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July 11,2005

Edward. Everen Hale.


(19291993)
S!c:~e

I...4nc.

J S!epi!m J>.:c.k
K-en 0 Denruson

R-

era., HOlOard

PERSONAL AND CONFIDENTIAL

Slephal V N0\1Icck

Ru:bard l.. Elmore.


Roch.:lfd. Belll\Cn
....In J Aang:lS
Ms!u\ B Md>tll1an
hmesL Kelly

Mr. Zach Coughlin


1255 Jones, No. 132
Reno, NV 89503

Kdh Testohn

1". P.md, Aana&an


Marth,," E Woodhead
M,,:hcUc 0 Mullins
Roccr W. Jeppson

Dear Zach:

l..arKc C. Earl
JI:1,m} 1 Non.

fi
This lette~ is int~.n~ed. to resta.t~ th~ offer of employment made to you by our
urn for an associate positIOn 11\ the L]tlgatlon Group in our Reno office, and to advise
you of some of the finn's benefits and policies.

DlVld A. Garci;l.
Frcd 0 G.b..on m

El~F.~sh

TIJROIh .. A. Lukas

FrcdendJ. Sehmid.!
J ..... e$Newman
Torry II.. Somcn
PaIn.k J Reilly

Brad M JohmLon

Tl is anticipated that you would start your employment with our firm within the
month of July, 2005. Your starting base compensation will be $80,000.00 (Eighty
Thousand Dollars) per annum. As a convenience to our employees, we offer direct
payroll deposit to most banks or S&L's in the state. At the present time, formal,
compensatory performance reviews are conducted annually during the OctoberNovember time period, with any resulting salary adjustment effecti ve as of the
following January I. Your first fonna] review would occur in the October 2006 time
period. Non-compensatory performance reviews and mentor/mcntee evaluations may

Bryte K J{"'''ItIOIO
Doadu C Flo....rs

be conducted at any time.

"t

D Aetntng

Scherer
M. Snyder
Brcnl C. Edu-slcy
Frcdco~k R. Banch.,.
P.lrici~ C, Hals!ead
~Unhcw

J KaulUf

~nh.....

e, Hrppl.,.

llOStln C. Jw(S
!"cole M Vance
Don. II DJih~o .....
~E LClus

I...eLpc. 0.."'1

1\.". Farrow
Pauhne NS Lee
~Purl

Elevation to shareholder status is based upon factors outlined in the


Shareho lder Admission Guidelines, a copy of whic.h. is encl?sed. As you may
ap reciate, many factors are considered in the dec]s]on-m~ng. process, and no
co~unitment can be made that you will be advanced at any specific time.
The following outlines the various benefits available to ~ssociate~ of Hale
iptions are summary in nature -- actual coverage ]S accordmg to the
Lane . T hth
ese de S ct r cts between the applicable
. msurance
. .
carners an d t he fi]nn. F'Irm
termS of e con. rat t change al the sole dIscretiOn
.
. ole
f h f
i '10 accor dance wII. h
Irm,
b
benefits are su ~ec 0
applicable federal or stale law:

OUP MEDICAL INSURANCE: Group medical insurance, ~urrently


1.
OR .
.
ovided to all full-time employees of the finn. PremIUms for
through PaclfiCarc, ]S pr
.,

. LANE PEEK DENNISON AND HOWARD

hALt.

N'" 89S!! I Phon. (775) )273000 I Foe"mH. (I?S) 786-6179

RENO OFFICE.; 5441 K,.Ilk. un_I S.cond F!"";bo I~~';C'~. 1"1....... 391011 MIon_ (115) 684-'0001 F.."m'!. (7JS)u.t600!
711 F....
O ~'CL
~c

t \\

CARSO!'! CITY

o)r'~'" J'd)OCS'HUl,.OOOCSI-l6n41\!

,!hJm SU' 1So".

1007

Mr. Zach Coughr


July II. 2005

In
.no ......... ~"w

employees are fully

.d

option and expense' ~a! by the finn. Coverage for your de


basis.

HALE LA
NE
__

Page 2

' If you elect dependent coverage d


~endents, If any, is available at your
, epen enl premiums are paid on a pre-lax

2.

GROUP DENTAL INS


provided to all fu'
URANCE: Group dental insura
Cavera e fI
II-lime employees. The re .
~ce, currently through PacifiCare.
g
Or your dependents if a n '
~ mlUm for Ihls coverage is paid by the fiml
IS

dependent coverage, dependent 'premi:~~Sar:vpail.adble at your opti~n and expense; if you


alan a pre-lax baSIS.

3.

GROUP VISION CARE.

..

etec;

The premium for your cove


.. Oro,up VISion care IS provided through Vision Service Plan
available at your option and rage IS pa,ld by the finn. Coverage for your dependents if any i~
.
expense' Ir you elect d
d
.
,
pald on a pre~tax basis.
'
epen ent coverage, dependent premiums are

GROUP LIFE INSURANCE Th fi


...
amount of $30 000 00 Th
.'
e. inTI provIdes life mSllrance for associates in the
,
. .
e premiums ror tIllS coverage are paid by the firm.

4.

ti
~~~ETERJA PLAN: T he [inn ofrers employees the opportunity to participate in a
a ete~a an. Pursuant t~ IRS ~les, certain dependent care and employee or dependent health
care e~pens~s not otherWise paid by insurance may be paid with pre-tax doUars. Details
regardmg thiS program wi ll be provided with your insurance enrollment fomls.
6.
LONG~TERM DISABILITY fNSURANCE: Group long-ternl disability insur::mcc,
currently through Northwestern Mutual, is provided to all full-time employees with a maximum
benefit of 40% of pre~disabjlity earnings, which premiums are paid by the fiml. Employees may
buy-up an additional 20% of pre-disability earnings for maximum protection of 60%.
7.
PROFESSIONAL LIABILITY INSURANCE: Professional liability insurance coverage
is provided and paid for by the finn, up to the limits specified in the policy. This coverage is
applicable only to services rendered for the firm during the course of ):our employment. The
coverage docs not apply to "prior acts" unrelated to your em~loym~nt .\~ilh th~ finn .. The prior
acts of a lateral attorney are generally covered by the profeSSIonal liabIlity policy mamtained by
that attorney's fanner law finn, at least so long as that insurance ~s.k~pt in rorce. Since Hale
Lane's policy does not cover prior ac~s, we recommend lawyers JOlntng the fi~ on a lat~ral
basis investigate the tenus of their prevIous coverage and secure separate coverage If appropnate
and desired.
8
PROFESSIONAL DUES, MEMBERSHIPS AND EDUCATIONAL EXPENSES: The
.
ual dues for the Nevada Bar (and for special organizatIOns With pnor finn
firm pays your ann tate bar dues eLE and other educatlOna
.
I programs are aI
d 'lor by the
sopal
f
t
approva.
I) 0 u o s .
'
firm, subject to appro vol iO advance.
BUSfNESS EXPENSES: Reimbursement .fo~ travel costs, including meals (on the road),
.
I.
e ses airfare etc. upon submiSSion of travel vouchers.
"
hotels, trave 109 exp n ,

II Gd

Mr, Zach Coughlin


July 11,2005
Page 3

HALE LANE
~TT"

U . AT L"W _ __

10,
401(k) PLAN: At
' , ,,
first enrollment
.
present, ehglblilty to participate in th
according to 1
peTiod following completion of one
' e firm's 401(k) Plan OCcurs at the
erms of the plan which will be pro .d d
year s employment. Participation is
VI e separately at the time ofeligibility.
11
to ,fi GENERAL'. 0 Iher than as provided for in this Ie
. nn personnel policies as published f
.
. ner,. all Hale Lane employees arc subject
WIll nature?f employment. The at.will n:~: tlme-ta-tlme, Including, but not limited to, the atdocument signed by the Ma
. Sh
re of employment can only be modified by a written
nagmg areholder of the finn and you.
,
' . Your employ ment as an associate
by Hale Lane is also subject to the following
cond Itlons:
First,
'
"
conflicts
f' this
t offer is conting. en t on a reso Iution,
to our satisfactiOn.
of any potential or actual
a h111 crest. We reqUIre you to provi'de us Wit' h a I'1St IdenllfV
.
. .1l1 g (a) any potential
c fl'
on let, suc as
' Iy'In W h'Ich Hale Lane was
' on the opposite side
. a matter you wo rked on prevIOus
o f tH
, chents
'
he transactIOn or liti ga fIon or any pend'mg matters between prior
of yours and clients
o. ale Lane; (b) any client .~ou reasonably expect 10 follow you to Hale Lane; and (c) any
Dlrec~or .and/or Officer poSl1lOns you currently hold with both for profil and non-profit

organizations.
Secondly, to protect our clients and the finn. we must inquire about the existence and
nature of any actual or alleged malpractice and/or ethics claims or complainls to Bar associations
concerning you or your work. The fact that this infonnation may exist is not necessarily
preclusive of employment, however, our offer is contingent upon the finn's review and analysis
of the infonnation provided. In this regard, please complete the enclosed Disclosure of
Professional Conduct and return it to Lou Kemper as soon as possible. Additionally, a Conflicts
Questionnaire is being sent to you via e-mail. Please complete and return to Lou Kemper in the
Reno office prior to your employment date.
Third, we require certificates of good standing from all jurisdictions to which you are
admitted. If there is any cost associated in obtaining these certificates, we will reimburse you for
that cost. Please have such certificates sent to Lou Kemper in our Reno office.
L tly the firm is requesting that you adhere to any addition~1 conditions of your
emplOy:ent ~ith the finn to be discussed independently with Kelly TestolLO.
copy of the Employment Eligibility Verification Fonn 1-9. In accordance
'
ncose
Isa
.
d
I
E i ' t'on Re("onn and Control Act of 1986, all newly hired
'h h
employees '
are reqUired to
wit t e mmlgra
I
I'
.
t':
L'
A
"
d ,I10W the appropriate documentatIOn ,rom 1st or L'1st Band C. Please
complete
.With
' you when you b
' employment.
,
" t h IS lornldan
the documentation you will submit,
eglO
bnng thiS ,lOrm, an
'trenlely enthusiastic about your joining the finn and we look forNard to
, Zac h' 'h we are ex
Please do not hesitate to contact Lou Kemper, or me, .If you have any
working
Wit
you.
r.
,
d'
the terms of your employment, bencllts
or rc Iate d 'Issues.
questlons regar mg

l
(JOMJI. opC1)OCSIlILRNOpOCS'-I6114811

CS

Mr, Zach Coughlin

JuI)' 11,2005
Page 4

HALE ... LANE


' rro.~

L . . . _ __

This letter will constitute tl f i '


.
oral or \"finen r
.
le IITn s entire agreement w' h
.
.
oITe f
epresenta1l0ns or conversations Ifth' I
11 you, notwIthstanding any prior
r 0 employment and you accept please "d' IS etter accurately reflects the terms of our
an d emplo),m'
,S
' t he attached confidentiality
ent relationship stateme
t O
d In lcate by S
Igmng
envelope provided.
n s an return the duplicate copy of Ihis letter in the

Very truly YOUfS,

R. Somers. sq.

Enclosures
cc:

C. Lou Kemper
Helen Goldin

CONFI~ENTIALITY STATEMENT: I am familiar with, and will abide by. the Rules of
Pr,ofesslOnaJ CO,od,ucI and more.s~ecifically, the rules pertaining to attorncyclient privilege and
eilent confidentiality, Further, illS agreed that all information relativc to the activities of Hale
Lane which is of a secret or confidential nature, including but not limitcd to client lists, client
contacts, agreements between the firm's clients and third parties, technical and administrative
procedures, is the property of Hale Lane, I also understand and agree that I may nol copy any
finn documents, including my "chron" files. which arc considered firm documents, for my own
personal use without the prior written consent of the Managing Shareholder, During the term of
my employment or thereafter, I will not use such infomlation for the benefit of anyone other than
Hale Lane, nor shaJl I disclose to others any such information so long as the secret or
confidential nature of said infonnation is preserved by the finn, During the term of my
employment, 1 will only perform legal work on behalf a the finn, and I acknowledge that all fees
received for legal work, legal advise, legal documents, legal seminars, and any aspect of the
practice of law during my employment at the firm are the property of the firm" Nothing herein
shaH prevent me, subsequent to, my employment with H.ale L~ne, f~om uSlOg an,d ,availing
myself of my general technical Skills, knowle?ge and experience IOciudlOg that pertalOlOg to or
derived from the non-secret and non-confidentwl aspects of the firm,

EMPLOYMENT RELATIONSHIP: I understand and acknowledge that the employment


,
h' b (ween the firm and me is based solely on our mutual consent. Accordingly, I
re Iallons Ip e agree that either I or the firm can temltnale
.
' h'Ip " althe emp Ioyment reIatlons
un'II"
erstan
an
.
I
'II"
h
0
'
d
d t'
d
wl'th or without cause or advance notlcc, WI Inlorm t e linn Immed'late Iy 'r
I
WI , at h
any Imc, I'cable law or regulauon
, would
r r
allec! my status as an " at-wI'I I" emp Ioyee,
I leam t at any app I ,a! the "at-will" nature of my employment can only be modified
'
' a
In
land tl
I
d
.
.
Th'
I
Further
un
ers
d
I
\vrinen 'do~ument signed by the Managing Shareholder and Lega A ffim lstrator.
IS ener, an d

010

Mr. Zach Coughlin


july II, 2005

Page 5

HALE LANE

the. ~olicies of the finn, constitute the entire arrangement between us and can only be modified in
\\Tlhng.

OFFER ACCEPTED AND TERMS AGREED TO: I certify I have read and understand the
tem1S and conditions of my employment to my full satisfaction. I also understand thai, with one
exception, the finn may change, rescind or add to any of its policies, benefits or practices in its
sole and absolute discretion without prior notice, subject to applicable Federal and State laws.
The one exception that cannot be modified, except as stated above, is the "at-will" nature of

employment with the finn.

00 I I