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HomeMy WebLinkAbout08-1032 QUALITY BUILDERS WARRANTY IN THE COURT OF COMMON CORPORATION PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff : DOCKET NO.: O8 - ?030? ??`? V. CIVIL ACTION DHR INTERNATIONAL INC. Defendant NOTICE YOU HAVE BEEN SUED IN COURT. If you wish to defend against the claims set forth in the following pages, you must take action within twenty (20) days after this Complaint and Notice are served, by entering a written appearance personally or by attorney and filing in writing with the Court your defenses or objections to the claims set forth against you. You are warned that if you fail to do so the case may proceed without you and a judgment may be entered against you by the Court without further notice for any money claimed in the Complaint or for any other claim or relief requested by the Plaintiff. You may lose money or property or other rights important to you. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHER YOU CAN GET LEGAL HELP. CUMBERLAND COUNTY BAR ASSOCIATION 32 South Bedford St. Carlisle, PA 17013 717-249-3166 QUALITY BUILDERS WARRANTY CORPORATION Plaintiff V. DHR INTERNATIONAL INC. Defendant COMPLAINT IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA DOCKET NO.: D P - l0 3.2 C',c l Tc?, .. CIVIL ACTION AND NOW this /.? day of February 2008, comes the Plaintiff Quality Builders Warranty Corporation, by and through its attorney and files the within Complaint and avers as follows: 1. Plaintiff is Quality Builders Warranty Corporation (QBW) a Pennsylvania corporation with a registered office at 325 North Second Street, Wormleysburg, Cumberland County, Pennsylvania 17043. 2. Defendant is DHR International Inc. (DHR) an Illinois corporation registered to transact business in the state of Pennsylvania with a registered agent identified as National Registered Agents Inc., 600 North Second Street, Suite 500, Harrisburg, Dauphin County, Pennsylvania 17101. 3. DHR represents itself to be an executive search firm. 4. In October of 2007, QBW was desirous of engaging an executive search firm to fill a position at QBW. 5. DHR submitted an Executive Search Proposal to QBW. A copy of the proposal is attached hereto, incorporated herein and marked as Exhibit 1. 6. The proposal submitted by DHR was an attempt to distinguish itself from the other executive search companies in order to have QBW utilize its services. 0!Y1de'11121 P n elmvlioll DHR INTERNATIONAL ,reselrled /o Jordan 01shefski Vice President precelllell b DHR International search global) David Hoffmann Chairman & Chief Executive Officer Nick Slee Senior Vice President Lzecutive Search ZXA1 16,r section I)Nl tall,,,, aatioaaal PROFILE Overview Established in 1989, DHR is the fifth largest retained executive earch firm in the United States. As our presence continues to broaden and encompass the globe, we remain a fast-growth and innovative search firm. Leadership David Hoffmann Chief Executive Officer Services Retained executive-level and Board Director searches Locations Nearly 40 offices providing global search services: a domestic presence across the nation and international locations in Canada, London, Shanghai, Tokyo, Hong Kong and Mexico Headquartered in Chicago, DHR offers complete search services through nearly 40 offices across the United States, Canada, Europe, Asia-Pacific and Latin America. Our local and regional locations allow consultants to offer personalized service, while leveraging the firm's global relationships. We conduct search assignments at the Board Director, CxO and functional Vice President levels. Our consultants are experienced professionals who are retained by the Fortune 1000 as well as prominent venture firms and early-stage companies. DHR is recognized as a quality driven firm that exceeds expectations by actively listening to its clients and consistently delivering results. This enables us to achieve and maintain long- term partnerships with our select client base. Our reputation as a thought leader is the result of our active Website participation in trade associations and industry events. Since http://www.dhrintemational.com these investments keep us closely connected to the marketplace, DHR is frequently requested to comment on the latest managerial and hiring trends. You will notice DHR in such publications as BusinessWeek and The Wall Street .journal, as well as in the local media. D SIR Ex7,14tive search *1R. 1111e1-1&11011L11' OFFICE LOCATIONS UNITED STATES Corporate Headquarters: Asia Pacific Chicago, IL Hong Kong 36" Floor Two Exchange Square Central Hong Kong Tel: +852 2622 8888 Regional Headquarters: Toronto 43 Front Street East, Suite 301 Toronto, Ontario M5E 1 B3 Tel: 416.941.9534 Denver, CO Los Angeles, CA New York, NY Washington, DC Canada Europe Latin America Guadalajara Lazaro Cardenas 4145-5`" Floor Guadalajara, Jalisco C.P. 45040 Tel: +5255 5089 8890 Shanghai Room 1855, 18" Floor 4222 Yan An Road East Shanghai 200002 China Tel +86 21 132 2856 Tokyo Kamiyacho MT Building 16F 4-3-20-Toranomon Minato-ku Tokyo 105-0001 Japan Tel: +81 3 4577 0000 London 83 Blackfriars Rd. London SE18H UK Tel: +0207 803 1021 Leon Blvd. Vasco de Quiroga No. 101 Los Gavilanes; Leon, Guantajuato Tel: +5255 5089 8890 Mexico City Constituyentes 117-Piso 5 Col. San Miguel Chapultepec 11850 Mexico, D.F. Tel: +5255 5089 8890 Monterrey LAzaro Cardenas 2400 Pte., Losoles Bldg. Suite A 14, Residencial San Agustin Monterrey, Nuevo Leon C.P. 66270 Tel: +5255 5089 8890 4?C'q I,(3 iT .2 D R Ircec??tice Scorch DHR J;11erruJlion r/ AREAS OF SPECIALTY Vertical Alignment DHR is able to provide its clients with the most comprehensive expertise to complete each search successfully. This is made possible by our definitive market segmentation and strong collaboration across the recruiting body. These capabilities afford us significant domain knowledge and offer immediate access to the right candidates. Advanced Technology Board/CEO Consumer Diversity Education ?L Financial Services Healthcare & Life Sciences Industrial Life Sciences Technology Media & Entertainment J-do PIN Mad a.. Nonprofit Professional Services Retail/Consumer Dil I LY«„five sound, Z?-'Vns " 'T Further, our clients enjoy the simplicity of a single point of contact for all their searches. They have the ability to preserve the relationship with their trusted search consultant who, through DHWs global network and presence, is able to seamlessly traverse country borders in search of excentinnn I tn1a„f go AgNiisiT I section 1)1 IR Joe;//,1/iona% CONSULTING EXPERTISE Dynamic Leadership In today's competitive environment, companies throughout the world are competing to win the war for talent. Investing in top executives is the most critical decision for every business. We believe that a company is only as great as those who lead it, and as an extension of your management team, DHR will identify and deliver executives who will make an immediate impact. With regard to our own business, DHR is committed to recruiting the best talent in the world. We have attracted the most successful search consultants with cutting edge industry and functional expertise. This high caliber of search consultant will improve your recruiting process and allow your company to better understand the marketplace and the competitive landscape. Functional Proficiency DHR has established proficiencies across all functional areas including board director, general management, operations, finance, IT, sales, marketing, business development, engineering, research and development, human resources, and professional services. 3M W T LIANT ALCOA ? ENERGY soE,?a cltigroup' @omcast P ...v.. _, lN. ••IW , Dias ?1r oollurtl, Ui?,l. RA: macro m- edict/Q MOTQRpLA Iv O V A R T 1 Sf1C UEFt7T Rayfh000 a sy?b0? t jrshmanSpeyer T r e r a n s e M a L l r ry C o m y a r - I t'?opettios r* -sn U K I V F R S IT Y OF NOTRE DAME ve n Vi/1SYS"' ?? Wyerh ^ III A I ' ( I I C A It. ? . • Y,r3o?o.?. ?11 J Excelitire Search BankcfAmericaQ00. Sl 17? & Delta. ---)r arjo l?( lY',I('lIl S 11 111(11.>i SALES/BUSINESS DEVELOPMENT 1-800-Pack Rat Director, Franchise Sales A provider of portable storage units to residential or commercial addresses for short or long-term storage. Accenture A global management consulting, technology services and outsourcing company. Accordent Technologies Senior Director, Sals A leading developer of solutions for the creation and manag ement of rich media content. NorthAmerActivision Vice A recognized, international publisher of innovative interactive entertainment software. Adelphia Communications A provider of cable entertainment, digital a Area Manaer, Sales & ble, local voice and long ds ance telephone services, messaging, and other telecommunications services. Adidas-Salomon International Sourcing Ltd. Head of Sales A global leader in the sporting goods industry. Agfa Graphics Director, Sales A world leader in prepress solutions for the printing and publishi ng industries. Vice President, Corporate Business Development - AIMCO CCappCO The largest publicly-traded owner/operator of apartment properties in the U.S. Almatis Regional Sales Manager, A global manufacturer of high performance specialty alumina materials. Aloca SIE Cargo Conversions Director, Sales & Marketing An Alcoa that has been providing engineering services to the aviation industry since 1981. AlliedCapital Vice President, Sales & Mrketing A provider of private investment capital to middle-market companies. 94AC'M ta , rl C 'MOMIN RAT PORTABLE MINI STORAGE Ad"3hua MCI' didas RYii Fn. GFA ' Graphics Aimco 0 AI..CpA LiY?l7[ItLT ?GpTI'tl SALES/BUSINESS DEVELOPMENT Altum, Inc. Vice President, Business Development A provider of information technology services to federal agencies and commercial companies. A's hice Vice President/Regional Business Development Di reectoCr, Southeastt One of the nation's largest comprehensive, K-12 school-improvement programs, serving some 325,000 students through partnerships with states, school districts and individual schools. American Equity Mortgage One of America's leadin mort Vice President, Sales g gage bankers, with 34 branch offices in 28 markets throughout the U.S. American Identity A leader in the development, Promotion and extension of corporate and branded trademarks through logoed merchandise. American Medical Systems Director, Sale A provider of world class medical devices and therapies th at help restore pelvicInternational helps Ameritrade Business Development Manager A provider of innovative brokerage products and services. Anchor Bay Entertainment Vice President, Sales An independent home video and DVD label. Applied Systems Executive Vice President, Sales & Marketing One of the largest insurance software companies in North America. Apropos Technology Vice President, agement software. A provider of computer telephony and call center man Armor Holdings, Inc. Director, Strategy & Business Development A top supplier of human safety & survival systems to all branches of the U.S. military and major aerospace & defense prime contractors. Atari Vice President, Sales An international producer, publisher, and distributor of video games for consoles and PCs. l tE00X4W1/SI7w 4 MLNK ns C H O I C F American '. Equity Mortgage IdentRy. A Life A _Apropos «. ATJ1lRt 1 JR Exemlive Search j I ('+t'i11C ZINC ?,t;t1?{711TP!!fl' SALES/BUSINESS DEVELOPMENT Bally's Casinos & Resorts (a division of Caesar's Entertainment) Manager, Market Planning & Business Development One of the world's leadin Vice President, Sales g game companies with 21 properties in three countries. Beau Rivage Resorts (A subsidiary of MGM Mirage) Assistant Director, Hotel Sales One of the world's leading and mos t respected hotel and gaming companies. !?.I?(?. Bell Automotive Products, Inc. National Sales Manager A leading supplier of automotive and auto racing accessories. Lem Bessemer Trust Principal, Business Development A wealth management and investment advisory firm. Boeing Vice President, Sales The world's largest aerospace company; the #2 marker of large commercial jets; BOE/HMO and the #2 defense contractor. Fa. ftw F_- Budget Rent-A-Car Vice President, Sales Operations &WOWL One of the world's best-known car rental brands. Burnham Corporation Vice President, Business Development A leading producer of boilers and related heating equipment for residential, COMMERCIAL commercial, and industrial applications. Cadbury Schweppes Vice President, Sales tJGlL National Sales Director, Foodservice Region Manager A major international beverage and confectionery company. Carrier Access Corporation Director, An equipment manufacturer for the telecommunications industry. CarrierAaess• +MwMrx^ Casino Queen Riverboat A riverboat hotel & casino located in East St. Louis, Illinois. it L l , ?:xewtive Search Z?tjwl6lr.L K('P1vse11ta1'1e -Js 'I1y11171elIli SALES/BUSINESS DEVELOPMENT Celerant Consulting Business Development Executive Senior Business Development Executive A global, strategic, operational consultant. Cenus Technologies Vice The first company to provide optimization based netrue LaY (application) ners7 t based information. Ceyx Technologies A developer and licensor of software-enable control systems for light emitting devices. Vice President, Sales & China Mist Tea Company The premiere supplier of fine iced and hot teas for he foodservice industry. Circadence Corporation Alanaging Sales quality of service A leading provider of Internet business and entertainment applications. Circadian Technologies, Inc. Director, Business Development A leading international research and consulting fiirmwhich assists anage s of extended hour (shift work) operations. Cleveland Indians Baseball Director, Ticket Sales A Major League Baseball team. CMS, Inc. Vice President, Development The world leader in radiation treatment planning and related solutions. Comcast Regional Vice President, Marketing & Sales The largest provider of cable and broadband services in the U.S. ComTec Incorporated ice P Sales A high-value provider of software driven print and e lectrlonic customer communications designed to improve business efficiency and communication. Convergys Vice President, Sales - Latin America (2) A global leader in integrated billing, customer care and employee care services. A:n,vI'd ir 'L c s GENUS "Umviummi CErn TECHNOLOGIES 604MOW, CIRC _)ENCE Circadian Technologies, Inc ??. MS Plan for More comcast. CONVERGYS ctur; Lirtf'ru.°. R ' Execuliee Search SALES/BUSINESS DEVELOPMENT Vice President, Consolidated Buying Company North America's largest buying group for operators nu the petroleum and convenience store industries. CoorsTek General Sales Afanager Vice President, Sales, Europe A manufacturer of advanced technical ceramic and high-performance plastic components. Corsair Memory Director, OEMSales Director, Sales, United Kingdom Director, Southern European Sales A designer and manufacturer of high-speed memory modules. Crane Aerospace & Electronics Vice President, siness lpment A supplier of critical systems and components to the aerospace and def nseemarkets. Cryo-Cell International, Inc. Vice r President, The world's oldest and largest family cord bloom Marketing em ell bank. Del Laboratories, Inc. Executive Vice President, Sales- US. A manufacturer of pharmaceuticals and cosmetics including Orajel and Sally Hansen products. Delta Air lines, Inc. Latin America Sales Director The world's second-largest airline. DFS North America Sales Manager A duty-free and general merchandise retailer. DHL(fka Airborne Express) District Sales Manager Regional Sales Directors (2) Reional Sales Mnagers (3) The world's largest and most experienced inte na tional air express network. Dingo Maintenance Systems Vice President, Sales The global leader in providing technical solutions in the fie ld of Oil Analysis. 46?kKj'd iT 7 CO RSTE K SJrtaziny.Sula?lfcura,° 00 CORSAIR CRANE }.i t, 7kr_t?arti ®CRYO-CELL Ame.:mi AJ [osd R/ of Rand", 'L .Delta ?11 f rt ? p r I UIR) Executive Search SALES/BUSINESS DEVELOPMENT Discus Dental, Inc. Vice President, International Sales & Marketing A distributor of tooth-whitening and oral hygiene products, impression materials, restoratives, and dental office software. Divecon Sales Manager Vice President, Sales & A premier provider of marine construction, commercial divingremotely operated vehicle ("ROV") services, and vessel charter services. D-Link Director, Sales - Direct Channel A global leader in revenue and market share for wireless and Ethernet networking. Dresser Industries, Waukesha Engine Regional Mideast Sales Manager A manufacturer of spark-ignited, gaseous-fuelled engines. ESS Technology Vice President, Sales A designer and marketer of high-performance digital v ideo processor and imaging sensor semiconductors. Financial Profiles, Inc. Vice President, Sales The market-share leader in financial planning solutions. FirstLogic European Business Development Director (2) A global provider of enterprise information quality solutions. Fiskars Brands Vice President, A global marketer and manufacturer of value-added, Development branded consumer and commercial products. Fotoball USA, Inc. , Sales The leading marketer and manufacturer of souvenir and promotionaltpro ducts servicing the sports and entertainment industries. Fluke Networks Vice President, Worldivide Sales A provider of innovative solutions for the testing, monitoring and analysis of enterprise and telecommunications networks. Z;?'q I is far I 01YOCON --•.?ivt ?. , D-Link 8wIdw, N<<w?: , t,,, .,,pte E T4 rt ? , Financial Profiles, Inc. OfirStLOGIC- For'-6i't ? t„?. D11 Executive Search P rz?t ? :i'n1cltll c? . -1.:?t f?zerrlr SALES/BUSINESS DEVELOPMENT Frank Russell Company Manager, Sales A provider of multi-manager solutions for investment manage stand capital markets. G&K Services ctor, A supplier of uniform services and gannentsencludi g,cleanro n and related textiles. Gemptus Vice Pres ise ales ident, A developer of smart card based solutions fors s ecurity, wireless, and ,-business applications. Gemstar TV Guide Vice President, Business Development A leading, global media and technology company that develops, licenses, markets and distributes products and services that simplify and enhance television guidance and consumer entertainment. Genova Diagnostics A specialty clinical laboratory providing innovative testsnand education fortthe diagnosis, prevention, and management of digestive disease. Goodrich Power Systems Business A leading global supplier of systems and services to the aerospace? an- Americas d defense industry. Handleman Company Vice President, Field Sales A supplier and merchandiser of pre-recorded music products to North American retail chains. Hassleblad USA l Sales Mager The U.S. subsidiary of a 60 year old Scandinaviantcomp any hoia he recognized leader in high end photography. HDS Retail North America Executive Vice President, Business Development A leader in travel retail in North America. Holsum Bakery, Inc. Director, Marketing largest supplier of bread, buns and rolls in the Southwest. 4 0kN/,gI T ,?. v4K $ENY??FS GEMPLUS- GU R T 'T V GUIDE ? GooDRICH N ftwismawn Compoy WASSE 101 AD M R- t;xeiluiue seurcit I?CfiI'E',f('!1/Cltlly -'?,f;ily SALES/BUSINESS DEVELOPMENT HON Industries, Inc. Vice President, Sales - Allsteel Vice President, Sales - Gunlocke Vice President, Sales North America's leading provider of workplace solutions to the office furniture industry's mid-market segment. Hyatt Hotels irector, Sales The owner and operator of 213 hotels and resorts in 43 countrie s around he world. ID Analytics Vice President, Sales A provider of advanced analytic solutions. Inductis Head of Sales A global professional services firm that helps large companies levera ge strategy analytics and technology to make better decisions. InfoPrise Vice President, Business o A provider of tools that combine forms creation, attribute storage and workflow into a single scalable enterprise-level application. Innovative Solutions & Support Vice President, Business Development A designer, manufacturer and retailer of flight avionic products to the military and government, commercial air transport and corporate aviation markets primarily to upgrade, or retrofit aircraft currently in use. InStadium dent, Saes Senior Vice An energetic, fast-growing alternative media company specializing in th e salelof advertising signage in restrooms and other stadium locations and game-day promotions within professional sports venues throughout the country. Intersport Vice Presi An Emmy Award-winning creator, producer and distributor of orig nal ports programming content, and an industry leader in sports hospitality and event marketing. Interactive Video Technologies, Inc. Senior Vice President, ?Marketing & Business Development A leading provider of enterprise-scale software that enables business users to create, manage and deploy rich-media presentations. .xNits,r 1 HUN H„YA ?T PeAnalytic5- INOUCTIS 1U1 A, Ah ALY57'i €.Ct<UTION InfoP ris innovative WS()luti€,ns & Sup{>s?rt InStadium The carne UkV h7ntia Company I I URT A I VT I1 LXeculive search glilllellt1' SALES/BUSINESS DEVELOPMENT Intervise Consultants, Inc. egional Sales Representative A professional IT services organization provid ing clients with end-to-end solutions teams and consultants for task-based services. Island Pacific Senior The global leader in retail merchandising, storeope at o s, CRM,tand multi-channel software solutions. Jackson Products, Inc. Director, Sales A designer, manufacturer and retailer of safety products and welding accessories. Jedai Broadband Networks, Inc. 171ce President, Business Development A designer and marketer of a complete access solution which enables service providers to offer small and medium enterprises traditional and advanced data and telephony services over their existing networks. Kane 3PL Business Development Manager A privately held, full service logistics provider. Keystone Consulting Group, LLC Business Development A business and IT management consulting and technology related Professional service company. Knowledge Learning Corporation Senior Vice President, Marketing & Business Development Vice Sales - Employer Partnerships The leader and preferred childcare provider in early childhood through school age education. Little Rapids Corporation National Sales A value-added developer, manufacturer and marketer of fiber-bbased consumable products and specialty papers. Lockheed Martin Missiles & Fire Control Business Development Manager Vice President, Domestic Business Development A manufacturer of missiles, naval rockets, fire control and sensor systems, fire support systems, missile launchers, missile defense systems, and anti-tank weapons. Ek,y //g / T ISLA P AN ACJedoi Woadb" Networks KEYS-TONE Knowkeclge Learning ..orporation^ 14 hem Lifetime LcarniR B Vm. Li eRa ids C'orporatiori f(_ ; trxettiallive Jeurth t?PnIZ'Jt'lifr.?;fll'f'^?Sal`!1l17('lZfJ' SALES/BUSINESS DEVELOPMENT Managed Objects Executive Vice President, Sales - Americas "The Business Service Management Company." Merisel, Inc. Vice Sales A distributor of computer hardware, networking equipment and software products. Microsoft Corporation Director, Business Development - Government The worldwide leader in software, services and solutions that help people and businesses realize their full potential. Molecular CChem New Business Development Manager A provider of leading chemical technologies for the purification of breathable air and the production of high-purity gases. Motorola Director, Corporate Business Development -Asia A Fortune 100 global communications leader that provides seamless mobility products and solutions across broadband, embedded systems and wireless networks. Napster Vice President, Business Development The world's most recognized brand in online music. Naterra Land The Midwest's leading provider of vacation home sites and/rec eati nal property. Network Solutions Regional Sales Director, Strategic Accounts (2) The original domain name registrar and the leading provider of Internet services. Newlink Genetics Vice President, Business Development and Marketing A biopharmaceutical company applying innovative techniques in cancer biology to produce new diagnostics and therapeutic agents to improve the lives of cancer patients. Nice Pak Products, Inc. Senior Vice President, Sales, Consumer Vice President, Sales. PD] The worldwide leader in pre-moistened wipes. E*- 9 /A IT MENISf, 1 on?¦ros ¦ MHCncrsoft C*CHE ?t??EHRA - /,wM'II t (network; t .?11c?ti??.r?{? GEN. RiGr 1111C• DI 1 Executive Search f?t??lZ'J('llt??fll?i',?1±;11;?111:'I[?111;? SALES/BUSINESS DEVELOPMENT Nike, Inc. Apparel Sales Director A designer, developer and marketer of footwear, apparel, equipment and accessory products. Nissan North America Senior North America's manufacturer of vehicles such fas he Xterra UV,rAltima sedan, and Frontier pickup. Onaro Vice President, Sales A pioneer in Chanage Management for SANS. Open Solutions, Inc. A provider of technology, Vice President, Sales software and services that allow banks, thrifts and credit unions to compete and service their customers or members more effectively. Pantheon Chemical Director, Business Development A manufacturer of innovative, high-performance, environmentally safe chemicals used by governments, commercial enterprises, and consumers. Parexel International Vice President, Sales Perceptive Informatics One of the largest biopharmaceutical outsourcing organizations in the world. Pearson Educational Measurement Vice President. Eastern Sales The largest commercial processor of student assessments. Pointsec Mobile Technologies Vice President, Sales A worldwide leading provider of information security solutions. Progress Software Corporation Vice President, North American Sales, OpenEdge Division A global industry leading providing application infrastructure software. Rainbow Rewards Senior Vice President, Sales A free transaction volume accelerator for credit card i ssuers who auto enroll their debit or credit cards. I1. LIIINZ&Aii- 5141FT_ ON/" RO eA# open ??'1 solutions VIS10R . TECHNOLOGY . SERVICE PANTHEON Lm:n,Nrng Rea?nnyi?P?. AAREXEL rrr ,?•.,.iesrrre7i,';'erer:?? • points@c M i5x" I& IT 'I I JDIX_ 6seclaive se"'Cl, KePi,eselltCTttt)C , ?,f',Plyil/7le ttJ SALES/BUSINESS DEVELOPMENT Ramco Gershenson Properties Trust Executive Vice President, New Business Initiatives A fully-integrated, self-administered, y RAMC O public] traded REIT which owns y,, G E R S H E N SON develops, acquires and manages shopping centers located primarily in the ` -? PRUPf RTI[5 ";"RUST Midwest, Mid-Atlantic and Southeastern U.S. Relsys Vice President, Sales & Marketing A privately-held software and services company and the acknowledged market R E L S Y S leader in the area of drug safety and regulatory affairs. The Republic of Tea ......... Vice President, Sales A purveyor of fine teas and herbs. ... 4The KEPLIBLICof TEA Schneider National Vice President, Sales - Global Client Group The leading provider of premium truckload and intermodal services. ServiceMaster Vice President, Sales & Marketing - Merry Maids ServiceMaster currently serves residential and commercial customers through a Seen eMASTWR network of over 5,500 company-owned locations and franchised licenses (TruGreen, TruGreen LandCare T i i ramify of etands , erm n x, American Home Shield, InStar Services Group, ServiceMaster Clean, Merry Maids Furniture M di , e c, and AmeriSpec). ShermansTravel Vice President, Business Development A ShermansTravel eom leading publisher of top travel deals and destination advice. . Your unbiased guide to deals and destinations. SodexhoUSA Director, Sales, Senior Services A provider of food and management services in the hospitality industry. SOdeX h0 Sony Pictures Entertainment Senior Vice President, Sales - Sorry Home Entertainment A provider of motion picture production and distribution, television programming and syndication, home video acquisition and distribution, and • more. SunTrust Bank Business Development Officers (2) SUNTRUST One of the nation's largest commercial banking organizations. Synch-Solutions Senior Business Development Manager ?, Synch-Solutions A national management consulting and technology services firm. EkN,eir1 Ll 1 "tl Ecece.live Search 1tC'Pll'J'('lltil/IYi' _ -IJ;?r??l,/I,'7Pllfi SALES/BUSINESS DEVELOPMENT TIMET (Titanium Metals Corporation) Manager, Oil & Gas Business Development The world's largest integrated titanium producer and manufacturer. United Stationers, Inc. District Sales Manager, Sacramento pr- Denver North America's largest wholesale distributor of business Sales oducts. U.S. Maintenance Corporation Senior Vice President, Sales, Marketing & Administration A leading supplier of clearing and maintenance services to national retail marketers. Vertis Senior Vice President, Sales - Advertising Inserts A provider of market research, media planning, advertising production, digital production and fulfillment services. Vero Systems Vice President, New, Business Development An industry leader of intelligent OSS software solutions for the telecommunications industry. Weber Metals, Inc. Regional Sales A full line aluminum and titanium forging supplier as well as amarket share leader in hand forgings. Westfield Corporation Senior Vice President, Business Development An internally managed, vertically integrated, shopping centre group undertaking ownership, development, design, construction, funds/asset management, property management, leasing and marketing activities. Zila, Inc. Vice President, New Business Development A marketer and retailer of over-the-counter, non-prescription oral and dermatological products. T/MET.T TK'M[ERS *US ma lmenance TM ceMtr of targetN a7V1!ltlWp ar,¢ vWrketirq' ?.,rvero True Viaiwr. Rea; Tec!rnalogy. Res S min,-:s. WEBER M METALS, I Fir (Pw Ek?t/I?IT _L I T Executive Search OPERATIONS 1-800-Pack Rat Vice President, Operations A provider of portable storage units to residential or commer ial addresses for short or long-term storage. AIMCO Chief Operating Officer Regional Vice President, Operations (2) in p the erationsU.S. The largest publicly-traded owner/operator of apartment properties p Alcoa Vice President, North American Operations A global producer of primary aluminum, fabricated aluminum, and alumina. AlliedCapital Chief Operating Officer A provider of private investment capital to midd le-market companies. American Academy of Pediatrics An organization of 60,000 pediatricians committed tote a a mentro? optOfficer imal physical, mental, and social health and well-being for all infants, children, adolescents and young adults. American International Group Chief Operating Officer The world's leading international insurance and financial serves organization. AMICO Vice Presient, A leader in the manufacturing and distribution of Industrial Flooring/G at ngiand Expanded Metal Products throughout North America. Aquarius Brands (A subsidiary of Summa Industries) A manufacturer of quality drip irrigation products for the ag Vice ricultural, tuT ,greenhouse, nursery, industrial and landscape markets. Asterand, Inc. Chie A privately held company founded in early 2000 to address the urgent/ d of genomics and proteomics researchers for high quality biological information and materials. AusAm Biotechnologies, Inc. A biopharmaceutical company developing new Chieods to Operating Ocer major diseases. j6 14 1 a, r PWIMMY PORTABLE MINI STORAGE AIMCO 1Z A?.COA American Academy of Pediatrics I)Fi)I{;_4'rt z) 3'U rlll... i..14.'I'll ?>I ?:Lt. (. iII UYf \ ?. 1?1irl.lft>,lt, U J n Mra n umw? ws Rrnc - ? ?? AusAM DI 1 Executive Search IZ(?JJT'SBI?fi1f11 ?C' , -:1,f'y l?IZl?ZE!Itl' OPERATIONS Banta Corporation Group Vice President, Operations A technology and market leader in printing and supply-chain management. Baptist Memorial Health Care Executive Y'ice President?Chief Operating Officer One of the premier healthcare systems in the nation. Baylake Bank President & Chief Operating Officer An independent community bank headquartered in Sturgeon Bay, Wl. Bluefield Regional Medical Center Chief Operating Officer A nonprofit medical center serving southern West Virginia and Southwestern Virginia. CityNet Telecommunications, Inc. Chief Operating Officer The leader in last-mile broadband infrastructure. Claire's Stores, Inc. Chief Operating Officer, Europe A leading international specialty retailer offering value-priced costume jewelry, accessories and cosmetics. Clarian Health Partners, Inc. Chief Operating Officer, Riley Hospital for Children One of the largest health systems in Indiana. Columbus Zoo & Aquarium Executive Vice President & Chief Operating Officer Central Ohio's number one cultural attraction, a multi-faceted educational resource and a proactive leader in wildlife and habitat conservation. Compliance Coach Chief Operating Officer A provider of software and services to financial institutions which aid in solving difficult regulatory compliance challenges. Consolidated Container Company Vice President, Operations A leading manufacturer of plastic blow-molded packaging. Corporex Companies, LLC President?Chief Operating Officer The largest locally owned commercial real estate developer in Greater Cincinnati. E;C.,w ll3 IT R1 WP( RA`I l( LNG-= S'GL;RC=. - 7_AIPTIST. !'1!!0 Ri A.L tf c.AL t01 CA nE BMA/, Y LOVE "tom MEDR 4L , NTLI? aids. 1111 U Clarian Health Partners Methodist I IU I Riley .AC. IM Columbus ZOO a nd A O L, a r i ur COMPLIANCE COACH' Consolidated Container Company 1A 6.re?zsiLe Seurch `? ?'?J L;ri'JifO,fl1'%' . - I Sihfl/,•'.?Cll/:I' OPERATIONS Custom Food Products Chief Operating Officer A leading value-added meat and poultry processor. Dallas Center for the Peforming Arts Foundation Vice President, Operations The organization committed to raising the capital and laying the groundwork that is required to establish and to construct one of the world's great performing arts centers. DeKalb Regional Healthcare System Chief Operating Officer A health system which includes three hospitals: DeKalb Medical Center, DeKalb Medical Center at Decatur, and DeKalb Medical Center at Hillandale. Disneyland Resort Executive Vice President, Operations One of the most frequented tourist spots in the U.S. Family Dollar Store President & Chief Operating Officer A discount store chain operating more than 5,900 stores in 44 states. Financial Profiles, Inc. Chief Operating Officer The market-share leader in financial planning solutions. Fiserv Investment Support Services Vice President, Operations One of the nation's largest independent trust companies. First Atlantic Capital Chief Operating Officer A New York City-based private equity investment firm. Goodrich Turbomachinery Products Division Vice President, Operations A leading global supplier of systems and services to the aerospace and defense industry. Gourmand Specialty Foods PresidentlChief operating officer A producer and distributor of high-quality branded gourmet foods and ingredients for the finest restaurants and hotels in the U.S. Grubb & Ellis Chief Operating Officer A provider of integrated real estate services for businesses and corporations worldwide. -e-k All 13 / Tma DALLAS CENTER. FOK THE PERFO MING ARTS FOUND.AT ION LJeKalb here I1CGl Cel1tel' ??oW lrou t'?t?t6NEfolond FAMMUM IV Financial Profiles, Inc, lnv 6wnt suppon FIRST ATLANTIC CAPITAL GOODRICH Grubb: Ellis.' D1 jA Executive Search \;'??12'd?'lltLlflL'B :-?J;?1%f1/L%i'llf? OPERATIONS Guthy-Renker Chief Operating Officer One of the world's largest direct response television companies. Hawaii Pacific Health Chief Operating Officer, Straub Clinic & Hospital One of the state's largest healthcare systems. Heartland Health System Chief Operating Officer A provider of hospital and healthcare services to the residents of St. Joseph, MO and the surrounding region. Heidelberg Engineering, Inc. President,-Chief 'Operating Officer A developer of leading edge technologies in retinal imaging. Henry Schein Chief Operating Officer A direct marketer of healthcare supplies and services worldwide. The Hygenic Corporation Chief Operating Officer A manufacturer of natural and synthetic rubber tourniquets, tubing, and sheeting, for medical and industrial markets. Image Metrics Chief Operating Officer A creator of innovative software and services for visual effects and animation. Intrinsiq Research Chief Operating Officer The premier source for U.S. oncology data and analysis. IPS Corporation Executive Vice President & Chief Operating Officer An industry leading in the development and application of WELD-ON products. iSgFt Chief Operating Officer The construction industry's leading provider of online bid solicitation and pre- construction management services in the U.S. Jackson Products, Inc. Senior Vice President, Operations A designer, manufacturer and distributor of safety products & welding accessories. eX IV 143 1700 GUTHY-R'ENKER Hawaii Pacific Health 9?JO9EPN,1q OHNICEL®Erm JHENRY Smme 113 MCM iSgFt 1IAX 4:-aec"tRre &arch Rel)I-eselil'afil'i' I,f;fhll%1ZfIlfS OPERATIONS J.W. Childs Associates, L.P. Chief Operating Officer A private equity firm based in Boston, MA specializing in leveraged buyouts and recapitalizations of middle-market growth companies. Kindred Healthcare Cef Operang Officers (2) An operator of hospitals, nursing centers, institutional p harrmac es and a contract rehabilitation services business across the U.S. Knowledge Learning Corporation Senior Vice President, Operations An operator of high-quality child care centers nationwide. The Levy Group Executive Vice PresidentiChief Operating Officer One of the largest outerwear manufacturers in the U.S. The Las Vegas Sands, Inc. Senior Vice President & Chief Operating Officer A hotel, gaming and retail mall company, LMI Aerospace Inc. Chief Operating Officer A leading supplier of quality components to the aerospace and technology industries. Marge Carson Vice President, Operations A leading manufacturer of upholstered and un-upholstered wood furniture. McDonald's Chief Operating officer, Japan A leading global foodservice retailer. McKesson Vice President, Operations - Automated Prescription Systems Division The leading provider of automation solutions that increase pharmacy efficiency and enhance patient safety. Medical College of Ohio Chief Operating Officer A leading academic, research and health care institution s erving Northwest Ohio and Southeastern Michigan. Metropolitan Career Center Chiqf Operating Officer A nonprofit, community-focused organization dedicated to helping individuals realize their potential and accomplish their employment goals through education and support. Ex.v i -e / r ? Kindred'` ®- e A When Lhdme Learning Boni v?'an?s MWESSON Empowering Healthcare Medical College of of Ohio Metropolitan Career Center Dv I ED Lireculive Search 1?(?!2'?i('i1fC1/ll'[? :-?J ?7111J1(?It? OPERATIONS Monongalia General Hospital Chief Operating Officer A 199 bed acute care community hospital serving the residents of Marion, Coring. Monongalia, and Preston Counties in West Virginia. M.T n General hopnrrrfro. ... The healthy combination. National Academy of Recording Art & Sciences Chief Operating Officer An organization of musicians, producers, engineers and re cording professionals dedicated to improving the quality of life and cultural condition for music and its makers. Nice Pak Products, Inc. Th Vice President, Operations (2) The worldwide leader in pre-moistened wi NICE?pye?l- pes. Nilfisk-Advance, Inc. Vice President, Operations One of the world's leading manufacturers of professional cleaning machines and INiffisk Advance 9) equipment. The Pampered Chef y President & Chief Operating Officer ?ZT)Cl A premier direct seller of essential kitchen tools. of Paul Morelli Chief Operating Officer A retailer of fine jewelry. PCM Construction A provider of a full ran e of constr Chief Operating Officer g uction and facility maintenance services. '- PCM Pittsburgh Life Sciences Greenhouse A private/public artner hi i ' t All your bullding needs. p s p putt ng the region s life sciences industry on a fast tack vlrrseugcn for growth .. ereenlwuce Platinum Equity, LLC A global acquisition firm uniquely specializing in the Chief operation of m??onj critical solutions and services companies. Presbyterian Healthcare System Chief Operating Officer Home to a family of five hospitals. T?Heattheat?eSystem President Casinos, Inc. Chief Operating Officer The owner and operator of a dockside gaming facility located in St. Louis, Y~ Illinois. President Casinos, Inc. jrx H I /3 / T ?L. D ITIR Excoitive Search Rep1,e elltafim Ass/g,11111ellti OPERATIONS Promina Health System/Southern Regional Hospitals Chief Operating Officer PROMINA A provider of healthcare services in Atlanta. Doctors and Hospitals RE/MAX Chief Operating Officer A provider of residential, commercial, referral, relocation, and asset management real estate services. Renal Care Group Chief Operating Officer A provider of nephrology services to patients with kidney disease, including Renal Care Grout) patients requiring dialysis with end-stage renal disease. c fTE A The Republic of Tea T(p PLJRLjL,t Vice President, Chief Operating Officer ?z A purveyor of fine teas and herbs. Retail Industry Leaders Association Senior Vice President, Operations ?RIILA The trade association of the largest and fastest growing companies in the retail IIItUa INDUSTRY LfAD[M AsSOClttgp industry. Rite Aid Corporation Executive Vice President, Operations One of the nation's leading drugstore chains. f N:,pj Sara Lee President & Chief Operating Officer, Sara Lee Bakeries A global manufacturer and marketer of high-quality, brand name products. Shopko Stores, Inc. Chief Operating Officer, Pamida Division A retailer of quality goods and services with stores located in 13 states throughout a" r the Midwest, Mountain and Pacific Northwest regions. Sierra Tucson A dually licensed, accredited special psychiatric hospital a Cef Operating and behavioral health center leading the development and practice of progressive, effective therapies. SIERRA 1 f f(,'SOi\ S. King Collection ief Operating Officer A new line of "couture accessories" from the world's mo st talented designers and artisans. Spectrum Brands Senior Vice President, A global consumer products company with a diverse portfolio of world-class S Spectrum brands including Rayovac, Varta and Remington. BRANDS D11 1 A, 6xeautive Search ?c N i 13 /7' 1Z PF?12',+i'/lfr?fll'1' . -?.Gihfl/i'r'l1ti OPERATIONS SSI Technologies Vice President, Operations A leading designer and manufacturer of sensors. St. Joseph's Health Center Chief Operating Officer A 431-bed comprehensive medical care institution dedicated to providing quality health care to the residents of 16 counties in Central New York. StreamCast Networks, Inc. Executive Vice President & Chief operating office, A provider of digital communications solutions to help consumers and content creators communicate directly. Stone Street Capital President & Chief Operating Officer, Structured Finance A leader in the specialty finance industry. Tallahassee Memorial Healthcare Executive Vice President & Chief Operating Officer A healthcare system comprised of Tallahassee Memorial Hospital, a behavioral healthcare facility, 12 primary care clinics, a diabetes center and a heart and vascular institute. Thermadyne Holdings Director, Internal Audit Executive Vice President, Global Operations Vice President, US Distribution A multi-national manufacturer of welding and cutting products. Tidi Products Vice President, Operations A leading manufacturer and distributor of disposable products used in the medical and dental markets. TMP Directional Marketing Vice President, Operations The world's largest yellow page advertising agency. Triple Canopy Chief Operating Officer A provider of legal, ethical and moral security solutions that enable our clients to excel globally in challenging environments. Troxell Communications Chief Operating Officer The largest privately held audio-visual distributor in the U.S. jr.x. a i,% / r SSI Technologies, Inc., IN - I SLT..,L. gM.'S ?.""F" I F*Ah CMter zs; Sb'6RYT1 0 StoneStreet fmrrr.. tmpdiredion-! rrurk?'ting `?T71T 1'PLF. CAlOlQ PY TIR E Couu II AXµ$CIC D T I? t.4eculive $eurch tai' lf' i'I/lcIfC1Y' sj /, ;e/// OPERATIONS Vans, Inc. Chief Operating Officer The leading action sports lifestyle company for the youth market. Wellmont Health System Chief Operating Officer The premier healthcare provider in Northeast Tennessee and Southwest Virginia. Wells' Dairy, Inc. Vice President, Operations The country's largest family-owned dairy processor. Westview Hospital Chief Operating Officer A full-service medial and surgical hospital as well as central Indiana's only Osteopathic Institution. West Virginia University Hospitals Chief Operating center Chestnut Ridge A healthcare system comprised of behavioral health Hospital, City Hospital, Jefferson Memorial Hospital, Jon Michael Moore Trauma Center, Ruby Memorial Hospital, and the West Virginia University Children's Hospital. William Carter Company Vice President, Operations A leading children's apparel retailer. WinWholesale A collection of wholesale distribution companies that ell plumbing, perating Officer electrical, industrial, electronic, and water works supplies. Wordwave, inc. Chief A provider of litigation support, captioning and subtitling, and digital recording and transcription services. i Westvievkj Hospital P?m!df:;g HORC, HCNtb eaj Heeling Learterl _' Sl 'WOMPIWIff 8% R, WIN 00001 OF COM?AM/ft $WWORDWAVE _ 11.1d Executive Search Ex N 16 I'mr exiJ I/3 /T section WISIIIItaut Woanpl g DAVID H. HOFFMANN Mr. David H. Hoffmann is Chairman & Chief Executive Officer of DHR International. Established in 1989, the firm is now the fifth largest executive search firm in the United States with revenues exceeding $100 million, as ranked by Executive Search Review. DHR began when Mr. Hoffmann acquired the assets of Boyden International's Chicago and Upper Montclair, New Jersey locations. DHR currently has over 40 office locations throughout the world, and is known as the fastest growing and most innovative firm in the industry. Prior to forming DHR, Mr. Hoffmann served as the Senior Vice President and Managing Partner, Midwest Operations, of Boyden International, Inc. He served as a senior member of the firm's Financial Committee and remained Boyden's top consultant for four consecutive years. Previous experience includes Vice President and Partner of Korn/Ferry International and other Corporate Director positions. Mr. Hoffmann is involved in numerous philanthropic organizations including: The Steppenwolf board and the Northwestern Hospital Foundation; he is a Northwestern University Associate and a Governing Member of the Chicago Symphony Orchestra. His involvement in professional organizations includes: Economic Club, Executives Club, and Chicago Club. Mr. Hoffmann serves on the Board of Directors of Evanston Northwestern Healthcare Foundation (Chicago, IL) and Steppenwolf Theatre Company (Chicago, IL), DHR International (Chicago, IL), JobPlex, Inc. (Chicago, IL), Osprey Capital (Chicago, IL,), and SK Collections (St. Louis). His community involvement has included volunteer work in little league, hockey, soccer, baseball, football, and softball. He has been featured in numerous business publications such as BusinessWeek magazine (cover story), The Wall Street Journal, The Chicago Tribune, The Chicago Sun Times, The St. Louis Post Dispatch (feature story), Crain's Chicago Business, Smart Money Magazine, The Pioneer Press (cover story) and Fortune magazine. David H. Hoffmann Chairman & Chief Executive Officer DHR International 8000 Maryland Avenue Suite 1010 St. Louis, MO 63105 314.727.2000 (p) 314.727.2903 ( fl doffmann@dhrinternational.com www.dhrinternational.com DHTD Executive Search J!E;ck1,31T ?. DHR Irrterveitiollal Bio7rcphl NICK SLEE Nick Slee serves as Senior Vice President in the firm's Chicago office. In this role, he is responsible for overseeing the day-to-day operations of DHR's Global Recruiting Operations, which includes the addition of DHR Consultants and the establishment of new offices worldwide. Additionally, Nick is responsible for executing senior level search assignments. He is also a member of the firm's Global Financial Services and Advanced Technology Practice Groups. Prior to his current role, Nick served as the Vice President of Global Research. In this role, he managed research and was responsible for all recruitment, search execution, management, administration, and training. During this time, DHR International continued its expansion domestically and internationally as the industry's fifth largest executive search firm. Nick spent the first three years of his career at DHR as a Senior Associate. During this time, he executed senior level searches for Chief Financial Officers, Chief Executive Officers, Chief Operating Officers, Presidents, and Board Member searches for the Chairman & Chief Executive Officer of DHR, David Hoffmann. These searches served clients such as WinWholesale, Pointsec Global Technologies, Mesirow Financial, Mansur Capital, Microsoft, and International Components Corporation. Prior to joining DHR International, Nick was a Senior Associate with a boutique search firm headquartered in Chicago. In this role he executed numerous senior level searches for clients including President Casino, CKE Restaurants, CIBC Oppenheimer, Click Commerce, NanoInk, Deloitte, Mercedes Benz, 3M, and Wells Dairy. Nick holds a Bachelor of Science in Business Administration from Miami University, where he received a Degree in Finance. Nick is an active member in the Chicago community. He supports numerous organizations locally and nationally, including: The Y-Me National Breast Cancer Organization, St. Vincent DePaul, American Cancer Society, and The Alzheimer's Association. Nick Slee Senior Vice President DHR International 10 S. Riverside Plaza Suite 2220 Chicago, IL 60606 312.782.1581 (p) 312.782.2096 (f) nslee@dhrintemational.com www.dhrinternational.corn DHJTIDN- Executive Search 9 ?c Q 1,6 IT `+? e}?.r r .? ffm? nom..: !% €i a" p t -' I !%'lc?icllil['_7 (l1` ?i Jllc'tC t ;ZI% sr-:1%?;?1 iz! Z ?W /IS 7- .1 section FIR I rrter valiolial COMMITMENT TO QUALITY DHR is committed to quality and excellence and believes that retained search helps guarantee results. We are in for the duration with a responsibility to deliver the highest caliber candidates, and will spend the time needed to understand our client's strategic imperatives and align ourselves accordingly. These factors allow us to remain a value-added service provider and long-term partner. Further aspects of our commitment to quality include: Two Year Guarantee Our clients are served on a highly personal and professional basis. Above all, we will not sacrifice our quality, level of service, or commitment to our clients. We stand behind our quality with a powerful, but remarkably simple guarantee. Should a candidate leave or be terminated within two years of the completion of the search, we will recruit another candidate for no additional professional service fee. Of course, as great as our guarantee is, it is very seldom used. 20-Day Market Analysis At 20 working days, we present our Market Analysis Report to our clients. This unique and confidential report contains a brief, yet detailed, written summary of each individual we have contacted during the course of the search to date, as well as a detailed profile on each of our most qualified candidates. This valuable management tool serves as an analysis for: o The industry and marketplace overall as well as how the client's organization is perceived. o The competitive landscape providing valuable information and perspectives. o A compensation study comparing expectations in the marketplace. Performance Metrics DHR has integrated client-defined performance metrics to ensure that each search is monitored from initiation through completion, and is always on target to achieve significant milestones during its lifecycle. These performance metrics include timelines and scorecards to enable the search team to engage quickly and develop strong candidate flow, validate the initial search strategy early in the process, and facilitate regular communication with the client. Extollive Scorch 1) FIR Jillernational SUCCESS FACTORS o Identification of desired talent through in-depth market analysis and direct sourcing o Development of organizational charts and competitive mapping resulting in a deep understanding of the industry landscape o Industry-first Knowledge Management teams supplying up-to-date competitive intelligence o Utilization of best-of-breed technology o No geographic restrictions and limited client blockage issues o Collaborative team structure The foundation of our firm is comprised of a high level of personal service, a strong dedication to quality, and our value-added approach. This is demonstrated in our unparalleled researching capabilities and the timeliness in which we complete our assignments. DHR has mastered the following vital processes, ensuring the efficient delivery of a successful search: Targeted Research Our research department conducts a thorough study and market analysis to identify individuals who are contributing to the success of target organizations. This is accomplished through in-depth direct sourcing of target companies as well as organizational charts/mapping of competitive companies. Launching an industry-first best practice, we have formed Knowledge Management teams segmented by practice area. These resources aid search teams by providing timely competitive intelligence to leverage during the recruiting process. We dedicate a vast amount of resources to each assignment, and by approaching recruiting with a strategy going in, we ultimately succeed in changing minds and optimizing the decision process. Extensive Reach Our select client base means we can recruit from a larger universe of talented candidates. Therefore, DHR presents a larger slate of qualified candidates in a shorter period of time. We are known as the "smallest large firm in the business." Technology DHR utilizes a proprietary technology that integrates project management and database functionality to ultimately support our search process. We employ best-of-breed technologies, online tools and databases to further our ability to effectively provide our clients with top leadership. Strong Internal Collaboration We have one of the highest researcher/consultant ratios in the industry, with no geographic restrictions. Our expansive global network is routinely drawn upon to utilize all available sources, contacts and industry expertise. 1) if 1 Exeaulrve Search r 01 W I!Il';7h7/z01/a% FOCUS ON DIVERSITY Years of experience in identifying and recruiting diverse candidates shapes our approach towards search execution. We understand the demands driving the need for diversity. Our global database is maintained through extensive networks in specific business groups, trade and professional organizations. As a result, our focus and capabilities allow us to reach beyond individuals in a specific industry or functional area to those candidates who offer the valuable qualities of diversity. Furthermore, DHR recognizes that diversity is not only defined by ethnic, cultural or gender differences, but it is also an awareness that allows our clients to leverage each employee's strengths, opinions, ideas, and experiences to create competitive advantage. The Importance of Diversity o The population of the U.S. is increasingly defined by its cultural diversity. According to the 2000 census, diverse groups constituted 20% of the nation's population. This percentage is expected to grow to constitute almost half of the U.S. population by the year 2050. o Today women represent 59.3% of the workforce and that percentage is expected to continue to grow. o The expanding global reach of American business demands exposure to widely diverse consumers, cultures, ideas, and viewpoints. Workplace diversity translates into a group of employees with the ability to facilitate unique and creative approaches to problem solving, arising from the integration of different perspectives. o A diverse group of employees is better able to develop products and services that appeal to a variety of consumers and to market offerings in a way that appeal to those consumers. o A diverse group of managers is better able to work with business partners, employees and clientele in the U.S. and around the world. J-D Lxe,?,tivr Scorch 00 section 1_?f:IR I?Tter?rar.'iort?ll SEARCH PROCESS WEEKS 1-3 KICK OFF ACTIVITIES Assess Organization & Position Meet Key Constituents Develop Specification Develop Strategy WEEKS 2-5 CANDIDATE IDENTIFICATION 20-Day Market Analysis Presented Contact Sources & Potential Candidates Screen Candidates Conduct Preliminary References Review Progress WEEKS 6-9 CANDIDATE QUALIFICATION Heavy Recruiting Continues Conduct Interviews Conduct Detailed References Review Progress WEEKS 9-12 CANDIDATE SELECTION Final Reference Reporting Completed Client Interviews & Debriefing Continue to Engage Backup Candidates Offer Negotiations & Candidate Counseling SEARCH COMPLETED SUCCESSFULLY ?.reaaii?e Jeitrch Df-fR Irrt?F•rzc?thrt??l SEARCH PROCESS Assess Organization/Position We collect and review operational, financial, legal, organizational, planning, and market information to gain understanding of the community/market, organization and position. We also conduct on-site interviews with the client (may include both the hiring authority and search committee) and other key constituents of the organization to expand our understanding of the community and market, organization's philosophy, management style and culture and the professional and personal attributes of the ideal candidate. The on-site visit would also include a meeting with the search committee to refine the steps of the process outlined below, to meet the situational needs of the client company. Develop Position Specification/Candidate Profile The organizational assessment aids in producing a position specification/candidate profile which describes the organization, position, reporting relationships and responsibilities and the education, experience and attributes required/desired for this position. After the client has approved the profile, we use it in developing the search strategy, presenting the opportunity to prospective candidates, and screening them against the established criteria. A concerted effort will be made to identify diversity candidates. Develop Search Strategy We then conduct basic research. In consultation with the client, we determine a geographic focus which may range from local to international. Our research department develops a list of target organizations in which we will focus our search effort and obtains the names, titles, and telephone numbers of prospective candidates and sources. We also review related assignments and add the names of candidates and sources from those files. Recruit Prospective Candidates We then contact prospective candidates and sources by telephone. We provide interested and apparently qualified prospects with the position specification/candidate profile and ask for a resume/curriculum vitae. Typically, we initiate between 100-200 calls to build a pool of candidates whose backgrounds, experience, and accomplishments match those sought. The best (t8) among the prospective candidates are reviewed by the client and a subset are selected and scheduled for an in-depth interview. This review is accomplished through the 20-Day Market Analysis Report. Our clients find this report to be a valuable management too] which serves as an analysis for understanding the overall industry, competitive landscape, and comparable compensation expectations in the marketplace. We ask that internal and prospective candidates identified by the client be forwarded to us. This process avoids duplication of effort, relieves the client of the burden of responding to such individuals and allows us to incorporate these candidates into the screening process. Interview Candidates The consultant conducts an in-depth interview with each appropriately qualified candidate to obtain a thorough understanding of the background, motives, capabilities, style and accomplishments and the extent to which the person meets the criteria set forth in the position specification. We then develop a comprehensive report describing the education, work history and accomplishments, as well as our appraisal of the candidate's fit within the organization. D A lxe?tiitice 5eurrl? DI-IR Internalioval SEARCH PROCESS Select Preferred Candidates The client evaluates the written reports and invites the best qualified candidates for an initial interview. The preferred candidate(s) are invited for subsequent interviews with key individuals, followed by continued exposure until a preferred candidate is selected. The end stages of the process typically involve a spouse where appropriate. Check References/investigate Background It is our practice to designate and directly contact superiors, peers, and subordinates of current and past employers of the final candidate(s). The reference checks verify factual data and report achievements, explore strengths and weaknesses, and provide insights into personal and professional style and other attributes. We summarize our findings in writing to the client and provide a verification of the candidate's education and any certificates or licenses. In order to protect the confidentiality of the candidate, reference checks are typically performed at the end stages of the search process or at such time as an offer has been extended to the individual. In the latter case, the offer is made contingent upon satisfactory reference checks. When appropriate or requested, background investigations are conducted which may include felony and misdemeanor, motor vehicle, workers compensation records and credit history. Negotiate Terms of Employment We are available to assist in negotiating the terms of employment. The ways in which we can be helpful include: compensation, negotiations, meshing of deferred benefit programs from old to new organizations and assistance in relocation and personal family matters such as special schooling requirements. Verify Eligibility Status The United States Immigration Reform and Control Act of 1986 requires that all employers verify an employee's eligibility to work in the United States. The Act requires that the employer execute this responsibility and hence, we encourage you to include this verification in your hiring process. Post-Employment Follow-up Within ninety days following hire, we contact the placement and discuss the initial weeks of employment. The individual knows in advance that our conversation will take place with your knowledge and that it will be subsequently reviewed with you. We have found this discussion to be an excellent time to reinforce the correctness of the decision by both parties and to identify any misunderstandings or misconceptions that may have developed in the early weeks. It is our practice to keep our clients current on the progress of each search. Typically, this is achieved by periodic telephone progress reports on a weekly basis. When necessary and/or appropriate, written progress reports are prepared. "L%I I7 EverutiLe Search goo to i.)} :i ?Z J/Iff'i1lt;?tlOl'llif SEARCH ENGAGEMENT TERMS OF ENGAGEMENT • We accept retained search engagements on an exclusive basis. All candidates, regardless of source, whether internal or external, will be included in the search process to ensure every candidate is assessed on a consistent and uniform basis. Our two-year guarantee applies to all candidates, regardless of source, whether internal or external. • The professional service fee for an executive search is one-third of the candidate's expected total first-year cash compensation, which includes base salary and a reasonable expectation of incentive compensation. • One-third of the estimated professional service fee is billed and is payable at initiation of each retained search. The remaining professional service fee is billed and is payable in 30-day installments. • Our monthly statements will include charges for search-related expenses which include allocated support fees such as administrative, communications (voice and data), reproduction and report production, database management, and computer services, which historically have represented 12% of the applicable retainer. Candidate development expenses, consultant travel and sundry, and candidate travel and sundry are billable at cost. • We commit to the completion of every search in a timely fashion. The firm guarantees it will commit extensive resources to every search until client expectations are met and/or exceeded and the search is completed. • Should a candidate leave or be terminated within two years of the completion of the search, for any reason other than a change in structure or control, or other act rendering the position materially different from the role accepted, we will recruit another candidate for no additional professional service fee. Only expenses will be billed to the client. • If you cancel the search by written confirmation within sixty days, we will forward a final statement for our professional services prorated through the date you cancel, and for expenses related to the search. • Under our hands-off policy we will not recruit individuals from the client company for one year following completion of the assignment. CLIENT RESPONSIBILITIES • Advise us of those areas relevant to the search that must be kept confidential, or institutions to avoid as sources of candidates. • Provide timely feedback to us regarding information contained in the position specifications. • Respond expeditiously to us concerning your interest levels in the candidates presented. • Schedule candidate interviews promptly and report your evaluations to us as soon as possible. • Advise us early and often of internal changes that may affect the position or its requirements during the recruiting process. • Provide information to candidates about your organization, its benefits, and relocation policies to enable them to make an intelligent career decision. • Make a timely and competitive offer of employment following the final interviews. 1^?1 F:xeitiuive Jeunh DHR DHR International, Inc. 10 South Riverside Plaza, Suite 2220 • Chicago, IL 60606 (312) 782-1581 • Fax (312) 782-0655 CONFIDENTIAL October 23, 2007 Jordan Olshefski Vice President Quality Builders Warranty Corporation 325 North Second Street Wormleysburg, PA 17043 Dear Jordan: We are pleased to propose the arrangements under which DHR International will conduct a search for a Vice President of Operations for Quality Builders Warranty Corporation (QBW). We are guided by your desire to have this individual located as quickly as possible. Work on the assignment will begin immediately upon our receipt of a signed copy of this agreement. Professional Retainer and Fees Consistent with the standards of the retained executive search profession, our professional fees are equal to one-third of the first year estimated total cash compensation of $200,000. Our fee is payable in three equal installments. When we are retained, an invoice for the first installment will be payable upon receipt as a non-refundable initial retainer. An invoice for the second installment will be payable upon DHR having presented QBW with a list of three qualified candidates. The third installment will be paid upon the date of hire of the candidate. Included in the final payment will be a statement for any increase or decrease in fees due to any difference between one-third of the total cash compensation of the individual and the fees previously paid on the estimated amount. Any direct, out-of-pocket expenses such as candidate and consultant travel, lodging and video-conferencing will be pre-approved by QBW and billed on a monthly basis as incurred. Additionally, if Quality Builders Warranty Corporation hires more than one candidate presented by DHR International in connection with this assignment, you agree to pay DHR an amount equal to one-third of each additional hire's projected first year total cash compensation. Cancellation DHR International recognizes that a client's recruiting needs may change over time. If you cancel the search by written confirmation within sixty days, we will forward a final statement for our professional services prorated through the date of cancellation, and for direct pre-approved expenses related to the search. 6XM Ibir October 23, 2007 Page 2 Two Year Guarantee If the employment of a DHR placed executive is terminated (voluntarily or involuntarily) within two years from the hiring date with Quality Builders Warranty Corporation, we will, at your option, refill that position for no additional fee within six months of the request. Off Limits DHR International will consider Quality Builders Warranty Corporation "off limits" as a source of candidates and will not recruit its employees. Confidentiality DHR International will maintain the confidentiality of all proprietary and confidential information supplied by you, it being understood that proprietary and confidential information does not include, and this obligation will not apply to, any information (i) in the public domain (ii) which is or comes into DHR's possession without an obligation of confdentiali Nasdaq/securities exchange requirements to be disclosed. ?' or (iii) which is required by law or General This agreement constitutes the entire agreement between the parties with respect to the subject matter and supersedes any previous oral or written arrangements or understanding. Equal Employment Opportunity is a federal law, and in providing services under this agreement, DHR International will adhere to all prohibitions on discrimination on the basis of race, color, religion, national origin, disability or handicap, sex, age, marital status, sexual orientation, or military veteran's status. We look forward to working with you on this important search assignment. However, it is DHR International's standard policy to commence work on any search assignment only after written confirmation of the Agreement has been received by DHR. If you are in agreement with the terms and conditions as stated above, please sign and return a copy of this letter to me as our formal authorization to proceed. XNiprT .2 s October 23, 2007 Page 3 We look forward to the opportunity of working with you and sincerely hope that you select DER. International to conduct this important assignment. Best regards, DBR INTERNATIONAL, INC. Nick P. Slee Senior Vice President NPS/gs Accepted: 4Jord014sheki Vice President Quality Builders Warranty Corporation U> 1Z&4 -7 Date je kol i3 i T ?. VERIFICATION I, Jordan F. Olshefski, Vice President of Quality Builders Warranty Corporation, hereby certify and state that the foregoing Plaintiffs Complaint Pursuant to Pa.R.,C.P. 1028 (a)(3) is true and correct to the best of my knowledge, information and belief, and that I understand that false statements herein are made subject to the penalties of 18 Pa. C.S. §4904, relating to unworn falsification to authorities. Date: a l 08 Quality Builders Warranty Corporation By: Jordhn F. 0 '*he s, Vice President C l ^' Q n 00 r ?a0 t :; t t Z-A 1 '.4 SHERIFF'S RETURN - OUT OF COUNTY CASE NO: 2008-01032 P COMMONWEALTH OF PENNSYLVANIA: COUNTY OF CUMBERLAND QUALITY BUILDERS WARRANTY CORP VS DHR INTERNATIONAL INC R. Thomas Kline , Sheriff or Deputy Sheriff who being duly sworn according to law, says, that he made a diligent search and and inquiry for the within named DEFENDANT to wit: DHR INTERNATIONAL INC but was unable to locate Him in his bailiwick. He therefore deputized the sheriff of DAUPHIN County, Pennsylvania, to serve the within COMPLAINT & NOTICE On February 27th , 2008 this office was in receipt of the attached return from DAUPHIN Sheriff's Costs: So answer Docketing 18.00 Out of County 9.00 Surcharge 10.00 R. Thomas line Dep Dauphin County 29.25 Sheriff of Cumberland County Postage 4.44 7 0. 6 9 ? 3 ??• ?D 1'- 02/27/2008 QUALITY BUILDERS WARRANTY CORP Sworn and subscribe to before me this day of A. D. In The Court of Common Pleas hf Cumberland County, Pennsylvania Quality Builders Warranty Corporation vs. DHR International Inc No 08-103,2civil . Now, February 15, 2008 , I, SHERIFF OF CUMBERLAND COUNTY, PA, do hereby deputize the Sheriff of Dauphin County to execute this Writ, this deputation being made at the request and risk of the Plaintiff. Sheriff of Cumberland County, PA Affidavit of Service Now, within upon at by handing to a and made known to copy of the original So answers, the contents thereof. Sheriff of Sworn and subscribed before me this day of , 20 COSTS SERVICE $ MILEAGE AFFIDAVIT County, PA 20 , at o'clock M. served the tfztt of the ?hvrnrf Mary Jane Snyder R al Estate Depu William T. Tully Solicitor Dauphin County Harrisburg, Pennsylvania 17101 ph: (717) 780-6590 fax: (717) 255-2889 Charles E. Sheaffer Chief Deputy Michael W. Rinehart Assistant Chief Deputy Jack Lotwick Sheriff Commonwealth of Pennsylvania County of Dauphin QUALITY BUILDERS WARRANTY CORPORATION VS DHR INTERNATIONAL INC Sheriffs Return No. 2008-T-0359 OTHER COUNTY NO. 08-1032 And now: FEBRUARY 21, 2008 at 9:27:00 AM served the within NOTICE & COMPLAINT upon DHR INTERNATIONAL INC by personally handing to BELINDA SCHOVY 1 true attested copy of the original NOTICE & COMPLAINT and making known to him/her the contents thereof at 600 N SECOND STREET, SUITE 401 HARRISBURG PA 17101 AGENT Sworn and subscribed to before me this 22ND day of February, 2008 A2? NOTARIAL SEAL MARY JANE SNYDER, Notary Publi Highspire, Dauphin County M Commission Expires Sent 1 2010 So Answers, /(?-- Shlerikf Dau i oma;y Pa. B Deputy Sheriff Deputy: R HOPKINS Sheriffs Costs: $29.25 2/20/2008 PRAECIPE FOR LISTING CASE FOR ARGUMENT (Must be typewritten and submitted in duplicate) TO THE PROTHONOTARY OF CUMBERLAND COUNTY: (List the within matter for the next Argument Court.) CAPTION OF CASE (entire caption must be stated in full) Quality Builders Warranty Corporation, Plaintiff vs. DHR International, Defendant No. 08-1032 , Civil Term 1. State matter to be argued (i.e., plaintiffs motion for new trial, defendant's demurrer to complaint, etc.): Defendant's demurrer to complaint. 2. Identify all counsel who will argue cases: (a) for plaintiffs: John A. Gill, 325 N. Second St., Wormleysburg, PA 17043 (Name and Address) (b) for defendants: Joshua s. Drewitz, Raymodd C. Baldwin, SETFATH SHAW LLP (Name and Address) 315 Connecticut Ave., NW, #500, Washington, DC 20006-4004 4 3. 1 will notify all parties in writing within two days that this case has been listed for argument. :Joshua C. Drewitz Ami imant r`ni in r1ntn- npfpndanr DHR International Date: March 10, 2008 Attorney for INSTRUCTIONS: 1. Two copies of all briefs must be filed with the COURT ADMINISTRATOR (not the Prothonotary) before argument. 2. The moving party shall file and serve their brief 12 days prior to argument. 3. The responding party shall file their brief 5 days prior to argument. 4. If argument is continued new briefs must be filed with the COURT ADMINISTRATOR (not the Prothonotary) after the case Is relisted. Joshua C. Drewitz Print your name n zJt .' r7l ( DE -n r ' fit 7 [ L C-n 4 QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, V. DHR INTERNATIONAL, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Docket No.: 08-1032 Civil Term DEFENDANT DHR INTERNATIONAL'S PRELIMINARY OBJECTIONS IN THE NATURE OF A DEMURER Defendant DHR International ("DHR"), by and through its undersigned counsel and pursuant to Pennsylvania Rules of Civil Procedure 1017(a)(4) and 1028(a)(4) and Cumberland County Rule of Procedure 1028(c), hereby files its preliminary objections in the nature of a demurrer to Plaintiff Quality Builders Warranty Corporation's ("QBW") Complaint. Because QBW's Complaint is legally insufficient to state a claim for either fraud or breach of contract, the preliminary objections must be sustained, the demurrer granted, and the Complaint dismissed with prejudice. Specifically, QBW's fraud claim is barred by either the parol evidence rule and/or its failure to allege all the elements of fraud with specificity. In the alternative, QBW has not adequately alleged a breach of contract by DHR. In further support thereof, DHR respectfully refers the Court to its accompanying brief. WHEREFORE, DHR respectfully requests that the Court sustain its preliminary objections, grant (i.e., sustain) the demurrer, and dismiss QBW's Complaint with prejudice in its entirety. DC 1 30224871.1 Respectfully submitted, DHR INTERNATIONAL, INC. By: { "At J a C. Drewitz, PA Bar No. 8 Raymond C. Baldwin, pro hac vice admission pending Jessica R. Hughes, pro hac vice admission pending SEYFARTH SHAW LLP 815 Connecticut Avenue, NW, #500 Washington, DC 20006-4004 (202) 463-2400 (202) 828-5393 (facsimile) Attorneys for Defendant DHR International Dated: March 10, 2008 2 DC 1 30224871.1 CERTIFICATE OF SERVICE I hereby certify that true and correct copies of the foregoing Defendant DHR International's Preliminary Objections In The Nature Of A Demurrer, Brief in support thereof, proposed Order, and Praecipe listing the case for argument were served via Registered U.S. mail, postage pre-paid this I Oh of March 2008 upon the following: John A. Gill 325 North Second Street Wormleysburg, PA 17043 Attorney for Plaintiff Quality Builders Warranty Corporation R. H DC 1 30224876.1 t,^. _ y?; J L? ? ? ? LS" ? 5 ,y _ ; . .M1A L? ti' ? ? ?? QUALITY BUILDERS WARRANTY IN THE COURT OF COMMON CORPORATION PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff DOCKET NO.: 08-1032 V. CIVIL TERM DHR INTERNATIONAL INC. Defendant NOTICE YOU HAVE BEEN SUED IN COURT. If you wish to defend against the claims set forth in the following pages, you must take action within twenty (20) days after this Amended Complaint and Notice are served, by entering a written appearance personally or by attorney and filing in writing with the Court your defenses or objections to the claims set forth against you. You are warned that if you fail to do so the case may proceed without you and a judgment may be entered against you by the Court without further notice for any money claimed in the Amended Complaint or for any other claim or relief requested by the Plaintiff. You may lose money, property, or other rights important to you. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHER YOU CAN GET LEGAL HELP. CUMBERLAND COUNTY BAR ASSOCIATION 32 South Bedford St. Carlisle, PA 17013 717-249-3166 c QUALITY BUILDERS WARRANTY IN THE COURT OF COMMON CORPORATION PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff DOCKET NO.: 08-1032 V. CIVIL TERM DHR INTERNATIONAL INC. Defendant PLAINTIFF'S AMENDED COMPLAINT AND NOW this 27 h day of March 2008, comes the Plaintiff Quality Builders Warranty Corporation, by and through its attorney and files the within Amended Complaint and avers as follows: 1. Plaintiff is Quality Builders Warranty Corporation (QBW) a Pennsylvania corporation with a registered office at 325 North Second Street, Wormleysburg, Cumberland County, Pennsylvania 17043. 2. Defendant is DHR International Inc. (DHR) an Illinois corporation registered to transact business in the state of Pennsylvania with a registered agent identified as National Registered Agents Inc., 600 North Second Street, Suite 500, Harrisburg, Dauphin County, Pennsylvania 17101. 3. DHR represents itself to be an executive search firm. 4. In October of 2007, QBW was desirous of engaging an executive search firm to fill a position at QBW. 5. DHR submitted an Executive Search Proposal to QBW (Proposal). A copy of the Proposal is attached hereto, incorporated herein and marked as Exhibit 1. 6. The Proposal submitted by DHR was an attempt to distinguish itself from the other executive search companies in order to have QBW utilize its services. r? 7. The Proposal outlined, among other items, the methods, means and manner under which DHR would conduct the search and the time period in which it would be accomplished. 8. Additionally, DHR represented that they were unique in that, among other things, they provided a twenty-day market analysis. According to DHR's Proposal at twenty working days, they agreed to present a report containing a detailed written summary of each individual they had contacted during the course of the search, as well as a detailed profile on each of the most qualified candidates. A further description of the twenty-day market analysis is set forth in the Proposal. 9. DHR was notified that time was of the essence in finding a successful candidate. DHR presented a timeline in which the search would be successfully completed within ninety days. A copy of the timeline is included in the Proposal. 10. Finally, the last page of the Proposal indicated that DHR would commit to complete the search in a timely fashion and guaranteed that it would commit extensive resources to every search until QBW's expectations were met and/or exceeded. 11. On October 15, 2007, a conference call was arranged with Nick Slee, Sr. Vice President of DM (SLEE) and two officers of QBW. 12. During the conference call, Slee reiterated the promises of DHR set forth in the Proposal and further indicated that the search would be successfully completed and a candidate hired within 60 days, although the Proposal indicated 90 days. 13. By email dated October 17, 2007, Slee indicated that the search would start immediately. 14. Based on the affirmation and promises of the Proposal presented by DHR and the representations of Slee, QBW signed an Agreement October 24, 2007 (Agreement). A copy of the Agreement is attached hereto, incorporated herein and marked as Exhibit 2. 15. The subject matter of the Agreement identified the fees, to be paid, cancellation provisions, guarantee provisions, off limit provisions, and confidentiality provisions. 16. The Agreement did not address the means, method, manner and timeline in which the search was to be conducted. Such information is contained in the Proposal. 17. Although QBW signed and forwarded the Agreement to DHR, DHR never signed and returned a copy of the Agreement to QBW. 18. QBW paid DHR the sum of $22,000 as an initial payment when invoiced by DHR. 19. A short time after QBW executed the Agreement, it became apparent that DHR was not conducting the search as promised. Although DHR promised to start the search immediately, QBW received an email from Slee, dated November 7, 2007, indicating that it would not start the search until the end of that week. 20. Additionally, DHR failed to provide the promised market analysis and failed to return phone calls to QBW in a timely manner. 21.On numerous occasions, Slee cancelled prearranged conference calls with QBW that were scheduled to discuss the DHR search results. 22. On December 17, 2007, QBW sent a letter to DHR expressing its dissatisfaction, including DHR's failure to provide the promised twenty-day analysis. 23. QBW received an email from Slee on December 28, 2007, indicating that the market analysis that was supposed to be presented twenty days after the Agreement was signed, would be presented that day. 24. Ninety days after DHR was retained, it did not present one qualified candidate, although DHR represented the search would have been complete and a candidate hired within ninety days. 25. DHR knew that locating and hiring a candidate was time sensitive and it was critical to have a candidate hired within 90 days. COUNT I BREACH OF CONTRACUFAILURE OF CONSIDERATION 26. QBW incorporates herein the allegations contained in paragraphs 1- 25 of the within Complaint. 27. Based on the foregoing DHR has breached the parties' Agreement and there has been a failure of consideration in that DHR not only failed to conclude the process within 90 days, it failed to present one suitable candidate within the 90 day period. 28. As such, QBW demanded the return of the monies paid to DHR and as of this date, DHR has failed to return the sum paid. WHEREFORE, Plaintiff, Quality Builders Warranty Corporation demands Judgment against Defendant, DHR International Inc, in the sum of $22,000 plus fees and costs, said amount not exceeding $50,000. COUNT II RECISSION 29. QBW incorporates herein the allegations contained in paragraphs 1- 28 of the within Complaint. 30. Additionally, based on the above, DHR fraudulently misrepresented the steps they would undertake to find a suitable candidate in order to induce QBW to retain their services for the open position. 31. QBW relied on DHR representations that they would undertake their search immediately and find a suitable candidate within 90 days. 32. Based on DHR's misrepresentations and reckless disregard for the truth, QBW is entitled to Recission of the contract and the return of the $22,000, which QBW paid to DHR WHEREFORE, Plaintiff, Quality Builders Warranty Corporation demands Judgment against Defendant, DHR International Inc, in the sum of $22,000 plus fees and costs, said amount not exceeding $50,000. Respectfully Submitted, . Gill, Esquire 325 North Second Street Wormleysburg, PA 17043 (717) 737-2522 #41532 Attorney for Plaintiff Quality Builders Warranty Corporation I0 :::P/:flClt'lltli:%11'reser,%:%tiorr DHR INTERNATIONAL Presented I# Jordan 01shefsci Vice President presentee h? DHR Intemationel search global David Hoffmam Chairman & Chief Executive Officer Nick Slee Senior Vice President Ek "I't IT J.., section AI. ' t PROFILE Founded 1989 Leadership David Hoffmann Chief Executive Officer Overview Established in 1989, DHR is the fifth largest retained executive search firm in the United States. As our presence continues to broaden and encompass the globe, we remain a fast-growth and innovative search firm. Headquartered in Chicago, DHR offers complete search services through nearly 40 offices across the United States, Canada, Europe, Asia-Pacific and Latin America. Our local and regional locations allow consultants to offer personalized service, while leveraging the firm's global relationships. Services We conduct search assignments at the Board Director, CxO and Retained executive-level and functional Vice President levels. Our consultants are experienced Board Director searches professionals who are retained by the Fortune 1000 as well as prominent venture firms and early-stage companies. Locations Nearly 40 offices providing global search services: a domestic presence across the nation and international locations in Canada, London, Shanghai, Tokyo, Hong Kong and Mexico Website http://www.dhrintemational.com DHR is recognized as a quality driven firm that exceeds expectations by actively listening to its clients and consistently delivering results. This enables us to achieve and maintain long- term partnerships with our select client base. Our reputation as a thought leader is the result of our active participation in trade associations and industry events. Since these investments keep us closely connected to the marketplace, DHR is frequently requested to comment on the latest managerial and hiring trends. You will notice DHR in such publications as BusinessWeek and The Wall Street Journal, as well as in the local media. DI Gxecutfve scunA 40>6 M I Is j 7 OFFICE ]LOCATIONS UNITED STATES Corporate Headquarters: Chicago, TL Regional Headquarters: Denver, CO Los Angeles, CA New York, NY Washington, DC Asia Pacific Hong Kong Shanghai Tokyo 36'" Floor Room 1855,18" Floor Kamiyacho MT Building 16F Two Exchange Square 4222 Yan An Road East 4-3-20-Toranomon Minato-ku Central Hong Kong Shanghai 200002 China Tokyo 105-0001 Japan Tel: +852 2622 8888 Tel: +86 21 132 2856 Tel: +813 4577 0000 Canada Toronto 43 Front Street East, Suite 301 Toronto, Ontario M5E 1B3 Tel: 416.941.9534 Europe Latin America London 83 Blackfriars Rd. London SE18H UK Tel: +0207 803 1021 Guadalajara Leon Mexico City Monterrey Lazaro Cardenas 4145-5'" Floor Blvd. Vasco de Quiroga No. 101 Constituyentes l 17-Piso 5 LBzaro Cardenas 2400 Pte, Losoles Bldg Guadalajara, Jalisco C.P. 45040 Los Gavilanes; Leon, Guantaiuato Col. San Miguel Chapultepec Suite A 14, Residencial San Agustin Tel: +5255 5089 8890 Tel: +5255 5089 8890 11850 Mexico, D.F. Monterrey, Nuevo Leon C.P. 66270 Tel: +5255 5089 8890 Tel: +5255 5089 8890 Executive Search ?54'q 1.6 1 ?r t AREAS OF SPECIAL'L'Y Vertical Alignment DHR is able to provide its clients with the most comprehensive expertise to complete each search successfully. This is made possible by our definitive market segmentation and strong collaboration across the recruiting body. These capabilities afford us significant domain knowledge and offer immediate access to the right candidates. Further, our clients enjoy the simplicity of a single point of contact for all their searches. They have the ability to preserve the relationship with their trusted search consultant who, through DHR's global network and presence, is able to seamlessly traverse country borders in search of exceptional talent. Healthcare & Board/CEO ,. } Life Sciences w Consumer Industrial M Diversity Life Sciences Technology Education Media & Entertainment 777 • ? Xt Professional Services Retail/Consumer DI 111 l xecutim Seunh Z;g-'y)'6 rT .Z Advanced Financial Technology Services Nonprofit Ce olyr pr(), cletn-"T r• ? ex N,sI r .1 11L. -k hllenlal/oal CONSULTING EXPERTISE Dynamic Leadership In today's competitive environment, companies throughout the world are competing to win the war for talent. Investing in top executives is the most critical decision for every business. We believe that a company is only as great as those who lead it, and as an extension of your management team, DHR will identify and deliver executives who will make an immediate impact. With regard to our own business, DHR is committed to recruiting the best talent in the world. We have attracted the most successful search consultants with cutting edge industry and functional expertise. This high caliber of search consultant will improve your recruiting process and allow your company to better understand the marketplace and the competitive landscape. Functional Proficiency DHR has established proficiencies across all functional areas including board director, general management, operations, finance, IT, sales, marketing, business development, engineering, research and development, human resources, and professional services. - - - -------- ---- Aj1k BdE.?? atigrai .... EA ODs macrom NOVARTIS lcomcast. sy„mbal- Office DZIPOT tTishman5peyer -A Prop-ti- A.DP-A a. 7;?Asfvp eex nuv?saN ss?neru, Nc 0 MOTOROLA e. I R DN UNIVERSITY of NOTRE DAME e n VIASYS`, WYeth om.e H I Executive Scald, ,r*.,y i, s , r " ENERGY 3M iA =:3 A bnkofAmerica C&BD Ai..?C "ENERGY Rclpi'cue;' ma fire --A ss?('wnjenfs S1?l ES/BUSINESS DEVELOPMENT 1-800-Pack Rat Director, Franchise Sales A provider of portable storage units to residential or commercial addresses for short or long-term storage. Accenture Director, Sales A global management consulting, technology services and outsourcing company. Accordent Technologies Senior Director, Sales A leading developer of solutions for the creation and management of rich media content. Activision Vice President, North Arnerican Sales A recognized, international publisher of innovative interactive entertainment software. Adelphia Communications Area Manager, Sales & Marketing A provider of cable entertainment, digital cable, local voice and long distance telephone services, messaging, and other telecommunications services. Adidas-Salomon International Sourcing Ltd. Head of Sales A global leader in the sporting goods industry. Agfa Graphics Director, Sales A world leader in prepress solutions for the printing and publishing industries. AIMCO Vice President, Corporate Business Development - AIMCO Capital The largest publicly-traded owner/operator of apartment properties in the U.S. Almatis Regional Sales Manager, Europe A global manufacturer of high performance specialty alumina materials. Aloca SIE Cargo Conversions Director, Sales & Marketing An Alcoa that has been providing engineering services to the aviation industry since 1981. AlliedCapital Vice President, Sales & Marketing A provider of private investment capital to middle-market companies. Q ARM Na4vWXY PORTABLE MINI STORAGE f, AdW". A~& "R•?r.Ll r AGFA Graphics Al O 0 14 A A*A_utI^(, I%I << - ii1 ER Exetutitie Search 9,w.mmir 1 I?.?C lta('1?tCi!f1;' .'7.1J7):ili.'t'i)? SALES/BUSINESS DEVELOPMENT Altum, Inc. Vice President, Business Development A provider of information technology services to federal agencies and commercial companies. America's Choice Vice President/Regional Business Development Director, Southeast One of the nation's largest comprehensive, K-12 school-improvement programs, serving some 325,000 students through partnerships with states, school districts and individual schools. American Equity Mortgage Vice President, Sales One of America's leading mortgage bankers, with 34 branch offices in 28 markets throughout the U.S. American Identity Senior Vice President, Sales & Marketing A leader in the development, promotion and extension of corporate and branded trademarks through logoed merchandise. American Medical Systems Director, International Sales A provider of world class medical devices and therapies that help restore pelvic help. Ameritrade Business Development Manager A provider of innovative brokerage products and services. Anchor Bay Entertainment Vice President, Sales An independent home video and DVD label. Applied Systems Executive Vice President, Sales & Marketing One of the largest insurance software companies in North America. Apropos Technology Vice President, Sales A provider of computer telephony and call center management software. Armor Holdings, Inc. Director, Strategy & Business Development A top supplier of human safety & survival systems to all branches of the U.S. military and major aerospace & defense prime contractors. Atari Vice President, Sales An international producer, publisher, and distributor of video games for consoles and PCs. 4 AMFwM C H O 1 C ,?44 ?de t:,.!,>,: 1'e,.- Life AApropo%- •------? D '! ?'( .,!X77' 3 Executive Jeunh ?54"1417 1 SALES/BUSINESS DEVELOPMENT Bally's Casinos & Resorts (a division of Caesar's Entertainment) Manager, Market Planning &l- Business Development Vice President, Sales One of the world's leading game companies with 21 properties in three countries. Beau Rivage Resorts (A subsidiary of MGM Mirage) Assistant Director, Hotel Sales One of the world's leading and most respected hotel and gaming companies. Bell Automotive Products, Inc. National Sales Manager A leading supplier of automotive and auto racing accessories. Bessemer Trust Principal, Business Development A wealth management and investment advisory firm. Boeing Vice President, Sales The world's largest aerospace company; the #2 marker of large commercial jets; and the #2 defense contractor. Budget Rent-A-Car Vice President, Sales Operations One of the world's best-known car rental brands. Burnham Corporation Vice President, Business Development A leading producer of boilers and related heating equipment for residential, commercial, and industrial applications. Cadbury Schweppes Vice President, Sales National Sales Director, Foodservice Region Manager A major international beverage and confectionery company. Carrier Access Corporation Director, Business Dei elopment An equipment manufacturer for the telecommunications industry. Casino Queen Riverboat Director, Sales A riverboat hotel & casino located in East St. Louis, Illinois. 0'e- !? - BOE/AV" A- NI-'Fw COMMERCIAL GA""OWS CarrierAc=- mlwArr PHR ExeaZrtive seunh ?5-t 0'o's / r f •• 1`:;?i't'.+Plll6?f: i,'C'_'?.I.IhIII%li'ilfC SALES/BUSINESS DEVELOPMEN'T' Celerant Consulting Business Development Executive Senior Business Development Executive A global, strategic, operational consultant. Cenus Technologies Vice President, Business Development The first company to provide optimization based on true Layer 7 (application) based information. Ceyx Technologies Vice President, Sales A developer and licensor of software-enable control systems for light emitting devices. China Mist Tea Company Vice President, Sales & Marketing The premiere supplier of fine iced and hot teas for the foodservice industry. Circadence Corporation Managing Sales Directors (2) A leading provider of Internet business and entertainment quality of service applications. Circadian Technologies, Inc. Director, Business Development A leading international research and consulting firm which assists managers of extended hour (shift work) operations. Cleveland Indians Baseball Director, Ticket Sales A Major League Baseball team. CMS, Inc. Vice President, Development The world leader in radiation treatment planning and related solutions. Comcast Regional Vice President, Marketing & Sales The largest provider of cable and broadband services in the U.S. ComTec Incorporated Vice President, Sales A high-value provider of software driven print and electronic customer communications designed to improve business efficiency and communication. Convergys Vice President, Sales - Latin America (2) A global leader in integrated billing, customer care and employee care services. ?efr. n CENUS •,nst?.w,ty r CEYX TECHNOLOGIES .0 CIRC?DENCE Plan for More CONVEk6§ 1 2R Exetictive Seurrh S?twl arr 4 RePivsef'Jldfir-e _Assti pIl/.' tviis SALES/BUSINESS DEVELOPMENT Consolidated Buying Company Vice President, Business Development North America's largest buying group for operators in the petroleum and convenience store industries. CoorsTek General Sales Manager 1.-'ice President, Sales, Europe A manufacturer of advanced technical ceramic and high-performance plastic components. Corsair Memory Director, OEMSales Director, Sales, United Kingdom Director, Southern European Sales A designer and manufacturer of high-speed memory modules. Crane Aerospace & Electronics Vice President, Business Development A supplier of critical systems and components to the aerospace and defense markets. Cryo-Cell International, Inc. Vice President, Marketing & Sales The world's oldest and largest family cord bloom stem cell bank. Del Laboratories, Inc. Executive Vice President, Sales - U.S. A manufacturer of pharmaceuticals and cosmetics including Orajel and Sally Hansen products. Delta Air lines, Inc. Latin America Sales Director The world's second-largest airline. DFS North America Sales Manager A duty-free and general merchandise retailer. DHL(fka Airborne Express) District Sales Manager Regional Sales Directors (2) Regional Sales Managers (3) The world's largest and most experienced international air express network. Dingo Maintenance Systems Vice President, Sales The global leader in providing technical solutions in the field of Oil Analysis. CbL C00RsTEK Srtterzirtg 5niu! infl?' CORSAIR CRANE xf: Rtkrs;: i.q t, ®CRYO-CELL Am..im5 J`J Con/!r/oed Rm=k'" UIA .A,Delta I? Wir&W ?r+ t rt p o PHR, kxe«uive Jeurrh ??cio x3 tT I VMWWWW R (O/ rseiv'(?A"? v - i.rs? iJr tern/.i SALES/BUSINESS DEVELOPMEN'T' Discus Dental, Inc. lliee President, International Soles & Marketing A distributor of tooth-whitening and oral hygiene products, impression materials, restoratives, and dental office software. Divecon Sales Manager Vice President. Sales & Marketing A premier provider of marine construction, commercial diving, remotely operated vehicle ("ROV") services, and vessel charter services. D-Link Director, Sales - Direct Channel A global leader in revenue and market share for wireless and Ethernet networking. Dresser Industries, Waukesha Engine Regional Mideast Sales Manager A manufacturer of spark-ignited, gaseous-fuelled engines. ESS Technology Vice President, Sales A designer and marketer of high-performance digital video processor and imaging sensor semiconductors. Financial Profiles, Inc. Vice President, Sales The market-share leader in financial planning solutions. FirstLogic European Business Development Director (1) A global provider of enterprise information quality solutions. Fiskars Brands Vice President, International Business Development A global marketer and manufacturer of value-added, branded consumer and commercial products. Fotoball USA, Inc. Director, Sales The leading marketer and manufacturer of souvenir and promotional products servicing the sports and entertainment industries. Fluke Networks Vice President, Worldwide Sales A provider of innovative solutions for the testing, monitoring and analysis of enterprise and telecommunications networks. DI'??/-.,ECCM RES ER X Financial Profiles, Inc, O#irstLOGIC' Y, I a • • n rs i ;1.` Executive Search ?xf(I is IT SALES/BUSINESS DEVELOPMENT Frank Russell Company Manager, Internal Sales A provider of multi-manager solutions for investment managers and capital markets. G&K Services Regional Director, Sales - Atlanta A supplier of uniform services and garments, including deanroom and related textiles. Gemplus Vice President, Enterprise Sales A developer of smart card based solutions for security, wireless, and e-business applications. GC(C IrMPLUS. Gemstar TV Guide Vice President, Business Development ;'' `? E M $ T p? R A leading, global media and technology company that develops, licenses, markets T V G U I D E and distributes products and services that simplify and enhance television guidance and consumer entertainment. Genova Diagnostics Vice President Sales & Marketing A specialty clinical laboratory providing innovative tests and education for the diagnosis, prevention, and management of digestive disease. Goodrich Power Systems Business Development Director -Americas A leading global supplier of systems and services to the aerospace and defense industry. Handleman Company Vice President, Field Sales Vice President, Sales -Anchor Bay Entertainment A supplier and merchandiser of pre-recorded music products to North American retail chains. Hassleblad USA National Sales Manager The U.S. subsidiary of a 60 year old Scandinavian company who is the recognized leader in high end photography. HDS Retail North America Executive Vice President, Business Development A leader in travel retail in North America. Holsum Bakery, Inc. Director, Sales & Marketing The largest supplier of bread, buns and rolls in the Southwest. GOODRICH H__Hld?llilail Cat P=Y H z?lrom 1 .I:.1.R Exeauliue Search C-0 -k N/SiT Iti[t'?!"t'jc'tlr`[ttl('C _;`i,i,ihsJl.%%ir'llf+ SALES/BUSINESS DEVELOPMENT HON Industries, Inc. Vice President, Sales - Gun] el Vice President, Sales - Gimlocke Vice President, Sales & Marketing North America's leading provider of workplace solutions to the office furniture industry's mid-market segment. Hyatt Hotels Director, Sales The owner and operator of 213 hotels and resorts in 43 countries around the HiT world. ID Analytics Vice President, Sales A provider of advanced analytic solutions. CoAncilyfics" Inductis Head of Sales p A global professional services firm that helps large companies leverage strategy It ?iDUC T I S analytics and technology to make b e t t e r decisions. 10L AS' A N A L Y S I S (x t 4CU s I4 n InfoPrise FW51 Vice President, Business Development A provider of tools that combine forms creation, attribute storage and workflow JA into a single scalable enterprise-level application. Innovative Solutions & Support Vice President, Business Development Mnovallve, A designer, manufacturer and retailer of flight avionic products to the military and 50lutitm!:1t< SuRx)rt government, commercial air transport and corporate aviation markets primarily to upgrade, or retrofit aircraft currently in use. InStadium Senior Vice President, Sales InStadium An energetic, fast-growing alternative media company specializing in the sale of advertising signage in restrooms and other stadium locations and game-day 'ne0amc nat Maus promotions within professional sports venues throughout the country. Intersport Vice President, Sales g i VRT An Emmy Award-winning creator, producer and distributor of original sports programming content, and an industry leader in sports hospitality and event marketing. Interactive Video Technologies, Inc. ' r Senior Vice President, Marketing & Business Development Y A leading provider of enterprise-scale software that enables business users to create, manage and deploy rich-media presentations. D1 IA) Exec olive Starch rw.N its l7" 1 ?• i1c'?r tt'1i;`£lfl/'i'..:-?.filyi1t31i'/jfi SALES/BUSINESS DEVELOPMENT Intervise Consultants, Inc. Regional Sales Representative A professional IT services organization providing clients with end-to-end solutions teams and consultants for task-based services. Island Pacific Senior Vice President, Worldwide Sales The global leader in retail merchandising, store operations, CRM, and multi-channel software solutions. Jackson Products, Inc. Director, Sales - TMT-Pathivay A designer, manufacturer and retailer of safety products and welding accessories. Jedai Broadband Networks, Inc. Vice President, Business Development A designer and marketer of a complete access solution which enables service providers to offer small and medium enterprises traditional and advanced data and telephony services over their existing networks. Kane 3PL Business Development Manager A privately held, full service logistics provider. Keystone Consulting Group, LLC Business Development Professional A business and IT management consulting and technology related service company. Knowledge Learning Corporation Senior Vice President, Marketing & Business Development Vice President Sales -Employer Partnerships The leader and preferred childcare provider in early childhood through school age education. Little Rapids Corporation National Sales Manager - Graham A value-added developer, manufacturer and marketer of fiber-based consumable products and specialty papers. Lockheed Martin Missiles & Fire Control Business Development Manager Vice President, Domestic Business Development A manufacturer of missiles, naval rockets, fire control and sensor systems, fire support systems, missile launchers, missile defense systems, and anti-tank weapons. ?? ?terv?s? K ' ISLAN ?? PACIR .ledai sroaoema We"10 s KEYS nrp NE KtKlWr? I-.F?uning i0., ona w11?cm u; cti?re^"t "'Lcmte' scew ,'W L le) apids corporation j ,IL?J1.11A Executive SeuT6 9'k XV /'S / or I - SALES/ BUSINESS DEVELOPMENT Managed Objects Executive Vice President, Sales - Americas "The Business Service Management Company." Merisel, Inc. Vice President, Sales - Optinel A distributor of computer hardware, networking equipment and software products. Microsoft Corporation Director, Business Development - Government The worldwide leader in software, services and solutions that help people and businesses realize their full potential. Molecular CChem New Business Development Manager A provider of leading chemical technologies for the purification of breathable air and the production of high-purity gases. Motorola Director, Corporate Business Development - Asia A Fortune 100 global communications leader that provides seamless mobility products and solutions across broadband, embedded systems and wireless networks. Napster Vice President, Business Development The world's most recognized brand in online music. Naterra Land Sales Manager The Midwest's leading provider of vacation home sites and recreational property. Network Solutions Regional Sales Director, Strategic Accounts (2) The original domain name registrar and the leading provider of Internet services. >r?inwe? C]I ohJl?ti 1?; NEW f L® i C: CHEM M.! Network - Y-i3` 0Ft Newdink Genetics t Vice President, Business Development and Marketing A biopharmaceutical company applying innovative techniques in cancer biology to Neat ,117k produce new diagnostics and therapeutic agents to improve the lives of cancer cFKme patients. Nice Pak Products, Inc. ?•? Senior Vice President, Sales, Consumer Vice President, Sales. PD] The worldwide leader in pre-moistened wipes. 'IIIR Exetutive Search FkNJ3#r _2. t\;:;iar%11i111.'t'.=?S,i2y1?Irll'iil;i SALES /BUSINESS DEVELOPMENT Nike, Inc. Apparel Sales Director A designer, developer and marketer of footwear, apparel, equipment and ", accessory products. Nissan North America Senior Manager. Sales c& Marketing North America's manufacturer of vehicles such as the Xterra SUV, Altima Ak s14aFT- sedan, and Frontier pickup. 1 4!?', Onaro Vice President, Sales A pioneer in Chanage Management for SANS. Open Solutions, Inc. Vice President, Sales A provider of technology, software and services that allow banks, thrifts and open credit unions to compete and service their customers or members more solutions effectively. VISION. TFCI4NOLOGY. SERVICE Pantheon Chemical Director, Business Development PANTHEON A manufacturer of innovative, high-performance, environmentally safe tnmrnting RF?annslbly chemicals used by governments, commercial enterprises, and consumers. Parexel International 11 PAREXEL Vice President, Sales Perceptive Informatics F-%PeTT&e One of the largest biopharmaceutical outsourcing organizations in the world. n?rrr.aaesrkemrJrsence Pearson Educational Measurement Vice President; Eastern Sales The largest commercial processor of student assessments. Pointsec Mobile Technologies Y ice President, solutions * pointsv9 A worldwide leading provider of information n security solutions. Progress Software Corporation Vice President, North American Sales, OpenEdge Division A global industry leading providing application infrastructure software. Rainbow Rewards Senior Vice President, Sales A free transaction volume accelerator for credit card issuers who auto enroll their debit or credit cards. D!1 ITA Exe«+licr Jeumh A5xH rjsiT SALES/BUSINESS DEVELOPMENT Ramco Gershenson Properties Trust Executive Vice President, Neu' Business Initiatives r RAMC O A fully-integrated, self-administered, publicly traded REIT which owns, G E R S H E N SON develops, acquires and manages shopping centers located primarily in the _ PROP£RTUS TRUST Midwest, Mid-Atlantic and Southeastern U.S. Relsys Vice President, Sales cos Marketing ° A privately-held software and services company and the acknowledged market R E L S Y S leader in the area of drug safety and regulatory affairs. The Republic of Tea Vice President, Sales The RjEPU BUC c f TEA, A purveyor of fine teas and herbs. Schneider National Vice President, Sales - Global Client Group The leading provider of premium truckload and intermodal services. ServiceMaster Vice President, Sales & Marketing - Merry Maids * I,' ` ServiceMaster currently serves residential and commercial customers through a c? p;ty of Stands; network of over 5,500 company-owned locations and franchised licenses (TruGreen, TruGreen LandCare, Terminix, American Home Shield, InStar Services Group, ServiceMaster Clean, Merry Maids, Furniture Medic, and AmeriSpec). ShermansTravel ShermansTravel.com Vice President, Business s Development pment A leading publisher of top travel deals and destination advice. 11 Your unbiased guide to deals and destlrtetions. SodexhoUSA Director, Sales, Senior Services A provider of food and management services in the hospitality industry. Bode 0o Sony Pictures Entertainment J Senior Vice President, Sales - Sony Home Entertainment A provider of motion picture production and distribution, television programming and syndication, home video acquisition and distribution, and more. SunTrust Bank Business Development Officers (2) SUNS UST One of the nation's largest commercial banking organizations. Synch-Solutions Senior Business Development Manager ,??,yf1Cl1-$41tlt?Ot?S A national management consulting and technology services firm. DMI Eaeeulive Search R i'lJi %'J BlltcftYl'r' ,SS f?lr fili'id /.ti SALES/BUSINESS DEVELOPMENT TIMET (Titanium Metals Corporation) Manager, Oil & Gas Business Development The world's largest integrated titanium producer and manufacturer. United Stationers, Inc. District Sales Manager, Sacramento Manager, Sales - Denver North America's largest wholesale distributor of business products. U.S. Maintenance Corporation Senior Vice President, Sales, Marketing & Administration A leading supplier of clearing and maintenance services to national retail marketers. Verbs Senior Vice President, Sales - Advertising Inserts A provider of market research, media planning, advertising production, digital production and fulfillment services. Vero Systems Vice President, New Business Development An industry leader of intelligent OSS software solutions for the telecommunications industry. Weber Metals, Inc. Regional Sales Manager A full line aluminum and titanium forging supplier as well as a market share leader in hand forgings. Westfield Corporation Senior Vice President, Business Development An internally managed, vertically integrated, shopping centre group undertaking ownership, development, design, construction, funds/asset management, property management, leasing and marketing activities. Zila, Inc. Vice President, New Business Development A marketer and retailer of over-the-counter; non-prescription oral and dermatological products. T/Mi?> "Wtww STAMORFERS *US maintenance Ira Comm at towed raw,t6rq rw Nrxniry ',,f ero r- VO- A.W r mans,.Itew 9.h V_. 410P Lventlive Seurch ?k?t/1,5 1 T _I-.4 lza,'I'vali1v . .iyCJPi7 OPERATIONS 1.800-Pack Rat Vice President, Operations qr A provider of portable storage units to residential or commercial addresses for short or long-term storage. PORTABLE MINI STORAGE AIMCO Chief Operating Officer Regional Vice President, Operations (2) Vice President, Operations AIMCO The largest publicly-traded owner/operator of apartment properties in the U.S. Alcoa Vice President, North American Operations A global producer of primary aluminum, fabricated aluminum, and alumina. ?`CVA AlliedCapital Chief Operating Officer A provider of private investment capital to middle-market companies. American Academy of Pediatrics Chief Operating Officer American Academy of Pediatrics `- s An organization of 60,000 pediatricians committed to the attainment of optimal UFUICA'Ff 11 TO ['Ilk M:Arni ?F Al.l, 41111.U0.EX' ;I physical, mental, and social health and well-being for all infants, children, adolescents and young adults. American International Group Chief Operating Officer The world's leading international insurance and financial services organization. AMICO Vice President, Operations A leader in the manufacturing and distribution of Industrial Flooring/Grating and Expanded Metal Products throughout North America. Aquarius Brands (A subsidiary of Summa Industries) Vice President, Operations f n A manufacturer of quality drip irrigation products for the agricultural, turf, greenhouse, nursery, industrial and landscape markets. Asterand, Inc. Chief Operating Officer A privately held company founded in early 2000 to address the urgent need of genomics and proteomics researchers for high quality biological information and materials. AusAm Biotechnologies, Inc. Chief Operating Oflicer A biopharmaceutical company developing new methods to identify and treat major diseases. DI-JI Lixecuiia:e Search 46 A4 1/31 r Repivsei:memi w !Ssi r'r venft OPERATIONS Banta Corporation Group Tice President, Operations A technology and market leader in printing and supply-chain management. Baptist Memorial Health Care Executive Vice President/Chief Operating Officer One of the premier healthcare systems in the nation. Baylake Bank President & Chief Operating Officer An independent community bank headquartered in Sturgeon Bay, Wl. Bluefield Regional Medical Center Chief Operating Officer A nonprofit medical center serving southern West Virginia and Southwestern Virginia. CityNet Telecommunications, Inc. Chief Operating Offrcer The leader in last-mile broadband infrastructure. Claire's Stores, Inc. Chief Operating Officer, Europe A leading international specialty retailer offering value-priced costume jewelry, accessories and cosmetics. Clarian Health Partners, Inc. Chief Operating Officer, Riley Hospital for Children One of the largest health systems in Indiana. Columbus Zoo & Aquarium Executive 1"Ice President & Chief Operating Officer Central Ohio's number one cultural attraction, a multi-faceted educational resource and a proactive leader in vAldlife and habitat conservation. Compliance Coach Chief Operating Officer A provider of software and services to financial institutions which aid in solving difficult regulatory compliance challenges. Consolidated Container Company Vice President, Operations A leading manufacturer of plastic blow-molded packaging. Corporex Companies, LLC President/Chief Operating Officer The largest locally owned commercial real estate developer in Greater Cincinnati. Cox,*)-F#X M SING-= Sol F :z. VAMORIAL Ht.ALYH CA;:k BAYL BANK h4ln:.y n.:.:t daire,s` i Ciarian Health Partners i it Methodist ( IU Riley Wumbus ZOO it nJ Aquar iuI- COMPLIANCE COACW C Consolidated Container Company Executive Search ??c K 113 IT .,..? 1Zei?i car?ur«tii? . 3?.1-+j?T c Custom Food Products Chief Operating Officer A leading value-added meat and poultry processor. Dallas Center for the Perorming Arts Foundation Vice President, Operations The organization committed to raising the capital and laying the groundwork that is required to establish and to constrict one of the world's great performing arts centers. DeKalb Regional Healthcare System Chief Operating Officer A health system which includes three hospitals: DeKalb Medical Center, DeKalb Medical Center at Decatur, and DeKalb Medical Center at Hillandale. Disneyland Resort Executive Vice President, Operations One of the most frequented tourist spots in the U.S. Family Dollar Store President & Chief Operating Officer A discount store chain operating more than 5,900 stores in 44 states. Financial Profiles, Inc. Chief Operating Officer The market-share leader in financial planning solutions. Fiserv Investment Support Services Vice President, Operations One of the nation's largest independent trust companies. First Atlantic Capital Chief Operating Officer A New York City-based private equity investment firm. Goodrich Turbomachinery Products Division Vice President, Operations A leading global supplier of systems and services to the aerospace and defense industry. Gourmand Specialty Foods PresidentfChief Operating Officer A producer and distributor of high-quality branded gourmet foods and ingredients for the finest restaurants and hotels in the U.S. Grubb & Ellis Chief Operating Officer A provider of integrated real estate services for businesses and corporations worldwide. oxwl oft / Tm- 45 DALLAS CENTER. FOR -rtr. PERFO?tIN G ARTS K ?OUNDATION DeKalb.: Medical Center' b°?ntafaland. FAIRY ItVM1?A711i. Financial Profiles, Inc tet?s?nettt .'1, `1 su FIRST ATLANTIC CAPITAL GoODRICH co-00t)[IM.,.r......?......?. I1 JR t:xep[Live sewch 1 ? r't?? i'J•t'?L'c1 tli ?t' _'?.?:?hiiii7'lTi OPERATIONS Guthy-Renker Chief Operating Officer One of the world's largest direct response television companies. Hawaii Pacific Health Chief Operating Officer, Straub Clinic & Hospital One of the state's largest healthcare systems. Heartland Health System Chief Operating Officer A provider of hospital and healthcare services to the residents of St. Joseph, MO and the surrounding region. Heidelberg Engineering, inc. President/Chief Operating Officer A developer of leading edge technologies in retinal imaging. Henry Schein Chief Operating Officer A direct marketer of healthcare supplies and services worldwide. The Hygenic Corporation Chief Operating Off cer A manufacturer of natural and synthetic rubber tourniquets, tubing, and sheeting, for medical and industrial markets. Image Metrics Chief Operating Officer A creator of innovative software and services for visual effects and animation. Intrinsiq Research Chief Operating Officer The premier source for U.S. oncology data and analysis. IPS Corporation Executive Vice President & Chief Operating Officer An industry leading in the development and application of WELD-ON products, iSgFt Chief Operating Officer The construction industry's leading provider of online bid solicitation and pre- construction management services in the U.S. Jackson Products, Inc. Senior Vice President, Operations A designer, manufacturer and distributor of safety products & welding accessories, (;UTHY-R't NKER -0=%k "rte Hawaii Pacific Health tiup'aari • t•.?a `.f:T'. •>fcnih • t:?:,ra 411 1f,mivrflfnd?4 ¦N oaLssrs JHENRY SCHEwe INt rmau Irwin iSgFt eX a/ 45170* --t DT-111A Executive Search OPERATIONS ).W. Childs Associates, L.P. Chief Operating Officer A private equity firm based in Boston, MA specializing in leveraged buyouts and recapitalizations of middle-market growth companies. Kindred Healthcare Chief Operating Officers (2) An operator of hospitals, nursing centers, institutional pharmacies and a contract rehabilitation services business across the U.S. Knowledge Learning Corporation Senior Vice President, Operations An operator of high-quality child care centers nationwide. The Levy Group Executive Vice PresidentlChief Operating Officer One of the largest outerwear manufacturers in the U.S. The Las Vegas Sands, Inc. Senior Vice President & Chief Operating Officer A hotel, gaming and retail mall company. LMI Aerospace Inc. Chief Operating Of, jFcer A leading supplier of quality components to the aerospace and technology industries. Marge Carson Vice President, Operations A leading manufacturer of upholstered and un-upholstered wood furniture. McDonald's Chief Operating Officer, Japan A leading global foodservice retailer. McKesson Vice President Operations - Automated Prescription Systems Division The leading provider of automation solutions that increase pharmacy efficiency and enhance patient safety. Medical College of Ohio Chief Operating Officer A leading academic, research and health care institution serving Northwest Ohio and Southeastern Michigan. Metropolitan Career Center Chief Operating Officer A nonprofit, community-focused organization dedicated to helping individuals realize their potential and accomplish their employment goals through education and support. 6;,w1,6 / r 1 Kipdre:d d(0%F0R. WMre LUfedme Levnhg Begin" MWESSON Empowering Healthcare P Metropolitan career Center .1 ?1 II ' &enaive Search OPERATIONS Monongalia General Hospital Chief Operating Officer A 199 bed acute care community hospital serving the residents of Marion, ! Mon General Monongalia, and Preston Counties in West Virginia. carMQ. hour-rive. W ... the heathy c-bl-<ton. National Academy of Recording An & Sciences : Chief Operating Off cer• An organization of musicians, producers, engineers and recording professionals dedicated to improving the quality of life and cultural condition for music and its makers. Nice Pak Products, Inc. Vice President, Operations (2) NICE?WAK - The worldwide leader in pre-moistened wipes. Nilfisk-Advance, Inc. N11fiSk Vice President, Operations Advance 9) One of the world's leading manufacturers of professional cleaning machines and equipment. The Pampered Chef President & Chief Operating Officer A premier direct seller of essential kitchen tools. (:1 ` Paul Morelli Chief Operating Officer cer A retailer of fine jewelry. PCM Construction Chief Operating Officer PCM A provider of a full range of construction and facility maintenance services. .C AU swv baB" -4& Pittsburgh Life Sciences Greenhouse Chief Operating Officer A privatetpublic partnership putting the region's life sciences industry on a fast track F T i S 6 U p G X 3 ' ' for growth . „eucc Platinum Equity, LLC Chief Operating Officer A global acquisition firm uniquely specializing in the operation of mission- critical solutions and services companies. Presbyterian Healthcare System PresbyWrisn Chief Operating Officer Flealtheare System Home to a family of five hospitals. President Casinos, Inc. Chief Operating Officer The owner and operator of a dockside gaming facility located in St. Louis, President Casinos, Inc. Illinois. GxNl9l7' DUTR Executive Search Representa6v -:4.f.41,t;11>P eats OPERATIONS Promina Health System/Southern Regional Hospitals Chief Operating Officer PRO.M.INA A provider of healthcare services in Atlanta. Doctors and Hospitals RE/MAX Chief Operating Officer W k6 A provider of residential, commercial, referral, relocation, and asset management real estate services. Renal Care Group Chief Operating Officer A provider of nephrology services to patients with kidney disease, including Renal Care Grout) patients requiring dialysis with end-stage renal disease. The Republic of Tea RF_PUBL, c4TER Vice President, Chief Operating Officer s A purveyor of fine teas and herbs. Retail Industry Leaders Association Senior Vice President, Operations R I LA The trade association of the largest and fastest growing companies in the retail industry. Rite Aid Corporation Executive Vice President, Operations One of the nation's leading drugstore chains. ...1. .v. •?lli?i Sara Lee President & Chief Operating Officer, Sara Lee Bakeries / A global manufacturer and marketer of high-quality, brand name products. Shopko Stores, Inc. Chief Operating Oficer, Pamida Division 5. A retailer of quality goods and services with stores located in 13 states throughout -? the Midwest, Mountain and Pacific Northwest regions. Sierra Tucson Chief Operating Officer A dually licensed, accredited special psychiatric hospital and behavioral health .,X center leading the development and practice of progressive, effective therapies. SlEltlL?l 1't C(;S(_)I\ S. King Collection Chief Operating Officer A new line of "couture accessories" from the world's most talented designers _ and artisans. W Spectrum Brands Senior Vice President, Operations Spectrum A global consumer products company with a diverse portfolio of world-class BRANDS f 9'1, brands including Rayovac, Varta and Remington. 1,11D Ak "'tire Search N/l3ir OPERATIONS SSI Technologies Vice President, Operations A leading designer and manufacturer of sensors. St. Joseph's Health Center P?rS Chief Operating Officer A 431-bed comprehensive medical care institution dedicated to providing ttorpitat Healthc-t- quality health care to the residents of 16 counties in Central New York. StrearnCast Networks, Inc. Executive Vice President & Chief Operating Officer A provider of digital communications solutions to help consumers and content „ creators communicate directly. Stone Street Capital President ?r Chief Operating Officer, Structured Finance Sitone5tmet A leader in the specialty finance industry. Tallahassee Memorial Healthcare Executive Vice President & Chief Operating Officer A healthcare system comprised of Tallahassee Memorial Hospital, a behavioral ??=t+*:'" ?5"!?'''r healthcare facility, 12 primary care clinics, a diabetes center and a heart and vascular institute. Thermadyne Holdings Director, Internal Audit Executive Vice President, Global Operations Vice President, US Distribution A multi-national manufacturer of welding and cutting products. Tidi Products Vice President, Operations rx?m A leading manufacturer and distributor of disposable products used in the medical and dental markets. 11 TMP Directional Marketing Vice President, Operations The world's largest yellow page advertising agency. Triple Canopy Chief Operating Officer F R Y P t E C R rv a P Y A provider of legal, ethical and moral security solutions that enable our clients to excel globally in challenging environments. Troxell Communications Chief Operating Officer The largest privately held audio-visual distributor in the U.S. ' HIR" t.unaive Seurch OPERATIONS Vans, Inc. Chief Operating Officer The leading action sports lifestyle company for the youth market. Wellmont Health System Chief Operating Officer The premier healthcare provider in Northeast Tennessee and Southwest Virginia. Wells' Dairy, Inc. Vice President, Operations The country's largest family-owned dairy processor. Westview Hospital Chief Operating Officer full-service medial and surgical hospital as well as central Indiana's only Osteopathic Institution. West Virginia University Hospitals Chief Operating Officer A healthcare system comprised of behavioral health center Chestnut Ridge Hospital, City Hospital, Jefferson Memorial Hospital, Jon Michael Moore Trauma Center, Ruby Memorial Hospital, and the West Virginia University Children's Hospital. William Carter Company Vice President, Operations A leading children's apparel retailer. WinWholesale Chief Operating Officer collection of wholesale distribution companies that sell plumbing, HVAC, electrical, industrial, electronic, and water works supplies. Wordwave, Inc. Chief Operating O{fieer - VITAC A provider of litigation support, captioning and subtitling, and digital recording and transcription services. iii ? /t. ?? :???-? PWORDWAVE D 1..j f t Executive Semeh Ex N ,3 /wr teary exa ll3lT section DAVID H. HOFFMANN Mr. David H. Hoffmann is Chairman & Chief Executive Officer of DHR International. Established in 1989, the finn is now the fifth largest executive search finn in the United States with revenues exceeding $100 million, as ranked by Executive Search Review. DHR began when Mr. Hoffmann acquired the assets of Boyden International's Chicago and Upper Montclair, New Jersey locations. DHR currently has over 40 office locations throughout the world, and is known as the fastest growing and most innovative firm in the industry. Prior to forming DHR, Mr. Hoffmann served as the Senior Vice President and Managing Partner, Midwest Operations, of Boyden International, Inc. He served as a senior member of the firm's Financial Committee and remained Boyden's top consultant for four consecutive years. Previous experience includes Vice President and Partner of Korn/Ferry International and other Corporate Director positions. Mr. Hoffmann is involved in numerous philanthropic organizations including: The Steppenwolf board and the Northwestern Hospital Foundation; he is a Northwestern University Associate and a Governing Member of the Chicago Symphony Orchestra. His involvement in professional organizations includes: Economic Club, Executives Club, and Chicago Club. Mr. Hoffmann serves on the Board of Directors of Evanston Northwestern Healthcare Foundation (Chicago, IL) and Steppenwolf Theatre Company (Chicago, IL), DHR International (Chicago, IL), JobPlex, Inc. (Chicago, IL), Osprey Capital (Chicago, IL,), and SK Collections (St. Louis). His community involvement has included volunteer work in little league, hockey, soccer, baseball, football, and softball. He has been featured in numerous business publications such as BusinessWeek magazine (cover story), The Wall Street Journal, The Chicago Tribune, The Chicago Sun Times, The St Louis Post Dispatch (feature story), Crain's Chicago Business, Smart Money Magazine, The Pioneer Press (cover story) and Fortune magazine. David H. Hoffmann Chairman & Chief Executive Officer DHR International 8000 Ivlagland Avenue suite 1010 St. Louis, MO 63105 314.727.2000 (p) 314.727.2903 (f) dhoffmann@dhrintematiorW.com www.dhrintemational.com DHTADX Executive Search jE;c..Mi,Str ).)HR hitenlatonal8igrapb. NICK SLEE Nick Slee serves as Senior Vice President in the firm's Chicago office. In this role, Nick Slee he is responsible for overseeing the day-to-day operations of DHR's Global Senior Vice President Recruiting Operations, which includes the addition of DHR Consultants and the establishment of new offices worldwide. Additionally, Nick is responsible for DHR International executing senior level search assignments. He is also a member of the firm's 10 S. Riverside Plaza Global Financial Services and Advanced Technology Practice Groups. Suite 2220 Chicago, IL 60606 312.782.1581 (p) Prior to his current role, Nick served as the Vice President of Global Research. In 312.782.2096 (f) this role, he managed research and was responsible for all recruitment, search nslee@dhrintemationaLcom execution, management, administration, and training. During this time, DHR www.dhrinternational.com International continued its expansion domestically and internationally as the industry's fifth largest executive search firm. Nick spent the first three years of his career at DHR as a Senior Associate. During this time, he executed senior level searches for Chief Financial Officers, Chief Executive Officers, Chief Operating Officers, Presidents, and Board Member searches for the Chairman & Chief Executive Officer of DHR, David Hoffmann. These searches served clients such as WinWholesale, Pointsec Global Technologies, Mesirow Financial, Mansur Capital, Microsoft, and International Components Corporation. Prior to joining DHR International, Nick was a Senior Associate with a boutique search firm headquartered in Chicago. In this role he executed numerous senior level searches for clients including President Casino, CKE Restaurants, CIBC Oppenheimer, Click Commerce, NanoInk, Deloitte, Mercedes Benz, 3M, and Wells Dairy. Nick holds a Bachelor of Science in Business Administration from Miami University, where he received a Degree in Finance. Nick is an active member in the Chicago community. He supports numerous organizations locally and nationally, including: The Y-Me National Breast Cancer Organization, St. Vincent DePaul, American Cancer Society, and The Alzheimer's Association. DHJTIDN- !?xecuti,ve Search 6 ac wjl5lurr Com,mi'l'-)Yvelit ves:yid earn..? 4. hrr rz%arczfate2 cif a silt SIM i es f facto; J '`'nc7l.i on dZl.' rs.;tiy J6;`OV 16 7wo .1 section 111HkE Jlitt 1'nafiova/ COMMITMENT TO QUALITY DHR is committed to quality and excellence and believes that retained search helps guarantee results. We are in for the duration with a responsibility to deliver the highest caliber candidates, and will spend the time needed to understand our client's strategic imperatives and align ourselves accordingly. These factors allow us to remain a value-added service provider and long-term partner. Further aspects of our commitment to quality include: Two Year Guarantee Our clients are served on a highly personal and professional basis. Above all, we will not sacrifice our quality, level of service, or commitment to our clients. We stand behind our quality with a powerful, but remarkably simple guarantee. Should a candidate leave or be terminated within two years of the completion of the search, we will recruit another candidate for no additional professional service fee. Of course, as great as our guarantee is, it is very seldom used. 20-Day Market Analysis At 20 working days, we present our Market Analysis Report to our clients. This unique and confidential report contains a brief, yet detailed, written summary of each individual we have contacted during the course of the search to date, as well as a detailed profile on each of our most qualified candidates. This valuable management tool serves as an analysis for: o The industry and marketplace overall as well as how the client's organization is perceived. o The competitive landscape providing valuable information and perspectives. o A compensation study comparing expectations in the marketplace. Performance Metrics DHR has integrated client-defined performance metrics to ensure that each search is monitored from initiation through completion, and is always on target to achieve significant milestones during its lifecycle. These performance metrics include timelines and scorecards to enable the search team to engage quickly and develop strong candidate flow, validate the initial search strategy early in the process, and facilitate regular communication with the client. I Eutinive $eureh 4rk w//3 /T .1 I-,HR Ill1t'i71affo&!1 SUCCESS FACTORS o Identification of desired talent through in-depth market analysis and direct sourcing o Development of organizational charts and competitive mapping resulting in a deep understanding of the industry landscape o Industry-first Knowledge Management teams supplying up-to-date competitive intelligence o Utilization of best-of-breed technology o No geographic restrictions and limited client blockage issues o Collaborative team structure The foundation of our firm is comprised of a high level of personal service, a strong dedication to quality, and our value-added approach. This is demonstrated in our unparalleled researching capabilities and the timeliness in which we complete our assignments. DHR has mastered the following vital processes, ensuring the efficient delivery of a successful search: Targeted Research Our research department conducts a thorough study and market analysis to identify individuals who are contributing to the success of target organizations. This is accomplished through in-depth direct sourcing of target companies as well as organizational charts/mapping of competitive companies. Launching an industry-first best practice, we have formed Knowledge Management teams segmented by practice area. These resources aid search teams by providing timely competitive intelligence to leverage during the recruiting process. We dedicate a vast amount of resources to each assignment, and by approaching recruiting with a strategy going in, we ultimately succeed in changing minds and optimizing the decision process. Extensive Reach Our select client base means we can recruit from a larger universe of talented candidates. Therefore, DHR presents a larger slate of qualified candidates in a shorter period of time. We are known as the "smallest large firm in the business." Technology DHR utilizes a proprietary technology that integrates project management and database functionality to ultimately support our search process. We employ best-of-breed technologies, online tools and databases to further our ability to effectively provide our clients with top leadership. Strong Internal Collaboration We have one of the highest researcher/consultant ratios in the industry, with no geographic restrictions. Our expansive global network is routinely drawn upon to utilize all available sources, contacts and industry expertise. D11- A} Executive Search 15 *V 4as 1 r D f f ti-1 r; t rarriiou r,' FOCUS ON DIVERSITY Years of experience in identifying and recruiting diverse candidates shapes our approach towards search execution. We understand the demands driving the need for diversity. Our global database is maintained through extensive networks in specific business groups, trade and professional organizations. As a result, our focus and capabilities allow us to reach beyond individuals in a specific industry or functional area to those candidates who offer the valuable qualities of diversity. Furthermore, DHR recognizes that diversity is not only defined by ethnic, cultural or gender differences, but it is also an awareness that allows our clients to leverage each employee's strengths, opinions, ideas, and experiences to create competitive advantage. The Importance of Diversity o The population of the U.S. is increasingly defined by its cultural diversity. According to the 2000 census, diverse groups constituted 20% of the nation's population. This percentage is expected to grow to constitute almost half of the U.S. population by the year 2050. o Today women represent 59.3% of the workforce and that percentage is expected to continue to grow. o The expanding global reach of American business demands exposure to widely diverse consumers, cultures, ideas, and viewpoints. Workplace diversity translates into a group of employees with the ability to facilitate unique and creative approaches to problem solving, arising from the integration of different perspectives. o A diverse group of employees is better able to develop products and services that appeal to a variety of consumers and to market offerings in a way that appeal to those consumers. o A diverse group of managers is better able to work with business partners, employees and clientele in the U.S. and around the world. 1 IR Elwollive JCUT01 J6? W as Ir I section SEARCH PROCESS WEEKS 1-3 KICK OFF ACTIVITIES Assess Organization & Position Meet Key Constituents Develop Specification Develop Strategy WEEKS 2-5 CANDIDATE IDENTIFICATION 20-Day Market Analysis Presented Contact Sources & Potential Candidates Screen Candidates Conduct Preliminary References Review Progress WEEKS 6-9 CANDIDATE QUALIFICATION Heavy Recruiting Continues Conduct Interviews Conduct Detailed References Review Progress WEEKS 9-12 CANDIDATE SELECTION Final Reference Reporting Completed Client Interviews & Debriefing Continue to Engage Backup Candidates Offer Negotiations & Candidate Counseling DI J R ?xec?ttive $eunh /g /T .i 1.7 FIR ble., r olio al SEARCH PROCESS Assess Organization/Position We collect and review operational, financial, legal, organizational, planning, and market information to gain understanding of the community/market, organization and position. We also conduct on-site interviews with the client (may include both the hiring authority and search committee) and other key constituents of the organization to expand our understanding of the community and market, organization's philosophy, management style and culture and the professional and personal attributes of the ideal candidate. The on-site visit would also include a meeting with the search committee to refine the steps of the process outlined below, to meet the situational needs of the client company. Develop Position Specification/Candidate Profile The organizational assessment aids in producing a position specification/candidate profile which describes the organization, position, reporting relationships and responsibilities and the education, experience and attributes required/desired for this position. After the client has approved the profile, we use it in developing the search strategy, presenting the opportunity to prospective candidates, and screening them against the established criteria. A concerted effort will be made to identify diversity candidates. Develop Search Strategy We then conduct basic research. In consultation with the client, we determine a geographic focus which may range from local to international. Our research department develops a list of target organizations in which we will focus our search effort and obtains the names, titles, and telephone numbers of prospective candidates and sources. We also review related assignments and add the names of candidates and sources from those files. Recruit Prospective Candidates We then contact prospective candidates and sources by telephone. We provide interested and apparently qualified prospects with the position specification/candidate profile and ask for a resume/curriculum vitae. Typically, we initiate between 100-200 calls to build a pool of candidates whose backgrounds, experience, and accomplishments match those sought. The best (f8) among the prospective candidates are reviewed by the client and a subset are selected and scheduled for an in-depth interview. This review is accomplished through the 20-Day Market Analysis Report. Our clients find this report to be a valuable management tool which serves as an analysis for understanding the overall industry, competitive landscape, and comparable compensation expectations in the marketplace. We ask that internal and prospective candidates identified by the client be forwarded to us. This process avoids duplication of effort, relieves the client of the burden of responding to such individuals and allows us to incorporate these candidates into the screening process. Interview Candidates The consultant conducts an in-depth interview with each appropriately qualified candidate to obtain a thorough understanding of the background, motives, capabilities, style and accomplishments and the extent to which the person meets the criteria set forth in the position specification. We then develop a comprehensive report describing the education, work history and accomplishments, as well as our appraisal of the candidate's fit within the organization. D1 I Execliti+:e search EkNirS1'7' 1 SEARCH PROCESS Select Preferred Candidates The client evaluates the written reports and invites the best qualified candidates for an initial interview. The preferred candidate(s) are invited for subsequent interviews with key individuals, followed by continued exposure until a preferred candidate is selected. The end stages of the process typically involve a spouse where appropriate. Check References/Investigate Background It is our practice to designate and directly contact superiors, peers, and subordinates of current and past employers of the final candidate(s). The reference checks verify factual data and report achievements, explore strengths and weaknesses, and provide insights into personal and professional style and other attributes. We summarize our findings in writing to the client and provide a verification of the candidate's education and any certificates or licenses. In order to protect the confidentiality of the candidate, reference checks are typically performed at the end stages of the search process or at such time as an offer has been extended to the individual. In the latter case, the offer is made contingent upon satisfactory reference checks. When appropriate or requested, background investigations are conducted which may include felony and misdemeanor, motor vehicle, workers compensation records and credit history. Negotiate Terms of Employment We are available to assist in negotiating the terms of employment. The ways in which we can be helpful include: compensation, negotiations, meshing of deferred benefit programs from old to new organizations and assistance in relocation and personal family matters such as special schooling requirements. Verify Eligibility Status The United States Immigration Reform and Control Act of 1986 requires that all employers verify an employee's eligibility to work in the United States. The Act requires that the employer execute this responsibility and hence, we encourage you to include this verification in your hiring process. Post-Employment Follow-up Within ninety days following hire, we contact the placement and discuss the initial weeks of employment. The individual knows in advance that our conversation will take place with your knowledge and that it will be subsequently reviewed with you. We have found this discussion to be an excellent time to reinforce the correctness of the decision by both parties and to identify any misunderstandings or misconceptions that may have developed in the early weeks. It is our practice to keep our clients current on the progress of each search. Typically, this is achieved by periodic telephone progress reports on a weekly basis. When necessary and/or appropriate, written progress reports are prepared. '11 ' E Zeeutiae Seurth to I . ?• 1) i- !" f11tt leaf onal SEARCH ENGAGEMENT TERMS OF ENGAGEMENT • We accept retained search engagements on an exclusive basis. All candidates, regardless of source, whether internal or external, will be included in the search process to ensure every candidate is assessed on a consistent and uniform basis. Our two-year guarantee applies to all candidates, regardless of source, whether internal or external. • The professional service fee for an executive search is one-third of the candidate's expected total first-year cash compensation, which includes base salary and a reasonable expectation of incentive compensation. • One-third of the estimated professional service fee is billed and is payable at initiation of each retained search. The remaining professional service fee is billed and is payable in 30-day installments. • Our monthly statements will include charges for search-related expenses which include allocated support fees such as administrative, communications (voice and data), reproduction and report production, database management, and computer services, which historically have represented 12% of the applicable retainer. Candidate development expenses, consultant travel and sundry, and candidate travel and sundry are billable at cost. • We commit to the completion of every search in a timely fashion. The firm guarantees it will commit extensive resources to every search until client expectations are met and/or exceeded and the search is completed. • Should a candidate leave or be terminated within two years of the completion of the search, for any reason other than a change in structure or control, or other act rendering the position materially different from the role accepted, we will recruit another candidate for no additional professional service fee. Only expenses will be billed to the client. • If you cancel the search by written confirmation within sixty days, we will forward a final statement for our professional services prorated through the date you cancel, and for expenses related to the search. • Under our hands-off policy we will not recruit individuals from the client company for one year following completion of the assignment. CLIENT RESPONSIBILITIES • Advise us of those areas relevant to the search that must be kept confidential, or institutions to avoid as sources of candidates. • Provide timely feedback to us regarding information contained in the position specifications. • Respond expeditiously to us concerning your interest levels in the candidates presented. • Schedule candidate interviews promptly and report your evaluations to us as soon as possible. • Advise us early and often of internal changes that may affect the position or its requirements during the recruiting process. • Provide information to candidates about your organization, its benefits, and relocation policies to enable them to make an intelligent career decision. • Make a timely and competitive offer of employment following the final interviews. D1, 11F. JR- Fzc?c-t.lise Seuni? 16 IT DHR International, Inc. 10 South Riverside Plaza, Suite 2220 - Chicago, IL 60606 DHR (312) 782-1581 - Fax (312) 782-0655 CONFIDENTIAL October 23, 2007 Jordan Olshefski Vice President Quality Builders Warranty Corporation 325 North Second Street Wormleysburg, PA 17043 Dear Jordan: We are pleased to propose the arrangements under which DHR International will conduct a search for a Vice President of Operations for Quality Builders Warranty Corporation (QBW). We are guided by your desire to have this individual located as quickly as possible. Work on the assignment will begin immediately upon our receipt of a signed copy of this agreement. Professional Retainer and Fees Consistent with the standards of the retained executive search profession, our professional fees are equal to one-third of the first year estimated total cash compensation of $200,000. Our fee is payable in three equal installments. When we are retained, an invoice for the first installment will be payable upon receipt as a non-refundable initial retainer. An invoice for the second installment will be payable upon DHR having presented QBW with a list of three qualified candidates. The third installment will be paid upon the date of hire of the candidate. Included in the final payment will be a statement for any increase or decrease in fees due to any difference between one-third of the total cash compensation of the individual and the fees previously paid on the estimated amount. Any direct, out-of-pocket expenses such as candidate and consultant travel, lodging and video-conferencing will be pre-approved by QBW and billed on a monthly basis as incurred. Additionally, if Quality Builders Warranty Corporation hires more than one candidate presented by DHR International in connection with this assignment, you agree to pay DHR an amount equal to one-third of each additional hire's projected first year total cash compensation. Cancellation DIIR International recognizes that a client's recruiting needs may change over time. If you cancel the search by written confirmation within sixty days, we will forward a final statement for our professional services prorated through the date of cancellation, and for direct pre-approved expenses related to the search. 6X#4 161T ho October 23, 2007 Page 2 Two Year Guarantee If the employment of a DHR placed executive is terminated (voluntarily or involuntarily) within two years from the hiring date with Quality Builders Warranty Corporation, we will, at your option, refill that position for no additional fee within six months of the request. Off Limits DHR International will consider Quality Builders Warranty Corporation "off limits" as a source of candidates and will not recruit its employees. Confidentiality DHR International will maintain the confidentiality of all proprietary and confidential information supplied by you, it being understood that proprietary and confidential information does not include, and this obligation will not apply to, any information (i) in the public domain, (ii) which is or comes into DHR's possession without an obligation of confidentiality, or (iii) which is required by law or Nasdaq/securities exchange requirements to be disclosed. General This agreement constitutes the entire agreement between the parties with respect to the subject matter and supersedes any previous oral or written arrangements or understanding. Equal Employment Opportunity is a federal law, and in providing services under this agreement, DHR International will adhere to all prohibitions on discrimination on the basis of race, color, religion, national origin, disability or handicap, sex, age, marital status, sexual orientation, or military veteran's status. We look forward to working with you on this important search assignment. However, it is DHR International's standard policy to continence work on any search assignment only after written confirmation of the Agreement has been received by DHR. If you are in agreement with the terms and conditions as stated above, please sign and return a copy of this letter to me as our formal authorization to proceed. w 04 October 23, 2007 Page 3 We look forward to the opportunity of working with you and sincerely hope that you select DHR International to conduct this important assignment. Best regards, DHR INTERNATIONAL, INC. Nick P. Slee Senior Vice President NPS/gs Accepted: Jord Olshe skt Vice President Quality Builders Warranty Corporation (of2&I a? Date 415 kw/a/ 7MM A. VERIFICATION I, Jordan F. Olshefski, Vice President of Quality Builders Warranty Corporation, hereby certify and state that the foregoing Plaintiffs Amended Complaint is true and correct to the best of my knowledge, information and belief; and that I understand that false statements herein are made subject to the penalties of 18 Pa. C.S. §4904, relating to unworn falsification to authorities. Quality B UWarranty Corporation Date: •3 %Z 7- eV By: Jor F4.1 fski, Vice President I & CERTIFICATE OF SERVICE I HEREBY CERTIFY that I served a copy of the Amended Complaint was sent via U.S. Mail, first class postage prepaid, which service satisfies the requirements of the Pennsylvania Rules of Civil Procedure, addressed as follows: Joshua C. Drewitz, Esquire Seyfarth Shaw LLP 815 Connecticut Avenue, NW, #500 Washington, DC 20006-4004 Date: - ?76 ? Peg rrison, Secretary QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, V. DHR INTERNATIONAL, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Docket No.: 08-1032 Civil Term DEFENDANT DHR INTERNATIONAL'S PRELIMINARY OBJECTIONS IN THE NATURE OF A DEMURER Defendant DHR International ("DHR"), by and through its undersigned counsel and pursuant to Pennsylvania Rules of Civil Procedure 1017(a)(4) and 1028(a)(4) and Cumberland County Rule of Procedure 1028(c), hereby files its preliminary objections in the nature of a demurrer to Plaintiff Quality Builders Warranty Corporation's ("QBW") Amended Complaint. Rather than answering QBW's initial Complaint, DHR filed preliminary objections in the nature of a demurrer. In response, QBW filed and Amended Complaint pursuant to Pa.R.Civ.P. 1028(c)(1). However, because QBW's Amended Complaint is still legally insufficient to state a claim for either breach of contract or fraud, DHR has renewed its preliminary objections. The preliminary objections must be sustained, the demurrer granted, and the Amended Complaint dismissed with prejudice. Specifically, QBW's breach of contract claim fails because QBW has not alleged any violation of the actual contract and because there was valid consideration. Moreover, QBW's fraud/rescission claim is barred by either the parol evidence rule and/or its failure to allege all the elements of fraud with specificity. In further support thereof, DHR respectfully refers the Court to its accompanying brief. DC 1 30227572.1 WHEREFORE, DHR respectfully requests that the Court sustain its preliminary objections, grant (i.e., sustain) the demurrer, and dismiss QBW's Amended Complaint with prejudice in its entirety. Respectfully submitted, DHR INTERNATIONAL, INC. By: Joshua *Caald?win, PA Bar No. 87296 Raymond pro hac vice admission pending Jessica R. Hughes, pro hac vice admission pending SEYFARTH SHAW LLP 815 Connecticut Avenue, NW, #500 Washington, DC 20006-4004 (202) 463-2400 (202) 828-5393 (facsimile) Attorneys for Defendant DHR International Dated: April 14, 2008 2 DC] 30227572.1 PRAECIPE FOR LISTING CASE FOR ARGUMENT (Must be typewritten and submitted in duplicate) TO THE PROTHONOTARY OF CUMBERLAND COUNTY: (List the within matter for the next Argument Court.) ---------------------------------------------------------------------------------------------------------------------- CAPTION OF CASE (entire caption must be stated in full) Quality Builders Warranty Corporation vs. DHR International No. 08-1032 Civil Term 1. State matter to be argued (i.e., plaintiff's motion for new trial, defendant's demurrer to complaint, etc.): Defendant's Demurrer to Plaintiff's Amended Complaint 2. Identify all counsel who will argue cases: (a) for plaintiffs: John A. Gill (Name and Address) 325 N. Second St., Wormleysburg, PA 17043 (b) for defendants: Joshua C. Drewitz and Raymond C. Baldwin (Name and Address) Seyfarth Shaw, LLP,.815 Connecticut Avenue, NW, Suite 500, Washington DC 20006 (202) -4 3-24-00- 3. 1 will notify all parties in writing within two days that this case has been listed for argument. Joshua C. Drewitz 4. Argument Court Date: May. 28, 2008 Date: April 14. 2008 ignature Joshua C. Drewitz Print your name Defendant DHR International Attorney for INSTRUCTIONS: 1. Two copies of all briefs must be filed with the COURT ADMINISTRATOR (not the Prothonotary) before argument. 2. The moving party shall file and serve their brief 12 days prior to argument. 3. The responding party shall file their brief 5 days prior to argument. 4. If argument is continued new briefs must be filed with the COURT ADMINISTRATOR (not the Prothonotary) after the case is relisted. QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, V. DHR INTERNATIONAL, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Docket No.: 08-1032 Civil Term MOTION FOR ADMITTANCE PRO HAC VICE Pursuant to Rule 1012.1 of the Pennsylvania Rules of Civil Procedure, Joshua C. Drewitz, the undersigned attorney for Defendant DHR International ("DHR") hereby moves this Court to permit Jessica R. Hughes, Esquire to appear in the above-captioned case pro hac vice. In support of this motion, the undersigned states as follows: 1. Ms. Hughes is presently an associate with the law firm Seyfarth Shaw LLP, 815 Connecticut Avenue, NW, Suite 500, Washington, DC 20006-4004. It is DHR's intent to have Ms. Hughes represent it in the above-captioned matter. Ms. Hughes is an active member in good standing of the Bars of the Commonwealth of Virginia and the District of Columbia. Ms. Hughes is admitted to practice before the United States Court of Appeals for the Fourth Circuit and the District of Columbia Circuit, and before the United States District Courts for the Districts of Maryland, the District of Columbia, the Eastern District of Virginia, and the Western District of Virginia. See also Verified Statement of Jessica R. Hughes (attached hereto as Exhibit A). 2. Ms. Hughes has not previously applied for admittance pro hac vice in any court of record in Pennsylvania. See Exhibit A. 3. Ms. Hughes has submitted her pro hac vice application and the required fee made payable to the Pennsylvania IOLTA Board. (Copy attached hereto as Exhibit B). DC 1 30229316.1 4. I am an associate with the law firm of Seyfarth Shaw LLP, 815 Connecticut Avenue, N.W., Suite 500, Washington D.C., 20006-4004, and I am a member in good standing of the bar of the Commonwealth of Pennsylvania. 5. After reasonable investigation, I reasonably believe Ms. Hughes is a reputable and competent attorney, and I recommend her admission pro hac vice. See also Verified Statement of Joshua C. Drewitz (attached hereto as Exhibit Q. 6. I shall continue to act as counsel of record in this matter and can be served with all pleadings, motions, notices and other papers, and I will attend all proceedings before the Court unless otherwise excused. WHEREFORE, the undersigned respectfully requests that the Court grant this motion and permit Jessica R. Hughes to appear before this Court pro hac vice. Respectfully submitted, DHR INTERNATIONAL, INC. By: oshua C. z, PA Bar No. 87296 SEYFARTH SHAW LLP 815 Connecticut Avenue, NW, #500 Washington, DC 20006-4004 (202) 463-2400 (202) 828-5393 (facsimile) Attorneys for Defendant DHR International Dated: May 1, 2008 2 DC 1 30229316.1 A. QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, V. DHR INTERNATIONAL, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Docket No.: 08-1032 Civil Term VERIFIED STATEMENT OF JESSICA R. HUGHES IN SUPPORT OF HER ADMISSION PRO HAC VICE Pursuant to Rule 1012.1(c) of the Pennsylvania Rules of Civil Procedure, I, Jessica R. Hughes, Esquire, submit the following verified statement in support of my admission pro hac vice in the above-captioned case: 1. I am member in good standing of the Bars of the Commonwealth of Virginia and the District of Columbia. My Virginia license number is 44523 and my District of Columbia license number is 468853. I have been admitted to practice before the United States Court of Appeals for the Fourth Circuit and the District of Columbia Circuit and before the United States District Court for the Districts of Maryland (license number 16552), the District of Columbia, the Eastern District of Virginia, and the Western District of Virginia. 2. I have never been suspended, disbarred, or otherwise disciplined in any jurisdiction in which I am admitted to practice. 3. I am not currently subject to any disciplinary proceedings. 4. 1 have not previously applied for admission pro hac vice in any court of record in the Commonwealth of Pennsylvania. DC 1 30229323.1 5. I shall comply with, and be bound by, the applicable statutes, case law, and procedural rules of the Commonwealth of Pennsylvania, including the Pennsylvania Rules of Professional Conduct. 6. I shall submit to the jurisdiction of the Pennsylvania courts and the Pennsylvania Disciplinary Board with respect to any acts and omission occurring during my appearance in this matter 7. I have consented to the appointment of Joshua C. Drewitz, Esquire, my sponsor, as my agent upon whom service of process shall be made for all actions, including disciplinary actions, that may arise out of my practice of law in this matter. 8. Pursuant to Sections 81.504 and 81.505 of the Pennsylvania Interest on Lawyer Trust Account Board Regulations for Pro Hac Vice Admission, I have submitted the required forms and the one hundred dollar ($100.00) fee. (Copy attached as Exhibit B to Motion for Admittance Pro Hac Vice). 9. I declare under penalty of perjury that the foregoing is true and correct to the best of my knowledge. Dated: May 1, 2008 Notary Public: r 2 DC 1 30229323.1 13 PENNSYLVANIA IOLTA BOARD Form for PRO HAC VICE ADMISSION For all nonresident attorneys requesting permission to participate in proceedings in a Pennsylvania Court) iplicant [ ] Mr. lme: [ X] MS. Hughes Jessica Regan Last First Middle ate of Birth: Ta,,,,nrw 1 1 1()74 our Firm's Name & Mailing Address: (All correspondence will be mailed to this address.) Seyfarth Shaw, LLP irm Name 815 Connecticut. Ave., Ste. 500,-Washington, D.C. 20006 ttreet Address/P.O. Box Ste. No. City State Zip Code Your Firm's Physical Address: X Check here if same as above Street Address Ste. No. City State Zip Code (202) 463-2400 (202) 828-5393 ihughes@seyfarth.com Office Phone Office Fax Contact E-Mai! Address Acknowledgment Letter should be faxed to: Jessica Hughes (202),828-5 393 Contact Name Contact Fax Name & Office Address of Attorney of Record in the Pennsylvania Proceeding who is filing the Motion for your admission Pro Hac Vice: Joshua C. Drewitz Seyfarth Shaw, LLP Name Firm Name (if applicable) 815 Connecticut Ave., Suite 500, Washington, D.C. 20006 Street Address/P.O. Box Ste. No. City state Zip Code (202) 463-2400 (202) 828-5393 87296 Office Phone Office Fax PA I.D. Number Case Number: Docket No. 08-1032 Civil Term .Csse Name: Quality Builders Warranty Corp. v. DHR International -Pennsylvania Court of Record: Court of Common Pleas for Cumberland County Address of Court: 1 Courthouse Square, Carlisle, PA 10713 -1- List all foreign, state and federal jurisdictions in which you have been qualified, licensed or admitted to practice law and are currently active and in good standing, the year of licensure, and your license or bar card numbers, if applicable. Use the Continuation Form if additional space is needed. Jurisdiction(s) Year(s) of Licensure(s) License Number(s) Virginia 1999 44523 Superior Court of the District of Columbia 2000 468853 United States District Court For the Eastern District of Virginia 2000 44523 United States District Court For the Western District of Virginia 2001 468853 If you have ever practiced law under another name, please state that name here. List also all jurisdictions in which yqu practiced law under that name, license number, and the time period involved. Use the Continuation Form if additional space is needed. Other Name(s) Jurisdiction(s) License Number(s) Time Period(s) Jessica Regan Schneider Virginia 44523 1999-2003 Jessica Regan Schneider Superior Court of the 468853 2000-2003 District of Columbia Jessica Regan; Schneider United States District Court 44523 2000-2003 Eastern District of Virginia Jessica Regar Schneider United States District Court 468853 2001-2003 Western District of Virginia Are you familiar with the Pennsylvania Rules of Professional Conduct, Pennsylvania Rules of Disciplinary Enforcement, and the rules and court procedures of the court before which you seek to appear, and will you at all times abide by and comply with the same so long as such Pennsylvania proceeding is pending and you have not withdrawn as counsel therein? x Yes No certify that the information provided on this form is true. If any statements are false, I realize I am subject to iiscipline by the Supreme Court of Pennsylvania. I hereby certify that I am enclosing the fee required by Rule 301 of the Pennsylvania Bar Admission Rules. I hereby agree that any action brought against me by the Supreme Court of Pennsylvania or any of its boards or instrumentalities may be brought' the Court of ;ommon Pleas of Allegheny, Dauphin or Philadelphia CountyxPepnsyivania. of Pro Had Vice IM of A -2- CONTINUATION FORM a separate form for each statement requiring a Continuation Form. Make additional copies of this form as needed.) For Question: No. 1 .me: Hughes Jessica Regan Last First Middle United States District Court 2001 468853 For the District of Columbia United States District Court 2005 16552 For the District of Maryland United States Court of Appeals 2000 NIA For the Fourth Circuit United States Court of Appeals 2006 NIA For the District of Columbia CONTINUATION FORM a separate form for each statement requiring a Continuation Form. Make additional copies of this form as needed.) For Question: No. 2 me: Hughes Jessica Regan Last First ^ Middle United -States District Court 2001-2003 468853 For the District of Columbia United States Court of Appeals 2000-2003 N/A For the Fourth Circuit FFARTH SHAW LLP 131 SOUTH DEARBORN CHICAGO, ILLINOIS 60603 Irneys CHECK NO. 67220 NOICE DESCRIPTION AMOUNT PA00 EF. # INV. 4413 TE INVOI000 OUNT ?39668-26V,' I 22 991 032808W28-08 0 S CHECK NO. 2-50?710 67220 CHECK DATE PPMIWL? GENERAL ACCOUNT CHECK AMOUNT LaSalle Bank N.A 131 South 0earbom Street Suite 2400 Chicago, IL 60603-5577 Chicago, IL 60661 $****100.00 ONE HUNDRED AND 00/100 Dollars Seyfarth Shave LLP PAY PA IOLTA BOARD TO THE ORDER OF UNDER $5000 ONE SIGNATURE 11'67 2 2011' 11:0 7 1000 50 51: 52015`434S6110 0 QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, V. DHR INTERNATIONAL, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Docket No.: 08-1032 Civil Term VERIFIED STATEMENT OF JOSHUA C. DREWITZ IN SUPPORT OF HIS SPONSORSHIP OF JESSICA R. HUGHES' ADMITTANCE PRO HAC VICE Pursuant to Rule 1012.1(d)(2) of the Pennsylvania Rules of Civil Procedure, I, Joshua C. Drewitz, Esquire, submit the following verified statement in support of my motion for the admission pro hac vice of Jessica R. Hughes, Esquire, in the above-captioned case: 1. I am member in good standing of the Bar of the Commonwealth of Pennsylvania. 2. I am an associate of the law firm Seyfarth Shaw LLP, 815 Connecticut Avenue, NW, #500, Washington, DC 20006-4004. I work with Ms. Jessica R. Hughes, an associate with Seyfarth Shaw LLP, in the same office. After reasonable investigation, I believe that Ms. Hughes is a reputable and competent attorney, and I recommend Ms. Hughes' admission pro hac vice in this matter. 3. The above-captioned case is the only case in a court of record in the Commonwealth of Pennsylvania in which I am sponsoring candidates for admission pro hac vice. 1 4. To the extent that I or Ms. Hughes receive any proceeds from a settlement of this matter, they shall be received, held, distributed and accounted for in accordance with Rule 1.15 1 In this same matter, I am also sponsoring Raymond C. Baldwin, Esq. for admission pro hac vice. DC 1 30229331.1 of the Pennsylvania Rules of Professional Conduct, including the IOLTA provisions thereof, if applicable. 5. I have entered my appearance as counsel of record in this matter, and I shall sign and serve, or be served, all notices, orders, pleadings, or others papers filed in this matter, and I shall attend all proceedings before the Court, unless otherwise excused. 6. I declare under penalty of perjury that the foregoing is true and correct to the best of my knowledge. Dated: May 1, 2008 oshua C. Dre Notary Public: D"eliw 4J 3v 2 DC 1 30229331.1 CERTIFICATE OF SERVICE I hereby certify that true and correct copies of the foregoing Motion for Pro Hac Vice for Jessica R. Hughes was served via first class U.S. mail, postage pre-paid this Is1 of May, 2008 upon the following: John A. Gill 325 North Second Street Wormleysburg, PA 17043 Attorney for Plaintiff Quality Builders Warranty Corporation DC I 30227574.1 " . c ? - - . :. ---3 •, _ ,?. f? ?..., A QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, V. DHR INTERNATIONAL, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Docket No.: 08-1032 Civil Term MOTION FOR ADMITTANCE PRO MAC VICE Pursuant to Rule 1012.1 of the Pennsylvania Rules of Civil Procedure, Joshua C. Drewitz, the undersigned attorney for Defendant DHR International ("DHR") hereby moves this Court to permit Raymond C. Baldwin, Esquire to appear in the above-captioned case pro hac vice. In support of this motion, the undersigned states as follows: 1. Mr. Baldwin is presently a partner with the law firm Seyfarth Shaw LLP, 815 Connecticut Avenue, NW, Suite 500, Washington, DC 20006-4004. It is DHR's intent to have Mr. Baldwin represent it in the above-captioned matter. Mr. Baldwin is an active member in good standing of the Bars of the State of Maryland and the District of Columbia. Mr. Baldwin is admitted to practice before the United States Court of Appeals for the Fourth Circuit and the District of Columbia Circuit, and before the United States District Courts for the Districts of Maryland and the District of Columbia. See also Verified Statement of Raymond C. Baldwin (attached hereto as Exhibit A). 2. Mr. Baldwin has not previously applied for admittance pro hac vice in any court of record in Pennsylvania. See Exhibit A. 3. Mr. Baldwin has submitted his pro hac vice application and the required fee made payable to the Pennsylvania IOLTA Board. (Copy attached hereto as Exhibit B). DC 1 30229315.1 4. I am an associate with the law firm of Seyfarth Shaw LLP, 815 Connecticut Avenue, N.W., Suite 500, Washington D.C., 20006-4004, and I am a member in good standing of the bar of the Commonwealth of Pennsylvania. 5. After reasonable investigation, I reasonably believe Mr. Baldwin is a reputable and competent attorney, and I recommend his admission pro hac vice. See also Verified Statement of Joshua C. Drewitz (attached hereto as Exhibit Q. 6. I shall continue to act as counsel of record in this matter and can be served with all pleadings, motions, notices and other papers, and I will attend all proceedings before the Court unless otherwise excused. WHEREFORE, the undersigned respectfully requests that the Court grant this motion and permit Raymond C. Baldwin to appear before this Court pro hac vice. Respectfully submitted, DHR INTERNATIONAL, INC. By: oshua C. Drewl z, PA Bar No. 87296 SEYFARTH SHAW LLP 815 Connecticut Avenue, NW, #500 Washington, DC 20006-4004 (202) 463-2400 (202) 828-5393 (facsimile) Attorneys for Defendant DHR International Dated: May 1, 2008 2 DC 1 30229315.1 QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, v. DHR INTERNATIONAL, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Docket No.: 08-1032 Civil Term VERIFIED STATEMENT OF RAYMOND C. BALDWIN IN SUPPORT OF HIS ADMISSION PRO HAC VICE Pursuant to Rule 1012.1(c) of the Pennsylvania Rules of Civil Procedure, I, Raymond C. Baldwin, Esquire, submit the following verified statement in support of my admission pro hac vice in the above-captioned case: 1. I am member in good standing of the Bars of the State of Maryland and the District of Columbia. The Maryland Bar does not assign a license number, but my license as member of the federal bar for the State of Maryland is 25449. My District of Columbia license number is 445514. I have been admitted to practice before the United States Court of Appeals for the Fourth Circuit and the District of Columbia Circuit and before the United States District Court for the Districts of Maryland and the District of Columbia. 2. I have never been suspended, disbarred, or otherwise disciplined in any jurisdiction in which I am admitted to practice. 3. I am not currently subject to any disciplinary proceedings. 4. I have not previously applied for admission pro hac vice in any court of record in the Commonwealth of Pennsylvania. DC 1 30229321.1 5. I shall comply with, and be bound by, the applicable statutes, case law, and procedural rules of the Commonwealth of Pennsylvania, including the Pennsylvania Rules of Professional Conduct. 6. I shall submit to the jurisdiction of the Pennsylvania courts and the Pennsylvania Disciplinary Board with respect to any acts and omission occurring during my appearance in this matter. 7. I have consented to the appointment of Joshua C. Drewitz, Esquire, my sponsor, as my agent upon whom service of process shall be made for all actions, including disciplinary actions, that may arise out of my practice of law in this matter. 8. Pursuant to Sections 81.504 and 81.505 of the Pennsylvania Interest on Lawyer Trust Account Board Regulations for Pro Hac Vice Admission, I have submitted the required forms and the one hundred dollar ($100.00) fee. (Copy attached as Exhibit B to Motion for Admittance Pro Hac Vice). 9. I declare under penalty of perjury that the foregoing is true and correct to the best of my knowledge. Dated: May 1, 2008 Ra mond C. B ldwin Notary Public: 2 DC 1 30229321.1 PENNSYLVANIA IOLTA BOARD Form for PRO HAC VICE ADMISSION (For all nonresident attorneys requesting permission to participate in proceedings in a Pennsylvania Court) Applicant [X ] Mr. Name: [ ] MS. Baldwin Raymond C. Last First Middle Date of Birth: June 1. 1963 Your Firm's Name & Mailing Address: (All correspondence will be mailed to this address.) Seyfarth Shaw, LLP Firm Name 815 Connecticut Ave., Suite 500, Washington, D.C. 20006 Street Address/P.O. Box Ste. No. City State Zip Code Your Firm's Physical Address: X Check here if same as above Street Address Ste. No. City State Zip Code (202) 463-2400 (202) 828-5393 rbaldwiu@seyfarth.com Office Phone Office Fax Contact E-Mail Address Acknowledgment Letter should be faxed to: Raymond Baldwin (202) 828-5393 Contact Name Contact Fax Name & Office Address of Attorney of Record in the Pennsylvania Proceeding who is filing the Motion for your admission Pro Hac Vice: Joshua C. Drewitz Seyfarth Shaw, LLP Name Firm Name (if applicable) 815 Connecticut Ave., Suite 500, Washington, D.C. 20006 Street Address/P.O. Box Ste. No. City State Zip Code (202) 463-2400 (202) 828-5393 87296 Office Phone Office Fax PA I.D. Number Case Number: Docket No. 08-1032 Civil Term Case Name: Quality Builders Warranty Corp., v. DHR International 'Pennsylvania Court of Record: Court of Common Pleas for Cumberland County Address of Court: 1 Courthouse Square, Carlisle, PA 10713 -1- List all foreign, state and federal jurisdictions in which you have been qualified, licensed or admitted to practice law and are currently active and in good standing, the year of licensure, and your license or bar card numbers, if applicable. Use the Continuation Form if additional space is needed. Jurisdiction(s) Year(s) of Lice United States District Court For the District of Maryland Superior Court of the District of Columbia United States District Court For the District of Columbia United States Court of Appeals For the Fourth Circuit United States Court of Appeals For the District of Columbia Circuit Insure s License Numbers 1997 25449 1997 445514 1997 445514 2000 NIA 2001 N/A If you have ever practiced law under another name, please state that name here. List also all jurisdictions in which yiQu practiced law under that name, license number, and the time period involved. Use the Continuation Form if additional space is needed. Other Name(s) Jurisdiction(s) License Number(s) Time Period(s) 3. Are you familiar with the Pennsylvania Rules of Professional Conduct, Pennsylvania Rules of Disciplinary Enforcement, and the rules and court procedures of the court before which you seek to appear, and will you at all times abide by and comply with the same so long as such Pennsylvania proceeding is pending and you have not withdrawn as counsel therein? x Yes No I Certify that the information provided on this form is true. If any statements are false, I realize 1 am subject to discipline by the Supreme Court of Pennsylvania. I hereby certify that I am enclosing the fee required by Rule 301 of the Pennsylvania Bar Admission Rules. I hereby agree that any action brought against me by the Supreme Court of Pennsylvania or any of its boards or instrumentalities may be brou ht in t e Court of Common Pleas of Allegheny, Dauphin or Philadelphia n sylvani . A Pro Rac Vice Applicant />/() Date of Application -2- WARTH SHAW LLP 131 SOUTH DEARBORN CHICAGO, ILLINOIS 60603 forneys INVOICE AMOUNT INVOICE DESI IPTII REF. # INV. # DATE 2693 032808WDC1 03-28-08 100.00 39668-26 R. BALDWIN _22 CHECK DATE 03J28/08 LaSalle Bank N.A Chicago, IL 60661 CHECK NO. 67221 ,N AMOUNT PAI 100.0 CHECK NO, 67221 SEYFAR ?-I 2-?,0 ATTORNt"cYS LLP GENERAL ACCOUNT 131 South Dearbom Street Suite 2400 Ghlcap, IL 60603"5577 CHECK AMOUNT ONE HUNDRED AND 001100 Dollars PAY TO THE ORDER OF PA IOLTA BOARD $ 100. Seyfarth Shaw LLP UNDER 55ooo ONE SIGNATURE u¦67 2 2111@ 1:0 7 1000 50 51: 5 20174345611' 1 QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, V. DHR INTERNATIONAL, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Docket No.: 08-1032 Civil Term VERIFIED STATEMENT OF JOSHUA C. DREWITZ IN SUPPORT OF HIS SPONSORSHIP OF RAYMOND C. BALDWIN'S ADMITTANCE PRO HAC VICE Pursuant to Rule 1012.1(d)(2) of the Pennsylvania Rules of Civil Procedure, I, Joshua C. Drewitz, Esquire, submit the following verified statement in support of my motion for the admission pro hac vice of Raymond C. Baldwin in the above-captioned case: I am member in good standing of the Bar of the Commonwealth of Pennsylvania. 2. I am an associate of the law firm Seyfarth Shaw LLP, 815 Connecticut Avenue, NW, #500, Washington, DC 20006-4004. I work with Mr. Raymond C. Baldwin, a partner with Seyfarth Shaw LLP, in the same office. After reasonable investigation, I believe that Mr. Baldwin is a reputable and competent attorney, and I recommend Mr. Baldwin's admission pro hac vice in this matter. 3. The above-captioned case is the only case in a court of record in the Commonwealth of Pennsylvania in which I am sponsoring candidates for admission pro hac vice. 4. To the extent that I or Mr. Baldwin receive any proceeds from a settlement of this matter, they shall be received, held, distributed and accounted for in accordance with Rule 1.15 1 In this same matter, I am also sponsoring Jessica R. Hughes, Esq. for admission pro hac vice. DC 1 30224330.1 A of the Pennsylvania Rules of Professional Conduct, including the IOLTA provisions thereof, if applicable. 5. I have entered my appearance as counsel of record in this matter, and I shall sign and serve, or be served, all notices, orders, pleadings, or others papers filed in this matter, and I shall attend all proceedings before the Court, unless otherwise excused. 6. I declare under penalty of perjury that the foregoing is true and correct to the best of my knowledge. Dated: May 1, 2008 oshua C. Dr rtz Notary Public: &'4v G *,Vr- OK'txor I 6V El*-U,141 lq? ?OPVJZ 2 DC 1 30229330.1 4 CERTIFICATE OF SERVICE I hereby certify that true and correct copies of the foregoing Motion for Pro Hac Vice for Raymond C. Baldwin was served via first class U.S. mail, postage pre-paid this 15t of May, 2008 upon the following: John A. Gill 325 North Second Street Wormleysburg, PA 17043 Attorney for Plaintiff Quality Builders Warranty Corporation DC I 30227574.1 ?i . -? i (`?v ? p ? _ L Y ? ? .! . 6 QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, V. DHR INTERNATIONAL, Defendant. ORDER ???qqnnnn IN THE COURT OFMMNi?IV'8 D#y PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Docket No.: 08-1032 Civil Term Upon consideration of the Defendant, DHR International's, Motion for Admittance Pro Hac Vice, and any opposition thereto, it is this 13 . day of -"ft ,2008 hereby ORDERED that Defendant's Motion is GRANTED; and it is FURTHER ORDERED that Jessica R. Hughes is admitted pro hac vice in this matter, subject to Rule 1012.1 of the Pennsylvania Rules of Civil Procedure. SO ORDERED. Judge, Co)drt of Common Pleas for Cumberland County, Pennsylvania Co ies to the following: / Joshua C. Drewitz ` Raymond C. Baldwin Jessica R. Hughes SEYFARTH SHAW LLP 815 Connecticut Avenue, NW, #500 Washington, DC 20006-4004 Attorneys for Defendant DHR International ? John A. Gill 325 North Second Street Wormleysburg, PA 17043 Attorneys for Plaintiff Quality Builders Warranty Corporation e45P1?,s /".aaLECL sl alog ryl D`C1 3302 9391.1 t=1i?: Kw>;?tl?s: OF THEE 4,7F RY 2008 MAY 13 PH 12: 4. 9 h t. s tA QUALITY BUILDERS WARRANTY CORPORATION, PLAINTIFF IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA V. DHR INTERNATIONAL, DEFENDANT 08-1032 CIVIL TERM IN RE: PRELIMINARY OBJECTIONS OF DEFENDANT TO PLAINTIFF'S COMPLAINT BEFORE BAYLEY, J. AND EBERT, J. ORDER OF COURT AND NOW, this day of July, 2008, the preliminary objections of defendant, DHR International, to the complaint of plaintiff, Quality Builders Warranty Corporation, ARE DISMISSED. /John A. Gill Esquire For Plaintiff ? Joshua C. Drewitz, Esquire For Defendant :sal es mkt LCCL I 7/iVloB By the Cow;=--- Edgar B. Bayley, J. `-? `?=r CNJ =y_ o C . _F W L- CC) D c° U M QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, V. DHR INTERNATIONAL, Defendant. Docket No.: 08-1032 Civil Term DEFENDANT'S ANSWER TO PLAINTIFF'S AMENDED COMPLAINT Defendant, DHR International Inc. ("Defendant" or "DHR"), by undersigned counsel, hereby Answers Plaintiff's First Amended Complaint. 1. Defendant lacks sufficient information to form a belief as to the truth of and therefore denies, the allegations regarding Plaintiff s corporate status and location. 2. Defendant admits the allegations contained in Paragraph 2 of the Amended Complaint. 3. In response to the allegations contained in Paragraph 3 of the Amended Complaint, Defendant states that it is in the business of retained executive search. 4. Defendant lacks sufficient information to form a belief as to the truth of and therefore denies, the allegations regarding when Plaintiff formed a belief that it wanted to engage an executive search firm. 5. Defendant denies the allegations contained in Paragraph 5 of the Amended Complaint as stated. Defendant states that it provided a document to Plaintiff and that document speaks for itself. 6. Defendant denies the allegations contained in Paragraph 6 of the Amended Complaint as stated. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA DC 1 30235813.1 ap 7. Defendant denies the allegations contained in Paragraph 7 of the Amended Complaint as stated. 8. Defendant denies the allegations contained in Paragraph 8 of the Amended Complaint as stated. 9. Defendant denies the allegations contained in Paragraph 9 of the Amended Complaint as stated. 10. Defendant denies the allegations contained in Paragraph 10 of the Amended Complaint as stated. 11. In response to the allegations contained in Paragraph 11 of the Amended Complaint, Defendant admits that a telephone call took place. 12. Defendant denies the allegations contained in Paragraph 12 of the Amended Complaint as stated. 13. Defendant denies the allegations contained in Paragraph 13 of the Amended Complaint as stated. 14. Defendant denies the allegations contained in Paragraph 14 of the Amended Complaint as stated. 15. Defendant denies the allegations contained in Paragraph 15 of the Amended Complaint as stated. 16. Defendant denies the allegations contained in Paragraph 16 of the Amended Complaint as stated. 17. In response to the allegations contained in Paragraph 17 of the Amended Complaint, Defendant admits that it did not return its October 23, 2007 letter to Plaintiff, after Plaintiff signed it and sent it to DHR. DC 1 30235813.1 2 -r 18. In response to the allegations contained in Paragraph 18 of the Amended Complaint, Defendant states that Plaintiff paid a $22,000 non refundable initial retainer. 19. Defendant denies the allegations contained in Paragraph 19 of the Amended Complaint. 20. Defendant denies the allegations contained in Paragraph 20 of the Amended Complaint as stated. 21. Defendant denies the allegations contained in Paragraph 21 of the Amended Complaint as stated. 22. In response to the allegations contained in Paragraph 22 of the Amended Complaint, Defendant states that Plaintiff sent DHR a letter and that letter speaks for itself. 23. Defendant denies the allegations contained in Paragraph 23 of the Amended Complaint as stated. 24. Defendant denies the allegations contained in Paragraph 24 of the Amended Complaint as stated. 25. Defendant denies the allegations contained in Paragraph 25 of the Amended Complaint as stated. COUNT I BREACH OF CONTRACT 26. Defendant restates and realleges as if fully set forth herein, its responses to Paragraphs 1 through 25 of the Plaintiffs First Amended Complaint. 27. Defendant denies the allegations contained in Paragraph 27 of the Amended Complaint. 28. In response to the allegations contained in Paragraph 28 of the Amended Complaint, Defendant denies that Plaintiff is entitled to the return of any monies. DC 1 30235813.1 3 Defendant denies that Plaintiff is entitled to the relief requested in the WHEREFORE paragraph following paragraph 28 of the Amended Complaint, and denies that Plaintiff is entitled to any relief whatsoever. COUNT II RECISION 29. Defendant restates and realleges as if fully set forth herein, its responses to Paragraphs 1 through 28 of the Plaintiffs First Amended Complaint. 30. Defendant denies the allegations contained in Paragraph 30 of the Amended Complaint. 31. Defendant denies the allegations contained in Paragraph 31 of the Amended Complaint. 32. Defendant denies the allegations contained in Paragraph 32 of the Amended Complaint. Defendant denies that Plaintiff is entitled to the relief requested in the WHEREFORE paragraph following paragraph 32 of the Amended Complaint and denies that Plaintiff is entitled to any relief whatsoever. Defendant denies any allegation not specifically admitted herein. AFFIRMATIVE DEFENSES FIRST AFFIRMATIVE DEFENSE Plaintiff's Complaint, in whole or in part, fails to state a claim against Defendant upon which relief can be granted. SECOND AFFIRMATIVE DEFENSE Claims in Plaintiff's Complaint are barred by the applicable statute of limitations. DC 1 30235813.1 4 4 THIRD AFFIRMATIVE DEFENSE Claims in Plaintiff's Complaint are barred because it has failed to mitigate damages. FOURTH AFFIRMATIVE DEFENSE Claims in Plaintiffs Complaint are barred by the doctrines of waiver, estoppel and res judicata. FIFTH AFFIRMATIVE DEFENSE Claims in Plaintiff s Complaint are barred because no contract was breached with it. SIXTH AFFIRMATIVE DEFENSE Plaintiff s own conduct, omissions and/or negligence may bar its recovery. SEVENTH AFFIRMATIVE DEFENSE Claims in Plaintiffs' Amended Complaint are barred by the doctrines of waiver, novation, accord and satisfaction. EIGHTH AFFIRMATIVE DEFENSE Defendant specifically reserves the right to amend this Answer by additional affirmative defenses and/or counterclaims as additional investigation, discovery and circumstances may warrant. WHEREFORE, Defendant prays that: DC I 30235813.1 5 1. Plaintiff's Complaint be dismissed with prejudice and that judgment be entered in Defendant's favor; 2. The Court award Defendant its costs and attorneys' fees. 3. The Court award Defendant such further relief as it deems just and proper. Respectfully submitted, DHR INTERNATIONAL, INC. By: Joshua C. Drewitz, PA Bar No. 87296 Raymond. C. Baldwin, pro hac vice Jessica R. Hughes, pro hac vice SEYFARTH SHAW LLP 815 Connecticut Avenue, NW, #500 Washington, DC 20006-4004 (202) 463-2400 (202) 828-5393 (facsimile) Attorneys for Defendant DHR International Dated: August 5, 2008 6 DC 1 30235813.1 4. CERTIFICATE OF SERVICE I hereby certify that a true and correct copy of the foregoing Defendant's Answer First was served via first class U.S. mail, postage pre-paid this 5t' day of August, 2008 upon the following: John A. Gill 325 North Second Street Wormleysburg, PA 17043 Attorney for Plaintiff Quality Builders Warranty Corporation Raymond C. Bald 7 DC I 30235813.1 S N QUALITY BUILDERS WARRANTY CORPORATION Plaintiff V. DHR INTERNATIONAL INC. Defendant : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, : PENNSYLVANIA : DOCKET NO.: 08-1032 CIVIL TERM PLAINTIFF. QUALITY BUILDERS WARRANTY CORPORATION'S MOTION FOR JUDGMENT ON THE PLEADINGS AND NOW, this Z? day of September, 2008, comes the Plaintiff, Quality Builders Warranty Corporation, by and through its attorney and files the within Motion For Judgment On The Pleadings in accordance with Pa.R.C.P. 1034 and avers as follows: 1. On February 14, 2008, Plaintiff, Quality Builders Warranty Corporation (QBW) instituted the within action against Defendant, DHR International Inc. (DHR), seeking the return of a $22,000.00 retainer fee it paid to DHR to conduct an executive search to fill a position at QBW. 2. DHR filed Preliminary Objections in the nature of a Demurrer. 3. QBW filed an Amended Complaint pursuant to Pa.R.C.P. 1028(c)(1) consisting of two counts, Count I, Breach of Contract/Failure of Consideration, Count II, Recission. 4. DHR filed a Preliminary Objection to QBW's Amended Complaint in the nature of a Demurrer on April 14, 2008. 5. Argument on the Preliminary Objection was held before Judges Ebert and Bayley on May 28, 2008, and by Order dated, July 14, 2008, signed by the Honorable Edgar B. Bayley, Judge, Denied DHR's Preliminary Objection. 6. On August 6, 2008, DHR filed an unverified Answer to QBW's Amended Complaint. . 7. The Answer either admitted the substantive factual allegations in QBW's Amended Complaint or contained general denials. 8. Pursuant to Pa.R.C.P. 1029(b), a general denial shall have the effect of an admission. 9. Based on DHR's admissions there is no genuine issue of fact and QBW is entitled to Judgment as a matter of law. WHEREFORE, Plaintiff, Quality Builders Warranty Corporation respectfully requests that its Motion For Judgment On The Pleadings be granted and that Judgment be entered in its favor and against Defendant, DHR International Inc., in the sum of $22,000.00 plus fees and costs. Respectfully submitted, A. Gill, Esquire 325 North Second Street Wormleysburg, PA 17043 (717) 737-2522 #41532 Attorney for Plaintiff Quality Builders Warranty Corporation CERTIFICATE OF SERVICE I HEREBY CERTIFY that I served a copy of the Plaintiffs Motion For Judgment On The Pleadings was sent via U.S. Mail, first class postage prepaid, which service satisfies the requirements of the Pennsylvania Rules of Civil Procedure, addressed as follows: Joshua C. Drewitz, Esquire SEYFARTH SHAW LLP 815 Connecticut Avenue, NW, #500 Washington, DC 20006-4004 Attorney for Defendant Date won- Peggy Morrison, Secretary r- rTl ti 1 ? r• PRAECIPE FOR LISTING CASE FOR ARGUMENT (Must be typewritten and submitted in duplicate) TO THE PROTHONOTARY OF CUMBERLAND COUNTY: (List the within matter for the next Argument Court.) CAPTION OF CASE (entire caption must be stated in full) QUALITY BULDERS WARRANTY CORPORATION Plaintiff vs. DHR INTERNATIONAL INC. Defendant No. 08-1032 Civil Term 1. State matter to be argued (i.e., plaintiffs motion for new trial, defendant's demurrer to complaint, etc.): plaintiff's Motion For Judgment On The Pleadings 2. Identify all counsel who will argue cases: (a) for plaintiffs: .-fnh„ n Cill. Esquire (Name and Address) 325 North Second Street, Wormleysburg, PA 17043 (b) for defendants: Joshua C. Drewitz, Esquire, SEYFARTH SHAW, LLP (Name and Address) 815 Connecticut Ave., NW, #500, Washington, DC 20006-4004 3. 1 will notify all parties in writing within two days that this case has been listed for argument. 4. Argument Court Date: October 22, 2008 G S' ture John A_ ,ill F4 Lire Print your name Attorney for Date: September 22, 2008 INSTRUCTIONS: 1. Two copies of all briefs must be filed with the COURT ADMINISTRATOR (not the Prothonotary) before argument. 2. The moving party shall file and serve their brief 12 days prior to argument. 3. The responding party shall file their brief 5 days prior to argument. 4. If argument is continued new briefs must be filed with the COURT ADMINISTRATOR (not the Prothonotary) after the case is relisted. CERTIFICATE OF SERVICE I HEREBY CERTIFY that I served a copy of the Praecipe For Listing Case For Argument was sent via U.S. Mail, first class postage prepaid, which service satisfies the requirements of the Pennsylvania Rules of Civil Procedure, addressed as follows: Joshua C. Drewitz, Esquire SEYFARTH SHAW LLP 815 Connecticut Avenue, NW, #500 Washington, DC 20006-4004 Attorney for Defendant Lot - o?S, 0'04;5' Date . , h &' A A, VUV Peggy Morrison, Secretary `°' ? c i __r w ; r;° - ?-, `y;. ? ?? C,,?.) QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, V. DHR INTERNATIONAL, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Docket No.: 08-1032 Civil Term DEFENDANT DHR INTERNATIONAL'S MOTION FOR LEAVE TO FILE AN AMENDED ANSWER Defendant DHR International ("DHR"), by and through its undersigned counsel and pursuant to Pennsylvania Rules of Civil Procedure 1033 and Cumberland County Rule of Procedure 208.3(a), hereby files its motion for leave to file an amended answer to Plaintiff Quality Builders Warranty Corporation's ("QBW") amended complaint. Specifically, DHR seeks leave to file an amended answer to clarify that it has denied QBW's allegations and to attach a verification. DHR's proposed amended answer with verification is attached hereto as Exhibit A. Per Cumberland County Rule of Procedure 208.3(a)(9), counsel for DHR states that, on October 1, 2008, Jessica R. Hughes, Esq. spoke with John A. Gill, counsel for QBW to seek his consent to DHR's motion for leave to file an amended answer. QBW, by its counsel, does not concur with the relief sought by DHR, making this matter is contested. Per Cumberland County Rule of Procedure 208.3(a)(2), DHR states that it filed preliminary objections in the form of a demurrer to QBW's amended complaint. On May 28, 2008, Judges Ebert and Bayley heard oral argument on DHR's demurrer. On June 14, 2008, the Honorable Edgar J. Bayley, Jr. entered an order dismissing QBW's demurrer. In further support thereof, DHR respectfully refers the Court to its accompanying brief. DC 1 30239456.1 WHEREFORE, DHR respectfully requests that the Court grant its motion, give leave to file DHR's Amended Answer with Verification, and deem DHR's Amended Answer with Verification filed as of the date of the Court's order. Respectfully submitted, DHR INTERNATIONAL, INC. By: oshua , PA Bar No. 87296 Raymond C. Baldwin, pro hac vice Jessica R. Hughes, pro hac vice SEYFARTH SHAW LLP 815 Connecticut Avenue, NW, #500 Washington, DC 20006-4004 (202) 463-2400 (202) 828-5393 (facsimile) Attorneys for Defendant DHR International Dated: October 1, 2008 2 DC1 30239456.1 QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, V. DHR INTERNATIONAL, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Docket No.: 08-1032 Civil Term DEFENDANT'S VERIFIED AMENDED ANSWER TO PLAINTIFF'S AMENDED COMPLAINT Defendant, DHR International Inc. ("Defendant" or "DHR"), by undersigned counsel, hereby submits its Verified Answer to Plaintiff's First Amended Complaint: 1. Plaintiff is Quality Builders Warranty Corporation (QBW) a Pennsylvania corporation with a registered office at 325 North Second Street, Wormleysburg, Cumberland County, Pennsylvania 17043. ANSWER: Defendant lacks sufficient information to form a belief as to the truth of and therefore denies, the allegations regarding Plaintiff s corporate status and whether it has a registered office at the address alleged. Defendant admits that QBW maintains an office of some sort at the addressed stated. 2. Defendant is DHR International Inc. (DHR) an Illinois corporation registered to transact business in the state [sic] of Pennsylvania with a registered agent identified as National Registered Agents Inc., 600 North Second Street, Suite 500, Harrisburg, Dauphin County, Pennsylvania 17101. ANSWER: Defendant admits the allegations contained in Paragraph 2 of the Amended Complaint. DHR represents itself to be an executive search firm. ANSWER: Defendant admits the allegations contained in Paragraph 3 of the Amended Complaint. By way of further answer, Defendant states that it is in the business of retained executive search. DC 1 30239488.1 4. In October of 2007, QBW was desirous of engaging an executive search firm to fill a position at QBW. ANSWER: Defendant lacks sufficient information to form a belief as to the truth of and therefore denies, the allegations regarding when Plaintiff formed a belief that it wanted to engage an executive search firm. 5. DHR submitted an Executive Search Proposal to QBW (Proposal). A copy of the Proposal is attached hereto, incorporated herein and marked as Exhibit 1. ANSWER: Defendant admits that it provided a document to Plaintiff and that the document speaks for itself. The allegations contained in Paragraph 5 as to whether the Proposal is attached thereto, incorporated therein and marked as Exhibit 1 of the Amended Complaint are not directed toward Defendant, and therefore no answer is required of Defendant. 6. The Proposal submitted by DHR was an attempt to distinguish itself from other executive search companies in order to have QBW utilize its services. ANSWER: Defendant denies the allegations contained in Paragraph 6 of the Amended Complaint. To the contrary, while DHR had indicated its willingness to work with QBW and that part of the Proposal did distinguish DHR from other executive search companies, Plaintiff s allegation regarding the purpose of the Proposal is so underinclusive as to be legally and factually incorrect. 7. The Proposal outlined, among other items, the methods, means and manner under which DHR would conduct the search and the time period in which it would be accomplished. ANSWER: Defendant denies the allegations contained in Paragraph 7 of the Amended Complaint. To the contrary, the Proposal was not a contract with QBW and did not outline any specific methods, means, manner or time period for conducting any particular search for QBW. 8. Additionally, DHR, represented that they [sic] were unique in that, among other things, they provided a twenty-day market analysis. According to DHR's Proposal at twenty working days, they [sic] agreed to present a report containing a detailed written summary of each individual they [sic] had contacted during the course of the search, as well as detailed profile on 2 DC 1 30239488.1 each of the most qualified candidates. A further description of the twenty-day marked analysis is set forth it the Proposal. ANSWER: Defendant denies the allegations contained in Paragraph 8 of the Amended Complaint. To the contrary, the Proposal was not any sort of agreement between DHR and QBW about providing any sort of twenty-day market analysis. By way of further answer, to the extent the allegations contained in Paragraph 8 of the Amended Complaint refer to the Proposal, the document speaks for itself, and are not directed toward Defendant, and therefore no answer is required of Defendant. 9. DHR was notified that time was of the essence in finding a successful candidate. DHR presented a timeline in which the search would be successfully completed within ninety days. A copy of the timeline is included in the Proposal. ANSWER: Defendant denies the allegations contained in Paragraph 9 of the Amended Complaint. To the contrary, no specific time deadline was provided by QBW to DHR in the Proposal. Further, the Proposal was not an agreement between DHR and QBW as to any specific timeline or ability to complete a successful search for QBW. By way of further answer, to the extent the allegations contained in Paragraph 9 of the Amended Complaint refer to the Proposal, the document speaks for itself, and are not directed toward Defendant, and therefore no answer is required of Defendant. 10. Finally, the last page of the Proposal indicated that DHR would commit to complete the search in a timely fashion and guaranteed it would commit extensive resources to every search until QBW's expectations were met and/or exceeded. ANSWER: Defendant denies the allegations contained in Paragraph 10 of the Amended Complaint. To the contrary, the Proposal was not an agreement between QBW and DHR as to any specifics regarding how any search was to be conducted or to expectations of QBW. By way of further answer, to the extent the allegations contained in Paragraph 10 of the Amended DC 1 30239488.1 Complaint refer to the Proposal, the document speaks for itself, and are not directed toward Defendant, and therefore no answer is required of Defendant. 11. On October 15, 2007, a conference call was arranged with Nick Slee, Sr. Vice President of DHR, (SLEE) and two officers of QBW. ANSWER: Defendant admits that a telephone call took place. 12. During the conference call, Slee reiterated the promises of DHR set forth in the Proposal and further indicated the search would be successfully completed and a candidate hired withing 60 days, although the Proposal indicated 90 days. ANSWER: Defendant denies the allegations contained in Paragraph 12 of the Amended Complaint. To the contrary, the Proposal was not an agreement between DHR and QBW and contained no promises; therefore Slee could not reiterate any such promises. By way of further answer Slee did not make any promises as to when the search would be successfully completed or a candidate hired. 13. By email dated October 17, 2007, Slee indicated the search would start immediately. ANSWER: Defendant is denies the allegations contained in Paragraph 13 of the Amended Complaint. To the contrary, although Plaintiff has not identified any specific email or attached it to the Complaint, Slee never stated the search would begin immediately because there was no agreement between DHR and QBW for any such search on October 17, 2007. 14. Based on the affirmation and promises of the Proposal presented by DHR and the representations of Slee, QBW signed an Agreement [sic] October 24, 2007 (Agreement). A copy of the Agreement is attached hereto, incorporated herein and marked as Exhibit 2. ANSWER: Defendant lacks sufficient information to form a belief as to the truth of and therefore denies, the allegations regarding on what basis QBW decided to sign the Agreement. Defendant admits that QBW signed the Agreement on or about October 24, 2007. By way of further answer, the allegations contained in Paragraph 14 as to whether the Agreement is 4 DC I 30239488.1 attached thereto, incorporated therein and marked as Exhibit 2 of the Amended Complaint are not directed toward Defendant, and therefore no answer is required of Defendant. 15. The subject matter of the Agreement identified the fees, [sic] to be paid, cancellation provisions, guarantee provisions, off limit provisions, and confidentiality provisions. ANSWER: Defendant denies the allegations contained in Paragraph 15 of the Amended Complaint. To the contrary, while the Agreement does include terms such as fees, cancellation, two-year guarantee, off limit provisions, and confidentiality, that was not the only subject matter of the Agreement such that Plaintiff's allegation regarding the subject matter of the Agreement is so underinclusive as to be legally and factually incorrect. 16. The Agreement did not address the means, method, manner and timeline in which the search was to be conducted. Such information is contained in the Proposal. ANSWER: Defendant denies the allegations contained in Paragraph 16 of the Amended Complaint. To the contrary, the Agreement was the entire agreement of the parties, and the Proposal was not an agreement between the parties. 17. Although QBW signed and forwarded the Agreement to DHR, DHR never signed and returned a copy of the Agreement to QBW. ANSWER: In response to the allegations contained in Paragraph 17 of the Amended Complaint, Defendant admits that it did not return its October 23, 2007 letter to Plaintiff, after Plaintiff signed it and sent it to DHR. By way of further answer, the agreement between DHR and QBW was completed upon Plaintiff's acceptance of Defendant's offer, which was signed by DHR, and there was no requirement for it to return the October 23, 2007 letter to Plaintiff after Plaintiff signed it. 18. QBW paid DHR the sum of $22,000 as an initial payment when invoiced by DHR. DC 1 30239488.1 ANSWER: Defendant denies the allegations contained Paragraph 18 of the Amended Complaint. To the contrary, Defendant states that Plaintiff paid a $22,000 non-refundable initial retainer per the terms of the parties' agreement. 19. As short time after QBW executed the Agreement, it became apparent that DHR was not conducting the search as promised. Although DHR promised to start the search immediately, QBW received an email from Slee, dated November 7, 2007, indicating that it would not start the search until the end of that week. ANSWER: Defendant denies the allegations contained in Paragraph 19 of the Amended Complaint. To the contrary, DHR was conducting the search in accordance with the parties' agreement. By way of further answer, DHR never promised to start the search immediately but was conducting the search in accordance with the parties' agreement. 20. Additionally, DHR failed to provide the promised market analysis and failed to return phone calls to QBW in a timely manner. ANSWER: Defendant denies the allegations contained in Paragraph 20 of the Amended Complaint. To the contrary, QBW did provide a market analysis to DHR and returned phone calls to QBW in a timely manner. 21. On numerous occasions, Slee cancelled prearranged conference calls with QBW that were scheduled to discuss the DHR search results. ANSWER: Defendant denies the allegations contained in Paragraph 21 of the Amended Complaint. To the contrary, after reasonable investigation, DHR is unaware of any prearranged conference calls involving Slee that had to be cancelled. By way of further answer, to the extent that any such conference calls had to be rescheduled, it was with the full knowledge and consent of DHR. 22. On December 17, 2007, QBW sent a letter to DHR expressing its dissatisfaction, including DHR's failure to provide the promised twenty-day analysis. 6 DC 130239488.1 ANSWER: Defendant admits that DHR sent the letter described in its allegations contained in Paragraph 22 of the Amended Complaint, but denies the veracity of the allegations made against DHR in that letter. By way of further answer, Defendant states that the letter speaks for itself. 23. QBW received an email from Slee on December 28, 2007, indicating that the market analysis that was supposed to be presented twenty days after the Agreement was signed, would be presented that day. ANSWER: Defendant denies the allegations contained in Paragraph 23 of the Amended Complaint. To the contrary, the Agreement contained no such promise regarding the timeframe for providing the market analysis. By way of further answer, Slee did indicate on December 28, 2007 that he had a market analysis in portable document format. 24. Ninety days after DHR was retained, it did not present one qualified candidate, although DHR represented that the search would have been complete and a candidate hired within 90 days. ANSWER: Defendant denies the allegations contained in Paragraph 24 of the Amended Complaint. To the contrary, DHR did present qualified candidates to QBW and the parties' agreement did not represent that a search would be complete and/or a candidate hired within 90 days. 25. DHR knew that locating and hiring a candidate was time sensitive and it was critical to have a candidate hired within 90 days. ANSWER: Defendant denies the allegations contained in Paragraph 25 of the Amended Complaint. To the contrary, the parties' agreement made no such representations about specific time sensitivity or deadlines. 7 DC I 30239488.1 COUNTI BREACH OF CONTRACT/FAILURE OF CONSIDERATION 26. QBW incorporates herein the allegations contained in paragraphs 1-25 of the within Complaint [sic]. ANSWER: Defendant restates and realleges as if fully set forth herein, its responses to Paragraphs 1 through 25 of the Plaintiff's First Amended Complaint. 27. Based on the foregoing DHR has breached the parties' Agreement and there has been a failure of consideration in that DHR not only failed to conclude the process within 90 days, it failed to present one suitable candidate within the 90 day period. ANSWER: Defendant denies the allegations contained in Paragraph 27 of the Amended Complaint. To the contrary, DHR did present at least one suitable candidate and that parties' agreement contained no requirement to concluded the process within 90 days. To the extent that an answer is required, DHR affirmatively states that Plaintiff's assertion that DHR breached the parties' Agreement and there has been a failure of consideration is a legal conclusion to which no answer is required. 28. As such, QBW demanded the return of the monies paid to DHR and as of this date, DHR has failed to return the sum paid. ANSWER: Defendant admits the allegations that QBW has demanded the return of monies paid to DHR and that DHR has failed to return the sum paid. Defendant denies the allegation "as such," taking it to be a reference to the allegations contained in Paragraph 27 of the Amended Complaint for reasons stated in its answer to Paragraph 27 of the Amended Complaint. By way of further answer, Defendant denies that Plaintiff is entitled to the return of any monies. WHEREFORE, Plaintiff, Quality Builders Warranty Corporation demands Judgment against Defendant DHR International Inc, in the sum of $22,000 plus fees and costs, said amount not exceeding $50,000. DC 1 30239488.1 ANSWER: Defendant denies that Plaintiff is entitled to the relief requested in the WHEREFORE paragraph following paragraph 28 of the Amended Complaint, and denies that Plaintiff is entitled to any relief whatsoever. COUNT II RECISSION 29. QBW incorporates herein the allegations contained in paragraphs 1-28 of the within Complaint [sic]. ANSWER: Defendant restates and realleges as if fully set forth herein, its responses to Paragraphs 1 through 28 of the Plaintiff s First Amended Complaint. 30. Additionally, based on the above, DHR fraudulently misrepresented the steps they [sic] would undertake to find a suitable candidate in order to induce QBW to retain their [sic] services for the open position. ANSWER: Defendant denies the allegations contained in Paragraph 30 of the Amended Complaint. To the contrary, DHR never misrepresented any action it would take to find suitable candidates for the QBW position. To the extent that an answer is required, DHR affirmatively states that Plaintiff s assertion that DHR "fraudulently misrepresented" is a legal conclusion to which no answer is required. 31. QBW relied on DHR representations that they [sic] would undertake their [sic] search immediately and find a suitable candidate within 90 days. ANSWER: Defendant lacks sufficient information to form a belief as to the truth of and therefore denies, the allegations regarding on what basis QBW relied on to make any decisions whatsoever. By way of further answer, Defendant denies the allegations contained in Paragraph 31 of the Amended Complaint that it made any representations about when it would undertake its search or find a suitable candidate. To the contrary, the parties' agreement contains the DHR's representations regarding the conduct and outcome of any search. 9 DC 1 30239488.1 32. Based on DHR' misrepresentations and reckless disregard for the truth, QBW is entitled to Recission of the contract and the return of the $22,000, which QBW paid to DHR. ANSWER: Defendant denies the allegations contained in Paragraph 32 of the Amended Complaint. To the contrary, DHR never misrepresented any action or engaged in a reckless disregard for the truth. To the extent that an answer is required, DHR affirmatively states that Plaintiff's assertion that DHR is entitled to rescission of the contract and return of the $22,000 is a legal conclusion to which no answer is required. WHEREFORE, Plaintiff, Quality Builders Warranty Corporation demands Judgment against Defendant, DHR International Inc, in the sum of $22,000 plus fees and costs, said amount not exceeding $50,000. ANSWER: Defendant denies that Plaintiff is entitled to the relief requested in the WHEREFORE paragraph following paragraph 32 of the Amended Complaint and denies that Plaintiff is entitled to any relief whatsoever. Defendant denies any allegation not specifically admitted herein. NEW MATTER Per Pa. R. Civ. P. 1030, DHR asserts the following affirmative defenses. By pleading the following as Affirmative Defenses, DHR does not concede that each of the matters covered by the numbered defenses is to be proven by it, and DHR reserves its position that Plaintiff retains the burden of proof on all matters necessary to state the claims asserted in the Complaint and to establish its alleged damages. FIRST AFFIRMATIVE DEFENSE Plaintiff's Complaint, in whole or in part, fails to state a claim against Defendant upon which relief can be granted. 10 DC 130239488.1 SECOND AFFIRMATIVE DEFENSE Claims in Plaintiff's Complaint are barred by the applicable statute of limitations. THIRD AFFIRMATIVE DEFENSE Claims in Plaintiff's Complaint are barred because it has failed to mitigate damages. FOURTH AFFIRMATIVE DEFENSE Claims in Plaintiff's Complaint are barred by the doctrines of waiver, estoppel and res judicata. FIFTH AFFIRMATIVE DEFENSE Claims in Plaintiff s Complaint are barred because no contract was breached with it. SIXTH AFFIRMATIVE DEFENSE Plaintiffs own conduct, omissions and/or negligence may bar its recovery. SEVENTH AFFIRMATIVE DEFENSE Claims in Plaintiffs' Amended Complaint are barred by the doctrines of waiver, novation, accord and satisfaction. EIGHTH AFFIRMATIVE DEFENSE Defendant specifically reserves the right to amend this Answer by additional affirmative defenses and/or counterclaims as additional investigation, discovery and circumstances may warrant. DC I 30239488.1 11 s` WHEREFORE, Defendant prays that: Plaintiff's Complaint be dismissed with prejudice and that judgment be entered in Defendant's favor; 2. The Court award Defendant its costs and attorneys' fees. 3. The Court award Defendant such further relief as it deems just and proper. Respectfully submitted, DHR INTERNATIONAL, INC. By: oshua C. Dr A Bar No. 87296 Raymond. C. Baldwin, pro hac vice Jessica R. Hughes, pro hac vice SEYFARTH SHAW LLP 815 Connecticut Avenue, NW, #500 Washington, DC 20006-4004 (202) 463-2400 (202) 828-5393 (facsimile) Attorneys for Defendant DHR International Dated: October 1, 2008 DC 1 30239488.1 12 QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA V. DHR INTERNATIONAL, Defendant. Docket No.: 08-1032 Civil Term VERIFICATION I, Nicholas P. Slee, Senior Vice President of Defendant DHR International ("DHR"), on behalf of DHR hereby verify and state that every denial and admission in Defendant's Answer and Amended Answer is true and correct to the best of my personal knowledge and belief, except that DHR's denials to Paragraphs 1 and 4 of Plaintiffs Amended Complaint are true upon information and belief. I understand that any false statements made herein are subject to the penalties of 18 Pa. C.S. § 4904 (relating to unsworn falsification to authorities). Dated: October 1, 2008 DHR INTERNATIONAL By: f &f P, Nicholas P. Slee, Senior Vice President DC130239459.1 CERTIFICATE OF SERVICE I hereby certify that true and correct copies of the foregoing Defendant DHR International's Motion for Leave to File an Amended Answer, Brief in support thereof, proposed Order, and Praecipe listing the case for argument were served via overnight delivery (Federal Express) this 1 St of October 2008 upon the following: John A. Gill 325 North Second Street Wormleysburg, PA 17043 Attorney for Plaintiff Quality Builders Warranty Corporation DC I 30224876.2 {"? r?.a ?_ ?? ;_J ?; __? _._; F _ `?' f*? ,a. ?,?. ?- -. ........ - "f`? "' ?? f_;`; "' w PRAECIPE FOR LISTING CASE FOR ARGUMENT (Must be typewritten and submitted in duplicate) TO THE PROTHONOTARY OF CUMBERLAND COUNTY: (List the within matter for the next Argument Court.) CAPTION OF CASE (entire caption must be stated in full) Quality Builders Warranty Corp., Plaintiff ?s DHR International, Defendant. No. 08-1032 , Civil Term 1. State matter to be argued (i.e., plaintiff's motion for new trial, defendant's demurrer to complaint, etc.j: Defendant s Motion to Leave to file and Amended Answer 2. Identify all counsel who will argue cases: (a) for plaintiffs: John A. Gill (Name and Address) 325 N. Second St., Wormleysburg, PA 17043 (b) for defendants: Joshua C. Drewitz, Raymond C. Baldwin, or Jessica R. Hughes (Name and Address) Seyfarth Shaw, LLP, 815 Connecticut Avenue, N.W. Suite 500, Washington, DC 20006 3. 1 will notify all parties in writing within two days that this case has been listed for argument. Joshua C. Drewitz 4. Argument Court Date: 77 )nn.Q Print your name Defendant DHR International Date: October 1, 2008 Attorney for INSTRUCTIONS: 1. Two copies of all briefs must be filed with the COURT ADMINISTRATOR (not the Prothonotary) before argument. 2. The moving party shall file and serve their brief 12 days prior to argument. 3. The responding party shall file their brief 5 days prior to argument. 4. If argument is continued new briefs must be filed with the COURT ADMINISTRATOR (not the Prothonotary) after the case is relisted. Joshua C. Drewitz CD - " f.«{ ray F? i? QUALITY BUILDERS WARRANTY CORPORATION, PLAINTIFF IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA V. DHR INTERNATIONAL, DEFENDANT 08-1032 CIVIL TERM ORDER OF COURT AND NOW, this _ _day of October, 2008, a Rule is entered against plaintiff to show cause why the relief requested by defendant should not be granted. Rule returnable fifteen (15) days after service. Any answer filed shall be forwarded by the Prothonotary to chambers. By th /John A. Gill, Esquire For Plaintiff Joshua C. Drewitz, Esquire For Defendant sal 12T 1*9-S Mat Lr-L /O/7 ?OS ._.1M Edgar B. Bayley, J. LT, _Q r-- t°-i QUALITY BUILDERS WARRANTY CORPORATION Plaintiff V. DHR INTERNATIONAL INC. Defendant IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA DOCKET NO.: 08-1032 CIVIL TERM PLAINTIFF, QUALITY BUILDERS WARRANTY CORPORATION'S, RESPONSE TO DEFENDANT'S MOTION FOR LEAVE TO FILE AN AMENDED ANSWER Plaintiff, Quality Builders Warranty Corporation, by and through its undersigned counsel, hereby files its Answer to Defendant's Motion for Leave to File an Amended Answer to Quality Builders Warranty Corporation's Amended Complaint. 1. This case involves Plaintiff's, Quality Builders Warranty Corporation's (QBW) attempt to recover a $22,000.00 retainer fee it paid to Defendant, DHR International, Inc. (DHR) to conduct an executive search to fill a position at QBW. 2. On August 6, 2008, DHR filed an unverified Answer to QBW's Amended Complaint, which Answer contained general denials. 3. Based on the admissions and general denials, QBW filed its Motion for Judgment on the Pleadings. 4. DHR has since filed a Motion to Amend Its Answer and its proposed Order ask this Court to "Deemed Filed" a proposed Amended Answer, which still does not comply with the Rules of Civil Procedure. 5. One purpose of Pa.R..C.P. 1029, pertaining to responsive pleadings, is to properly enable the parties to take an action that focuses upon the facts on which they disagree and to achieve agreement as to the matters not in dispute, obviating the need for presenting evidence thereon. 6. This not only aids parties in preparing their case, but also is of appreciable assistance to a court because it reduces the time taken for trial by eliminating the unnecessary. 7. Central to this case is a Proposal and an Agreement submitted to QBW by DHR outlining the terms of the executive search which DHR was to conduct. Copies of the documents are attached to QBW's Amended Complaint and marked as Exhibit 1 and Exhibit 2 respectively. 8. DHR's proposed Amended Answer refuses to respond to the critical documents of the case, therefore obviously demonstrating that they do not have a legitimate defense. 9. Paragraph 5 of QBW's Amended Complaint and DHR's proposed Amended Answer states: Amended Complaint Paragraph 5: DHR submitted an Executive Search Proposal to QBW (Proposal). A copy of the Proposal is attached hereto, incorporated herein and marked as Exhibit 1. Proppsed Amended Answer: Defendant admits that it provided a document to Plaintiff and that the document speaks for itself. The allegations contained in Paragraph 5 as to whether the Proposal is attached thereto, incorporated therein and marked as Exhibit 1 of the Amended Complaint are not directed toward Defendant, and therefore no answer is required of Defendant. 10. DHR has failed to address one of the critical allegations in the case and stated that it provided "a" document. More perplexing is their assertion that the allegation contained in Paragraph 5 as to whether the Proposal is attached is not directed towards Defendant. 11. Likewise, DHR's proposed Amended Answer concerning the executed Agreement, as alleged in Paragraph 14 of the Amended Complaint, is equally evasive and is as follows: Amended Complaint Paragraph 14: Based on the affirmation and promises of the Proposal presented by DHR and the representations of Slee, QBW signed an Agreement October 24, 2007 (Agreement). A copy of the Agreement is attached hereto, incorporated herein and marked as Exhibit 2. Pressed Amended Answer: Defendant lacks sufficient information to form a belief as to the truth of and therefore denies, the allegations regarding on what basis QBW decided to sign the Agreement. Defendant admits that QBW signed the Agreement on or about October 24, 2007. By way of further answer, the allegations contained in Paragraph 14 as to whether the Agreement is attached thereto, incorporated therein and marked as Exhibit 2 of the Amended Complaint are not directed toward Defendant, and therefore no answer is required of Defendant. 12. DHR's proposed Amended Answer, also sets forth conclusory affirmative defenses without any supporting facts and its EIGHTH DEFENSE indicates that it is reserving the right to amend the Answer by any additional affirmative defenses and/or counterclaims as additional investigation, discovery and circumstances may warrant. 13. Such an allegation is not proper but yet DHR's proposed Order to Amend requests the Court to deem that its proposed Amended Answer be deemed filed. 14. Although Local Rule 208.3(a)(5) does not permit the unilateral Listing for Argument of a Motion to Amend, DHR nevertheless filed a Praecipe Listing the Motion for Argument and a corresponding Brief The Brief filed represents to the Court that QBW forwarded Discovery Request to DHR to which they responded and QBW has not raised any issues with the sufficiencies of DHR's Discovery responses. 15. Such an allegation is inaccurate and is a continuing demonstration of DHR's disregard for the Rules of Civil Procedure pertaining to Discovery. 16. DHR's Answers to QBW's Discovery Request were not verified and by letter dated August 22, 2008, QBW's Counsel requested DHR's Counsel to provide a verification to the Discovery Request. 17. As of this writing no verification has been submitted. 18. DHR further alleges in its Brief that QBW has not sought to move the case forward by seeking to take depositions. 19. At this point given the unverified answers to Discovery Request and the insufficient answers, QBW can not proceed at this point to move forward. 20. QBW attempted to limit the issues of the case through its Discovery Request but DHR once again ignored its Discovery obligations and filed replies not in accordance with the Rules of Civil Procedure. 21. QBW forwarded to DHR Request for Production of Documents containing four items of document requests. 22. REQUEST NO.2 and DHR's response is as follows: REQUEST NO. 2: All documents prepared or generated by Defendant in connection with its search for QBW's Vice President of Operations. RESPONSE: Defendant objects to this Request on the ground that it seeks information protected from disclosure by the attorney-client privilege and/or work product doctrine. Defendant fiu-ther objects to this Request on the ground that it seeks confidential and proprietary information of DHR. Defendant further objects to this Request on the ground that it seeks confidential and personal information of individuals who are not parties to this lawsuit. Consistent with and without waiving its objections, Defendant will produce responsive documents upon the entry of an appropriate Stipulated Protective Order. 23. DHR filed the same response to QBW's REQUEST NO. 4, which requested that DHR produce all documents supporting Defendant's defenses to Plaintiff s Complaint. 24. Such answers are not in accordance with Pa.R.C.P. 4009.12(b). Likewise, DHR's replies to interrogatories are equally deficient and DHR attempted to unilaterally impose a requirement of a Stipulated Protective Order. 25. Although the granting of Leave to Amend the Pleadings is committed to the sound discretion of the Court, that discretion is not unfettered. 26. DHR's has failed and continues to fail to comply with the most basic elements of the Rules of Civil Procedure regarding Pleading and Discovery, which has resulted in prejudice to QBW, and QBW requests that DHR's Motion to Amend be Denied. 27. In the alternative, if the Court is inclined to permit DHR to file an Amended Answer, QBW requests that it be conditioned as follows: a) That the Amended Answer comply with Rules of Civil Procedure, b) That DHR submit complete answers to QBW's Discovery Requests in accordance with the Rules of Civil Procedure, c) That DHR submit verification for its Answers to QBW's Discovery Requests WHEREFORE, Plaintiff, Quality Builders Warranty Corporation, requests that Defendant, DHR's Motion for Leave to File an Amended Answer be Denied. Respectfully submitted, Date: GGil325 North Second Street Wormleysburg, PA 17043 (717) 737-2522 #41532 Attorney for Plaintiff Quality Builders Warranty Corporation CERTIFICATE OF SERVICE I HEREBY CERTIFY that I served a copy of Plaintiff, Quality Builders Warranty Corporation's Motion For Leave To File An Amended Answer was sent via U.S. Mail, first class postage prepaid, which service satisfies the requirements of the Pennsylvania Rules of Civil Procedure, addressed as follows: Joshua C. Drewitz, Esquire SEYFARTH SHAW LLP 815 Connecticut Avenue, NW, #500 Washington, DC 20006-4004 Date: /U Peg rrison, Secretary C> ? ;" ? ;::? 1 j.?1 ? ;.. ( - ?,lin ` ?,? _ ?'? • ?°'i .. ? S ?i1 y??- ? { 1 ? R QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, V. DHR INTERNATIONAL, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Docket No.: 08-1032 Civil Term PRAECIPE This 14th day of November, 2008, THE CLERK OF THE COURT will kindly take notice that Seyfarth Shaw LLP, counsel for Plaintiff, has moved. Please update the Court's records to indicate that Seyfarth Shaw LLP is now located at 975 F Street, NW, Washington, DC 20004. All phone numbers and electronic mail addresses remain the same. Respectfully submitted, DHR INTERNATIONAL, INC. By: a ewitz, PA Bar No. 87296 Raymond. C. Baldwin, pro hac vice Jessica R. Hughes, pro hac vice SEYFARTH SHAW LLP 815 Connecticut Avenue, NW, #500 Washington, DC 20006-4004 (202) 463-2400 (202) 828-5393 (facsimile) Attorneys for Defendant DHR International Dated: November 14, 2008 DC 1 30239488.2 CERTIFICATE OF SERVICE I hereby certify that a true and correct copy of the foregoing Defendant DHR Praecipe was served via first class mail, postage prepaid, this Ath day of November 2008 upon the following: John A. Gill 325 North Second Street Wormleysburg, PA 17043 Attorney for Plaintiff Quality Builders Warranty Corporation 2 DC I 30239488.2 co QUALITY BUILDERS WARRANTY CORPORATION, PLAINTIFF IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA V. DHR INTERNATIONAL, DEFENDANT : NO. 08-1032 CIVIL IN RE: PLAINTIFF'S MOTION FOR JUDGMENT ON THE PLEADINGS AND DEFENDANT'S MOTION FOR LEAVE TO FILE AN AMENDED ANSWER BEFORE OILER, J., AND EBERT, J. ORDER OF COURT AND NOW, this 14th day of January, 2009, upon consideration of: Plaintiff's Motion for Judgment on the Pleadings; 2. The Defendant's Motion for Leave to File an Amended Answer and Plaintiff's Response thereto; and the briefs filed by the parties, and after argument, IT IS HEREBY ORDERED AND DIRECTED that: 1. Plaintiff's Motion for Judgment on the Pleadings is DENIED; 2. Defendant's Motion for Leave to File an Amended Answer is GRANTED. Defendant shall file an Amended Answer within twenty (20) days of this Order. By the Court, 1* h, U-A - M. L. Ebert, Jr., J. YINVAIASNIN3d t 1 :01 NY ? ! NYC` 60OZ rou-4 11J ZJohn A. Gill Esquire 325 North Second Street Wormleysburg, PA 17043 Attorney for Plaintiff ? Joshua C. Drewitz, Esquire Seyfarth Shaw, LLP 815 Connecticut Avenue, NW, # 500 Washington, DC 20006-4004 Attorneys for the Defendant ['ss ma' `EcL 4116 ?'i?1 2 QUALITY BUILDERS WARRANTY CORPORATION, PLAINTIFF IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA V. DHR INTERNATIONAL, DEFENDANT : NO. 08-1032 CIVIL IN RE: PLAINTIFF'S MOTION FOR JUDGMENT ON THE PLEADINGS AND DEFENDANT'S MOTION FOR LEAVE TO FILE AN AMENDED ANSWER BEFORE OILER, J., AND EBERT, J. OPINION AND ORDER OF COURT Ebert, Jr., J., January 14, 2009 - FACTS AND PROCEDURAL HISTORY The Plaintiff, Quality Builders Warranty Corporation, (hereinafter "QBW") has filed a Motion for Judgment on the Pleadings. Defendant, DHR International, (hereinafter "DHR") has filed a Motion for Leave to File an Amended Answer to the Plaintiffs Amended Complaint. On October 24, 2007, after a short period of negotiations QBW contracted with DHR, an executive search firm, to find a suitable candidate to serve as an executive for QBW. QBW paid DHR the sum of $22,000.00 as an initial payment for DHR's services after DHR had invoiced QBW. QBW claims that DHR never presented any qualified candidate to serve as an executive in its firm. On February 14, 2008, QBW filed a complaint against DHR for having fraudulently misrepresented the steps DHR would undertake to find a suitable executive 3 candidate for QBW and that DHR's misrepresentations and reckless disregard for the truth entitled QBW to the return of its initial payment of $22,000.00. On March 11, 2008, DHR filed preliminary objections in the nature of a demurrer to QBW's complaint stating that the complaint was legally insufficient to state a claim for either fraud or breach of contract. DHR argued that the fraud claim was barred by either the parol evidence rule and/or QBW's failure to allege all elements of fraud with specificity. Alternatively, DHR claimed that QBW had failed to adequately allege a breach of contract by DHR. On March 28, 2008, QBW filed an amended complaint. The amended complaint presented the facts of the case with greater specificity and pled two separate causes of action. Count 1 was for breach of contract/failure of consideration. Count 2 was a count for rescission of the contract. On April 15, 2008, DHR filed preliminary objections in the nature of a demurrer to QBW's amended complaint. Defendant's preliminary objections in the nature of demurrer to the Plaintiff's amended complaint were argued before the Court and on July 14, 2008, President Judge Edgar B. Bayley dismissed DHR's preliminary objections. Accordingly, on August 6, 2008, DHR filed an Answer to the Plaintiff's amended complaint which also included eight affirmative defenses. On September 26, 2008, QBW filed a motion for Judgment on the Pleadings on the grounds that DHR's answer had either admitted the substantive factual allegation in QBW's amended complaint or that the answer only consisted of general denials. Additionally, QBW raised the issue that DHR's answer failed to include a verification. DHR responded on October 2, 2008, with a Motion for Leave to File an Amended Answer. The motion had attached as Exhibit A, a verified amended answer to the 4 Plaintiffs amended complaint which provided more specific answers to the allegations made in the Plaintiff's amended complaint and clarifies the material issues of fact in dispute between the parties. Additionally, the proposed amended answer at Exhibit A contains the proper verification. Accordingly, on October 22, 2008, the Plaintiff's Motion for Judgment on the Pleadings and the Defendant's Motion for Leave to File Amended Answer were argued before the Court. DISCUSSION A. Leave to File Amended Answer. Rule 1033 directs that a party, either by filed consent of the adverse party or by leave of court, may amend its pleading at any time. Pa.R.C.P. 1033. The grant or denial of a motion to amend is within the sound discretion of the trial court. Amendments are generally liberally allowed unless they would result in prejudice to the opposing parties. E.O.J.. Inc. v. Tax Claim Bureau of Schuylkill 780 A.2d 814 (Pa.Cmwlth. 2001). The policy allowing liberal amendment of pleadings is to ensure that cases are determined on their merits. Capobianchi v. BIC Corp., 666 A.2d 344 (Pa.Super. 1995). It has been said that amendments to pleadings will not be permitted where they are against a positive rule of law or where they will surprise or prejudice an opposing party. However, prejudice must be more than a mere detriment to the other party, because any amendment will certainly be designed to strengthen the legal position of the amending party and correspondingly weaken the position of the adverse party. Id. at 346. QBW states that it has suffered prejudice because DHR has not properly complied with "most basic elements of the Rules of Civil Procedure regarding pleading 5 and discovery."' However, QBW does not argue that allowing DHR to amend its complaint would result in any new or real prejudice. In essence this Court finds that allowing the amendment of the answer as has been already reduced to writing in Exhibit A of DHR's Motion for Leave to File an Amended Answer does not result in any prejudice to QBW. Accordingly, this Court grants DHR leave to file verified an amended answer. B. Judgment on the Pleadings. Having determined that DHR is entitled to file an amended answer to QBW's amended complaint, it would be untimely for this Court to grant a Motion for Judgment on the Pleadings. In essence, the pleadings are not closed. More importantly, it has been stated that where there is uncertainty or doubt, it should not be assumed that a party cannot plead with more specificity. Thus, in ruling on a motion for judgment on the pleadings a trial court should consider the availability of directing a party to amend its reply. Del Quadro v. City of Philadelphia, 437 A.2d 1262 (Pa. Super. 1981). While DHR's initial answer to QBW's amended complaint leaves much to be desired in regard to specificity, there is no question that after an examination of the pleadings in this case to date, there are material issues of fact between these parties. As such, this case deserves to go to trial and judgment on the pleadings is not warranted at this time. Accordingly, the following Order of Court is entered: ORDER OF COURT AND NOW, this 14th day of January, 2009, upon consideration of: 1. Plaintiff's Motion for Judgment on the Pleadings; ' Plaintiff's Response to Defendant's Motion for Leave to File an Amended Answer, ¶ 26. 6 2. The Defendant's Motion for Leave to File an Amended Answer and Plaintiff's Response thereto; and the briefs filed by the parties and after argument, IT IS HEREBY ORDERED AND DIRECTED that: 1. Plaintiff's Motion for Judgment on the Pleadings is DENIED; 2. Defendant's Motion for Leave to File an Amended Answer is GRANTED. Defendant shall file an Amended Answer within twenty (20) days of this Order. By the Court, I*k -? M. L. Ebert, Jr., --??- J John A. Gill, Esquire 325 North Second Street Wormleysburg, PA 17043 Attorney for Plaintiff Joshua C. Drewitz, Esquire Seyfarth Shaw, LLP 815 Connecticut Avenue, NW, # 500 Washington, DC 20006-4004 Attorneys for the Defendant 7 It p' QUALITY BUILDERS WARRANTY IN THE COURT OF COMMON CORPORATION, PLEAS CUMBERLAND COUNTY, Plaintiff, PENNSYLVANIA V. Docket No.: 08-1032 Civil Term DHR INTERNATIONAL, Defendant. MOTION FOR ADMITTANCE PRO HAC VICE Pursuant to Rule 1012.1 of the Pennsylvania Rules of Civil Procedure, Joshua C. Drewitz, the undersigned attorney for Defendant DHR International ("DHR") hereby moves this Court to permit Eric J. Janson, Esquire to appear in the above-captioned case pro hac vice. In support of this motion, the undersigned states as follows: 1. Mr. Janson is presently an associate with the law firm Seyfarth Shaw LLP, 975 F Street, NW, Washington, DC 20004. It is DHR's intent to have Mr. Janson represent it in the above-captioned matter. Mr. Janson is an active member in good standing of the Bars of the State of Maryland and the District of Columbia. Mr. Janson is also admitted to practice before the United States Court of Appeals for the Fourth Circuit and the District of Columbia Circuit, and before the United States District Courts for the Districts of Maryland and the District of Columbia. See also Verified Statement of Eric J. Janson (attached hereto as Exhibit A). 2. Mr. Janson has not previously applied for admittance pro hac vice in any court of record in Pennsylvania. See Exhibit A. 3. Mr. Janson avers that he has submitted his pro hac vice application and the required fee made payable to the Pennsylvania IOLTA Board. (Copy attached hereto as Exhibit B). DC 1 30246396.1 4. I am an associate with the law firm of SeyfhAh Shaw LLP, 975 F Street, NW, Washington, DC 20004, and I am a member in good standing of the bar of the Commonwealth of Pennsylvania. 5. After reasonable investigation, I reasonably believe Mr. Janson is a reputable and competent attorney, and I recommend his admission pro hac vice. See also Verified Statement of Joshua C. Drewitz (attached hereto as Exhibit Q. 6. I shall continue to act as counsel of record in this matter and can be served with all pleadings, motions, notices and other papers, and I will attend all proceedings before the Court unless otherwise excused. WHEREFORE, the undersigned respectfully requests that the Court grant this motion and permit Eric J. Janson to appear before this Court pro hac vice. Respectfully submitted, DHR INTERNATIONAL, INC. By: _ shua , tV arNo. 87296 Raymond C. Baldwin (admitted pro hac vice) SEYFARTH SHAW LLP 975 F Street, NW Washington, DC 20004 (202) 463-2400 (telephone) (202) 828-5393 (facsimile) Dated: February 3, 2009 Attorneys for Defendant DHR International 2 DC 1 30246396.1 EXHIBIT A t I i i QUALITY BUILDERS WARRANTY IN THE COURT OF COMMON CORPORATION, PLEAS CUMBERLAND COUNTY, Plaintiff, PENNSYLVANIA V. Docket No.: 08-1032 Civil Term DHR INTERNATIONAL, Defendant. VERIFIED STATEMENT OF ERIC J. JANSON IN SUPPORT OF HIS ADMISSION PRO HAC VICE Pursuant to Rule 1012.1(c) of the Pennsylvania Rules of Civil Procedure, I, Eric J. Janson, Esquire, submit the following verified statement in support of my admission pro hac vice in the above-captioned case: 1. I am member in good standing of the Bars of the State of Maryland and the District of Columbia. The Maryland Bar does not assign a license number, but my license as member of the federal bar for the State of Maryland is 16928. My District of Columbia license number is 974395. I have been admitted to practice before the United States Court of Appeals for the Fourth Circuit and the District of Columbia Circuit and before the United States District Court for the Districts of Maryland and the District of Columbia. 2. I have never been suspended, disbarred, or otherwise disciplined in any jurisdiction in which I am admitted to practice. 3. I am not currently subject to any disciplinary proceedings. 4. I have not previously applied for admission pro hac vice in any court of record in the Commonwealth of Pennsylvania. DC 130246398.1 5. I shall comply with, and be bound by, the applicable statutes, case law, and procedural rules of the Commonwealth of Pennsylvania, including the Pennsylvania Rules of Professional Conduct. 6. I shall submit to the jurisdiction of the Pennsylvania courts and the Pennsylvania Disciplinary Board with respect to any acts and omission occurring during my appearance in this matter. 7. I have consented to the appointment of Joshua C. Drewitz, Esquire, my sponsor, as my agent upon whom service of process shall be made for all actions, including disciplinary actions, that may arise out of my practice of law in this matter. 8. Pursuant to Sections 81.504 and 81.505 of the Pennsylvania Interest on Lawyer Trust Account Board Regulations for Pro Hac Vice Admission, I aver that I have submitted the required forms and the one hundred dollar ($100.00) fee. (Copy attached as Exhibit B to Motion for Admittance Pro Hac Vice). 9. I declare under penalty of perjury that the foregoing is true and correct to the best of my knowledge. Dated: February 3, 2009 Eric Janson Notary Public: 2 DC 1 30246398.1 EXHIBIT B PENNSYLVANIA IOLTA BOARD Form for PRO HAC VICE ADMISSION (For all nonresident attorneys requesting permission to participate in proceedings in a Pennsylvania Court) Applicant [®] . Jagson Name: [p] Mss. Date of Birth: i 4115176 ---1 First Middle Your Firm's Name & Mailing Address: (All correspondence will be mailed to this address.) Seyfarth Shax LLP Firm Name Street Address/P.O. Box Ste. No City State Zip Code Your Firm's Physical Address:._L?.. Check here if same as above Street Address Ste. No. City state Zip Code Office = - - E-Mail Acknowledgment Letter should be faxed to: Contact Name Contact Fax Name & Office Address of Attorney.of Record in the Pennsylvania Proceeding who is filing the Motion for your admission Pro Hac Vice: Name Firm Name (ff applicable) 975 F Street,_N.W. Washi to_n DC t 20004 Street Address/P.O. Box Ste. No. City state A Zip Code Fax PA I. D. Case Number: Docket No. 08-1032 Civil Term Case Name' uality luilders Warranty Corp., v. DHR International Pennsylvania Court of Record: Court of Common Pleas for Cumberland County Address of Court: i ---- 1g Sau re._rlisle. PA__ 10713 _ List all foreign, state and federal jurisdictions in which you have been qualified, licensed or admitted to practice law and are currently active and in good standing, the year of licensure, and your license or bar card numbers, if applicable. Use the Continuation Form if additional space is needed. Jurisdiction(s) Year(s) of Licensure(s) License Number(s) rState of ^Margland~~ 2001 A? c_ District of Columbia [2007 974395 LU SS District Court for Dist. i 2007 16928 [U.6. District Court for Dist. Columbia 2007 974395 2. If you have ever practiced law under another name, please state that name here. List also all jurisdictions in which you practiced law under that name, license number, and the time period involved. Use the Continuation Form if additional space is needed. Other Name(s) Jurisdiction(s) License Number(s) Time Period(s) ------------ f 3. Are you familiar with the Pennsylvania Rules of Professional Conduct, Pennsylvania Rules of Disciplinary Enforcement, and the rules and court procedures of the court before which you seek to appear, and will you at all times abide by and comply with the same so long as such Pennsylvania proceeding is pending and you have not withdrawn as counsel therein? Q) Yes No I certify that the information provided on this form is true. If any statements are false, i realize I am subject to discipline by the Supreme Court of Pennsylvania. I hereby certify that I am enclosing the fee required by Rule 301 of the Pennsylvania Bar Admission Rules. I hereby agree that any action brought against me by the Supreme Court of Pennsylvania or any of its boards or instrumentalities may be brought In the Court of Common Pleas of Allegheny, Dauphin or Philadelphia County, Pennsylvania. SignAture of Pro Hoc Vice Applicant Date of Application CONTINUATION FORM (Use a separate form for each statement requiring a Continuation Form. Make additional copies of this form as needed.) For Question: i._._._._,]-_______? Name: Last First Middle U.S. Court of Appeals for the D.C. Circuit 2006 N/A U.S. Court of Appeals for the Fourth Circuit 2008 N/A i i E i I **'`*1.00.00 ONE HUNDRED AND 00/100 Dollars EXHIBIT C . QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, V. DHR INTERNATIONAL, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Docket No.: 08-1032 Civil Term VERIFIED STATEMENT OF JOSHUA C. DREWITZ IN SUPPORT OF HIS SPONSORSHIP OF ERIC J. JANSON'S ADMITTANCE PRO HAC VICE Pursuant to Rule 1012.1(d)(2) of the Pennsylvania Rules of Civil Procedure, I, Joshua C. Drewitz, Esquire, submit the following verified statement in support of my motion for the admission pro hac vice of Eric J. Janson in the above-captioned case: 1. I am member in good standing of the Bar of the Commonwealth of Pennsylvania. 2. I am an associate of the law firm Seyfarth Shaw LLP, 975 F Street, NW, Washington, DC 20004. I work with Eric J. Janson, an associate with Seyfarth Shaw LLP, in the same office. After reasonable investigation, I believe that Mr. Janson is a reputable and competent attorney, and I recommend Mr. Janson's admission pro hac vice in this matter. 3. The above-captioned case is the only case in a court of record in the Commonwealth of Pennsylvania in which I am sponsoring candidates for admission pro hac vice. I 4. To the extent that I or Mr. Janson receive any proceeds from a settlement of this matter, they shall be received, held, distributed and accounted for in accordance with Rule 1.15 of the Pennsylvania Rules of Professional Conduct, including the IOLTA provisions thereof, if applicable. 1 In this same matter, I am also sponsoring Raymond C. Baldwin and Jessica R. Hughes for admission pro hac vice. DC 130246397.1 5. I have entered my appearance as counsel of record in this matter, and I shall sign and serve, or be served, all notices, orders, pleadings, or others papers filed in this matter, and I shall attend all proceedings before the Court, unless otherwise excused. 6. I declare under penalty of perjury that the foregoing is true and correct to the best of my knowledge. p Dated: February 3, 2009 oshu :- Notary Public: 2 DC I 30246397.1 P%O C E'*' m co q r? "C QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, V. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Docket No.: 08-1032 Civil Term DHR INTERNATIONAL, Defendant. DEFENDANT'S VERIFIED AMENDED ANSWER TO PLAINTIFF'S AMENDED COMPLAINT Defendant, DHR International Inc. ("Defendant" or "DHR"), by undersigned counsel, hereby submits its Verified Amended Answer to Plaintiff s First Amended Complaint: 1. Plaintiff is Quality Builders Warranty Corporation (QBW) a Pennsylvania corporation with a registered office at 325 North Second Street, Wormleysburg, Cumberland County, Pennsylvania 17043. ANSWER: Defendant lacks sufficient information to form a belief as to the truth of and therefore denies, the allegations regarding Plaintiff s corporate status and whether it has a registered office at the address alleged. Defendant admits that QBW maintains an office of some sort at the addressed stated. 2. Defendant is DHR International Inc. (DHR) an Illinois corporation registered to transact business in the state [sic] of Pennsylvania with a registered agent identified as National Registered Agents Inc., 600 North Second Street, Suite 500, Harrisburg, Dauphin County, Pennsylvania 17101. ANSWER: Defendant admits the allegations contained in Paragraph 2 of the Amended Complaint. 3. DHR represents itself to be an executive search firm. ANSWER: Defendant admits the allegations contained in Paragraph 3 of the Amended Complaint. By way of further answer, Defendant states that it is in the business of retained executive search. DC 1 30239488.3 4. In October of 2007, QBW was desirous of engaging an executive search firm to fill a position at QBW. ANSWER: Defendant lacks sufficient information to form a belief as to the truth of and therefore denies, the allegations regarding when Plaintiff formed a belief that it wanted to engage an executive search firm. 5. DHR submitted an Executive Search Proposal to QBW (Proposal). A copy of the Proposal is attached hereto, incorporated herein and marked as Exhibit 1. ANSWER: Defendant admits that it submitted the Proposal to Plaintiff and that the document speaks for itself. Defendant admits that a copy of the Proposal is attached to the Amended Complaint as Exhibit 1. By way of further answer, Defendant denies that the Proposal was an agreement or contract of any sort between the parties. 6. The Proposal submitted by DHR was an attempt to distinguish itself from other executive search companies in order to have QBW utilize its services. ANSWER: Defendant denies the allegations contained in Paragraph 6 of the Amended Complaint. To the contrary, while DHR had indicated its willingness to work with QBW and that part of the Proposal did distinguish DHR from other executive search companies, Plaintiff's allegation regarding the purpose of the Proposal is so underinclusive as to be legally and factually incorrect. 7. The Proposal outlined, among other items, the methods, means and manner under which DHR would conduct the search and the time period in which it would be accomplished. ANSWER: Defendant denies the allegations contained in Paragraph 7 of the Amended Complaint. To the contrary, the Proposal was not a contract with QBW and did not outline any specific methods, means, manner or time period for conducting any particular search for QBW. 8. Additionally, DHR, represented that they [sic] were unique in that, among other things, they provided a twenty-day market analysis. According to DHR's Proposal at twenty working days, they [sic] agreed to present a report containing a detailed written summary of each individual they [sic] had contacted during the course of the search, as well as detailed profile on 2 DC I 30239488.3 each of the most qualified candidates. A further description of the twenty-day marked analysis is set forth it the Proposal. ANSWER: Defendant denies the allegations contained in Paragraph 8 of the Amended Complaint. To the contrary, the Proposal was not any sort of agreement between DHR and QBW about providing any sort of twenty-day market analysis. By way of further answer, to the extent the allegations contained in Paragraph 8 of the Amended Complaint refer to the Proposal, the document speaks for itself, and are not directed toward Defendant, and therefore no answer is required of Defendant. 9. DHR was notified that time was of the essence in finding a successful candidate. DHR presented a timeline in which the search would be successfully completed within ninety days. A copy of the timeline is included in the Proposal. ANSWER: Defendant denies the allegations contained in Paragraph 9 of the Amended Complaint. To the contrary, no specific time deadline was provided by QBW to DHR in the Proposal. Further, the Proposal was not an agreement between DHR and QBW as to any specific timeline or ability to complete a successful search for QBW. By way of further answer, to the extent the allegations contained in Paragraph 9 of the Amended Complaint refer to the Proposal, the document speaks for itself, and are not directed toward Defendant, and therefore no answer is required of Defendant. 10. Finally, the last page of the Proposal indicated that DHR would commit to complete the search in a timely fashion and guaranteed it would commit extensive resources to every search until QBW's expectations were met and/or exceeded. ANSWER: Defendant denies the allegations contained in Paragraph 10 of the Amended Complaint. To the contrary, the Proposal was not an agreement between QBW and DHR as to any specifics regarding how any search was to be conducted or to expectations of QBW. By way of further answer, to the extent the allegations contained in Paragraph 10 of the Amended DC I 30239488.3 attached thereto, incorporated therein and marked as Exhibit 2 of the Amended Complaint are not directed toward Defendant, and therefore no answer is required of Defendant. 15. The subject matter of the Agreement identified the fees, [sic] to be paid, cancellation provisions, guarantee provisions, off limit provisions, and confidentiality provisions. ANSWER: Defendant denies the allegations contained in Paragraph 15 of the Amended Complaint. To the contrary, while the Agreement does include terms such as fees, cancellation, two-year guarantee, off limit provisions, and confidentiality, that was not the only subject matter of the Agreement such that Plaintiff's allegation regarding the subject matter of the Agreement is so underinclusive as to be legally and factually incorrect. 16. The Agreement did not address the means, method, manner and timeline in which the search was to be conducted. Such information is contained in the Proposal. ANSWER: Defendant denies the allegations contained in Paragraph 16 of the Amended Complaint. To the contrary, the Agreement was the entire agreement of the parties, and the Proposal was not an agreement between the parties. 17. Although QBW signed and forwarded the Agreement to DHR, DHR never signed and returned a copy of the Agreement to QBW. ANSWER: In response to the allegations contained in Paragraph 17 of the Amended Complaint, Defendant admits that it did not return its October 23, 2007 letter to Plaintiff, after Plaintiff signed it and sent it to DHR. By way of further answer, the agreement between DHR and QBW was completed upon Plaintiff s acceptance of Defendant's offer, which was signed by DHR, and there was no requirement for it to return the October 23, 2007 letter to Plaintiff after Plaintiff signed it. 5 DC 1 30239488.3 18. QBW paid DHR the sum of $22,000 as an initial payment when invoiced by DHR. ANSWER: Defendant denies the allegations contained Paragraph 18 of the Amended Complaint. To the contrary, Defendant states that Plaintiff paid a $22,000 non-refundable initial retainer per the terms of the parties' agreement. 19. As short time after QBW executed the Agreement, it became apparent that DHR was not conducting the search as promised. Although DHR promised to start the search immediately, QBW received an email from Slee, dated November 7, 2007, indicating that it would not start the search until the end of that week. ANSWER: Defendant denies the allegations contained in Paragraph 19 of the Amended Complaint. To the contrary, DHR was conducting the search in accordance with the parties' agreement. By way of further answer, DHR never promised to start the search immediately but was conducting the search in accordance with the parties' agreement. 20. Additionally, DHR failed to provide the promised market analysis and failed to return phone calls to QBW in a timely manner. ANSWER: Defendant denies the allegations contained in Paragraph 20 of the Amended Complaint. To the contrary, QBW did provide a market analysis to DHR and returned phone calls to QBW in a timely manner. 21. On numerous occasions, Slee cancelled prearranged conference calls with QBW that were scheduled to discuss the DHR search results. ANSWER: Defendant denies the allegations contained in Paragraph 21 of the Amended Complaint. To the contrary, after reasonable investigation, DHR is unaware of any prearranged conference calls involving Slee that had to be cancelled. By way of further answer, to the extent that any such conference calls had to be rescheduled, it was with the full knowledge and consent of DHR. 6 DC I 30239488.3 22. On December 17, 2007, QBW sent a letter to DHR expressing its dissatisfaction, including DHR's failure to provide the promised twenty-day analysis. ANSWER: Defendant admits that DHR sent the letter described in its allegations contained in Paragraph 22 of the Amended Complaint, but denies the veracity of the allegations made against DHR in that letter. By way of further answer, Defendant states that the letter speaks for itself. 23. QBW received an email from Slee on December 28, 2007, indicating that the market analysis that was supposed to be presented twenty days after the Agreement was signed, would be presented that day. ANSWER: Defendant denies the allegations contained in Paragraph 23 of the Amended Complaint. To the contrary, the Agreement contained no such promise regarding the timeframe for providing the market analysis. By way of further answer, Slee did indicate on December 28, 2007 that he had a market analysis in portable document format. 24. Ninety days after DHR was retained, it did not present one qualified candidate, although DHR represented that the search would have been complete and a candidate hired within 90 days. ANSWER: Defendant denies the allegations contained in Paragraph 24 of the Amended Complaint. To the contrary, DHR did present qualified candidates to QBW and the parties' agreement did not represent that a search would be complete and/or a candidate hired within 90 days. 25. DHR knew that locating and hiring a candidate was time sensitive and it was critical to have a candidate hired within 90 days. ANSWER: Defendant denies the allegations contained in Paragraph 25 of the Amended Complaint. To the contrary, the parties' agreement made no such representations about specific time sensitivity or deadlines. 7 DC 1 30239488.3 COUNTI BREACH OF CONTRACT/FAILURE OF CONSIDERATION 26. QBW incorporates herein the allegations contained in paragraphs 1-25 of the within Complaint [sic]. ANSWER: Defendant restates and realleges as if fully set forth herein, its responses to Paragraphs 1 through 25 of the Plaintiff's First Amended Complaint. 27. Based on the foregoing DHR has breached the parties' Agreement and there has been a failure of consideration in that DHR not only failed to conclude the process within 90 days, it failed to present one suitable candidate within the 90 day period. ANSWER: Defendant denies the allegations contained in Paragraph 27 of the Amended Complaint. To the contrary, DHR did present at least one suitable candidate and that parties' agreement contained no requirement to concluded the process within 90 days. To the extent that an answer is required, DHR affirmatively states that Plaintiff s assertion that DHR breached the parties' Agreement and there has been a failure of consideration is a legal conclusion to which no answer is required. 28. As such, QBW demanded the return of the monies paid to DHR and as of this date, DHR has failed to return the sum paid. ANSWER: Defendant admits the allegations that QBW has demanded the return of monies paid to DHR and that DHR has failed to return the sum paid. Defendant denies the allegation "as such," taking it to be a reference to the allegations contained in Paragraph 27 of the Amended Complaint for reasons stated in its answer to Paragraph 27 of the Amended Complaint. By way of further answer, Defendant denies that Plaintiff is entitled to the return of any monies. WHEREFORE, Plaintiff, Quality Builders Warranty Corporation demands Judgment against Defendant DHR International Inc, in the sum of $22,000 plus fees and costs, said amount not exceeding $ 50,000. 8 DC 130239488.3 •. ANSWER: Defendant denies that Plaintiff is entitled to the relief requested in the WHEREFORE paragraph following paragraph 28 of the Amended Complaint, and denies that Plaintiff is entitled to any relief whatsoever. COUNT II RECISSION 29. QBW incorporates herein the allegations contained in paragraphs 1-28 of the within Complaint [sic]. ANSWER: Defendant restates and realleges as if fully set forth herein, its responses to Paragraphs 1 through 28 of the Plaintiff s First Amended Complaint. 30. Additionally, based on the above, DHR fraudulently misrepresented the steps they [sic] would undertake to find a suitable candidate in order to induce QBW to retain their [sic] services for the open position. ANSWER: Defendant denies the allegations contained in Paragraph 30 of the Amended Complaint. To the contrary, DHR never misrepresented any action it would take to find suitable candidates for the QBW position. To the extent that an answer is required, DHR affirmatively states that Plaintiff s assertion that DHR "fraudulently misrepresented" is a legal conclusion to which no answer is required. 31. QBW relied on DHR representations that they [sic] would undertake their [sic] search immediately and find a suitable candidate within 90 days. ANSWER: Defendant lacks sufficient information to form a belief as to the truth of and therefore denies, the allegations regarding on what basis QBW relied on to make any decisions whatsoever. By way of further answer, Defendant denies the allegations contained in Paragraph 31 of the Amended Complaint that it made any representations about when it would undertake its search or find a suitable candidate. To the contrary, the parties' agreement contains the DHR's representations regarding the conduct and outcome of any search. 9 DC I 302394883 32. Based on DHR' misrepresentations and reckless disregard for the truth, QBW is entitled to Recission of the contract and the return of the $22,000, which QBW paid to DHR. ANSWER: Defendant denies the allegations contained in Paragraph 32 of the Amended Complaint. To the contrary, DHR never misrepresented any action or engaged in a reckless disregard for the truth. To the extent that an answer is required, DHR affirmatively states that Plaintiff's assertion that DHR is entitled to rescission of the contract and return of the $22,000 is a legal conclusion to which no answer is required. WHEREFORE, Plaintiff, Quality Builders Warranty Corporation demands Judgment against Defendant, DHR International Inc, in the sum of $22,000 plus fees and costs, said amount not exceeding $50,000. ANSWER: Defendant denies that Plaintiff is entitled to the relief requested in the WHEREFORE paragraph following paragraph 32 of the Amended Complaint and denies that Plaintiff is entitled to any relief whatsoever. Defendant denies any allegation not specifically admitted herein. WHEREFORE, Defendant prays that: 1. Plaintiff's Amended Complaint be dismissed with prejudice and that judgment be entered in Defendant's favor; 2. The Court award Defendant its costs and attorneys' fees. 3. The Court award Defendant such further relief as it deems just and proper. DC I 30239488.3 10 Respectfully submitted, DHR INTERNATIONAL, INC. Biaymond. hua C. Drew' A Bar No. 87296 C. aldwin, pro hac vice Eric J. Janson, pro hac vice (pending) SEYFARTH SHAW LLP 975 F Street, NW Washington, DC 20004 (202) 463-2400 (telephone) (202) 828-5393 (facsimile) Dated: February 2, 2009 Attorneys for Defendant DHR International 11 DC 1 30239488.3 r' QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, v_ DHR INTERNATIONAL, Defendant. VERIFICATION IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Docket No.: 08-1032 Civil Term 1, Nicholas P. Slee, Senior Vice President of Defendant DHR international ("DHR"), on behalf of DHR hereby verify and state that every denial and admission in Defendant's Answer and Amended Answers is true and correct to the best of my personal knowledge and belief, except that DHR's denials to Paragraphs 1 and 4 of Plaintiffs Amended Complaint are true upon information and belief. I understand that any false statements made herein are subject to the penalties of 18 Pa. C.S. § 4944 (relating to unsworn falsification to authorities). Dated: February 2, 2009 DHR INTERNATIONAL i ;By: Nicholas P. Slee, Senior Atice Preside n$ QC130247049.1 CERTIFICATE OF SERVICE I hereby certify that a true and correct copy of the foregoing Defendant DHR International's Verified Amended Answer was served via first-class mail, postage prepaid, this 2nd day of February 2009 upon the following: John A. Gill 325 North Second Street Wormleysburg, PA 17043 Attorney for Plaintiff Quality Builders Warranty Corporation Eri J. Janson DC 1 30224876.3 .p ? - ? s? `' tT3 r-, ? `:° Q ??; --:r ! ? `. ` f? } %?, r? y .- ?.?'' t ''- r... r- ? ':? r?ir ?"' ?«??. QUALITY BUILDERS WARRANTY CORPORATION, Plaintiff, V. DHR INTERNATIONAL, Defendant. IN THE COURT OF COMMON : PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Docket No.: 08-1032 Civil Term AMENDMENT TO MOTION FOR ADMITTANCE PRO HAC VICE On February 3, 2009, Joshua C. Drewitz, the undersigned counsel for Defendant DHR International ("DHR") hereby moved this Court to permit Eric J. Janson, Esquire to appear in the above-captioned case pro hac vice. 2. In support of this motion, and pursuant to Rule 208.3(a) of the Pennsylvania Rules of Civil Procedure, Defendant represents that Plaintiff s counsel was contacted on February 9, 2009 and has consented to the above-referenced motion. 3. Defendant further states that no judge has ruled upon the instant motion and Judge M. L. Ebert Jr. has previously ruled upon Defendant's Motion for Leave to File Amended Answer on January 14, 2009. WHEREFORE, the undersigned respectfully requests that the Court grant this motion and permit Eric J. Janson to appear before this Court pro hac vice. Respectfully submitted, DHR INTERNATIONAL, INC. By: oshua C. re A Bar No. 87296 Raymond C. Baldwin (admitted pro hac vice) SEYFARTH SHAW LLP 975 F Street, NW Washington, DC 20004 (202) 463-2400 (telephone) (202) 828-5393 (facsimile) Dated: February 9, 2009 Attorneys for Defendant DHR International ? i:J ,`acs - ~ ty* :. ? •. = .. t` .. __.. ? ? t ,?? t`.s QUALITY BUILDERS WARRANTY IN THE COURT FEB OF C OMM?OIV CORPORATION, : PLEAS CUMBERLAND COUNTY, Plaintiff, PENNSYLVANIA V. Docket No.: 08-1032 Civil Term DHR INTERNATIONAL, Defendant. ORDER Upon consideration of the Defendant, DHR International's, Motion for Admittance Pro Hac Vice, and any opposition thereto, it is this 21 r d* day of R6 " , 2009 hereby ORDERED that Defendant's Motion is GRANTED; and it is FURTHER ORDERED that Eric J. Janson is admitted pro hac vice in this matter, subject to Rule 1012.1 of the Pennsylvania Rules of Civil Procedure. SO ORDERED. ?C? Judge, Court of Common Pleas for Copies to the following: Joshua C. Drewitz Raymond C. Baldwin SEYFARTH SHAW LLP 975 F Street, NW Washington, DC 20004 Att rneys for Defendant DHR International John A. Gill 325 North Second Street Wormleysburg, PA 17043 Attorney for Plaintiff Quality Builders Warranty Corporation (20 cCS rn.-; ILCL DC 1 302471 9.1 County, Pennsylvania u :6 !,a I U 83A 60 OZ