IBM CANADA LTD HUMAN RESOURCES PROGRAMS FOR IBM REGULAR EMPLOYEES - Effective on January 1, 2015

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IBM CANADA LTD
HUMAN RESOURCES PROGRAMS
 FOR IBM REGULAR EMPLOYEES
        Effective on January 1, 2015
This brochure is intended to provide an overview of certain plans and programs in which
you may participate. The information in this brochure is based on the official plans and
program documents, contracts, and administrator’s manuals/guides, as well as
information residing in the Employee and Manager’s Reference database and the You
and IBM Canada Intranet site. If there happens to be any difference between this
summary and the listed documents, the above listed sources will be followed. Detailed
information on these programs can be found on the You and IBM Canada Intranet site
at: http://w3-01.ibm.com/hr/web/ca/navigation/

The company reserves the right, in its sole discretion, to modify (includes change,
discontinue, suspend or improve) any of its plans or programs at its discretion, and the
company’s decision on all matters relating to the operation, administration and
interpretation of its plans and programs shall be final. The Plan Administrator retains
the exclusive authority and discretion to interpret the terms of the plans and programs
described herein. This statement applies to all IBM employees (regular full-time,
special/regular part-time, assignees, on-leave), individuals receiving Short or Long-Term
Medical Disability Income, Retirees and Survivors. Nothing contained in this document
shall be construed as creating an express or implied obligation on the part of the
Company to maintain such benefit plans, programs, practices, or policies. Eligibility to
participate in a plan or program does not constitute a promise or right of continued
employment or render any person an employee of IBM.
INSIDE


Your Compensation ............................................................................................     4

Your Flexible Benefits .........................................................................................   6

Your Pension and Saving Plans ...........................................................................          13

Other Benefits / Services ....................................................................................     15

Your Flexible Work Arrangements ......................................................................             18

Some important things you should know ...........................................................                  20

Contacts & Resources .........................................................................................     22

                               For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                                 Questions? Call the Employee Services Contact Centre at 1-866-214-0977
YOUR COMPENSATION


 IBM Canada’s compensation program ensures you are paid appropriately for your skills,
 contribution/leadership, and impact on the business/scope. The program supports key business
 success factors by focusing on skills, differentiation, accountability, responsibility, global teaming
 and affordability. In turn, employees have the opportunity to be rewarded, based on the success of
 the company and how they have contributed to that success.

 Compensation Design
 IBM’s total compensation is designed to support the following key business success factors:
 • high-performance culture,
 • growth in shareholder value, and
 • global teaming.

 We need your help to achieve this by contributing to those activities and areas of focus which are
 critical to the success of our business. In return, IBM offers a challenging, exciting and successful
 working environment, backed by a comprehensive compensation system, designed to properly
 recognize your contribution, relative to the marketplace.

 Cash Components
 IBM Canada’s pay objective is to provide compensation that will attract and retain an outstanding,
 highly motivated work force and meet the business challenges of the future. To help achieve this
 objective, our pay program will be:

 •   strongly influenced by the results you deliver,
 •   driven by overall business objectives, and
 •   competitive with leading companies in the marketplace.

 When the business exceeds its plan and you perform at the highest level, you will have an earnings
 opportunity that places you among the best in the marketplace.

 IBM Canada’s compensation program is designed to provide employees with rewards that are
 competitive in the marketplace relative to their contributions to the business. Cash compensation
 can consist of the following components:

 • Base Pay
 The fixed portion of your cash compensation paid on a bi-weekly basis.

 • Employee Salary Program
 This program can provide increases to your base salary based on your performance and
 contributions to the success of the company.

 • Incentive / Commissions
 For eligible employees in sales and some services roles, these plans are driven by key corporate
 objectives such as revenue and profitability.

                        For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                          Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                            4
YOUR COMPENSATION


 • Additional Compensation
 Additional compensation may include overtime, shift premiums, standby premiums, etc. and is
 designed to compensate eligible employees for work beyond normal working hours, primarily
 based on provincial legislation requirements.

 Employee Stock Purchase Plan (ESPP)
 You may participate in the IBM Employee Stock Purchase Plan (ESPP) through payroll deductions.
 When you purchase IBM shares through the ESPP, you receive an automatic discount of 5% off the
 market price on the date your shares are purchased.

 The plan is built around two offering periods – a block of time during which participants purchase
 shares – January 1 to June 30 and July 1 to December 31. Eligible employees may enroll at any
 time during the offering period. To enroll, you must be on the IBM payroll on or before the first day
 of the offering period in which you are enrolling. When you enroll, you authorize the deduction of
 a portion of your compensation (you may contribute 1% to 10% in any whole percentage of your
 pay, up to certain plan and regulatory limits). Once enrolled in the plan, you do not have to re-
 enroll for the following offering period as your participation continues automatically (unless you
 are suspended for selling shares bought in the current offering period) until you process a change.

 The plan rules limit you to purchasing a maximum of $25,000 worth of shares in any calendar year
 or 1,000 shares in any offering period. You may also increase or reduce your contribution, add or
 delete a joint owner, or withdraw from the plan at any time during an offering period. If you
 withdraw from the plan, you may re-enter at any time, during the same offering period or a
 subsequent one.

 Growth Driven Profit-sharing (GDP) program
 To support IBM’s global focus on profitable growth, the Growth Driven Profit-sharing (GDP)
 program returns a portion of year over year revenue and net income growth back to IBMers, in the
 form of a single, worldwide "one IBM" profit sharing pool. Payments under this program vary and
 are based on your job role, job level, IBM’s financial results and your individual performance.

 Eligibility for payment is dependent upon your being continuously employed by IBM through to the
 end of the calendar year. Employees in sales or services incentive roles are not eligible for the GDP
 Program.

 Awards
 IBM values and supports a culture of recognition and appreciation and makes a practice of
 encouraging and recognizing special and significant achievements through a number of company-
 wide individual and team award programs and may include cash and/or participation in a special
 event, etc.

                        For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                          Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                            5
YOUR FLEXIBLE BENEFITS


 IBM’s suite of employee benefits ranges from flexible benefits and pension to voluntary employee
 services programs. IBM’s Flexible Benefits Plan allows you to design a benefits package that is best
 suited to meet the needs of you and your family. IBM currently offers the following Flexible
 Benefits:
 •     Supplemental Health
 •     Dental
 •     Personal Emergency Travel Assistance Plan (Medi-Passport)
 •     Employee / Spouse/Partner / Children’s Life Insurance
 •     Employee / Spouse/Partner / Children’s Accidental Death & Dismemberment Insurance
 •     Long Term Disability Insurance (LTD)
 •     Health Care Spending Account (HCEA)
 •     Taxable Cash

 Eligibility
 As a Regular Full-time and Regular Part-time employee (RPT), you and your eligible dependents are
 eligible for coverage under the IBM Flexible Benefits Plan.

 You will initially be assigned IBM’s Standard Benefits Package with single coverage (You Only).
 However, you will have a one time 30-day opportunity to enroll and customize your benefits and
 add your eligible dependents and/or change your coverage options effective your hire date.

 Active Regular Full-time and RPT employees are eligible to participate in the Annual Flexible
 Benefits Enrollment. Employees on a non-legislated Leave of Absence (e.g. personal, education,
 pre-retirement and disability leaves) are not eligible to enroll.

 How Flexible Benefits Work
 Flexible benefits provide you with the opportunity to tailor a benefits package that is best suited to
 you and your eligible family members. You will choose your benefits from a variety of options that
 range from extensive coverage to basic, or no coverage. The choice is yours!

 The tool you will use to enroll in your benefits is the Your Benefits ResourcesTM (YBR) Web site. YBR
 is a third-party web site customized for IBM. IBM’s HR team continues to manage the Flexible
 Benefits Plan.

 IBM will provide you with flex dollars to help pay for your benefits. You receive flex dollars towards
 Supplemental Health, Dental, Employee Life Insurance and Long Term Disability Insurance. You can
 purchase Optional Employee Life Insurance and additional Long-Term Disability Insurance.

 Each benefit option will have a price tag - this is the cost to you for that benefit option. You also
 have some flexibility in choosing who you cover under your Supplemental Health and Dental
 options.

                        For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                          Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                            6
YOUR FLEXIBLE BENEFITS


 In addition, IBM will deposit money directly into each eligible employee’s Health Care Expense
 Account (HCEA).

 The dollar amount is based on the supplemental health and/or dental options selected during
 enrolment. These dollars cannot be used to offset the cost of your benefits choices and cannot be
 taken as taxable cash.

 The money deposited your HCEA can be used to reimburse yourself for a wide range of health-
 related expenses as per Canada Revenue Agency guidelines. You have the flexibility to determine
 how you spend this money, as long as the expenses meet the guidelines.

 The benefits coverage categories are:
 • You only ............................. Coverage for you (employee only)
 • You plus one ....................... Coverage for you (employee and one eligible dependent)
 • You plus two or more .......... Coverage for you (employee and two or more eligible dependents)

 The coverage you select for Supplemental Health may be different from the coverage category you
 select for Dental. If your coverage category is “You Only”, and you have just added your Spouse as
 an eligible dependent, then you can select either “You Only” or “You Plus One” as your coverage
 category. If you have more than one eligible dependent (your spouse and children), you may not
 choose the “You plus one” coverage category. You must choose between “You Only” or “You Plus 2
 or More”. When you have more than two eligible dependents in your profile, the “You Plus One”
 category will not be available to you to select.

 Once you have made your benefit selections, your flex dollars will be pooled together and will be
 used to pay for your benefits in the most tax effective manner. This means you will have payroll
 deductions to pay for all your life insurance options and if selected, for LTD option 4. In addition,
 any remaining costs that are not offset by your total flex dollars will be paid through payroll
 deductions.

 If you have flex dollars remaining after the tax effective allocation, you will need to allocate them
 towards a Health Care Expense Account (HCEA) and/or Taxable Cash. The HCEA allows you to use
 your excess flex dollars to pay for other eligible health care expenses not covered by the IBM
 Flexible Benefits plan or provincial health insurance plans. The Taxable Cash Plan allows you to take
 the flex dollars, less any applicable taxes, and have the cash deposited into your bank account on
 each bi-weekly pay. You may choose one of these or a combination of the two.

 Opting Out
 A big advantage of flexible benefits is that you can opt out of either the Supplemental Health or
 Dental Plan if you don’t need the level of coverage available through the program. If you do decide
 to opt out, you will receive a specified amount of flex dollars to be used somewhere else. Your pool
 of flex dollars will be used to pay for any other flexible benefits options in the most tax effective
 manner and any excess flex dollars can be taken as taxable cash and/or deposited into an HCEA.
                        For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                          Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                            7
YOUR FLEXIBLE BENEFITS


 Why would you consider opting out? If, for example, your spouse or partner has comprehensive
 benefits coverage through his or her employer, you likely will not need to duplicate coverage
 through IBM. Or, if you are relatively healthy and have few medical or dental expenses beyond
 what provincial health insurance covers, you can opt out and put your excess flex dollars in the
 HCEA to pay for any miscellaneous health care expenses that do come up.

 Important: ALL Quebec residents MUST participate in a drug insurance plan that provides a
 reimbursement level of at least 68%. For IBM employees living in Quebec, this means you must
 enroll in either Option 2 or 3 of IBM’s Supplemental Health Plan unless you have coverage
 elsewhere (i.e., spouse’s coverage). Quebec employees who elect Option 0 (Opt-out) or Option 1
 (20% Coverage) of the IBM Supplemental Health Plan are required to provide evidence of coverage
 elsewhere. You will be advised by mail what information you will be required to provide.

 Standard Benefits Package for New Hires
 The following benefit coverage is assigned to you as a “New Hire” until you enroll using the YBR
 Web site and select your own benefit options and add your eligible dependents for coverage. The
 applicable payroll deductions and taxable benefits (for Quebec residents) for this coverage will be
 applied to your bi-weekly pay.

 •   Supplemental Health - Option 2 (plan reimbursement level at 80%) - “You Only” coverage

      Benefit                                                 Reimbursement Level
      Prescription Drug Deductible                            = Dispensing Fee
      Lowest Cost Alternative Drug                            80 % company paid
      (often referred to as generic drug substitution.)
      If no generic drug available:
           • Reimbursement Level for                          80 % company paid
              Drugs on the National
              Formulary
           • Reimbursement Level for                          60 % company paid
              Drugs not on the National
              Formulary
      Hospital Maximum                                        Semi-private room at 80% up to $150/day
      Vision Maximum                                          $250 for contacts/frames/lenses every 2 years
      Hearing Maximum                                         $500 every 3 years

 •   Dental - Option 2 (plan reimbursement level at 80%) - “You Only” coverage

      Benefit                                                 Reimbursement Level                    Maximum
      Routine                                                 80 %                                   Unlimited
      Major Restorative                                       60 %                                   $1,300/year
                                                                                                     maximum
      Orthodontia                                             80 %                                   $2,400/lifetime

                                 For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                                   Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                                     8
YOUR FLEXIBLE BENEFITS


                                                                                             maximum
      Dental Fee Guide                                2014

 •   Employee Life Insurance Option 2, equivalent to 1 x base salary (salary equivalent). For Regular
     Part-time (RPT) employees coverage is based on their RPT salary equivalent. Premiums for all
     Life Insurance options are paid through employee payroll deductions.

 •   Long Term Disability Option 2, IBM Income Replacement Plan - 60% of pre-disability income
     minus C/QPP plus COLA (cost of living adjustment).

 New Hire Enrollment
 As a new hired employee, you are provided with a one time opportunity to enroll in your flexible
 benefits under the “New Hire” eligibility rules. You will have a 30-day enrollment window in which
 you can change your benefits coverage from the above assigned “You Only” coverage to a benefit
 plan that suits the needs of your family. Below are some important points you should be aware of
 as a new hire:

 • Your User ID and Password
 An email (“Your Action Required (YAN)”) will be sent to your work email address, requesting your
 enrollment action on the YBR website. A second email will be sent to you containing your
 temporary User ID and password (PIN). The sender ID of these two notes is “IBM – Your Benefits
 Resources / IBM – Vos avantages sociaux en ligne”. Emails will arrive within two to three weeks
 after your start date. Please contact the IBM Employee Services Contact Centre, if you did not
 receive your notices after three weeks of your start date.

 To enrol you, have your User Id and Password ready to access the Your Benefits ResourcesTM (YBR)
 website. Upon accessing YBR with your temporary User ID and PIN you will be required to set up
 your secure profile in YBR.

 • Enrollment Window
 The 30-day enrollment window begins once you receive the “Your Action Required (YAN)” notice in
 your Lotus Notes Inbox and last for 30 calendar days. A deadline to enroll will be displayed on the
 YBR Web site. This is a one-time enrollment, once you confirm your elections, they are final and
 the window is closed. If you do not participate in your enrollment, the 30-day enrollment window
 expires and your next chance to change your benefits will be during the Annual Flexible Benefits
 Enrollment in the fall or if you have an eligible family status change.

 • Your Dependents
 Your assigned coverage is for you only. If you wish to cover your eligible dependents effective the
 date of your hire, you must log on to YBR to add your dependent(s) to your profile and enroll your
 eligible dependent(s) within the 30-day enrollment window. Your next opportunity to add eligible
 dependent(s) or to change your benefit options is through the Annual Flexible Benefits Enrollment
                         For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                           Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                             9
YOUR FLEXIBLE BENEFITS


 or if you experience a valid family status change during the year. Annual Flexible Benefits
 Enrollment generally takes place each fall.

 • Beneficiary Designation
 When you join IBM you will have a minimum level of Employee Life Insurance, therefore you must
 complete a beneficiary designation (this beneficiary designation is optional for IBM employees
 living in Quebec). You complete this designation online through YBR during your enrollment period.
 Your beneficiary designation may be changed at any time, if permitted by law.

 • Payroll Deductions
 Once you have enrolled, your payroll deductions and taxable benefits (for Quebec residents) will
 change retroactively to your hire date to reflect the benefits you selected and how your flex dollars
 were allocated.

 • Changing your benefit choices
 Once a year, you will be able to change the benefit options you’ve selected during the Annual
 Flexible Benefits Enrollment. Also, if your family status changes, you may make specific changes to
 some of your benefit choices to reflect your new circumstances. This must be completed within 60
 days of the date your status changed. Examples of family status changes are birth of a child,
 marriage, divorce, relationship breakdown, spouse gain/loss of coverage and dependent now
 eligible or no longer eligible.

 • Selecting the appropriate coverage for you and your family
 Of course, only you can determine the flexible benefit options and coverage category that are right
 for your situation. When you consider all your options, the following questions may help you make
 your decisions and consider the tradeoffs:

 • Does my spouse/partner have health or dental coverage through his or her employer?
 If so, you may not need a high level or any supplemental health or dental coverage from IBM. The
 tradeoff is flex dollars to spend elsewhere.

 • What have my medical and dental expenses been in the last few years?
 If you (and your family) are relatively healthy with a low level of expenses, you might consider a
 lower level of coverage, supplemented by the HCEA. Also think about whether your expenses are
 expected to be more than the price tag you will pay.

 • How much life insurance do I (and my family) really need?
 Consider the expenses your survivors would need to cover in the event of your death. If you’re
 single and have no dependents, maybe a lower level of coverage is all you’ll need. Please keep in
 mind however; any future increases to employee and/or spousal life insurance will require proof of
 insurability.

                        For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                          Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                           10
YOUR FLEXIBLE BENEFITS


 • Should I pay for Long-term Disability (LTD) coverage with flex dollars or my own after-tax payroll
 deductions?
 There are two types of LTD plans. The first is an income replacement plan and contains 3 options
 (LTD options 1, 2 and 3). These plans must be paid with flex dollars, since the LTD benefit is paid by
 IBM and it is taxable. The second plan is an insured plan with Manulife (LTD option 4); you must
 pay for this plan with payroll deductions. Benefits paid from the insured LTD plan with Manulife
 are non taxable. The tradeoff to consider is whether the premiums you pay for the insured LTD
 plan with Manulife are worth the additional dollars paid if you become disabled.

 Note: Under the Income Tax Act, benefits paid by C/QPP are taxable income regardless of which
 LTD plan you select.)

 Your Flexible Benefits Plans - Summary

 • Supplemental Health
 In addition to the basic level of coverage provided by provincial health insurance plans, IBM Canada
 offers several Supplemental Health options for you to choose from. Each option provides different
 coverage levels for prescription drugs, semi-private hospital room, paramedical, vision, and hearing
 care benefits. Coverage is available for you and your eligible family members. If you decide not to
 take this coverage (you opt out), your pool of flex dollars will be used to pay for any other flexible
 benefits options in the most tax effective manner, and any excess flex dollars can be taken as
 taxable cash and/or deposited into an HCEA.

 • Dental
 The Flexible Benefits plan offers several dental options which provide different levels of coverage
 for routine, preventive, restorative and orthodontic services. If you decide not to take this
 coverage, your pool of flex dollars will be used to pay for any other flexible benefits options in the
 most tax effective manner and any excess flex dollars can be taken as taxable cash and/or
 deposited into an HCEA.

 • Personal Emergency Travel Assistance Plan
 The Personal Emergency Travel Assistance Plan provides emergency coverage through Europ
 Assistance USA Inc. for you and your eligible dependents if you are faced with a medical emergency
 while on personal travel outside of your province/country. This optional benefit plan covers eligible
 services/expenses incurred within 60 days of leaving the province where you live.

 • Group Life Insurance
 In addition to the employee life insurance coverage (1 x base salary) already provided to you as a
 new hire, you can increase the amount of Life Insurance coverage you have. Under the Group Life
 Insurance plan, you can purchase Optional Employee Life Insurance, Spouse Life Insurance (both
 require proof of insurability) and Children’s Life Insurance.

 • Accidental Death and Dismemberment Insurance (AD&D)
                        For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                          Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                           11
YOUR FLEXIBLE BENEFITS


 AD&D insurance pays a benefit if you die or are seriously injured as the result of an accident. You
 may cover yourself, your spouse/partner and/or your children under this benefit plan.

 • Additional Long Term Disability Insurance
 Long term disability (LTD) coverage continues a portion of your income if you are disabled beyond
 the 26 weeks for which you receive short term disability benefits. As a new hire, during your 30-
 day enrollment window, you may select any LTD option without proof of insurability, but your
 coverage will be subject to a pre-existing conditions exemption.

 • Health Care Expense Account (HCEA)
 The HCEA allows you to use the flex dollars you don’t spend on other benefits to cover eligible
 health care expenses not covered by the IBM Flexible Benefits plan or provincial health insurance
 plans. The advantage to using the HCEA to pay for health care expenses are that, by doing so, you
 use before-tax flex dollars from IBM—rather than your own income after taxes. HCEA claims must
 meet the eligibility requirements of Canada Revenue Agency’s list of eligible services/expenses
 which are subject to change at any time.
 Note: For IBM employees living in Quebec, the flex dollars allocated to an HCEA are considered a
 taxable benefit for provincial income tax purposes.

 • Taxable Cash
 If you have flex dollars remaining after making all your flexible benefit decisions, you may choose to
 take your excess flex dollars in cash. Any cash will be taxable and paid to you over the course of
 the year on your bi-weekly pay.

                        For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                          Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                           12
YOUR PENSION AND SAVINGS PLANS


 IBM Canada Retirement Plan - Defined Contribution (DC) Match Pension Plan
 The purpose of the DC Match Pension Plan is to provide you with a source of retirement income.
 You and IBM Canada Ltd. (IBM) can make contributions to your personal DC Match Pension Plan
 account and you decide how these contributions are invested among a variety of funds made
 available under the plan. Your retirement income from the DC Match Pension Plan will depend on a
 number of variables, including the amount you decide to invest, the value of the funds
 (accumulated contributions and investment earnings) in your account when you retire and the
 interest rate at the time you transfer your account to an income-generating vehicle.

 Eligibility
 • Regular Full-time and Regular Part-time Employees are automatically eligible to join the Defined
     Contribution (DC) Match Pension Plan.

 Enrollment
 The DC pension plan is a match plan. As a new hire, you will be enrolled in the DC Match Pension
 Plan at a 0% employee and employer contribution rate on the first pay period following your date
 of hire. Subsequently, you are encouraged to select another contribution rate. New DC Match
 members must complete a DC Fund Investment Allocation form to designate their beneficiary and
 select their investments. This form is provided in the Your IBM new hire sessions. Sun Life Financial
 will also be mailing you a ‘Welcome Package’ that provides additional details on the DC Match Plan
 and also includes a hardcopy enrolment form. The package will also include a password and userID
 in order to access the Sun Life pension website.

 Contributions
 IBM will match 100% of your contributions up to 4% of your pensionable earnings (maximum total
 is 8% employee and employer contribution). You may choose to make bi-weekly contributions of
 0%, 1%, 2%, 3% or 4% to the DC plan, and you may change your contribution rate at any time. If
 you choose not to contribute to the plan, you will not receive any employer matching
 contributions.

 Pensionable earnings
 Your pensionable earnings are used for calculating your pension benefit and include your regular
 base salary, Growth Driven Profit-sharing payment, commission, shift premium, regular short term
 disability plan payments, holiday pay, payments for vacation taken and similar extra compensation
 payments.

 Vested Rights
 The vesting of your IBM Canada DC pension plan is immediate. Employees are entitled to their
 entire DC account balance, including employer match contributions, when the employee
 terminates or retires from IBM.

                        For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                          Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                           13
YOUR PENSION AND SAVINGS PLANS


 Investment Options
 There is a choice of 16 investment funds. You may access the Sun Life Financial Web site to change
 your fund options at any time. Information on how to access the Web site will be mailed to your
 home address after you join IBM.

 Employee Group Savings Plan (EGSP)
 Saving for your future financial needs means something different to everyone. It is up to you to
 create your own retirement and personal savings program. The Employee Group Savings Plan
 (EGSP) offers you a convenient way to contribute towards your future financial goals, including
 retirement.

 Eligibility
 • All Regular full-time and Regular Part-time employees can participate in the Employee Group
     Savings Plan. Participation on this plan is completely voluntary.

 Contributions
 Contributions are made via bi-weekly payroll deductions, lump sum direct payments, and/or
 transfers from other financial institutions.

 You can contribute 1% to 50% of your bi-weekly pay. Your payroll withholding taxes are calculated
 after your contribution is deducted from each pay.

 Available Products
 Members can choose to have their contributions directed to any of the following, or a
 combination of all three:

 •    Registered Retirement Savings Plan (RRSP)
 •    Registered Retirement Savings Plan - Spousal Account
 •    Non-Tax Effective Savings Plan

 Investment Options
 A variety of investment funds are offered, including:

 •    Market Based Funds
 •    Guaranteed Investment (GIC) Funds
 •    Segregated Funds
 •    Equity Funds

                        For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                          Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                           14
OTHER BENEFITS AND SERVICES


 Adoption Assistance
 The IBM Adoption Assistance Plan provides financial assistance for regular or retired employees
 towards some expenses incurred in the adoption of children.

 Business Travel Accident Insurance
 This insurance plan covers you and pre-approved eligible family members in the event of an injury
 (as defined by the policy), or death as the result of an accident occurring while traveling on
 company business at company expense.

 Emergency Medical Assistance While Traveling on Company Business
 If traveling on company authorized business you will have access to Europ Assistance USA Inc. via a
 toll-free number which can be used from anywhere in the world for emergency medical assistance.
 Eligible expenses incurred due to a medical emergency are charged directly to the carrier.

 Employee Assistance Program
 The Employee Assistance Program (EAP), offered through Shepell-fgi, is a voluntary and confidential
 counseling and referral service for IBM employees and their spouse/partner/dependents. This service
 provides immediate assistance in dealing with a wide range of personal and work-related concerns.

 Employee Purchase Plan
 The IBM Employee Purchase Plan (EPP) allows you to purchase selected Lenovo PC products
 (suitable for home use) at a reduced price.

 Government Programs
 IBM Canada contributes to the Employment Insurance (EI), Quebec Parental Insurance Plan (QPIP),
 and provincial Workers’ Compensation funds, Canada Pension Plan (CPP), Quebec Pension Plan
 (QPP) and provincial Medicare programs on your behalf.

 Holidays
 Regular employees and eligible supplemental employees are paid for statutory holidays.

 Integrated Health Services
 Integrated Health Services provides employee well-being services including health & safety,
 ergonomics, industrial hygiene, and disability case management.

 IBM Club
 The IBM Club is a group that brings employee and retirees, as well as their families, together
 outside of work to participate in activities that are social, cultural or recreational. The IBM Club also
 makes available discounts to entertainment, leisure and recreational venues and events. IBM Clubs
 exist in about 150 locations worldwide today. Today, the notion of an IBM Club is being expanded
 to embrace employees who are mobile, work at customer locations and travel, as well as have a
 desire to connect with co-workers around a specific interest.

                        For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                          Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                           15
OTHER BENEFITS AND SERVICES


 IBM – Discount for IBMers
 This program provides employees and retirees of IBM Canada access to discount services and
 products that are not normally available to the general public.

 IBM HospMed (Medical-Surgical) Program
 The HospMed program pays individual premiums on your behalf when you are eligible for
 provincial medicare in British Columbia.

 IBM Learning
 IBM offers a wide range of education and training services to support the skills enhancement and
 career development of its employees.

 LifePlan
 The purpose of the Lifeplan program is to assist IBM employees and their families in maintaining a
 healthy lifestyle and work/life balance. This plan reimburses a percentage of specific course fees
 from Group Exercise classes, Smoking Cessation classes, Weight Management classes, etc.

 Maternity Supplementary Benefits
 Applicable to Regular and RPT employees initiating a pregnancy leave of absence, where IBM will
 top up your regular Employment Insurance maternity benefits (Quebec Parental Insurance Plan for
 employees in Quebec) with a salary supplement for the first six weeks you are away from work on
 pregnancy leave of absence.

 Optional Post-Retirement Benefits Product
 IBM has made arrangements with Sun Life Financial to provide access to an Optional Post-
 Retirement Health and Dental Benefit product. Upon retirement, employees will be given a one-
 time opportunity to review this product and determine if they would like to purchase this coverage
 from Sun Life Financial. The coverage would be effective from the first day of retirement. Those
 purchasing the product will pay premiums for the coverage they select directly to Sun Life Financial.

                        For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                          Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                           16
OTHER BENEFITS AND SERVICES


 Short-Term Disability Benefits
 If you become medically disabled from working, this plan can provide 100% of your pay for a
 minimum of four weeks. After four weeks, depending on your years of service, you will receive
 either 100% or 66.67% (based on years of service) of your bi-weekly salary or salary equivalent) for
 each day absent to a maximum of six months (based on you qualifying for the benefit).

 Tuition Refund
 On satisfactory completion of a previously approved course, the IBM Tuition Refund Plan assists by
 paying up to $1,200 for courses taken, within a degree or diploma program, that have been
 management approved as job related. The plan also pays for the purchase of required text books.

 Vacation
 The vacation plan provides you with paid time (based on your length of service) away from work.
 Immediately upon joining IBM, your vacation entitlement will be three weeks of paid vacation.
 During your first year of employment your vacation entitlement will be prorated based on your hire
 date. After 10 years of service your vacation entitlement will be increased to four weeks, and to
 five weeks after 20 years of service.

 Citizenship at IBM

 Giving Back to the Community
 Each year, IBMers across the country donate hundreds of thousands of hours to community
 service. The IBM On Demand Community program encourages and recognizes IBM employee and
 retiree volunteer service by providing intellectual property to assist in volunteering, and (upon
 eligibility) contributing grants to eligible Canadian registered charitable organizations. Together,
 we can improve the health and welfare of the communities where we live and work.

 Employees’ Charitable Fund (ECF)
 The Employees’ Charitable Fund is an excellent opportunity for IBM employees to be able to
 contribute to the quality of life within their communities. The fund allows employees to contribute
 through various means to over 85,000 charities in Canada. The fund has shown the community that
 IBMers care.

 Matching Grants
 To encourage support within your community, IBM will match your contribution (subject to a
 maximum limit) to approved hospitals, colleges, universities, nursing homes as well as cultural and
 environmental organizations of your choice.

                        For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                          Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                           17
YOUR FLEXIBLE WORK ARRANGEMENTS


 IBM offers several flexible work options to vary IBM’s work schedule. These are designed to help
 employees manage their business and personal lives while creating value for our customers. These
 options require management approval.

 Individual Work Schedules (IWS)
 This option allows employees to begin work up to 2 ½ hours before of 2 ½ hours after the normal
 location start and stop times.

 Flexweek
 This option allows employees, with management approval, to complete the workweek by varying
 their daily or weekly work schedule.

 Regular Part Time
 This allows regular employees to work either 50%, 60% or 80% of a regular schedule with
 management approval.

 Workplace Flexibility/Mobility Program
 IBM has identified the following environments that reflect the nature of our workplace:

 •   Traditional: identifies employees who have a dedicated workspace such as an enclosed office or
     open landscape cubicle at an IBM location (an IBM owned or leased building), and the majority
     of the work day is spent at the IBM location.
 •   Mobile: identifies employees who are usually on the move; at customer locations, traveling
     from city to city and from IBM location to IBM location. The Mobile/Telecommuting employees
     do not have a dedicated workspace in any IBM location; but make use of Mobility Centres or
     other shared workspace environments at visited IBM locations. The employee may spend 1-3
     days per week working at home or an alternate location
 •   Customer: identifies employees assigned to a customer/vendor location, assigned to a
     customer location as part of an outsourcing contract, or working for a government/university
     on a formal loan program. The Customer/Alternate Location employees do not have a
     dedicated workspace at an IBM location. These employees use the customer/alternate
     infrastructure to accomplish their job.
 •   Work-At-Home: identifies employees who, with management approval, work from their home
     residence. The Work-At-Home employee does not have a dedicated workspace in any IBM
     facility. When visiting IBM locations, they make use of Mobility Centres.
 •   Non-Office: identifies employees who are housed within an IBM location (IBM owned or leased
     building) but by the nature of their work, do not require a dedicated office workspace. This
     category pertains primarily to manufacturing production workers and warehouse dock and
     distribution employees.

                       For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                         Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                          18
YOUR FLEXIBLE WORK ARRANGEMENTS


 Flexible Summer Workweek Option
 The Flexible Summer Workweek Option, allows regular full-time employees to compress their
 regularly scheduled work week into 4 ½ days over the summer months. The period for the program
 begins the first Friday prior to June 21 and ends on the last Friday prior to Labour Day.
 Management approval is required to participate in the program and in the selection of the specific
 flex half day. This option is not available in all provinces.

 Leave of Absence Programs
 IBM’s leave of absence programs have been developed in response to personal needs such as
 parenting, family care, retirement preparation, educational, military or other special circumstances.
 If it is necessary for you to be away for an extended period of time, as a regular employee, a Leave
 of Absence may be appropriate. Leaves may be granted at the discretion of your manager and are
 dependent on the individual personal and business circumstances.

 You should discuss any requirements to take time off for personal reasons with your manager. If
 the absence is of short duration (less than 10 days), your manager may arrange for you to take time
 off with or without pay, depending on the circumstances. Whenever you must be absent from work
 because of sickness or an emergency, contact your manager as soon as possible.

                        For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                          Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                           19
IMPORTANT THINGS YOU SHOULD KNOW


 Paydays and payroll deposits
 You will receive a base salary based on regularly scheduled hours.
 Your base salary is deposited directly to your bank, credit union or trust company on alternate
 Fridays. For each pay period, you will receive an e-Paystub with your Statement of Earnings and
 Deductions. The Company is required by law to withhold various taxes.

 You may request that additional voluntary deductions be taken for example the Employee Group
 Savings Plan (EGSP), the IBM Employee Stock Purchase Plan or for the Flexible Benefits options you
 have selected.

 The voluntary deductions are not limited to those identified in the paragraph above as IBM also
 offers Non-RRSP, BONDS, CREDIT Union and ECF.

 It is your responsibility to review each e-Paystub to ensure that all information is accurate.

 Your personal information and personnel records
 During the course of your employment with IBM, personal information will be collected about you
 such as, payroll data, benefit and medical records and performance data. To achieve a proper
 balance between the legitimate information, needs of the business and the proper handling of your
 personal information, IBM has adopted four fundamental practices:
 • Collect, use and retain only personal information that is required for business or legal reasons.
 • Provide employees with a means of ensuring that personal data contained in IBM personnel
     records is correct.
 • Limit the internal availability of personal information about others to those with a business
     need to know.
 • Release certain personal information outside IBM only with employee approval, except to verify
     employment or to satisfy legitimate investigatory or legal needs.

 Personal information in your Human Resources personal folder and data system is available for
 your inspection upon request to your manager or the Employee Records Department.
 It is your responsibility to update your personal information immediately whenever there are
 changes such as home address/phone, spouse, dependents, work address/phone, etc.

 Your safety and security
 IBM is committed to provide working conditions that are safe, pleasant and efficient and to supply
 excellent tools and equipment. IBM has an exceptional safety record which has been achieved with
 the cooperation of all employees. Emphasis is placed on good housekeeping and providing the
 proper working facilities and equipment.

 Safety and security at each facility is an important responsibility of all employees. Your manager is
 responsible for ensuring you are instructed in the best and safest working practices applicable to

                        For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                          Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                           20
IMPORTANT THINGS YOU SHOULD KNOW


 your job. Managers are also encouraged to discuss safety and security in meetings and in individual
 discussions. However, these procedures depend on you to make them work.

 Diversity
 Valuing Diversity is an integral part of IBM’s culture. We are committed to creating an environment
 which fully respects, embraces and accommodates cultural differences. For IBM, diversity is
 embedded into our business strategy and it contributes directly to our ability to provide clients
 with innovative leading solutions. To ensure that talented people can reach their full potential,
 IBM insists on a workplace that is free of discrimination and harassment based on race, colour,
 religion, sex, sexual orientation, age, national origin, disability, or other factors that are unrelated
 to its legitimate business interests. IBM prohibits psychological harassment and workplace
 violence. This creates a strong working environment that provides opportunities for development
 and advancement for all people. Our starategy is to preserves our commitment to Diversity and
 Equal Opportunity as we expand into new and emerging markets and move towards Diversity of
 Thought as the ultimate end state.

 Separation policy
 Separation may be initiated by either an employee or IBM management. If an IBM employee
 initiates the separation, it is considered a voluntary resignation.

 IBM management can also initiate the separation at anytime for cause without notice of a
 separation allowance or without cause with notice or a separation allowance payment in lieu of
 notice equivalent to one week’s salary for each fully completed six months of service up to a
 maximum of 52 weeks of salary.

                        For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                          Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                           21
CONTACTS & RESOURCES


       IBM’S HR PROGRAMS AND POLICIES
       This brochure provides a brief summary of IBM’s programs.
       For detailed information please refer to:
             w3/You and IBM-Canada
            Link: http://w3-01.ibm.com/hr/web/ca/navigation/

       IBM EMPLOYEE SERVICES CONTACT CENTRE
       For general questions and inquiries about your IBM Human Resources Policies and
       Programs contact the
       IBM Employee Services Contact Centre:
             1-866-214-0977 - For health and benefits enrollment related questions,
                     please select option #1 – Health benefits.
              email: eshelp@ca.ibm.com, Lotus Notes: ESHelp/CanWest/IBM

       IBM INTEGRATED HEALTH SERVICES
             for services in English: (905) 316-2422
             For services in French: (450) 534-6054

       IBM EMPLOYEE PURCHASE PLAN
       The EPP contact number
             1-800-465-2289
              www.lenovo.com/ibmepp

       BENEPLACE (DISCOUNT FOR IBMERS)
       Visit the Discount for IBMers website to see what’s available at:
              www2.beneplace.com/ibmca
             In Canada or US: (512) 346-3300
             Outside Canada/US): 1- 800-683-2886
              http://www2.beneplace.com/contact.jsp

                   For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                     Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                      22
CONTACTS & RESOURCES


       COMPUTERSHARE (EMPLOYEE STOCK PURCHASE PLAN)
       Computershare (formerly Equiserve Trust Company, Inc.)
              ibm@computershare.com
       Mailing address: 525 Washington Blvd, Jersey City, NJ 0731

       EUROP ASSISTANCE USA INC.(PERSONAL AND BUSINESS EMERGENCY TRAVEL
       ASSISTANCE )
       For questions about your personal emergency travel assistance claims contact
       Europ Assistance USA Inc.:
             1-800-511-4610 in the US and Canada
             (001-800-368-7878) in Mexico
             (202) 296-7493 elsewhere
              ops@europassistance-usa.com

       SHEPELL-FGI ( EMPLOYEE ASSISTANCE PROGRAM)
       To contact our EAP provider, visit the Shepell-fgi website at:
              http://www.shepellfgi.com/go/ibm/

             In Canada or US: English: 1-800-387-4765, French: 1-800-361-5676
             Outside Canada/US): Call collect: 1-416-961-8555

       SUN LIFE FINANCIAL (MEDICAL BENEFITS AND PENSION CARRIER)
       For questions about your Supplemental Health and Dental claims (e.g.: vision,
       hearing, drugs, etc) and/or your DC Match Pension Plan contact Sun Life Financial:
             1-877-SUN-2244 or 1-877-786-2244
             Link: http://www.mysunlife.ca
       Have your benefits policy number/contract number (#23000) and employee serial
       number (i.e. Certificate Number) ready

                   For more information, log on to http://w3-01.ibm.com/hr/web/ca/navigation/
                     Questions? Call the Employee Services Contact Centre at 1-866-214-0977
                                                      23
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