Vice President Human Resources
Resume:
RAIL
MANAGEMENT
SERVICES
EMPLOYEE
GUIDE
Effective January 1, 2024
RMS Employee Guide January 10, 2024, Page 2
January 11, 2024
Vision Statement
We partner to move commerce with efficiency, flexibility, and integrity. Our Core Values
• Safety always comes first.
• We take care of our people.
• We develop and maintain partnerships that create shared value.
• We are best in class at operational excellence and “value for money” for our customers. We pride ourselves on continuous improvements.
• Integrity – We keep our word.
• We solve problems for our stakeholders.
• We aspire to make worthwhile investments on behalf of our shareholders. January 11, 2024 RMS Employee Guide January 10, 2024, Page 3 Dear Colleagues:
Although Carrix, including Rail Management Services and all subsidiaries, keeps changing and growing, our long- standing business philosophy remains unchanged: We believe in the honesty, integrity, and resourcefulness of our companies’ employees. Thank you for all that you do. Please take the time to familiarize yourself with the contents of this updated Employee Guide. We prepared this to support our employees and provide an easy reference for essential employment and business practices that apply throughout Carrix (along with its majority-owned subsidiaries and affiliates over which Carrix exercises operational control, referred to throughout this document as the “Company”). If you work outside the U.S., please review the Employment Practices section of this Employee Guide and consult with your manager for the laws and regulations that apply in the country in which you work. This Employee Guide is intended to help you --
• Learn about our business principles and values.
• Understand our business practices.
• Become familiar with our expectations about workplace conduct.
• Point you toward additional information about the topics discussed in this material We hope you find this as a useful resource.
Please note that this Employee Guide is not a contract, and the contents may change from time to time without prior notice. As in the past, we will continue to make changes to address both our obligations legally and to provide appropriate information to our employees and their families. If you have questions, please let me, our Human Resources department, or your manager know so that we can make the necessary clarifications or corrections.
Uffe Ostergaard
CEO
Carrix, Inc.
January 11, 2024 RMS Employee Guide January 10, 2024, Page 4 Our History
It is important to preface this Employee Guide with an overview of our company’s history. Knowing where we came from may help you to understand who we are now, and where we are headed. In August of 1984, John Gray, formerly Senior Vice President with the Western Pacific Railroad, established Intermodal Management Services (“IMS”) to operate the Burlington Northern Railroad’s Auburn, Washington empty container facility. In 1985, Mr. Gray entered into a joint venture agreement with Stevedoring Services of America
(“SSA”), one of the largest marine terminal operators in the United States. This venture was successful in securing contracts to provide intermodal services to the Burlington Northern Railroad’s Seattle International Gateway and the Port of Tacoma’s South Intermodal yard. Mr. Gray also secured two additional facilities, which were operated solely by IMS. By June of 1987, SSA and IMS were operating seven facilities. Rail Management Services (“RMS”) was formed as the joint venture between SSA and IMS to consolidate all current and future operations.
By 1997, RMS owned Pacific Rail Services, Pacific Trailer Repair Services, and Rail Terminal Services. Over the years, additional companies have been formed, including Terminal Switching Services and PRS Auto. RMS provides administrative services to these operating entities. In 2023, RMS became a wholly owned subsidiary of Carrix, Inc. Today, RMS is one of the largest suppliers of intermodal services in the United States. We are committed to providing quality service in a safe, efficient operation to our customers.
January 11, 2024 RMS Employee Guide January 10, 2024, Page 5 Organizational Leadership and Administration
EXECUTIVE MANAGEMENT
Uffe Ostergaard Chief Executive Officer (CEO) ****.**********@******.*** John Aldaya Chief Financial Officer (CFO) 206-***-**** ****.******@*********.*** Jamie Neal Senior Vice President & Treasurer 206-***-**** *****.****@*********.*** Edward A. DeNike President, SSA Containers, Inc. 206-***-**** **.******@*********.*** Lauren Offenbecher President, SSA Conventional, Inc. 206-***-**** ******.***********@*********.*** Carlos Urriola President, SSA International, Inc. 507-***-**** ******.*******@******.*** Thomas Rucker President, Tideworks Technology, Inc. 206-***-**** ******.******@*********.*** Anthony Walker President, Homeport Holdings, Inc. 206-***-**** ****.******@*********.*** Brant Rigby Vice President Human Resources 206-***-**** *****.*****@*********.*** RAILS MANAGEMENT
John Gray President
Kevin Shumate Vice President, Administration 206-***-**** *****.*******@******.*** Ed Morgenthaler Vice President, Maintenance, Safety, and Legal 972-***-**** **.************@******.*** Aaron Hill Vice President Terminal Operations and Planning 209-***-**** *****.****@******.*** David Mazzella Vice President Terminal Operations and Planning 973-***-**** *****.********@******.*** Dennis Rodgers Vice President Terminal Operations and Planning ******.*******@******.*** Hector Diaz Director, Switching 469-***-**** ******.****@******.*** Ian Llanera Software and Email IT Service 206-***-**** ***.*******@******.*** Matthew McCardell General Counsel 206-***-**** *******.*********@*********.*** Candice Woods Deputy General Counsel 206-***-**** *******.*****@*********.*** Stephanie Liu Associate General Counsel 206-***-**** *********.***@*********.*** PAYROLL
Theresa Bicknell Vice President, Accounting & Benefits 206-***-**** *******.********@*********.*** Christina Clark Payroll Manager *********.*****@*********.*** Lee Ann Bettes Payroll Supervisor 206-***-**** ******.******@*********.*** HUMAN RESOURCES & EMPLOYEE BENEFITS
Leann Riedner
Human Resources Director
206-***-**** *****.*******@*********.***
Giselle Sampson
Benefits Director
*******.*******@*********.***
INFORMATION TECHNOLOGY SUPPORT
RMS Service Center (USA) RMS Information Technology Support ********@******.*** Carrix Service Center (USA) Carrix Information Technology Support 800-***-**** or Ext. 2490 *******.******@*********.*** LEGAL & ADMINISTRATION
January 11, 2024 RMS Employee Guide January 10, 2024, Page 6 Table of Contents
Vision Statement 2 Our Core Values 2 Uffe Ostergaard 3 CEO 3 Our History 4 Organizational Leadership and Administration 5 About this Guide 10 Business Principles and Values 11 Service 11 Long-Term Relationships 11 Our Franchise 11 Production and Safety 11 Quality 11 Business Practices 12 Advertisements and Publications 12 Asset Sale and Lease 12 Business Continuity Plan 12 Charitable & Political Contributions 12 Company Vehicle Policy 12 Confidential Information 13 Contract Authority 15 Ethics Policy 16 Expense Reports 18 Foreign Corrupt Practices Act (FCPA) 18 Intellectual Property 19 Legal Services 19 Memberships 20 Office Supplies & Forms 20 Public Statements 20 Purchasing Authority 20 Travel 20 Use of Company Property 21 Employment Practices 22 RMS Employee Guide January 10, 2024, Page 7
January 11, 2024
Alcohol and Drug-Free Workplace 22 Drug Use/Distribution/Possession/Impairment 22 Alcohol Use/Distribution/Possession/Impairment 22 Prescription and Over-the-Counter Drugs 23 Company’s Right to Search 24 Anti-Harassment and Anti-Discrimination 25 Problem Resolution & Open Door Policy 27 Workplace Violence 28 At-Will Nature of Employment 29 Compensation 29 Paydays 29 Payroll Direct Deposit 29 Changing Tax Withholding 29 Paycheck Stubs and W-2 Forms 29 Equal Employment Opportunity (EEO) 30 HIPAA Privacy 31 Hiring 31 Missing Work & Time Reporting 32 Personal Data 33 Safety & On the Job Injuries 33 Smoke-Free Offices 33 Solicitation 33 Time Reporting 34 Non-Exempt Employees 34 Overtime Exempt Employees 35 Overtime 35 Leaves of Absence 37 Family & Medical Leave 37 Employee Eligibility 37 Reasons for Leave 37 Definitions 37 Length of Leave 38 Intermittent or Reduced Schedule Leave 39 Notice and Certification for Bonding, Family Care, Serious Health Condition and Military Caregiver Leave Requirements 39 Recertification After Grant of Leave 40 RMS Employee Guide January 10, 2024, Page 8
January 11, 2024
Military Emergency Leave Requirements 40 Failure to Provide Certification and to Return from Leave 40 Compensation During Leave 40 Benefits During Leave 41 Job Reinstatement 41 Confidentiality 41 Fraudulent Use of FMLA Prohibited 41 Nondiscrimination 41 Additional Information Regarding FMLA 42 State Law 42 Military Leave 42 School Visitation Leave (only if applicable to your location) 42 Domestic Violence, Sexual Assault & Stalking Leave (only if applicable to your location) 42 Leaves of Absences Applicable to California-based Employees Only 43 California Organ & Bone Marrow Donation Leave 43 California Pregnancy Disability Leave 43 Information & Technology Policies 44 Acceptable Use of Email 44 Acceptable Use of the Internet 44 Network and System Security 45 Passwords 45 Network Access 46 Software Licenses 47 Email Retention Policy 47 Personal Use of Systems 48 Social Media 48 Unauthorized Use 49 User Device Acceptable Use Policy 49 Applicability 50 Affected Technology 51 Access Control 51 Security 51 Help & Support 52 Organizational Protocol 52 Employee Benefits 53 RMS Employee Guide January 10, 2024, Page 9
January 11, 2024
Employee Assistance Program (EAP) 53 Employee Advantage Savings Program 53 Acknowledgement and Receipt of Employee Guide 54 January 11, 2024 RMS Employee Guide January 10, 2024, Page 10 About this Guide
We prepared this document to support our employees and provide an easy reference for essential employment and business practices that apply throughout Rail Management Services and its subsidiaries. This Employee Guide contains information about the employment policies and practices of Rail Management Services, Pacific Rail Services, Rail Terminal Services, Pacific Trailer Repair Services, Terminal Switching Services, and PRS Auto
(referred to in this Guide as “the Company,” “Rail Management Services,” or “RMS”). These policies reflect the Company’s values, and we expect each employee to read this Employee Guide carefully as it is a valuable reference for understanding your job and the Company. This Employee Guide supersedes all previously issued handbooks and any inconsistent verbal or written policy statements made or issued before this Employee Guide. Except for the policy of at-will employment the Company, reserves the right to revise, delete, and add to the provisions of this Employee Guide. All such revisions, deletions, or additions must be in writing. No oral statements or representations can change the provisions of this Employee Guide.
This Employee Guide does not constitute an express or implied contract guaranteeing continued employment for any employee. No manager or supervisor has any authority to enter a contract of employment express or implied that changes or alters the fact that employment with the Company is at-will. Only the President of RMS has the authority to enter into an employment agreement that changes the fact that employment with the Company is at- will, and any such agreement must be in writing signed by the President of RMS. This Guide applies to employees represented by a labor union, only to the extent that the Guide’s provisions are not in conflict with a specific term or condition stated in the applicable Collective Bargaining Agreement (“CBA”). To the extent that the Employee Guide conflicts with a term or condition of the employee’s applicable CBA, the provision in the CBA shall take precedence.
Not all of the Company’s policies and procedures are set forth in this Employee Guide. We have summarized only some of the more important ones. If an employee has any questions or concerns about this Employee Guide or any other policy or procedure, please ask your supervisor, your Human Resources representative, or another member of management.
Nothing in this Guide or in any other document or policy is intended to violate any local, state or federal law. Nothing in this Guide is intended to limit any concerted activities by employees relating to their wages, hours or working conditions, or any other conduct protected by Section 7 of the National Labor Relations Act. This Guide may apply to employees working in a state with greater or different rights. Employees may receive a state-or work group specific supplement to the Employee Guide that provides information, policies and/or benefits applicable to employees working in that state. The Company complies with applicable state and local laws. January 11, 2024 RMS Employee Guide January 10, 2024, Page 11 Business Principles and Values
Service
We are a service organization. We are all a part of RMS’s marketing team. If you learn that a customer or partner has a concern or need, make it yours until you know they are satisfied. The diversity of our customers and partners in language, culture, and needs is one of the unique aspects of our business. Understanding these things on a personal level makes our jobs fascinating and helps each of us be more effective in providing innovative and responsive service.
Long-Term Relationships
We depend on our relationships with customers, partners, port authorities, our labor force, and the entire waterfront community. We strive to deal with everyone who comes into contact with our Company with fairness, respect, integrity, and honesty, including our customers, vendors, government officials, and others. We cooperate to solve industry problems and enjoy the mutual respect and credibility of those in our industry and communities. We strive to compete while being a constructive and professional player in our industry. Our Franchise
We do not have a unique product or patent that guarantees business. We have experienced people who know how to get the job done and organize our activities around people and their abilities. The chief advantage of our size is the ability to draw on all our ingenuity, experience, and teamwork. By continually challenging our present ways and assumptions, we will continue to advance. Production and Safety
We have observed tremendous growth, change, and competition in our industry. This brings sharp focus on our key goal: to have the highest safe production performance in the industry. This impacts our customers (value for money), ourselves and other stakeholders. Everyone plays a key role in ensuring that we maintain a safe workplace while achieving our safe production standards. Our customers select us for their business only so long as we serve their needs better than our competition. We must meet this challenge every day, while ensuring our employees return home safely each day to family and friends.
Quality
RMS has made the following commitment: We will understand and conform to the requirements of our customers and our work processes with the most efficient methods in our industry. This commitment is one of our key business strategies. We are always strengthening our ability to satisfy customer requirements and continually improve operations and administrative functions. At RMS, quality is not a program, it is an ongoing process.
January 11, 2024 RMS Employee Guide January 10, 2024, Page 12 Business Practices
Advertisements and Publications
Executives and/or Regional Vice Presidents are responsible for all advertising and use of the Company logos. These people are also responsible for news releases and other dissemination of information about RMS to the general public. Other employees should not speak on behalf of the Company or use the Company logo without prior approval from the relevant executive or Regional Vice President. You should also note use the Company’s IP in any posting unrelated to the terms or conditions of your employment or in a way that disparages the Company’s brand, products or services. Finally, you should not use the Company’s IP in a way which suggests that you are representing the Company or in posts that depict you engaging in conduct that is unlawful or that violates any Company policy. You may also want to review the Public Statements section in this guide. Asset Sale and Lease
All assets purchased, transferred to another facility, received from another facility, or sold, must be reported immediately in writing to the RMS Asset Department in Seattle. Business Continuity Plan
In the past, our operations have been interrupted for a variety of reasons including, but not limited to, hurricanes and earthquakes. Employee safety is a priority in such events. We must also secure and preserve the value of our assets for the Company, our customers, and our partners. The geographic and business diversity of our operations require that our business continuity plans vary by location. A discussion with your manager will provide you with more detailed information regarding the specific plan for your location. If our operations are interrupted while you are away from work the following two steps should be followed:
1. Call or text your manager for specific instructions and provide your status. 2. If you are unable to reach your manager, call the Seattle Corporate Office toll-free at 800-***-**** or consult the Business Continuity Plan found on CASSA for other communication alternatives. Charitable & Political Contributions
To ensure that our Company contributions have an appropriate impact and meet applicable legal requirements, all charitable and political contributions must be coordinated through the RMS main office. Political contributions on behalf of the Company for candidates, initiatives, or ballot measures must be approved by the appropriate executive(s) to ensure compliance with state and federal laws governing political contributions. Every Company employee has a right as a citizen to individually participate in the political process. No employee will ever be asked to make political contributions on behalf of the Company. Company Vehicle Policy
In certain cases, the Company will assign an automobile or other vehicle to an employee if business requirements warrant such an assignment. Determination of the business requirements of a specific employee, whether the employee will be assigned a vehicle, and the appropriate vehicle type reside with the executive with responsibility for the business segment impacted. The employee receiving an assigned vehicle is required to maintain the vehicle in reasonable operating condition and personal use of the vehicle must be kept to a minimum. Commuting to and from the employee’s normal place of employment may be an expressed specific exception to the general prohibition against personal use of the vehicle. To comply with the Internal Revenue Code and regulations regarding personal use of company automobiles, a total of $65.00 per month (or as January 11, 2024 RMS Employee Guide January 10, 2024, Page 13 adjusted by the Internal Revenue Service, IRS) will be withheld by Payroll from the employee’s payroll check. Employees using a Company-provided vehicle will be responsible for any traffic tickets or citations incurred while using the vehicle. If the employee is in an accident while operating a Company vehicle but not while on Company business, the employee, at the discretion of the Company, will be responsible for paying any insurance deductible. Any employee who receives a ticket/citation for driving under the influence, even if it is later dismissed or reduced to a lesser violation, will be subject to revocation of his or her Company vehicle privileges
(and may receive further discipline, as appropriate). Confidential Information
Company employees are responsible for safeguarding all confidential information obtained in connection with their employment. Confidential information includes any information that you learn, develop, or access during your employment at the Company that is not generally known outside the Company, is intended to be protected from disclosure, is protected by law, and/or provides the Company with a business advantage from not being generally known. Confidential information can also consist of non-public information about the Company or another person, entity, or business practice that, if disclosed, could reasonably be expected to damage the Company, person, or entity’s existing or future business prospects, financial standing, employability, privacy, or reputation. Information may be confidential irrespective of whether it is specifically labelled “confidential” or “proprietary,” or whether it is oral, written, drawn, or stored electronically. Confidential information includes, but is not limited to:
• Information regarding any past, present, or prospective business opportunity or customer (including government or private entities);
• Company bids or proposals for new or continuing business;
• Company financial information;
• Company business plans, strategies, budgets, forecasts, operating plans, and procedures;
• Personnel information received in connection with performing job duties (this includes employee salaries and wages, employee health history, identity information such as social security numbers and addresses, and other personal information);
• Personnel or operating policies and procedures;
• Company training and standards materials;
• Information received from others by the Company pursuant to an agreement to keep such information confidential;
• Employee financial and credit card information;
• Vendor financial information; and
• Company trade secrets and other proprietary information. As a general rule, confidential information does not include public information that is readily available. However, confidential information does include a document or summary prepared by a Company employee or consultant that consists of public information in a compiled format. Confidential information may not be copied, utilized, taken, disseminated, or revealed to anyone other than:
• A current Company employee with a need to know the information in connection with the performance of his or her job duties or to discuss terms and conditions of employment for the purposes of concerted activity; or
• A third party if and only if:
o the disclosure or use of the information is necessary for the performance of the disclosing January 11, 2024 RMS Employee Guide January 10, 2024, Page 14 employee’s duties; and
o the employee has obtained the express, prior written approval of the Company CEO, CFO, relevant executive with responsibility for the business segment affected, or the Legal Department.
To protect confidential information, you should always:
• Use the greatest degree of care not to disclose such information to any person or entity, other than as described above.
• Mark confidential materials and documents as confidential. For example, “Confidential and Proprietary” or “Confidential – Do Not Disclose.” Do not assume, however, that you may disclose information merely because it is not marked as confidential.
• Never use confidential information except as necessary for your job function.
• Never transfer confidential information to any device the Company does not own or control without your manager’s express consent.
• Never discuss or review confidential information when you are in public places like hotel lobbies, restaurants, elevators, and airplanes.
Confidential Information does not include information lawfully acquired by non-management employees about wages, hours or other terms and conditions of employment, if used by them for purposes protected by §7 of the National Labor Relations Act. Further, employees are hereby notified that under the 2016 Defend Trade Secrets Act
(DTSA): (1) no individual will be held criminally or civilly liable under Federal or State trade secret law for the disclosure of a trade secret (as defined in the Economic Espionage Act) that: (A) is made in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and made solely for the purpose of reporting or investigating a suspected violation of law; or, (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal so that it is not made public; and, (2) an individual who pursues a lawsuit for retaliation by an employer for reporting a suspected violation of the law may disclose the trade secret to the attorney of the individual and use the trade secret information in the proceeding, if the individual files any document containing the trade secret under seal, and does not disclose the trade secret, except as permitted by order in that proceeding.
Physical Security
Access to every office, computer room, and other Company work area containing confidential information is physically restricted to those people with a business need for access. When not in use, confidential information must always be protected from unauthorized disclosure. If you do not store information systems equipment used to handle Company information in a locked area, you must employ anti-theft devices approved by the Information Technology department.
You should secure unattended equipment according to the following procedures:
• Secure system consoles and all PCs that can access confidential information with a password-protected screensaver that is enabled after 10 minutes of inactivity. Or you must log off the network whenever you leave your computer unattended for more than 10 minutes.
• Terminate active sessions with client systems when you’re finished.
• Log off from network sessions; don’t simply switch off your PC or terminal.
• Position your workstation screen so that unauthorized people can’t look over your shoulder and see any confidential information displayed.
• Secure your laptop by using a security lock or placing it in a locked area when you’re away from your desk for prolonged periods (overnight, vacations, etc.). January 11, 2024 RMS Employee Guide January 10, 2024, Page 15 You should always lock hard-copy confidential information in a secure room or an appropriately secured container, such as a locked file cabinet or desk drawer, when you are not using it. After business hours when you are not present, you must make reasonable efforts to secure confidential information to prevent unauthorized access.
If a printer, copier, or fax machine jams or malfunctions when you are printing confidential information, you must not leave the machine unattended until you have removed all copies of the confidential information or rendered it illegible.
You should dispose of all hard copies of confidential information and attached documents by shredding, depositing the material in designated secure containers, or using other approved methods. You should not fax confidential materials unless (1) you know that an authorized staff member is on-hand at the time of transmission to properly handle the materials at the receiving site, (2) you send the fax to a locked room to which only authorized workers have access, or (3) you use a password-protected fax mailbox to restrict release to an authorized recipient. You must promptly confirm the receipt of confidential information by fax. All faxes must be accompanied by a standard cover page that includes language approved by the Legal Department. You must not fax confidential information through unknown intermediaries such as hotel staff or rented mailbox service staff.
When you are printing confidential information, you must be present at the printer to receive the information as it prints. Alternatively, you may send the print job to a printer in an area to which only authorized personnel have access.
Continuing Obligation
An employee’s obligation to safeguard confidential information continues after he or she leaves the Company. Upon termination of employment, an employee must immediately return any and all confidential information in his or her possession. The Company reserves the right to inspect all materials removed from the Company by a terminated employee to identify and retain any confidential information. A terminated employee may never use or disclose confidential information for any purpose (including disclosure to any subsequent employers). Any violation of this policy may result in legal action being taken by the Company as well as appropriate corrective action/discipline up to and including termination of employment. This policy is in addition to other Company policies that also address confidential information, such as the Carrix Code of Conduct. This policy is also in addition to all obligations the employee may have under applicable law. If you have any questions about the use, transfer, or disclosure of confidential information, please contact the Legal Department.
Contract Authority
The diversity of the Company’s global operations requires a variety of contracts. The type and/or size of these contracts can have a significant impact on the Company. The approval process outlined below establishes approval authority by the executive responsible for managing the business unit involved, or the executive to whom the employee ultimately reports, as the circumstances warrant (the “Appropriate Executive”). The approval process for various forms of contracts is summarized in the table below. January 11, 2024 RMS Employee Guide January 10, 2024, Page 16 You may also want to review the Asset Sale and Lease section in this document.
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Ethics Policy
RMS
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