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Majority Counsel/Program Services

Senator Joseph L. Bruno, Majority Leader

To: Senator SnJlW /"


From: Ed Bartholomew Jr.
Date: July 5,2001
Subject: Wolfgang Hammer

Pursuant to your request r have spoken to Wolfgang Hammer. Wolfgang indicated


that he briefly spoke (0 you concerning his efforts to enter into an agreement with
the Troy Country Club.

Wolfgang has faxed an outline of the agreement to my attention . Wolfgang is


seeking in this agre ement to establish a process via card check for employees to
consider joining his union .

While the Troy Country Club is governed by the National Labor Relations Board
(NLRB) and not by the NY State Process, Wolfgang is asking through this
agreement for the Troy Country Club to utilize the card check off system instead of
conducting an election .

\Volfgang is seeking your intervention/assistance in communicating this concept to


the Troy Country Club Governing Board.

J have indicated that J will speak to you concerning this request and get back to him.

The process card check versus election that Wolfgang is requesting is certainly
within the discretion of the Country Club to accept. The key issue however is "does
the country club desire to have unionized employees.

J r the Club says no to this agreement, the union can take their appropriate steps
under NLRB and seek an election. Wolfgang says he is trying to avoid this process
due to cost and time.
I .

GOVERNMENT
Please advise . Thank you EXHIBIT
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1v1EMORANDUM OF AGREEMENT

THIS AGREEMENT is made and entered into by and between THE OUNTRY CLUB OF
TROY, NEW YORK.. INC. with offices at 100 COWltJ'y Club Road, Troy, ew York 12180 (the
"Employer") and the HOTEL, MOTEL & RESTAURANT EWLOYEES AND BARTENDERS
UNION, LOCAL471, AFL-CIO, with offices at 368 Broadway, Saratoga Springs, New York 12866
(the "Union").

1. This Agreement shall cover all regular full-time and part-time employees employed in aU
food and beverage service, housekeeping and maintenance classifications (excluding professional
or supervisory employees) or in classifications called by different names when performing similar
duties (referred to hereinafter as ("Employees") at The Country Club ofTroy, New York, Inc., Troy,
New York, which country club is operated by or substantially under the control of the Employer. The
term "Employer" shall be deemed to include any person, firm, partnership, corporation. joint venture
or other legal entity substantially under the control of the Employer covered by this Agreement, or
a subsidiary or subcontractor of the Employer, or any person, finn, partnership, corporation, joint
venture or other legal entity which substantially controls the Employer covered by this Agreement .

2. The parties hereby establish the following procedure for the purpose of'ensuring an orderly
environment for the exercise by the Employees of their rights under Section 7 ofthe National Labor
Relations Act and to avoid picketing and/or other economic action directed at the employer in the
event the Union decides to conduct an organizing campaign among Employees,

3. The parties mutually recognize that national labor law guarantees employees the right to
form or select any labor organization to act as their exclusive representative for the purpose of
collective bargaining with their employer, 0 to refrain from such activity.

4. The Employer will take a positive pproach to unionization of Employees. The Employer
will not do any action nor make any statern nt that will directly or indirectly stale or imply any
opposition by the Employer to the selection b such Employees of a collective bargaining agent, or
preference for or opposition to any particular union as a bargaining "gent.

5. The Union and its representatives will not coerce or threaten any Employee in an effort
to obtain authorization cards.

6. Whenever during the term of this Agreement the Employer finds it necessary La hire new
Employees for vacancies injob classifications covered by this Agreement, Uhe Employer shall notify
the Union to request applicants for such vacancies. When requesting applicants, the Employer shall
state the qualifications applicants are expected to possess. The Union may furnish applicants for the
job vacancies specified by the Employer. The Union's selection of applicams for referral shall be on
a non-discriminatory basis and shall not be based upon or in any way effected by membership in the
Union or the Union's bylaws, rules, regulations, constitutional provisions, or any other aspects or
obligation of Union membership policies or requirements, or upon personal characteristics of an
applicant where discrimination based upon such characteristics is prohibited by law. The Employer
agrees that any interest demonstrated by an applicant injoining the Union shall DOt constitute grounds
for discriminatory or disparate treatment nor adversely impact the applicant's ability to be hired my
the Employer. The Employer shall be the sole judge of an applicant's suitability, competence and
qualifications to perform the work of any job to be filled.

7. If the Union provides written notice to the Employer of its intent to organize employees
covered by this Agreement, the Employer shall provide access to its premises and to such Employees
by the Union. The Union may engage in organizing efforts in non-public areas during Employees?
non-working times (before work, after work, and during meals and breaks) and/or during such other
periods as the parties may mutually agree upon.

8. Within ten (10) days following receipt of written notice of intent to organize Employees:..
the Employer will furnish the Union With a complete list of such Employees, including both full and
part-time Employees, showing their job classifications, departments and location at the Country Club,
Within two (2) weeks thereafter, the Employer will furnish a second list of such Employees to the
Union. including the addresses of all Employees. Thereafter, the Employer will provide updated
complete lists monthly.

9. The Union may request recognition as the exclusive collective bargaining agent for such
Employees. The arbitrator identified in paragraph 13, or another person mutually agreed upon by the
Employer and the Union, will conduct a review of Employees' authorization cards and membership
information submitted by the Union in support ofthe claim to represent a majority of the Employees,
If that review establishes that a majority of Employees has designated the Union as their exclusive
collective bargaining representative or joined the Union, the Employer will recognize the Union es.
such representative of such Employees. The Employer will not file a petition with the National Labor
Relations Board for any election in connection with any demands for recognition provided for in this,
Agreement.

10. During the term of this Agreement, the Union will not engage in picketing or other
economic activity at the country club, and the Employer will not engage in a lockout of the
Employees. This section will expire with respect to any group ofEmployees upon recognition of the
Union as the representative of such Employees pursuant to paragraph 9. Notwithstanding the
termination provision above, if the Employer recognizes any union besides Union as the exclusive
collective bargaining representative of Employees in the unit, or any part thereof, traditionally
represented by the Union, this section shall terminate immediately and without notice.

11. In the event that the Employer sells, transfers, assigns. or subcontracts all or any part of
its operation or substantially all of the assets used in the operation ofthe country club, the Employer
shall give the Union reasonable advance notice thereof in writing, and the Employer further agrees
that as a condition to any such sale, assignment, transfer, or subcontract, the Employer will obtain

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from its successor or successors in interest a written assumption of'this Agreement and furnish a copy
thereof to the Union, in which event the assignor shall be relieved of its obligations hereunder to the
extent that it has fully transferred its right, title , or interest.

12. No work traditionally performed by the Employees in the classifications covered by this
Agreement shall be performed under any sublease, subcontract, or other agreement unless the terms
ofany lease, contract or other agreement specifically states that (a) all such work shall be performed
only by members of the bargaining unit covered by this Agreement, and (b) the Employer shall at all
times hold and exercise control of the terms and condirions of employment of such Employees
pursuant to the terms of this Agreement. The provisions of this Paragraph apply to all operations
<it the Employer's country club covered by this Agreement.

13. The parties agree that any disputes over the interpretation or application of this
Agreement shall be submitted to expedited and binding arbitration with _ _~ _
serving as the arbitrator(s). If such service is unable to serve within fourteen (14) calendar days of
notification then another mutually acceptable person, shall be the arbitrator. The arbitraroris) shall
have the authority to determine the arbitration procedures to be followed. The arbitrator(s) shall also
have the authority to order the non-compliant party to comply with this Agreement. The parties
hereto agree to comply with any order of the arbitrator(s), which shall be final and binding) and
furthermore consent to the entry of any order of the arbitrator(s) as the order or judgment of the
United State District Court for the District covering Rensselaer County, New York without entry of
findings 0 f fact and conclusion of law.

IN WITNESS WHEREOF) the parties hereto by their duly designated representatives have
hereunto set this hands this _ _ day of June, 2001.

FOR THE EMPLOYER: FOR THE UNION :

THE COUNTRY CLUB OF TROY~ HOTEL, MOTEL & RESTAURANT


NEW YORK, INC. EMPLOYEES AND BARTENDERS
UN10N, LOCAL 471, AFL-CIO

By: By :
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