As you will see by the following, it is the policy of UTSI not to disclose personal and/or confidential information of any type. Due to the consistent exposure of our personnel to confidential information belonging to clients, we are very careful not to disclose any information concerning them. Most, if not all, of our contracts contain confidentiality clauses. We also strictly limit the release of any information concerning our employees. Our employees are aware of this policy, and sign an agreement so stating. Following are the details of our privacy policy, which is contained in our Employee Manual as Addendum No. 2, and applies to all of our offices and personnel.

If you have any questions, do not hesitate to contact Mr. David L. Rossmann any time at drossmann@utsi.com or by phone at 281-480-8786, x-101
 

For UTSI International Corporation, including the Spanish Branch Office (Madrid) and Middle East/North Africa (Abu Dhabi) Office.

This is the second addendum to the Employee Manual. Place it in the front of the manual. These changes are effective March 1, 2002.

Daniel W. Nagala, President 
UTSI International Corporation

The following privacy policy and procedures (UTSI Privacy Policy) apply specifically to the operations of UTSI International Corporation (UTSI) at all centers of operation or offices. They are effective as of March 1, 2002. They should be used in conjunction with, and are Addendum No. 2 to, the UTSI International Corporation Employee Manual (The Employee Manual). A copy of this policy is being furnished to each employee, who will verify in writing that he has received it. This policy is enacted by the president of the company, and may be changed at his discretion.

UTSI’s operations are worldwide and involve the frequent exchange of paper and electronic data between offices and with customers. These procedures apply to all UTSI operations anywhere to bring the privacy protections of our operations into compliance with the European Data Protection Directive No./95 (20 February 1995) by and through the Safe Harbor Principles of the United States Department of Commerce. UTSI adheres to the Safe Harbor Principles.

Of course, as the branch office of a U.S. based entity, the branch offices must also follow U.S. law as it may be applied overseas, including but not limited to the Export Administration Act, Section 999 of the Internal Revenue Code, the Trading with the Enemy Act, the International Emergency Economic Powers Act, the Arms Export Control Act and the Foreign Corrupt Practices Act, and any amendments thereto.

If you have any doubts about the legality of any action or transfer of data, do not hesitate to contact our corporate counsel in Houston anytime.

It is not the policy of UTSI to release personal data to any third party for the purposes of commercial gain. Corporate data is only released in the context of our business dealings, and in accordance with the confidentiality agreements of our contracts. Most, if not all, of our business contracts have confidentiality clauses that survive the contracts themselves for a period of five years, to wit:

For the purpose of this Agreement, confidential information shall refer to any and all information disclosed to UTSI, and its staff assigned to the contract, which relates to [Client]’s past, present, and future business activities. UTSI shall hold all such confidential information in trust and confidence for [Client] for the term of the contract and a period of five (5) years afterwards, and agrees that it will not, either during or after the termination of this Agreement, disclose to any person, firm, corporation, or entity, nor use for its own business purpose or benefit, any of said information obtained by it during the execution of this Agreement.

Additionally, confidential information shall refer to any and all information disclosed to [Client], and its staff working with UTSI, which relates to UTSI’s past, present, and future business activities. [Client] agrees that it shall hold all such confidential information in trust and confidence for UTSI for the term of the contract and for a period of five (5) years afterwards, and agrees that it will not, either during or after the termination of this Agreement, disclose to any person, firm, corporation, or entity, nor use for its own business purpose or benefit, any of said information obtained by it during the execution of this Agreement.

Upon employment, new employees sign in writing a confidentiality agreement, to wit:

I am aware that during the course of my employment confidential information will be made available to me, for instance, product designs, marketing strategies, customer lists, pricing policies and other related UTSI information, as well as information provided as part of my responsibilities to fulfill a specific customer’s requirements. I understand this information is proprietary and critical to the success of UTSI and its customers and must not be given out or used outside of UTSI's premises, or with non-UTSI employees, except for legitimate business purposes of UTSI. In the event of termination of employment, whether voluntary or involuntary, I hereby agree not to utilize or exploit this information with any other individual or company. 

In addition to the above, all employees are ordered not to release any personal data to any third party without the express written authorization of the person in question.

However, from time to time UTSI may need to release some employee data for the purposes of securing insurance, health insurance, or other benefits for the company. The company will release such information only with the written consent of the employees, although this release may be general and not specific to each occasion.

Furthermore, UTSI is required by law to release certain personal and statistical data to pertinent governmental authorities. UTSI will comply with the law in all cases.

These procedures may be viewed on the website. Also, and at any time, a printed copy of these procedures may be requested from UTSI International Corporation, 1560 West Bay Area Blvd., 2nd floor, Suite 300, Friendswood, Texas 77546, by contacting Mr. David L. Rossmann by telephone at 713-480-8786, x-101, or by e-mail at drossmann@utsi.com.

The monitoring of these policies will be done in house under the direction of the UTSI's executive management. Any complaints, access requests, or any other issues arising from his safe harbor policy should also be initially directed in writing to the Executive Vice President at the foregoing address, phone number or e-mail. The complainant should include his or her name, address, contact number and/or email, nature of the complaint and the time, date and place where the privacy violation occurred and the redress sought. The Executive Vice President will receive calls concerning these matters, but in order to give such a complaint a formal investigation, he or she will need a complaint in writing. Said writing need not be elaborate but must give fair notice of the nature, contents and type of the complaint. The complainant and the Executive Vice President will try to come to an agreement to remedy the unauthorized disclosure if indeed it has occurred.

If the matter is not resolved at the corporate level as indicated by clause number 7.4 herein, any claims may be submitted to the U.S. Federal Trade Commission (FTC) pursuant to Section 5 of the Federal Trade Commission Act.

UTSI wishes its safe harbor benefits to cover human resources information transferred from the EU for use in the context of the employment relationship. The company will cooperate with the EU authority or authorities concerned with such matters and will comply with any valid and lawful advice given by said authority or authorities in the relevant jurisdiction.

Please read the following statements, sign below, and return to your manager.

I have received and read a copy of the UTSI PRIVACY POLICY. I understand it is subject to change at the sole discretion of UTSI at any time.

I am aware that during the course of my employment confidential information will be made available to me, for instance, product designs, marketing strategies, customer lists, pricing policies and other related UTSI information, as well as information provided as part of my responsibilities to fulfill a specific customer’s requirements. I understand that this information is proprietary and critical to the success of UTSI and its customers and must not be given out or used outside of UTSI's premises or with non-UTSI employees except for legitimate business purposes of UTSI. In the event of termination of employment, whether voluntary or involuntary, I hereby agree not to utilize or exploit this information with any other individual or company.

Requests for Personal Information from Third Parties

I understand that from time to time the Company may have to release statistical data concerning company employees that may involve the use of some of my personal data, including my name, gender, age, and address for the purpose of acquiring insurance or other benefits. I authorize these disclosures so long as such disclosures are made solely for these purposes. I further understand the company is required by law to release certain information to governmental statistical or taxation authorities, and I understand the Company will do so in compliance with the law.

I understand I must inform the company in writing when I have authorized a third party (credit agency, lending institution, etc.) to contact UTSI and gather information concerning me. Otherwise, the company will not release such data. UTSI is not responsible for any consequences of such non-disclosure unless UTSI has been specifically informed in writing of your allowing such a disclosure.

Employee's Printed Name ____________________________

Date ____________________________

Employee's Signature ____________________________

Note to the employee: The original of this form will be placed in your personnel file. Your manager will give a copy of this form to you.