SOUTHERN GLAZER S WINE AND SPIRITS, LLC. EMPLOYMENT ARBITRATION POLICY

Transcription

1 SOUTHERN GLAZER S WINE AND SPIRITS, LLC. EMPLOYMENT ARBITRATION POLICY Southern Glazer s Arbitration Policy July

2 SOUTHERN GLAZER S WINE AND SPIRITS, LLC. EMPLOYMENT ARBITRATION POLICY A. STATEMENT OF INTENT Southern Glazer s Wine and Spirits, LLC. and any of its subsidiaries or affiliates (collectively referred to as the Company ) values each of its employees and looks forward to good relations with, and among, all employees. Occasionally, however, disagreements may arise between an individual employee and the Company, or between employees in a context that involves the Company. The Company believes that the resolution of such disagreements will best be accomplished by internal review and, if that fails, by arbitration conducted by the American Arbitration Association ( AAA ). Arbitration of unresolved disputes is favored because it is generally quicker and less costly for all parties than litigation in state or federal courts. The arbitration process ensures that employers and employees relinquish no substantive rights but merely substitute an arbitral for a judicial forum. For these reasons, the Company has created this Employment Arbitration Policy ("Policy"). The Policy applies to all persons employed by the Company and reflects the mutual agreement of the Company and its employees to be so bound. THIS POLICY IS NOT, HOWEVER, AND SHALL NOT BE CONSTRUED TO CREATE ANY CONTRACT OF EMPLOYMENT, EXPRESS OR IMPLIED. NOR DOES THIS POLICY IN ANY WAY ALTER THE AT WILL STATUS OF THE COMPANY S EMPLOYEES. THIS POLICY Southern Glazer s Arbitration Policy July

3 IS PART OF AND INCORPORATED INTO EACH AND EVERY AGREEMENT TO ARBITRATE ENTERED INTO BY THE COMPANY AND ITS EMPLOYEES. B. SCOPE OF THE POLICY 1. Claims Covered By The Policy The Policy makes arbitration the required and exclusive forum for the resolution of all claims or controversies ( claims ), past, present, or future, related to an employee s employment or termination of employment, that the Company may have against an employee or an employee may have against the Company or against its officers, directors, employees or agents in their capacity as such or otherwise (and which are not resolved by internal procedures such as meeting with supervisors, with senior management or with Human Resources representatives). The claims covered by this Policy include but are not limited to claims, demands or actions for wages or other compensation due; claims for breach of contract or covenant (express or implied); tort claims; claims of discrimination or harassment, including but not limited to race, sex, gender, sexual orientation, religion, national origin, age, marital status, or medical condition, handicap or disability, under Title VII of the Civil Rights Act of 1964 as amended, the Age Discrimination in Employment Act, the Americans with Disabilities Act, the Family and Medical Leave Act, the Fair Labor Standards Act, any state antidiscrimination statute, and any other

4 federal, state or local statute, regulation, ordinance or common law doctrine, regarding employment discrimination, conditions of employment or termination of employment; claims for wages, benefits or other compensation due; and claims for violation of any other federal, state, or other governmental law, statute, regulation, ordinance or common law doctrine, except claims excluded in the section below captioned Claims Not Covered By the Policy. The Policy does not require that the Company institute arbitration before making business personnel decisions, or taking disciplinary action of any kind, including termination. However, if a dispute arises concerning such matters, an employee may institute arbitration proceedings in accordance with this Policy. Arbitration under this Policy is mandatory and binding. 2. Claims Not Covered By The Policy (a) Claims for benefits under an employee benefit or pension plan that either (1) specifies that its claims procedure shall culminate in an arbitration procedure different from this one, or (2) is underwritten by a commercial insurer which decides claims, are not covered by this Policy. (b) Claims for workers compensation or unemployment compensation benefits are not covered by this Policy. (c) There will be no right or authority for any dispute to be heard or arbitrated on a class action basis, as a private attorney general, or on bases involving disputes brought in a representative capacity on behalf of the general

5 public, or other the Company employees, or of other persons similarly situated and all such claims are barred. The individual claim of any party bound by this Policy is subject to this limitation. 3. Mediation. This Policy does not prevent the Company and Employee who are parties to any disputes governed by this Policy from agreeing voluntarily to submit such disputes to mediation before beginning any arbitration proceedings. Should the parties agree to mediate such disputes; the parties will come to agreement in advance concerning the payment of any fee for said mediation. C. ARBITRATION RULES AND PROCEDURES The following rules and procedures are based on, and largely incorporate, the Employment Arbitration Rules of the American Arbitration Association ( AAA ). Provisions regarding fees and costs have been modified to provide that many of the costs typically shared by the parties will be borne by the Company. In addition, provisions permitting adequate discovery have been added to ensure equal access to relevant information. 1. Initiation of Arbitration Proceeding Either party may initiate arbitration by a written demand for arbitration submitted to the other party. An employee wishing to initiate arbitration should direct his or her demand to the Director of Human Resources in writing. The demand shall set forth the claim, including any alleged act or omission. It

6 should be submitted as quickly as possible in order to achieve the prompt resolution that the arbitration process is designed to provide. If the claim is not one that could be brought in court, the demand for arbitration must be made within one month of the incident or occurrence upon which the dispute is based. If the claim could otherwise be decided in court, the demand for arbitration must be postmarked (if mailed) or received (if delivered in any other manner) within one year of the incident giving rise to such claim or within the statutory time allowed for filing a complaint in court in connection with such a claim, whichever period is longer. Any demand not filed within the applicable time limit will be deemed waived, unless the non-complaining party agrees in writing to extend or waive the time limit. Only an officer of the Company has the authority to extend or waive such time limits on behalf of the Company. Within ten business days of making or receiving such demand, the Company shall file the demand with the nearest office of the AAA, together with the appropriate administrative fee as provided in the AAA's then-current fee schedule. The Company shall pay 100 percent in excess of one hundred dollars ($100) of the administrative fee required. The remaining $100 is to be paid by the complaining party. 2. Appointment of Neutral Arbitrator Immediately after the filing of the demand for arbitration, or as soon thereafter as possible, the AAA shall send simultaneously to each party to the

7 dispute an identical list of names of persons chosen from the AAA's Employment Dispute Panel from the AAA office closest to the Company office out of which the employee is or was most recently assigned to work. (For example, if the AAA office closest to a worksite is San Francisco, the list shall be pulled from the Employment Dispute Panel out of the San Francisco office of AAA.) If the parties are unable to mutually agree upon an arbitrator from the list, each party to the dispute shall have fifteen days from the transmittal date in which to strike any names objected to, number the remaining names in order of preference, and return the list to the AAA. If a party does not return the list within the time specified, all persons named therein shall be deemed acceptable. From among the persons who have been approved on both lists, and in accordance with the designated order of mutual preference, the AAA shall invite the acceptance of an arbitrator to serve. If the parties fail to agree on any of the persons named, or if acceptable arbitrators are unable to act, or if for any other reason the appointment cannot be made from the submitted lists, AAA will notify the parties that the parties may mutually agree upon an arbitrator of their choice who is appears on the AAA Employment Panel within the state the dispute arose. If the parties fail to mutually agree upon an arbitrator within fifteen days of being notified by the AAA, the AAA shall send a second list to the parties who, if they cannot mutually agree on anyone from

8 the list, shall strike and order the remaining arbitrators in order of preference as described above within fifteen days of the transmittal date. If a party does not return the list within the time specified, all persons named therein shall be deemed acceptable. From among the persons who have been approved on both lists, and in accordance with the designated order of mutual preference, the AAA shall invite the acceptance of an arbitrator to serve. If the parties fail to agree on any of the persons named in the second list, or if acceptable arbitrators are unable to act, or if for any other reason the appointment cannot be made from the submitted lists, the AAA shall have the power to make the appointment from among other neutral members of the Employment Dispute Panel serving out of the AAA office closest to the Company office out of which the employee is or was most recently assigned to work without the submission of additional lists. 3. Qualifications of Neutral Arbitrator Arbitrators serving pursuant to the Policy shall be independent and impartial decision-makers. No person shall serve as a neutral arbitrator in any matter in which that person has any financial or personal interest in the result of the proceeding. Prior to accepting appointment, the prospective arbitrator shall disclose any circumstance likely to prevent a prompt hearing or to create a presumption of bias. Upon receipt of such information, the AAA shall communicate the information to the parties. Upon objection of a party to the

9 continued service of a neutral arbitrator, the AAA shall determine whether the arbitrator should be disqualified and shall inform the parties of its decision, which shall be conclusive. 4. Date, Time and Place of Hearing If the parties disagree as to the locale, the AAA may initially determine the place of arbitration, subject to the power of the arbitrator, after the arbitrator s appointment to make a final determination on the locale. All such determinations shall be made having regard for the contentions of the parties and the circumstances of the arbitration. The arbitrator shall set the date, time, and place of the hearing, notice of which must be given to the parties by the AAA at least ten days in advance, unless the parties agree otherwise in writing. 5. Representation Any party may be represented by counsel or by any other authorized representative, including himself/herself. 6. Attendance at Hearing

10 The arbitrator shall maintain the privacy of the hearings unless the law provides to the contrary. Any person having a direct interest in the arbitration is entitled to attend hearings. The arbitrator shall otherwise have the power to require the exclusion of any witness, other than a party or other essential person, during the testimony of any other witness. The arbitrator shall determine whether any other person may attend the hearing. 7. Postponement The arbitrator, for good cause shown, may postpone any hearing upon the request of a party or upon the arbitrator's own initiative, and shall also grant such postponement when all of the parties agree thereto. 8. Oaths Before proceeding with the first hearing, each arbitrator shall take an oath of office. The oath shall be provided to the parties prior to the first hearing. The arbitrator may require witnesses to testify under oath administered by any duly qualified person and, if it is required by law or requested by any party, shall do so. 9. Stenographic Record There shall be no stenographic record of these proceedings unless either party or the arbitrator requests it. In the event a party requests a stenographic record, that party shall bear the cost of such a record. If both parties request a stenographic record, the cost shall be borne equally by the parties. If the

11 arbitrator requests a stenographic record, the cost shall be borne by the Company. 10. Proceedings The arbitrator may, at the beginning of the hearing, ask for statements clarifying the issues involved. The complaining party will then normally present evidence to support its claim. The defending party will then normally present evidence to support its defense or to rebut the evidence presented by the complaining party. The arbitrator has the discretion to vary this procedure but shall afford a full and equal opportunity to all parties for the presentation of any material and relevant evidence. Normally, the hearing shall be completed within one day. In unusual circumstances and for good cause shown, the arbitrator may schedule an additional hearing to be held within five business days. 11. Arbitration in the Absence of a Party Unless controlling legal authority provides to the contrary, the arbitration may proceed in the absence of any party or representative who, after due notice, fails to be present or fails to obtain a postponement. An award shall not be made solely on the default of a party. The arbitrator shall require the party who is present to submit such evidence as the arbitrator may require for the making of the award.

12 12. Discovery Each party shall be entitled to propound and serve upon the other party one set of interrogatories in a form consistent with the Federal Rules of Civil Procedure (Rule 33) and which shall be limited in number to twenty-five interrogatories (including subparts, which shall be counted separately). Each party shall be entitled to propound and serve upon the other party one set of requests for production of documents in a form consistent with the Federal Rules of Civil Procedure (Rule 34) and which shall be limited in number to twenty-five requests (including subparts, which shall be counted separately). Additionally, each party shall be entitled to conduct two days (twelve hours total) of depositions of witnesses or of parties in accordance with the procedures set forth in the Federal Rules of Civil Procedure (Rule 30). Any additional discovery must be approved by the arbitrator before being conducted or propounded. In no event shall parties be denied the right to discovery sufficient to adequately arbitrate their claims, including access to essential documents and witnesses, as determined by the arbitrator. 13. The Arbitrator s Authority The arbitrator shall apply state or federal law, or both, as applicable to the substantive claims asserted. The arbitrator shall have the authority to oversee the discovery process, to hear and rule on pre-hearing disputes, to conduct the hearing, to receive evidence, and to award any remedy that could

13 be awarded by a court sitting in the jurisdiction under the relevant law. The arbitrator shall also have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability or formation of the agreement to arbitrate or this Policy. Specifically, unless controlling legal authority requires otherwise, the arbitrator and not a court shall decide whether a dispute is arbitrable, including claims that fraud or misrepresentation induced the employee to sign the arbitration agreement or agree to this Policy. Any ambiguity or uncertainty is to be resolved in favor of arbitration. In the event that either party files, and is allowed by the courts to maintain, a court action on any claim covered by this Policy, the plaintiff in such action agrees not to request and hereby waives his, her, or its right to a trial by jury. The arbitrator shall have no authority to consolidate more than one person s claims and/or otherwise preside over any form of a representative or class proceeding. 14. Dispositive Motions The arbitrator may allow the filing of a dispositive motion if the arbitrator determines that the moving party has shown substantial cause that the motion is likely to succeed and dispose of or narrow the issues in the case.

14 15. Evidence The parties may offer such evidence as is relevant and material to the dispute and shall produce such evidence as the arbitrator may deem necessary to an understanding and determination of the dispute. An arbitrator or other person authorized by law to subpoena witnesses or documents may do so upon the request of any party or independently. The arbitrator shall be the judge of the relevance and materiality of the evidence offered, and although conformity to legal rules of evidence shall not be necessary, the arbitrator and the parties shall be guided by the Federal Rules of Evidence. 16. Evidence by Affidavit and Filing of Documents The arbitrator may receive and consider the evidence of witnesses by affidavit, but shall give it only such weight as the arbitrator deems it entitled to after consideration of any objection made to its admission. All documents to be considered by the arbitrator shall be filed at the hearing. There shall be no post-hearing briefs, unless by agreement of the parties or by order of the arbitrator. 17. Inspection or Investigation An arbitrator finding it necessary to make an inspection or investigation in connection with the arbitration shall direct the AAA to so advise the parties. Any party who so desires may be present at such an inspection or

15 investigation. Either party may also request that the arbitrator make an inspection (such as of an area of the Company premises) at any time before or during the hearing. 18. Closing of Hearing The arbitrator shall ask whether the parties have any further proofs to offer or witnesses to be heard. Upon receiving negative replies, or if satisfied that the record is complete, the arbitrator shall declare the hearing closed. 19. Reopening of Hearing The hearing may be reopened on the arbitrator's initiative, or upon application of a party, at any time before the award is made. The arbitrator may reopen the hearing and shall have thirty days from the closing of the reopened hearing within which to make an award. 20. Waiver of Procedures Any party who proceeds with the arbitration after knowledge that any provision or requirement of these procedures has not been complied with, and who fails to state objections thereto in writing, shall be deemed to have waived the right to object. 21. Serving of Notice Any papers, notices, or process necessary or proper for the initiation or continuation of an arbitration under these procedures, any court action in connection therewith, or the entry of judgment on an award made under these

16 procedures, may be served on a party by mail addressed to the party or its representative at the last known address or by personal service, in or outside the state where the arbitration is to be held, provided that reasonable opportunity to be heard with regard thereto has been granted to the party. The AAA and the parties may also use facsimile transmission, telex, telegram, or other written forms of electronic communication to give the notices required by these procedures. 22. Time of Award The award shall be made by the arbitrator within 30 days of the close of the hearing unless otherwise agreed by the parties or specified by law. 23. Form of Award The award shall be in writing and shall be signed by the arbitrator. The arbitrator s award shall include an explanatory opinion setting forth the essential findings and conclusions on which the award is based, which shall also issue within 30 days of the close of the hearing. All awards shall be executed in the manner required by law. 24. Judicial Review The arbitrator s award shall be final, enforceable and binding on all parties. Judicial review shall be limited, as provided by law.

17 25. Delivery of Award to Parties Parties shall accept as legal delivery of the award the placing of the award or a true copy thereof in the mail, addressed to a party or its representative at the last known address, personal service of the award, or the filing of the award in any manner that is permitted by law. 26. Enforcement The decision of the arbitrator may be enforced under the terms of the Federal Arbitration Act (Title 9 U.S.C.) and/or under any applicable state law. If the decision is not completely enforceable, final and binding, it shall be enforced and binding on both parties to the extent permitted by existing law. If any provision of the Policy is adjudged to be void or unenforceable, in whole or in part, such adjudication shall not affect the validity of the remainder of the Policy. 27. Judicial Proceedings and Exclusion of Liability A. Neither the AAA nor any arbitrator in a proceeding under these procedures is a necessary party in judicial proceedings relating to the arbitration. B. Parties to these procedures shall be deemed to have consented that judgment upon the arbitration award may be entered in any federal or state court having jurisdiction thereof.

18 28. Expenses In order to make these arbitration procedures available to its employees, the Company shall pay 100 percent in excess of one hundred dollars ($100) of any administrative fee required by the AAA if an employee or ex-employee files under these procedures. The expenses of witnesses for either side shall be paid by the party requiring the presence of such witnesses. Each side shall pay its own legal fees and expenses, unless ordered otherwise by the arbitrator, pursuant to law. All other expenses of the arbitration, such as required travel and other expenses of the arbitrator (including any witness produced at the direction of the arbitrator), and the expenses of a representative of AAA, if any, shall be paid completely by the Company. The employee retains the right to contribute any amount in excess of $100 towards the administrative fee and expenses that would otherwise be paid by the Company, up to fifty percent (50%) of the administrative fee and such expenses. 29. Time Period for Arbitration An arbitration must be conducted and an award rendered within one year of the date of the written demand for arbitration under Section C (1). 30. Extensions of Time

19 The time limits set forth in this Policy may be extended or waived only by mutual agreement of both parties in writing. Only an officer of the Company can agree on behalf of the Company to extend or waive the time limits set forth in the Policy. 31. Amendment of Arbitration Policy From time to time this Policy may be amended. Such amendments may be made by publishing them in the Employee Handbook or by a separate release to employees. 32. Interpretation and Application of Procedures The arbitrator shall interpret and apply these procedures insofar as they relate to the arbitrator's powers and duties. All other procedures shall be interpreted and applied by the AAA.

20 MUTUAL AGREEMENT TO ARBITRATE CLAIMS I recognize that differences may arise between Southern Glazer s Wine and Spirits, LLC. and any of its subsidiaries or affiliates (collectively referred to as the Company") and me during or following my employment, and that those differences may or may not be related to my employment. I hereby agree to submit all claims arising from any such differences to the arbitration procedures described in the Southern Glazer s Wine and Spirits, LLC. Employment Arbitration Policy (as amended July, 2016) ("the Policy"), a true and correct copy of which is attached hereto, and by this reference, incorporated herein, and as set forth in this Agreement. These arbitration procedures ensure that the Company and its employees do not relinquish any substantive rights but merely substitute an arbitral for a judicial forum. Claims Covered by the Agreement The Company and I mutually consent to the resolution by arbitration of all claims or controversies ("claims"), past, present, or future, whether or not arising out of my employment, or its termination, that the Company may have against me or that I may have against the Company or against its officers, directors, employees or agents in their capacity as such or otherwise. The claims covered by this Agreement include but are not limited to claims for breach of any contract or covenant (express or implied); tort claims; claims of discrimination and harassment, including, but not limited to, race, sex, gender, sexual orientation, religion, national origin, age, marital status, or medical condition, handicap or disability, under Title VII of the Civil Rights Act of 1964 as amended, the Age Discrimination in Employment Act, the Americans with Disabilities Act, the Family and Medical Leave Act, the Fair Labor Standards Act, any state anti-discrimination statute, and any other federal, state or local statute, regulation, ordinance or common law doctrine, regarding employment discrimination, conditions of employment or termination of employment; claims for wages, benefits or other compensation due; and claims for violation of any federal, state, or other governmental law, statute, regulation, or ordinance or common law doctrine, except claims excluded in the section below captioned "Claims Not Covered by the Agreement." Except as otherwise provided in this Agreement or by law, I knowingly and willingly forego my statutory and common law remedies, whether state or federal, whether explicitly mentioned in this Agreement or not, in favor of submitting any disputes with the Company to arbitration. Except as otherwise provided in this Agreement or by law, both the Company and I agree that neither of us shall initiate or prosecute any lawsuit or administrative action (other than an administrative charge of discrimination before an administrative agency serving a prosecutorial function) in any way related to any claim SOUTHERN GLAZER S ARBITRAITON AGREEMENT July, 2016 Page 1 of 4

21 covered by this Agreement. In the event that either party files, and is allowed by the courts to maintain, a court action on such claim, the plaintiff in such action agrees not to request and hereby waives his, her, or its right to a trial by jury. Claims Not Covered by the Agreement (a) Claims I may have for benefits under an employee benefit or pension plan that either (1) specifies that its claims procedure shall culminate in an arbitration procedure different from this one, or (2) is underwritten by a commercial insurer which decides claims, are not covered by this Agreement. (b) Claims I may have for workers compensation or unemployment compensation benefits are not covered by this Agreement. (c) I further recognize and agree that under this Agreement and Policy, there will be no right or authority for any dispute to be heard or arbitrated on a class action basis, as a private attorney general, or on bases involving disputes brought in a representative capacity on behalf of the general public, or other Company employees, or of other persons similarly situated and that such claims are barred. I further realize that any claim I have that falls under the terms of this Agreement is subject to this limitation. Arbitrator's Authority The arbitrator shall apply state or federal law, or both, as applicable to the substantive claims asserted. The arbitrator shall have the authority to oversee the discovery process, to hear and rule on pre-hearing disputes, to conduct the hearing, to receive evidence, and to award any remedy that could be awarded which would be available in a court sitting in the jurisdiction under the relevant law. The arbitrator shall also have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability or formation of this Agreement or the Policy. Specifically, the arbitrator and not a court shall decide whether a dispute is arbitrable, including claims that fraud or misrepresentation induced me to sign this Agreement or agree to the Policy. Any ambiguity or uncertainty is to be resolved in favor of arbitration. The arbitrator shall have no authority to consolidate more than one person s claims and/or otherwise preside over any form of a representative or class proceeding. Successors and Assigns I understand that any reference in this Agreement to the Company will also refer to all subsidiary and affiliated entities, agents, and all successors and assigns of any of them. SOUTHERN GLAZER S ARBITRAITON AGREEMENT July, 2016 Page 2 of 4

22 Requirements for Modification or Revocation This Agreement to arbitrate shall survive the termination of my employment and the expiration of any benefit plan. It can only be revoked or modified by a written agreement to do so which both I, and an authorized representative of the Company, have signed. Such an agreement must specifically state a mutual intent to revoke or modify this Agreement. Sole and Entire Agreement This is the complete agreement of the parties on the subject of arbitration of disputes (except for any arbitration agreement in connection with any pension or benefit plan). This Agreement supersedes any prior or contemporaneous oral or written understandings on the subject. No party is relying on any representations, oral or written, on the subject of the effect, enforceability or meaning of this Agreement, except as specifically set forth in this Agreement. Severability This Agreement and the Policy are governed by the Federal Arbitration Act (Title 9 U.S.C.). If for any reason the Agreement and/or Policy is not deemed completely valid, binding or enforceable, each shall be enforced and binding on both parties to the extent permitted by existing law. If any provision of this Agreement or the Policy is adjudged to be void or unenforceable, in whole or in part, such adjudication shall not affect the validity of the remainder of the Agreement and/or Policy. Any ambiguity or uncertainty is to be resolved in favor of arbitration. Consideration The promises by the Company and by me to arbitrate differences, rather than litigate them before courts or other bodies, provide consideration for each other. Not an Employment Agreement THIS AGREEMENT IS NOT, AND SHALL NOT BE CONSTRUED TO CREATE, ANY CONTRACT OF EMPLOYMENT, EXPRESS OR IMPLIED. NOR SOUTHERN GLAZER S ARBITRAITON AGREEMENT July, 2016 Page 3 of 4

23 DOES THIS AGREEMENT IN ANY WAY ALTER THE "AT WILL" STATUS OF MY EMPLOYMENT. Voluntary Agreement I ACKNOWLEDGE THAT I HAVE CAREFULLY READ THIS AGREEMENT (AND THE POLICY INCORPORATED HEREIN) AND THAT I UNDERSTAND AND AGREE TO BE BOUND BY ITS TERMS. I HAVE ENTERED INTO THIS AGREEMENT VOLUNTARILY AND NOT IN RELIANCE ON ANY PROMISES OR REPRESENTATIONS BY THE COMPANY OTHER THAN THOSE CONTAINED IN THIS AGREEMENT ITSELF. I UNDERSTAND THAT BY SIGNING THIS AGREEMENT I AM GIVING UP MY RIGHT TO A JURY TRIAL IN REGARD TO THE TYPES OF CLAIMS COVERED BY THIS AGREEMENT. THIS WAIVER OF JURY CLAUSE SHALL SURVIVE EVEN IF MY AGREEMENT TO ARBITRATE IS FOUND TO BE INVALID. I FURTHER ACKNOWLEDGE AND UNDERSTAND THAT PURSUANT TO THIS AGREEMENT, ARBITRATION OF DISPUTES COVERED BY THIS AGREEMENT IS MANDATORY AND BINDING. I FURTHER ACKNOWLEDGE THAT I HAVE BEEN GIVEN THE OPPORTUNITY TO DISCUSS THIS AGREEMENT WITH MY PRIVATE LEGAL COUNSEL AND HAVE AVAILED MYSELF OF THAT OPPORTUNITY TO THE EXTENT I WISH TO DO SO. Signature of Employee Name (Print) Date SOUTHERN GLAZER S WINE AND SPIRTS, LLC. Signature of Authorized Company Representative Title of Representative SOUTHERN GLAZER S ARBITRAITON AGREEMENT July, 2016 Page 4 of 4

24 Date SOUTHERN GLAZER S ARBITRAITON AGREEMENT July, 2016 Page 5 of 4