire to pay wages and salaries that are competitive with other employers in the marketplace in a way that will be motivational and equitable, variable with individual and Company performance and in compliance with all applicable statutory requirements. You are employed by the Company and will be carried directly on our payroll. You may not be paid directly out of petty cash or any other such fund for work performed. The only exception to this policy is where you provide services to the Company as a bona fide contractor pursuant to a contract. 302 Payroll Deductions

The Company is required by law to deduct certain sums from your paycheck. These sums include applicable federal, state and local income taxes and your contribution to Social Security. These deductions will be itemized on your check stub. The amount of each of these deductions may depend on your earnings and on the information you furnish on your Form W-4 regarding the number of dependents and exemptions you claim. The Form W-2 you receive for each year indicates precisely how much of your earnings were deducted for these purposes. Any change in your personal information, including number of exemptions, must be reported to the Human Resources Manager immediately to ensure proper credit for tax purposes. Any other mandatory deductions to be made from your paycheck, such as court-ordered garnishments, will be explained whenever the Company is ordered to make such deductions. Some states may require other payroll deductions. Refer to Policy 305 Wage Assignments. In addition, you may authorize payroll deductions for certain other purposes, such as group health insurance plans. 303 Error in Pay

The Company seeks to ensure that you are paid promptly and properly on your scheduled payday. In addition, the Company makes a good faith effort to avoid making any improper deductions from your pay. In the unlikely event there is an error in the amount of your pay or an impermissible deduction is made from your pay, you should promptly report the matter to the attention of the Human Resources

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Manager so that appropriate corrections may be made as quickly as possible. In the event of an improper deduction, the Company will promptly reimburse you for the improperly deducted amount. In the event of an over-payment of wages, the Company expects you to cooperate in correcting the over-payment. Accordingly, the Company reserves the right to deduct re-payment from your future wages to the extent permitted by applicable law. In the event that no further wages are due to you, the Company may seek to recover the wage over-payment to the fullest extent permitted by applicable law. 304 Payment of Wages

You will be paid bi-weekly every other Friday. Each paycheck will include wages owed for all work performed through the end of the preceding payroll period. In the event that a regularly scheduled payday falls on a day off, such as a weekend or holiday, you will receive your paycheck on the last day of work before the regularly scheduled payday. If a regular payday falls during your vacation or other absence, your paycheck will be available upon your return. You may have your pay deposited directly into your bank account if you provide the Company with advance authorization. The Company will make no advances or loans in regard to employee compensation. 305 Wage Assignments

The Company is legally bound to comply with certain government orders requiring the reduction of payroll dollars for garnishments, IRS restraining notices and wage assignments.

400 TIMINGS 401 Work Hours, Attendance and Punctuality

To maintain a safe and productive work environment, the Company expects you to be reliable and to be punctual in reporting for scheduled work. Absenteeism and tardiness place a burden on other employees and on the Company. In the rare instances when you cannot avoid being late to work or are unable to work as scheduled, you should notify your supervisor as soon as possible in advance of the anticipated tardiness or absence.

Poor attendance and excessive tardiness are disruptive. Either may lead to appropriate disciplinary action in the discretion of the Company, up to and including termination of employment Hours of Work
Office hours are 8:30AM to 5:00PM Monday through Friday. Your work schedule is the same 8:30AM to 5:00PM Monday through Friday. Your supervisor may vary your starting and ending times, as well as the total hours that may be scheduled with respect to a particular day or week, as staffing needs and operational demands require. Salary exempt employees will work a normal eight (8) hour, five (5) day work week plus additional hours as required to satisfy job responsibilities.

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402 Timekeeping Federal and state laws require the Company to keep an accurate record of time worked in order to calculate pay and benefits for non-exempt employees. Time worked is all the time actually spent on the job performing assigned duties. • • • • • • All NI employees, including managers, will “log in and log out” via their computer to show actual time when they arrive in the office and exit at the end of the day. Full days worked out of the office will be shown as actual work hours with a notation in TimeQuest: ie. Miami Boat Show. PTO must be noted per company policy Employees must do a self-verification by Friday proceeding the pay check issue date. Overtime work must always be approved by your supervisor before it is performed Altering, falsifying, tampering with time records, or recording time in another employee’s time record may result in appropriate disciplinary action in the sole discretion of the Company, up to and including termination of employment. Rest and Meal Periods

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If you work six (6) or more hours per day, you will receive a thirty (30) minute unpaid meal break. In addition, the Company generally provides two (2) fifteen (15) minute paid rest periods per eight (8) hour shift. If you work at least five (5) but fewer than eight (8) hours in a work day, you generally will be allowed only one (1) paid rest period. Likewise, if you work fewer than five (5) hours in a work day, you generally will not be allowed a rest period.

Non-exempt employees may not be absent from their work stations beyond any allotted meal or rest period without authorization from the appropriate supervisor. 404 Overtime Approval

When operating requirements or other needs cannot be met during regular working hours, you may be given the opportunity to volunteer for overtime work assignments. All overtime work must be approved in advance by your supervisor. 405 Emergency Closings

At times, emergencies such as severe weather can disrupt Company operations. In extreme cases, these circumstances may require the closing of the work facility. When operations are officially closed due to emergency conditions, the Company’s pay policy is as follows. If you are a non-exempt employee, the time off scheduled work will be unpaid. You may use accrued PTO, if available, in order to receive pay during this time. If you are an exempt employee, your salary will not be reduced on account of the office closure, but the Company may make corresponding deductions from your accrued PTO. 500 EMPLOYEE BENEFITS 501 Employee Benefits

Eligible employees at the Company are provided with a wide range of benefits. A number of programs, such as Social Security, workers’ compensation, unemployment insurance, and applicable state-mandated programs, cover all employees as required by law. Eligibility for other benefits

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depends upon your employee classification. The Human Resources Manager can identify the programs for which you are eligible. The following benefit programs may be available to you depending upon your employee classification: *Dental Insurance *Health Insurance *Life Insurance and AD&D *Simple IRA *Short-Term Disability *Long-Term Disability *Paid Time Off *Personal Leave *Holidays Some benefit programs require contributions from you, but most are fully paid by the Company. Separate booklets that describe the various benefit plans that are summarized only briefly in this section are available from the Human Resources Manager. The actual provisions of each formal plan, policy or contract govern in determining eligibility for benefits, benefit levels and all other matters. The benefits described in this section are those that the Company currently offers and expects to offer in the future. However, the Company reserves the right to amend, modify and terminate any of these benefits. Benefits are pro-rated as follows: REGULAR PART-TIME EMPLOYEES receive benefits for which they are eligible on a pro rated basis of 50% (i.e., 0.50 x current employer contribution) 502 Workers’ Compensation Insurance

The Company provides a comprehensive workers’ compensation insurance program at no cost to you. This program covers any injury or illness sustained in the course of employment that requires medical, surgical, or hospital treatment. Subject to applicable legal requirements, workers’ compensation insurance provides benefits after a short waiting period or, if you are hospitalized, immediately. What is Workers’ Compensation? The Workers’ Compensation Act was passed to guarantee prompt, automatic benefits to workers injured on the job. Employees Covered Every employee of the Company is covered. Reporting Prompt reporting is the key. Benefits are automatic if the injury is work-related, but nothing can happen until the Company knows about the injury. Ensure your right to benefits by reporting every injury, no matter how slight. Even a cut finger can be disabling if an infection develops. Returning to Work When you return to work after absence due to a job-related injury, you must report to your supervisor prior to resuming work and bring with you a letter from your health care provider clearing you to return to work

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503

Unemployment Compensation

The Company pays a percentage of its payroll to the required state unemployment compensation fund as determined by the Company’s employment history. If you become unemployed, you may be eligible for unemployment compensation, under certain conditions, for a limited time. Unemployment compensation provides temporary income for workers who have lost their jobs. Generally, to be eligible, you must have earned a certain amount and be willing to work. You should apply through the applicable state unemployment office. The Company pays the entire cost of this insurance. 504 Social Security

The United States government operates a system of contributory insurance known as Social Security. As a wage earner, you are required by law to contribute a set amount of your weekly wages to the trust fund from which benefits are paid. As your employer, the Company is required to deduct this amount from each paycheck you receive. In addition, the Company matches your contribution dollar-fordollar, thereby paying one-half of the cost of your Social Security benefits attributable to your employment with the Company. 505 Health Insurance

The Company’s health insurance plan gives you access to health and dental insurance benefits. Employees in the following classifications are eligible to participate in the health insurance plan: *Regular Full-Time employees *Regular Part-Time employees Regular Full-Time employees may participate in the health insurance plan subject to all terms and conditions of the agreement between the Company and the insurance carrier. The Company presently contributes to the single rate or family rate, as appropriate, for Group Plan Health coverage. The Company intends to continue to maintain its present contribution but reserves the right to modify or discontinue such contribution in its sole discretion. Regular Part-Time employees who wish to participate will receive a pro rated benefit based on the employee’s regularly scheduled hours. The Company may from time to time adjust the calculation of this benefit based on actual hours worked on a consistent basis (as determined by the Company in its discretion). The Company is under no obligation to conduct such reviews on a regular basis and you should request a review in the event that you believe your benefit should be adjusted. The Company does not discriminate against individuals based on their participation in the Company’s group health insurance plan, their receipt of free medical care from the Commonwealth of Massachusetts, or their disclosure of information regarding their participation or receipt of free medical care. The benefit for Regular Part-Time and Part-Time employees is as follows: Employee Classification Regular Part-Time Company Contribution 50% of Company contribution

A change in employment classification that would result in change or loss of eligibility to participate in the health insurance plan may qualify you for coverage under the Consolidated Omnibus Budget Reconciliation Act (COBRA). Refer to Policy 506, entitled Continuation of Health Benefits (COBRA), for more information.

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Details of the health insurance plan are described in the Summary Plan Description (SPD). A SPD and information on cost of coverage will be provided to you in advance of enrollment if you are eligible. Contact the Human Resources Manager for more information about health insurance benefits. 506 Continuation of Health Benefits (COBRA)

The federal Consolidated Omnibus Budget Reconciliation Act (COBRA) gives you and your qualified beneficiaries the opportunity to continue health insurance coverage under the Company’s health plan when a “qualifying event” would normally result in a loss of eligibility. Some common qualifying events are resignation, termination of employment, or death of an employee; a reduction in an employee’s hours or a leave of absence; an employee’s divorce or legal separation; and a dependent child no longer meeting eligibility requirements. Under COBRA, you or your beneficiary pays the full cost of coverage at the Company’s group rates plus an administration fee. The Company provides you with a written notice describing the rights granted under COBRA when you become eligible for coverage. The notice contains important information about your rights and obligations. 507 Life Insurance

Life insurance offers you and your family important financial protection. The Company provides a basic life insurance plan for eligible employees. Accidental Death and Dismemberment (AD&D) insurance provides protection in cases of serious injury or death resulting from an accident. AD&D insurance coverage is provided as part of the basic life insurance plan. Employees in the following classifications are eligible to participate in the life insurance plan: *Regular Full-Time employees *Regular Part-Time employees If eligible, you may participate in the life insurance plan subject to all terms and conditions of the agreement between the Company and the insurer. Details of the basic life insurance plan including benefit amounts are described in the Summary Plan Description provided to eligible employees. Contact the Human Resources Manager for more information about life insurance benefits. This benefit is funded entirely by the Company. 508 Short-Term Disability

The Company provides a short-term disability (STD) benefits plan to eligible employees who are unable to work because of a qualifying disability due to an injury or illness. Employees in the following employment classifications are eligible to participate in the STD plan: *Regular Full-Time employees *Regular Part-Time employees If eligible, you may participate in the STD plan subject to all terms and conditions of the agreement between the Company and the insurer.

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For purposes of STD benefits, disabilities arising from pregnancy or pregnancy-related illnesses are treated the same as any other illness that prevents an employee from working. However, other policies may apply to such disability, such as Policy 608, entitled Family and Medical Leave Act, and Policy 609, entitled Parental Leave. Details of the STD benefits plan including benefit amounts, when they are payable, and limitations, restrictions, and other exclusions are described in the Summary Plan Description provided to eligible employees. Contact the Human Resources Manager for more information about STD benefits. This benefit is funded entirely by the Company. 509 Long-Term Disability

The Company provides a long-term disability (LTD) benefits plan to help eligible employees cope with an illness or injury that results in a long-term absence from employment. LTD is designed to ensure a continuing income for employees who are disabled and unable to work. Employees in the following employment classifications are eligible to participate in the LTD plan: *Regular Full-Time employees *Regular Part-Time employees If eligible, you may participate in the LTD plan subject to all terms and conditions of the agreement between the Company and the insurer. Details of the LTD benefits plan, including benefit amounts, limitations and restrictions, are described in the Summary Plan Description provided to eligible employees. Contact the Human Resources Manager for more information about LTD benefits. This benefit is funded entirely by the Company. 510 SIMPLE IRA Plan

The Company has established a SIMPLE IRA Plan to provide you with the potential for future financial security in retirement. The Company encourages you to participate in your own retirement planning needs, and to that end, has made the SIMPLE IRA Plan available to you. The SIMPLE IRA Plan allows you to elect how much salary you want to contribute and to direct the investment of your account, so you can tailor your own retirement package to meet your individual needs. The plan follows IRS guidelines and is monitored for compliance. Pursuant to those guidelines, you may contribute up to a certain dollar amount each calendar year. The amount may be adjusted by the IRS to reflect changes in the cost of living. In accordance with IRS requirements, the Company presently chooses to match your annual contribution dollar-for-dollar up to a limit of three (3) percent of your compensation for the calendar year. The Company may elect to reduce the three (3) percent limit on matching contributions for two (2) calendar years in every five (5) year period, provided that the limit is not reduced below one (1) percent. The Company reserves the right to administer the plan in any manner permitted by the IRS and to discontinue the plan at any time and for any reason. Because your contribution to a qualified plan is automatically deducted from your pay before federal and state tax withholdings are calculated, you save tax dollars now by having your current taxable amount reduced. While the amounts deducted generally will be taxed when they are distributed,

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favorable tax rules typically apply to SIMPLE IRA Plan distributions. We strongly encourage you to consult with your tax advisor about your individual tax situation. Complete details of the SIMPLE IRA Plan are described in the Summary Plan Description provided to eligible employees. Contact the Human Resources Manager for more information about the SIMPLE IRA plan. 600 PAID TIME OFF AND LEAVES 601 Holidays

The Company observes 11 paid holidays per year. The holiday schedule varies from year to year and is distributed to you on an annual basis. Regular Part-Time and Part-Time employees are granted holidays on a pro rated basis as described in Section 301 of this Employee Handbook, provided that the relevant holiday falls on a regularly scheduled workday. Selection of paid holidays is at the discretion of the Company. Accordingly, the Company may add or remove paid holidays and change any holiday schedule in its sole discretion. At the Company’s request or approval (as determined within its sole discretion), an employee may work on an observed holiday. If you are a non-exempt employee, you will receive the holiday pay for which you are eligible plus your regular hourly rate for all hours worked. You must work on the day preceding the relevant holiday or the day following the relevant holiday, except in the case of a paid or unpaid excused absence (such as previously approved and scheduled vacation time). If a paid holiday occurs during your scheduled vacation period, that day will be considered a holiday, not a vacation day. The Company recognizes that you may wish to observe, as periods of worship or commemoration, certain days that are not included in the Company’s holiday schedule. Accordingly, taking a day off for such reasons may be permitted if your absence from work will not result in an undue hardship with respect to the conduct of the Company’s business and if prior approval has been obtained from your supervisor. You may use accrued days of paid time off or “floating” holidays for such occasions, or you may take such time off as an unpaid excused absence. 602 Paid Time Off Policy and Accrual

Paid time off (“PTO”) is an all-purpose time off policy that provides you with an annual bank of time from which you may draw paid time for purposes such as vacation, illness, inclement weather days, or personal business. Note: Hours not worked during an 8 hour day OR a scheduled day off requires the use of PTO equivalent to the amount of hours not worked. Example: ½ day scheduled off=4 hours of PTO, regardless of hours worked during the pay period. Example: Full day scheduled off=8 hours of PTO, regardless of hours worked during that period. PTO is available for you to use after it is accrued. PTO is accrued on a bi-weekly basis, is tracked by the Company’s payroll service, and is noted on your paycheck stub. It is your responsibility to ensure accuracy of PTO and to report any discrepancies to the Human Resources Manager. You may not use more PTO than you have accrued without the advance permission of your Supervisor. Although eligible employees begin accruing PTO immediately after commencing employment with the Company, you may not use accrued PTO until you have satisfactorily completed the Introductory Period, as described in Policy 211, entitled Introductory Period.

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The amount of PTO Regular Full-Time employees receive increases with the length of their employment as shown in the following schedule: • • • • • • 0-2 years: 12 days PTO annually or 3.69 hours per payroll cycle 2-4 years: 16 days PTO annually or 4.92 hours per payroll cycle 4-6 years: 20 days PTO annually or 6.15 hours per payroll cycle 6-8 years: 24 days PTO annually or 7.38 hours per payroll cycle 8-10 years: 27 days PTO annually or 8.31 hours per payroll cycle More than 10 years: 30 days PTO annually or 9.23 hours per payroll cycle

Regular Part-Time employees accrue PTO on a pro-rated basis as described in Section 207 of this Employee Handbook. Eligibility for PTO and Use of PTO Your length of eligible service is calculated from your date of hire. PTO must be scheduled at least two (2) weeks in advance between you and your supervisor or, in the case of exempt employees, the individual to whom you report. Such approval is within the sole discretion of the relevant supervisor in light of the Company’s business needs and staffing requirements. PTO is paid at your base pay rate at the time of the absence. PTO does not include overtime or any special forms of compensation, such as incentives, commissions, bonuses or shift differentials. If you have an unexpected need to be absent from work, you should notify your supervisor before the scheduled start of the workday, if possible, and you must use PTO for the time taken. Your supervisor must also be contacted on each additional day of unexpected absence. You must record any PTO taken in Time Quest. Upon termination of employment, you will be paid for any unused PTO that you have accrued, subject to applicable federal and state withholdings. You will not accrue any PTO during a leave of absence, unless otherwise required by law. Carryover of Unused PTO The Company encourages you to use your PTO in the year that it is accrued. At the end of each fiscal year, the Company will allow you to carry over 5 days (40 hours) of accrued and unused PTO. You will not be allowed to carry over more than 5 days of accrued and unused PTO. If, at the end of the fiscal year, you have more than five (5) days of accrued and unused PTO, the value of the PTO exceeding five (5) days (40 hours) will be paid to you at your regular hourly rate of pay. The amount will be calculated and paid at the end of the calendar year. This policy applies to both exempt and nonexempt employees.

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Computation of PTO for Tradeshows, Business Travel and Holiday Attendance or traveling to tradeshows is part of the job for exempt personnel. Since most tradeshows take place on weekends, it is generally required for Sales Managers and upper management to travel/work one of the weekend days. Sales Managers and upper management receive no PTO for this day. However, if Sales Managers and upper management work/travel both Saturday and Sunday, then Sales Managers and upper management receive 8 hours of PTO. Work on a company designated holiday will be compensated by eight (8) hours of PTO. 603 Bereavement All Regular Full-Time and Regular Part-Time employees are eligible to take paid bereavement leave. In the case of a death of an immediate family member, you may be granted one (1) day of paid bereavement leave. For purposes of this policy, the term “immediate family member” is defined to include your spouse, sibling(s), parents, children, step-children, parents-in-law, siblings-in-law and children-in-law. You may request to take accrued PTO, if available, in the case of the death of other family members or friends. Pay for bereavement leave is calculated based on your base pay rate at the time the leave is taken, and will not include any special forms of compensation, such as incentives, commissions, bonuses or shift differentials. Time taken as bereavement leave will not be counted as hours worked for purposes of calculating overtime wages. If you wish to take bereavement leave, you should notify your supervisor as soon as possible. You may, with the approval of your supervisor, use any accrued PTO for additional time off, as necessary. 604 Jury Duty

The Company recognizes that you have an obligation to perform jury duty. The Company encourages you to fulfill your civic responsibilities by serving jury duty when required. If you are called for jury duty when you are scheduled to work, you should notify your supervisor as soon as possible of the dates you are required to attend, as it may be necessary to make arrangements for another employee to cover your responsibilities in your absence. You must provide the Company with a copy of your jury duty notice. During the first three (3) days of jury service, the Company will pay you the difference between your regular compensation and jury pay. The Company will pay you only if you were scheduled to work for the time the jury duty service is assigned. Jury duty service is not considered hours worked for purposes of calculating overtime wages. After the first three (3) days of jury service, you may receive pay in accordance with applicable law. In addition, you may use any accrued PTO for additional time off as necessary or may request an unpaid leave of absence. You are expected to report to work on any day on which your attendance as a juror is not required. 605 Military Leave

In general, you are entitled to take an unpaid military leave of absence for various types of military duty (e.g., active duty, annual training and reserve duty). You will be granted a leave of absence, reinstated, and permitted to continue group insurance coverage in accordance with applicable law. You are required to provide the Company with advance notice of the need for military leave, unless military necessity prevents such notice or it is otherwise impossible or unreasonable for you to provide

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the Company with notice. You may receive pay for temporary military leave, in accordance with applicable law. In addition, you may use accrued vacation time and/or personal days for the military absence in order to receive pay. 606 Voting Time

Voting hours generally now extend well beyond the normal work day. Therefore, the need for employees to take time off to vote should be minimal. Nonetheless, you may be eligible for time off to vote in accordance with applicable law. 607 Educational Leave of Absence An unpaid educational leave of absence may be approved by the Department Head if the desired curriculum is of mutual benefit to you and the Company. Please see the Human Resources Manager for more information about an educational leave of absence. 608 Family and Medical Leave Act

Parental leave, medical leave and family care are unpaid leave granted for the reasons provided in the federal Family and Medical Leave Act of 1993 (the “FMLA”) and are made available in accordance with, and subject to, the conditions provided under the FMLA (including both the Act itself and its regulations). All references in this policy to “weeks” refer to work weeks. To the extent applicable, you are required to use accrued PTO in conjunction with leave under this policy. Eligibility for Family Medical Leave If you have worked for the Company for at least twelve (12) months and at least one thousand two hundred and fifty (1,250) hours in the year preceding a requested leave, you are eligible for FMLA leave. Types of Leave Covered Parental Leave. The Company will grant parental leave to an eligible employee on account of disability in connection with pregnancy or childbirth and for the purpose of caring for a newborn child or a newly adopted child (including a foster care placement). Parental leave includes disability leave and childcare leave (as described below). Parental leave must be completed within twelve (12) months of the birth or placement of a child for adoption or foster care. (a) Disability Leave. If you are unable to work because of disability in connection with pregnancy or childbirth, you will be granted disability leave under this policy. (b) Child Care Leave. You will be granted childcare leave for up to twelve (12) weeks for the care of a newborn child or a child placed for adoption or foster care. If you receive disability leave in connection with childbirth for fewer than twelve (12) weeks, child care leave may be added to disability leave, provided that in such case the combined total amount of disability leave and child care leave does not exceed your twelve (12) week FMLA entitlement. If you and your spouse both work for the Company, you are jointly entitled to a combined total of twelve (12) weeks of child care leave. Medical Leave. You will be granted up to twelve (12) weeks of leave if you are unable to work because of your own serious health condition (whether work-related or not). Family Care Leave. If you are needed to care for an immediate family member (meaning a spouse, child or parent) with a serious health condition, you will be granted family care leave of up to twelve (12) weeks. If you and your spouse both work for the Company, you are jointly entitled to a combined

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total of twelve (12) weeks of family care leave, each to care for your own parent who has a serious health condition. Leave Taken Intermittently. When medically necessary, you may take up to twelve (12) weeks of such leave intermittently (that is, in blocks of time or by reducing your normal weekly or daily work schedule), rather than continuously, in accordance with the conditions provided for such intermittent leave under the FMLA. Benefits During an FMLA leave, the Company will continue your participation in the Company’s health and dental insurance plans and will continue to make its usual contributions to the premium costs of the plans, provided that you pay your share of the cost. You may continue participation in, or contributions to, other Company benefit plans, to the extent provided under the terms of the applicable plans. If you fail to return to work at the Company at the conclusion of an FMLA leave, you may be required to reimburse the Company for any insurance payments made on your behalf during any unpaid portion of an FMLA leave. Requests for Leave All requests for leave must be made in writing to your supervisor at least thirty (30) days in advance of the leave, stating the purpose of the leave. You may obtain copies of request for leave forms from the Human Resources Manager. If the need for the leave is not foreseeable, you are still required to notify your supervisor as soon as possible. The request should state the reason(s) for the requested leave, the anticipated length of the leave, the estimated date of return to work, and must be accompanied by appropriate certification, including certification from a health care provider in the case of parental disability leave, medical leave or family care leave. The Company may, in some instances, request second or third opinions or recertifications during the period of leave. Certification forms to be completed by a health care provider may be obtained from the Human Resources Manager. The Company may also request that you report periodically on your status and intention to return to work. Returning from Leave Upon returning from a FMLA leave that has not exceeded twelve (12) weeks, you will be returned to the same position that you left when the leave began or to an equivalent position with equivalent pay, benefits, and other terms and conditions of employment, in accordance with the conditions provided for such reinstatement under the FMLA. You will be reinstated without loss of employment rights or benefits that you had earned or accrued prior to the beginning of the leave, except to the extent such benefits were used or paid during the leave. If you are returning from medical leave or from parental leave in conjunction with pregnancy or childbirth, you may be required to provide medical certification of your ability to return to work. If you believe that an absence would qualify for FMLA leave, you should notify the Company as soon as possible, but in any event, not later than two (2) business days after returning to work from such absence. Termination of Employment If you decide not to return to the Company, you are requested to inform the Company of that decision as soon as possible. The Company may then end the leave and your employment will terminate. However, to encourage you to inform the Company as soon as possible that you will not be returning, the Company will continue to contribute its portion to your health benefits for as long as you remain eligible for FMLA leave. If you fail to return to work at the end of an approved leave, the Company may discharge you.

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Limitations on Duration of Leaves You are not entitled to a total of more than twelve (12) weeks of FMLA leave for all FMLA purposes per year, meaning a “rolling” twelve (12)-month period measured back from the date when you use any such leave. The Company, in its discretion, may extend or waive any limitation on the duration of any leave under this policy, including the limitation applicable to any twelve (12)-month period. You must use accrued PTO in conjunction with leave under this policy. Use of accrued PTO does not extend the length of any leave; it only allows you to receive pay during periods of FMLA leave, which would otherwise be without pay. FMLA leave will run concurrent with any leave granted under parental leave, see Policy 609. Key Employees Certain key employees may not be eligible to be returned to the same or a similar position upon returning from FMLA leave, if such denial is necessary to prevent substantial and grievous economic injury to the Company. A key employee is a salaried employee who is among the highest paid ten percent (10%) of the employees employed by the Company within seventy-five (75) miles of the facility at which the employee works. 609 Parental Leave Each Regular Full-Time, Regular Part-Time, and Part-Time Employee is eligible for parental leave, provided that he or she has satisfactorily completed the Introductory Period. Parental leave may be taken for the purpose of giving birth, adopting a child under the age of 18 or adopting a disabled child under the age of 23. Leave may be taken for up to 8 weeks and is unpaid. However, female employees who have given birth may be eligible for benefits in accordance with the Company’s Short-Term and/or Long-Term Disability Policies. Employees may also choose to use accrued PTO in order to receive pay for such leave. You must give the Company at least 2 weeks’ advance notice of your anticipated date of departure and of your intention to return. Upon your return to work from parental leave, the Company will restore you to the same or a similar position as you held before such leave, if available, or to an equivalent position for which you are qualified, in accordance with the conditions provided for such reinstatement under applicable law. To the extent that you are eligible for parental leave and family and medical leave under federal law, such leaves run concurrently. Upon their return to work following a leave for the purposes of giving birth, female employees must submit certification from a healthcare provider of their fitness to return to work. This policy applies to biological parents, adoptive parents and stepparents. 610 Small Necessities Leave In accordance with Massachusetts law, the Company provides twenty four (24) hours of “small necessities” leave to all eligible employee in addition to leave for which the employee may be eligible under the FMLA If eligible, you may use small necessities leave for the purpose of: (a) (b) participating in school activities directly related to the educational advancement of a son or daughter, such as parent-teacher conferences or interviewing for a new school; accompanying a son or daughter to routine medical or dental appointments, such as check-ups

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or vaccinations; and (c) accompanying an elderly relative to routine medical or dental appointments or appointments for other professional services related to the elder’s care, such as interviewing at nursing or group homes.

You are eligible for small necessities leave if you have completed twelve (12) months of service prior to the commencement of leave, have worked at least one thousand two hundred and fifty (1,250) hours in the twelve (12) months prior to the leave, and have not taken twenty-four (24) hours of small necessities leave in the twelve (12) months prior to the commencement of leave. Small necessities leave generally is unpaid. However, the Company requires that you use accrued PTO in order to receive pay for small necessities leave. You should make requests for small necessities leave to your supervisor at least seven (7) days in advance of foreseeable events and as soon as possible for unforeseeable events. When a small necessities leave ends, you will be reinstated to the same position, if it is available, so long as the small necessities leave did not exceed twenty-four (24) hours. 611 Personal Unpaid Leaves of Absence

The Company recognizes that there may be times when you need to be away from your job for an extended period of time for personal reasons. Generally, all Regular Full-Time and Regular Part-Time employees may be eligible for a leave of absence. A personal leave of absence is unpaid time off taken with the approval of your supervisor and the Human Resources Manager. The Company, however, requires that you use any accrued PTO during such leave. You must request a personal leave of absence in writing, and any such leave will be considered on the basis of your length of service, performance, responsibility level, reason for your request, and the Company’s ability to obtain a satisfactory replacement during the time you will be absent from work. Requests for extensions of leaves of absence are discouraged, but will be considered on the basis of these same factors. Approved leaves of absence under this policy are limited to a maximum of six (12) months. During an approved personal leave of absence, the Company will continue your participation in the Company’s group benefit plans and will continue to make its usual contributions to the premium costs of such plans, provided that you pay your share of the costs. PTO is not earned during an unpaid leave of absence. Upon expiration of your personal leave of absence, the Company will return you to the position that you held prior to your leave, if it is available. If your position is no longer available, the Company will attempt to place you in a position for which you are qualified. However, the Company cannot guarantee a position or future employment to any employee who takes an unpaid leave of absence. If you do not return to work at the expiration of your personal leave, the Company will be required to terminate your employment. In such event, all Company benefits will terminate, in accordance with the Company’s benefit plans and applicable law. You should contact the Human Resources Manager with any questions regarding a personal leave of absence.

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612

Accepting Other Employment or Going into Business while on Leave

If you accept employment or go into business while on a leave of absence from the Company, you will be considered to have voluntarily resigned from the Company as of the day on which you began your leave of absence. 700 PERFORMANCE MANAGEMENT PROCESS AND PROFESSIONAL DEVELOPMENT 701 Goal Setting and Performance and Evaluation The Company generally follows a performance management process throughout the performance year that includes goal setting by your managers in advance of the performance year; interim review of your achievement of these goals during the performance year; self-appraisals; and written evaluations of your achievement of goals and skills development upon the conclusion of the performance year. This process generally follows the following timeline: Goal Setting for Managers ______By September 30 1st Review of Goals March 2nd Review of Goals June Performance Self Appraisal by Managers____________By August 31 Managers Written Evaluation Feedback and Conference By September 15 Managers Job Skills Review of Employees By September 30 Goal setting is an important part of the Performance Management Process. Through goal setting: • • • All managers will be given SMART targets linked to strategic and operational objectives. Specific; Measurable; Achievable and Agreeable; Realistic and Time Relevant. A structure to follow employee activity, modify actions as required and measure progress. Alignment between managers and employees on shared goals.

Company wide goals are usually established during the Annual Strategic Meeting in July and reviewed during the Strategic Review Meeting in March. The President, Department Heads approves the goals, standards, and priority actions for the Vice President, Sales and Marketing and Corporate Human Resources for the upcoming year. The Company’s Department Heads then determine which objectives to assign the managers who report to them in a way to “cascade” strategic and operational objectives. Business Unit Managers and Department Heads meet with their managers regarding these goals, measures and priority actions for the upcoming year. Thereafter, employees typically receive a Job Skills Review during the appraisal period which highlights key performance areas of their position. If an employee is identified as needing to improve in a key area, then there generally will be periodic review meetings to discuss progress. Supervisors will set frequency of reviews as part of the performance review process. 702 Performance Improvement Plan and Standards of Conduct It is essential that employees accept personal responsibility for maintaining high standards of conduct and job performance, including the observance of Company rules and policies, in dealing with deficiencies in conduct and work performance. Many factors are taken into consideration if performance improvement becomes necessary, including the nature and seriousness of the offense,

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your past record, the total impact on your department and the Company, and any mitigating or aggravating circumstances. Performance improvement may involve some, all or none of the following steps, as determined within the sole discretion of the Company: • • • • • Verbal counseling Written warning(s) Written performance improvement plan(s) Suspension of employment, with or without pay Termination of employment

The nature of the offense and the particular circumstances determine whether or not some, all or none of the above measures are utilized. As stated above, the Company may determine within its sole discretion that immediate termination of employment is appropriate or that utilization of performance improvement measures would be appropriate. 703 Training and Development The purpose of this policy is to ensure that employees receive appropriate training in technical and non-technical areas and to ensure that employees’ skills are upgraded to meet the needs of the organization. Training is broadly classified into the following two categories: • Specific technical/functional, skill based programs based on the project specifications, organizational requirement, or to address performance deficiencies and develop future capacity. Developmental training programs in areas such as leadership, communication, negotiation or time management will be provided as appropriate.

The Company’s Training and Development Program is designed to address training needs identified from prospective business, project plans, quality reviews, and performance appraisals. Training needs are generally identified in September and October as part of Strategic Planning, Performance Review and Goal Setting activities. Human Resources, in conjunction with the Department Heads, develop training programs based upon the identified training needs and training budget. Training programs may be conducted with in-house expertise or through external resources. Employees who participate in training program complete attendance forms and training feedback evaluations. Participants in technical and functional training programs may also undergo on-the-job assessments before and after the training program. Employees are urged to have excellent attendance and to show motivation to learn. For this reason the general policy will be for employees to contribute to the costs of training if results are not satisfactory (i.e. employee does not attend the session or does not achieve a satisfactory score). Terms of costs and results will be clarified at the sign up for each training program. Training records will be maintained in employee personnel files.

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800 USE OF COMPANY EQUIPEMENT AND PROPERTY 801 Use of Equipment

Under the direction of the Facilities Manager, equipment and resources will be provided to employees to allow maximum effectiveness in the place of work Equipment essential in accomplishing job duties is often expensive and may be difficult to replace. When using Company property, you are expected to exercise care, perform required maintenance, and follow all operating instructions, safety standards, and guidelines. This rule applies to equipment used in the office as well as equipment provided for a home office. Please notify your supervisor if any equipment, machine, or tool appears to be missing, defective or in need of repair. Prompt reporting of loss, defects and disrepair is important to make your work easier and could help prevent injury to employees or others. Your supervisor can answer any questions about your responsibility for maintenance and care of equipment used on the job. Negligent use or loss of equipment may result in the employee being responsible for its replacement cost. 802 Auto

A company owned/leased vehicle may be assigned to an employee to facilitate the performance of his/her job responsibilities. The Global Operations Manager has the responsibility of assignment, control, use, maintenance, and record keeping. The Global Financial Officer will oversee proper procedures for necessary record keeping and tax reporting purposes. A specific signed agreement which governs the proper use the auto will be entered into between the Company and the employee. The utilization of the “unassigned company car” and the utilization of personal vehicles for business must be prior authorized by the direct supervisor. Travel Insurance The Company provides Workers’ Compensation Insurance protection for all travel on Company business. Special travel insurance may be purchased at your option; however, the Company will not reimburse the cost of such insurance. In the U.S., all employees using their vehicles routinely on Company business are required to have minimum Bodily Injury and Property Damage Insurance of $100/$300/$50M. 803 Mileage Reimbursement Employees who use their own vehicle for company business will be reimbursed for mileage at the Company established mileage rate. 804 Personal Use of Equipment

If you would like to use Company equipment or tools during or after work hours for personal benefit, you must have the approval of the Department Head in writing. The Company is not liable for personal injury incurred during the use of Company property for personal projects. As a Company employee, you accept full responsibility for any and all liabilities for injuries or losses that occur, or for the malfunction of equipment. You are responsible for returning the equipment or tools in good

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condition, and you agree that you are required to pay for any damages that occur while using the equipment or tools for personal projects. 805 Return of Company Property

Any Company property issued to you, such as a computer or cellular telephone, remains the property of the Company and must be returned to the Company at the time of your resignation, discharge, layoff, retirement, termination, or other separation from the Company, or whenever it is requested by your supervisor or another member of management. You are responsible to pay for any lost or damaged items. The value of any property issued and not returned may be deducted from your paycheck, in accordance with applicable law. 806 Taking of Company Property

No property theft of any type will be tolerated by the Company. We consider theft to include the unauthorized use of Company services or facilities, or the taking of Company property for personal use, as well as the theft of a fellow employee’s property. If you violate this policy, you may be subject to such discipline as the Company in its sole discretion deems appropriate, up to and including termination of employment and prosecution. 807 Use of Cellular Telephones and Other Communication Devices

The Company is committed to protecting you and others from the hazards that can be caused by inappropriate use of a cellular telephone, PDA, Treo, IPhone, Blackberry or other communication device for telephone calls, text messaging, reading/sending email and/or accessing the Internet (collectively referred to as “Communication Devices”). Communication Devices while operating a motor vehicle. • Cellular/mobile phones should be used in a safe manner while operating a vehicle and only in strict compliance with the law of the state the operator is driving in at the time of usage of the cellular/mobile phone. Hand free devices are encouraged. • You must adhere to all federal, state and local laws, regulations and ordinances governing the use of cellular telephones and all other Communication Devices while driving. The use of a cellular telephone while driving is illegal in some places (including certain Massachusetts localities, Connecticut, New York, New Jersey, Washington, D.C. and Chicago). Therefore, the use of a Communication Device while driving should be avoided as a general practice even when a headset or voice-activated features may be available. If you are charged with traffic violations or any criminal action resulting from the use of a Communication Device, you will be solely responsible for all liabilities that result from such use.

Communication devices in the workplace: • With the exception of emergency situations, employees are expected to participate in any personal telephone calls on non-work time and to ensure that friends and family members are aware of the Company’s policy. Ring tones must be switched off or to a “vibrate” mode in order to prevent distractions to coworkers.

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The use of camera phones, PDAs or other audio or video recording devices is strictly prohibited in the workplace.

Cell Phone Number Assignments Some employees are assigned a cell phone for business purpose. Note that cell phones and cell phone numbers which are reassigned will not be changed or reverted to the employee for personal use. 900 INTERNET AND COMPUTER USE 901 Computer and E-mail Usage The Company’s information systems, including e-mail, voicemail, Internet access, computer software and computer network systems, are the property of the Company and are intended for business use. Except in the ordinary performance of your duties for the Company, you should not use a password, access a file, download software or retrieve any stored communication without authorization. If you use a password to access your computer or email, then the password(s) MUST BE given to the IT Manager beforehand. In addition, any changes to the password(s) MUST BE provided to the IT Manager before they are enacted. These rules are to be strictly followed and non-compliance will result in disciplinary action, up to and including termination of employment. Although the Company respects your privacy, you should not expect your privacy to extend to communications and information on the Company’s information systems or the use of Companyowned equipment or supplies. You should be aware of the Company’s policy with respect to the use of the Company’s information systems, including e-mail, voicemail, Internet access, computer software, and computer network systems. The Company’s information systems are Company property, and you do not have a personal privacy right in any matter received, sent or maintained on these systems. To ensure compliance with this policy, the Company may monitor computer and e-mail usage. The Company has the right to access information and may conduct unannounced inspections of these information systems. Electronic mail and voicemail are electronic communication tools provided by the Company solely to enable you to send and receive business information rapidly and efficiently. You are required to comply with the following guidelines:
• •

• •

E-mail, voicemail, Internet access and other Company-provided information systems should be used for Company business only. Voicemail greetings and e-mail signatures should be business-like and reflect an appropriate business-like image. The listing of a personal website or e-mail address as part of a Company e-mail is not permitted. E-mail or voicemail messages may be inadvertently intercepted by someone who was not meant to receive them. For that reason, you should use good judgment when sending confidential information by e-mail or voicemail. Company communication resources may not be used for personal gain or entertainment (e.g., sending chain letters). You are prohibited from stealing, using, or disclosing another employee’s code or password and from accessing any e-mail or voicemail other than your own.

You should understand that e-mail and voicemail messages may have to be disclosed in lawsuits, and sometimes to people and companies with interests adverse to the Company’s interests. Accordingly, you should use your best judgment in sending or responding to an e-mail message or in leaving a voicemail message.

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The Company strives to maintain a workplace that is free of harassment and sensitive to the diversity of its employees. Therefore, the Company prohibits the use of computers and the e-mail system in ways that are disruptive, offensive to others, or harmful to morale. E-mail may not be used to solicit others for commercial ventures, religious or political causes, outside organizations, or other non-business matters. 902 Software (Unauthorized Copying)

The Company does not condone the illegal duplication of software. Unauthorized copying of software is a violation of the manufacturer’s copyright and exposes both you and the Company to civil liability and criminal sanction. The Company is permitted under copyright law to make a copy of a program for archival (back-up) purposes, if the manufacturer does not provide such a copy. The Company licenses the use of computer software from a variety of outside companies. It does not own this software or its related documentation and, unless authorized by the relevant manufacturer, does not have the right to reproduce it. Accordingly: 1. 2. 3. With regard to the Company’s local area networks or multiple machines, you may use this software only in accordance with the relevant license agreement. If you learn of any misuse of software or related documentation within the Company, you must promptly notify your supervisor. If you make, acquire or use unauthorized copies of computer software, you may be subject to such disciplinary action as the Company, in its sole discretion, deems appropriate, up to and including termination of employment. Internet Usage, Internet Bulletin Boards, Chat Rooms, Blogs

903

Access to the Internet is provided by the Company to assist you in obtaining work-related data and technology. The following guidelines have been established to help ensure responsible and productive Internet usage. Internet usage is limited to job-related activities. Personal use of the Internet is not permitted. All Internet data that is composed, transmitted, or received via our computer communications systems is considered to be part of the official records of the Company and, as such, is subject to disclosure to law enforcement or other third parties. Consequently, you should always ensure that the business information contained in Internet e-mail messages and other transmissions is accurate, appropriate, ethical and lawful. The equipment, services, and technology provided to gain access to the Internet remain at all times the property of the Company. As such, the Company may monitor Internet traffic, and retrieve and read any data composed, sent, or received through our online connections and stored on our computer systems. Data that is composed, transmitted, viewed or received through the Internet must not contain content that could be considered discriminatory, offensive, obscene, threatening, harassing, intimidating, or disruptive to an employee or other person. For more information, please refer to Policy 105, entitled Sexual and Other Harassment.

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The unauthorized use, installation, copying, or distribution of copyrighted, trademarked, or patented material on the Internet is expressly prohibited. As a general rule, if you did not create the material, you do not own the rights to it, or you have not gotten authorization for its use, the material should not be put on the Internet. You are responsible for ensuring that any person or entity sending material over the Internet has the appropriate distribution rights with respect to such material. To ensure a virus-free environment, no files may be downloaded from the Internet without prior authorization. Abuse of the Internet access provided by the Company in violation of law, this policy, or any other policy contained in this Employee Handbook, may result in such disciplinary action as the Company, in its sole discretion, deems appropriate, up to and including termination of employment. You may also be subject to legal liability for any violations of this policy. (For more information, please refer to Policy 105, entitled Sexual and Other Harassment.) The following behaviors are examples, but by no means a complete list, of actions and activities that are, with respect to the Internet, prohibited and may, in the discretion of the Company, result in disciplinary action: *Sending or posting discriminatory, harassing, or threatening messages or images. *Using the Company’s time and resources for personal gain. *Stealing, using or disclosing someone else’s code or password without authorization. *Copying, printing, or downloading software and electronic files without permission. *Sending or posting confidential material, trade secrets, or proprietary information outside of the Company. *Violating copyright laws. *Failing to observe licensing agreements. *Engaging in unauthorized transactions that may incur a cost to the Company or initiate unwanted Internet services and transmissions. *Sending or posting messages or material that could damage the Company’s image or reputation. *Participating in the viewing or exchange of pornography or obscene materials. *Sending or posting messages that defame or slander other individuals. *Attempting to break into a computer system of another organization or person. *Refusing to cooperate with a security investigation. *Sending or posting chain letters, solicitations, or advertisements not related to business purposes or activities. *Using the Internet for political causes or activities, religious activities, or any sort of gambling *Jeopardizing the security of the Company’s electronic communications. *Sending or posting messages that disparage another organization’s products or services. *Passing off personal views as representing those of the Company. *Sending anonymous e-mail messages. *Engaging in any other illegal activities. You should refrain from disclosing confidential, proprietary, sensitive and/or trade secret information of the Company and third parties. Such disclosures threaten the Company’s intellectual property rights, ongoing business with third parties, and compliance with all securities laws. Additionally, the Company may have certain rights in any inventions or concepts you create that relate to the Company’s business; you should consult your supervisor and your Agreement before disclosing such inventions or concepts in your blogs, chat rooms or bulletin boards. The Company, in its sole discretion, will determine whether a particular blog violates the Company’s policies. The Company further reserves the right to request that employees refrain from commenting on topics related to the Company (or, if necessary, suspend the blog altogether), if advisable to comply with securities or other

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laws. Should you have any questions about this policy or how it may apply to your blog, please contact your supervisor. If your performance, work habits, overall attitude, conduct, or demeanor becomes unsatisfactory, as determined by the Company in its sole discretion, based on violations of this or of any other Company policies, rules, or regulations, you may be subject to disciplinary action, up to and including termination of employment. 1000 BUSINESS TRAVEL AND EXPENSE REPORT RECONCILIATION

1001 Policies and Guidelines for Business Travel Employees who are required to travel on company business will be provided with specific policies and guidelines determined to provide the best efficiency and results aligned to the purpose of travel, including but not limited to: • • • • • • • • • • • • Trip Planning, Authorizations and Approval Air Travel Currency Hotels Entertainment Meals, Restaurants, Tipping Rental Cars, Limos, Private/Personal Auto Use Extended Stay Laundry Expense Authorizations and Reporting (See Policy 1101) Meeting Room Rental Other Guidelines and Suggestions

1002 Policies and Guidelines for Expense Accountability Employees who incur expenses and or charges on behalf of the Company will follow guidelines and procedures to ensure timely reconciliation by the Accounting Department, including but not limited to: • • • • • • Credit Cards Cash Advances Timely reporting Expense Reconciliation Authorization and Approval Personal expenses

1003 Business Travel and Expense Reconciliation Agreement Letter An annual signed agreement will be entered into between the Company and the Employee relative to Business Travel, Credit Card, Cash Advance, Expense Authorizations, Reimbursements and Reporting. *********************** NOTHING IN THIS POLICY, OR ANY OTHER PROVISION OF THIS HANDBOOK, CHANGES YOUR AT-WILL EMPLOYMENT STATUS OR CREATES ANY ENFORCEABLE RIGHTS OR PROMISES OF ANY KIND WITH RESPECT TO THE TERMS AND CONDITIONS OF EMPLOYMENT.

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ACKNOWLEDGMENT [Each Employee should sign two copies of this Acknowledgment, one for the Employee and one to be placed in the Employee’s personnel file.] I acknowledge that: 1. As of the date of my signature hereto, I have received a copy of the Navionics Inc. (the “Company”) Employee Handbook (the “Handbook”), including the supplement for the State of ______________1 I have read the Handbook and understand its contents. I understand that the Handbook is not a contract between me and the Company and does not create any enforceable rights or promises of any kind regarding the terms and conditions of employment. The Company may unilaterally amend or revoke the Handbook at any time; 2. My employment relationship with the Company is at will, and as such, may be terminated with or without cause at any time for any reason or no reason by either the Employee or the Company; and 3. If any officer, supervisor, employee or other representative of the Company has made any statement contradicting the at-will nature of the Employee’s employment, such statement is not binding on the Company.

Date: _____________, 200__

__________________________________ Print Name:________________________

1

The Company is to write in the name of the applicable state. If no supplement is provided, the Company should write in “N/A.”

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ACKNOWLEDGMENT [Each Employee should sign two copies of this Acknowledgment, one for the Employee and one to be placed in the Employee’s personnel file.] I acknowledge that: 1. As of the date of my signature hereto, I have received a copy of the Navionics Inc. (the “Company”) Employee Handbook (the “Handbook. I have read the Handbook and understand its contents. I understand that the Handbook is not a contract between me and the Company and does not create any enforceable rights or promises of any kind regarding the terms and conditions of employment. The Company may unilaterally amend or revoke the Handbook at any time; 2. My employment relationship with the Company is at will, and as such, may be terminated with or without cause at any time for any reason or no reason by either the Employee or the Company; and 3. If any officer, supervisor, employee or other representative of the Company has made any statement contradicting the at-will nature of the Employee’s employment, such statement is not binding on the Company.

Date: _____________, 200__

__________________________________ Print Name:________________________

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