Tap Express, Inc.

National Labor Relations Board - Board Decisions

Dec 14, 2005

346 N.L.R.B. 10 (N.L.R.B. 2005)

346 NLRB No. 10
1NOTICE: This opinion is subject to formal revision before publication in the
bound volumes of NLRB decisions. Readers are requested to notify the Ex-
ecutive Secretary, National Labor Relations Board, Washington, D.C.
20570, of any typographical or other formal errors so that corrections can
be included in the bound volumes.
Tap Express, Inc. and International Brotherhood of
Teamsters, Local 822.1 Cases 5–CA–32130 and 5–
CA–32181
December 14, 2005
DECISION AND ORDER
BY CHAIRMAN BATTISTA AND MEMBERS LIEBMAN AND
SCHAUMBER
The General Counsel seeks summary judgment in this
case pursuant to the terms of a settlement agreement.
Upon charges filed by the International Brotherhood of
Teamsters, Local 822 (the Union), on September 13,
October 14, and November 30, 2004, the General Coun-
sel issued a complaint against the Respondent, TAP Ex-
press, Inc., on December 22, 2004 alleging that it had
violated Section 8(a)(3) and (1) of the Act by various
actions including terminating six employees. The Re-
spondent filed an answer to the complaint.
Thereafter, the Union and the Respondent entered into
an informal settlement agreement that was approved by
the Regional Director for Region 5 on February 24,
2005. The settlement agreement required the Respon-
dent to: (1) pay backpay owed to the discriminatees ac-
cording to a set schedule;2 (2) offer reinstatement to five
of the discriminatees;3 (3) expunge all references to
unlawful discipline and terminations; and (4) post a no-
tice to employees regarding its unlawful conduct. The
agreement also contained the following further provi-
sions:
In consideration of the Regional Director approving
this Settlement Agreement, Respondent agrees that, in
the event of any non-compliance to make required pay-
ment on the date specified in Attachment (A) of this
document, or to cure any such failure within fourteen
(14) days of the specified payment date, the total amount
of backpay ($30,000.00) plus interest to date of payment

1 We have amended the caption to reflect the disaffiliation of the In-
ternational Brotherhood of Teamsters from the AFL-CIO effective July
25, 2005.
2 According to the schedule, on March 19, 2005, the Respondent was
to issue backpay checks to James Crain ($700), Marquis Hankins
($1500), Cory Ricks ($1500), Alfred Flora ($300), Nathaniel Motley
($1500), and Darrick Smith ($1500). Subsequently, on the 19th day of
April through August, the Respondent was to issue $700 checks each
month to Marquis Hankins, Cory Ricks, Nathaniel Motley, and Darrick
Smith ($2800 in total each month).
3 James Crain, Alfred Flora, Nathaniel Motley, Cory Ricks and Dar-
rick Smith. The sixth discriminatee, Marquis Hankins, waived rein-
statement.
shall become immediately due and payable. Respondent
agrees after fourteen (14) days’ notice from the Regional
Director of the National Labor Relations Board, on mo-
tion for summary judgment by the General Counsel, Re-
spondent’s Answer to the instant Complaint shall be con-
sidered withdrawn. Thereupon, the Board may issue an
order requiring Respondent to show cause why said Mo-
tion of the General Counsel should not be granted. The
Board may, without necessity of trial, find all allegations
of the complaint to be true, and make findings of fact and
conclusions of law consistent with those allegations ad-
verse to Respondent on all issues raised by the pleadings.
The Board may then issue an Order providing full rem-
edy as specified in the Complaint. The parties further
agree that a Board Order and U.S. Court of Appeals
Judgment may be entered thereon ex parte.
By letter dated March 3, 2005, counsel for the General
Counsel advised the Respondent that it could proceed
with compliance with the settlement agreement and listed
the specific actions required of the Respondent by that
agreement. On March 17, the Respondent offered rein-
statement to Alfred Flora and Darrick Smith.4
By letter sent on April 8, 2005 (but erroneously dated
February 8), the compliance officer for Region 5 advised
the Respondent that it had failed to comply with the
terms of the settlement agreement. The compliance offi-
cer asked the Respondent to comply by April 22 and
warned that failure to do so could result in the initiation
of summary judgment proceedings. On April 14, in re-
sponse to this letter, the Respondent partially complied
with the settlement agreement by submitting a check for
$7000 and an offer of reinstatement for one discrimina-
tee, Cory Ricks. It also requested new copies of the
Board’s notices stating that it had lost the copies previ-
ously sent to it.
By letter dated April 27, 2005, the compliance officer
sent to the Respondent additional copies of the Board
notice and advised the Respondent that it needed to post
the notices and submit a certificate of posting to the Re-
gion by May 6, 2005. She also notified the Respondent
that it owed an installment of $2800 on the backpay
which had been due on April 19. She advised the Re-
spondent that full compliance also required it to expunge
its records of its past discrimination and to notify the
discriminatees and the Region that this had been done.
The compliance officer reiterated the prior warning that

4 Contrary to the Respondent’s initial position, the General Counsel
contends that James Crain and Nathaniel Motley never received rein-
statement letters and were never offered reinstatement. In its response
to the Board’s Notice to Show Cause, discussed below, the Respondent
did not renew its assertion that Crain and Motley had been offered
reinstatement.
2
failure to perform these actions could result in the initia-
tion of summary judgment proceedings.
By letter dated May 13, 2005, the compliance officer
advised the Respondent that it had failed to pay the in-
stallment due on April 19 and that another $2800 in-
stallment would be due on May 19. Further, the Respon-
dent had failed to comply with the settlement agreement
provisions requiring it to post Board notices, provide the
Region with copies of letters informing the discriminates
that the unlawful discipline had been expunged from its
records, and offer reinstatement to two of the discrimina-
tees, Crain and Motley. The compliance officer once
again warned the Respondent that its continued failure to
comply with the settlement agreement would cause the
Regional Director to file a Motion for Summary Judg-
ment.
By letter dated May 23, 2005, the Regional Director
for Region 5 informed the Respondent that due to its
failure to comply with the settlement agreement, the
General Counsel was now demanding full payment of the
balance of the backpay owed, $23,000, by June 6. The
Regional Director also advised that if the Respondent
failed to do so by that date, the General Counsel would
then file a Motion for Summary Judgment and could
seek additional backpay beyond that specified in the set-
tlement agreement. In response, on or about June 7, the
Respondent sent the Region a check for $3000, reducing
the total backpay owed to $20,000 (with interest).
Having failed to obtain full compliance with the set-
tlement agreement from the Respondent, on August 4,
2005, the General Counsel filed a Motion for Summary
Judgment with the Board. The General Counsel submits
that the Respondent defaulted on the settlement agree-
ment by failing to: (1) pay $20,000 of the backpay owed
to the discriminatees; (2) offer reinstatement to two dis-
criminatees, James Crain and Nathaniel Motley; (3) ex-
punge from its records all mention of its unlawful dis-
crimination and other unlawful acts; and (4) post notices
provided by the Board advising its employees of its
unlawful conduct. On August 10, 2005, the Board issued
an order transferring the proceeding to the Board and a
Notice to Show Cause why the motion should not be
granted.
The Respondent responded on August 23, 2005, by of-
fering to renegotiate the settlement to provide for a
slower rate of re-payment. It did not dispute any of the
factual or legal contentions made by the General Coun-
sel.
The General Counsel replied that the Respondent had
failed to comply with the settlement agreement and thus
the appropriate remedy is the granting of its Motion for
Summary Judgment. The General Counsel further ad-
vised that he had been willing to discuss the terms of the
settlement agreement with the Respondent and to ac-
commodate it regarding the agreement’s conditions, but
the Respondent had simply failed to meet its obligations,
and that this failure required the filing of the Motion for
Summary Judgment. The General Counsel also ex-
pressed willingness to discuss the backpay issue after the
issuance of the summary judgment order and the Re-
spondent’s compliance with the affirmative aspects of
the Board’s Order.
Ruling on Motion for Summary Judgment
According to the uncontroverted allegations in the Mo-
tion for Summary Judgment, the Respondent initially
submitted an answer to the complaint, but subsequently
entered into a settlement agreement which provided for
the withdrawal of the answer in the event of noncompli-
ance with the settlement agreement. The Respondent
does not dispute that it has not complied with the settle-
ment agreement in that it: failed to pay the agreed-to
backpay, did not offer reinstatement to all the discrimina-
tees, did not expunge its unlawful actions from its re-
cords, and did not post the Board notices at its facility.
We therefore find that the Respondent’s answer has been
withdrawn by the terms of the February 24, 2005 settle-
ment agreement, and that, as further provided in that set-
tlement agreement, all the allegations of the complaint
are now deemed to be true.5
FINDINGS OF FACT
I. JURISDICTION
At all material times, the Respondent, a Virginia cor-
poration with an office and place of business at the DHL
Express, Inc. facility in Virginia Beach, Virginia (the
DHL facility), has been engaged in the business of deliv-
ering parcels for DHL Express, Inc.
During the 12-month period preceding issuance of the
complaint, the Respondent, in conducting its business
operations from the DHL facility provided services val-
ued in excess of $50,000 for DHL Express, Inc. In turn,
DHL Express performed services valued in excess of
$50,000 in states other than the State of Virginia and has
been an employer engaged in commerce within the
meaning of Section 2(2), (6), and (7) of the Act.
Accordingly, we find that the Respondent itself is an
employer engaged in commerce within the meaning of
Section 2(2), (6), and (7) of the Act.

5 See U-Bee, Ltd., 315 NLRB 667 (1994).
3
II. ALLEGED UNFAIR LABOR PRACTICES
Background
At all material times, the following individuals held
the position set forth opposite their respective names and
have been supervisors of the Respondent within the
meaning of Section 2(13) of the Act:
Monica Broadnax Owner
Bernetta Upshaw Manager
1. In or around June 2004,6 the Respondent, by Monica
Broadnax, in the DHL facility’s parking lot, created an
impression among its employees that their union activi-
ties were under surveillance by the Respondent. At this
time, Broadnax also told employees they could not have
a union and threatened them with discharge.
2. In or around June, the Respondent, by Monica
Broadnax, met with employees in the parking lot at the
DHL facility. Broadnax threatened employees with dis-
charge if they supported the Union. She also told them
that the Union could not tell her what to do, could not
make her give them anything or make her give them a
raise, and that it would be futile for them to select the
Union as their bargaining representative. She created an
impression among the employees that their union activi-
ties were under surveillance by the Respondent. Broad-
nax again told employees they could not have a union
and threatened them with stricter enforcement of existing
rules including those regarding the employment of fel-
ons, attendance and drug testing if they selected the Un-
ion as their bargaining representative.
3. On or about June 29, the Respondent, by Monica
Broadnax, threatened employees that there would soon
be a lot of new faces and a lot of change. Broadnax
made this threat in response to employee union activity.
4. In or around early July, the Respondent, by Monica
Broadnax, in the parking lot at the DHL Facility, interro-
gated employees about their union membership, activi-
ties, and sympathies and created an impression that the
Respondent was surveilling their union activities.
5. In or around July, the Respondent, by Monica
Broadnax, in the parking lot at the DHL facility, coerced
employees by naming employees who she believed were
principally responsible for trying to bring in the Union.
6. On our about July 29, the Respondent, by Monica
Broadnax, informed employees in a telephone conversa-
tion, that she could not consider them for rehire because
of the union situation.
7. On or around June, the Respondent reissued rules of
conduct to its employees. It also began enforcing these

6 All dates in this section are in 2004 unless stated otherwise.
rules more strictly, including rules of attendance, check-
ing out procedures, handling OFDs,7 trash removal, use
of company vehicles, and drug testing. It engaged in
these actions in response to employee union activity.
8. On the following dates in 2004, the Respondent is-
sued written warnings to the following employees as part
of its stricter enforcement of its rules: Aaron Baker (June
2, 14 & July 20); Tyrone Banks (September 14); Atif
Canty (June 28); Cory Carter (June 14 & 28); James
Crain (June 28 & July 14); Tommy Cutler (July 14); Al-
bert Flora (June 8 & 28); Russell Flowers (June 14);
Marquis Hankins (June 25); Nathaniel Motley (July 2);
Cory Ricks (June 28); Keith Sumblin (June 17 & 24);
Gregory Williams (June 14). In the course of its stricter
enforcement of its rules, the Respondent also suspended
Nathaniel Motley from July 5-7 and discharged Albert
Flora on September 22. The Respondent also warned
Crain and Hanks and suspended Motley because these
employees formed, joined, or assisted the Union and en-
gaged in concerted activities and in order to discourage
employees from engaging in these activities.
9. On or about June 29, the Respondent began enforc-
ing rules regarding the use of company vehicles during
the time periods between routes, and prohibited Darrick
Smith from using company vehicles during these time
periods.
10. On or about July 28, the Respondent subjected
John Bland, James Crain, Brandon Hart, Mills Hart Jr.,
Cory Ricks, and Thomara Shoulders to drug testing. At
that time, the Respondent terminated James Crain for
refusing to take the drug test. On or about August 8, the
Respondent terminated Cory Ricks because of the results
of his drug test. The Respondent engaged in this conduct
because of its stricter enforcement of its rules. It targeted
Crain because he had formed, joined, or assisted the Un-
ion and had engaged in concerted activities, in order to
discourage him from engaging in these activities.
11. During the period on or about July 7 to 20, the Re-
spondent suspended employee Darrick Smith and refused
to allow him to work. The Respondent discharged the
following employees on or about the following dates:
Marquis Hankins on July 25, Nathaniel Motley on July
20, and Darrick Smith on July 20. On or about July 29,
Respondent revoked Marquis Hankins’ right to drive
Monica Broadnax’s personal vehicle for his personal use
and on or about August 2, and subsequently, Respondent
has refused to reinstate Marquis Hankins. The Respon-
dent took all of these actions because these employees
formed, joined, or assisted the Union and engaged in

7 The complaint does not provide any further description of what an
“OFD” is.
4
concerted activities, and in order to discourage its em-
ployees from engaging in these activities.
CONCLUSIONS OF LAW
1. The Respondent, by its acts and conduct described
in section II, paragraphs 1–5, above, restrained and co-
erced employees in the exercise of the rights guaranteed
in Section 7 of the Act in violation of Section 8(a)(1) of
the Act.
2. The Respondent, by its acts and conduct described
in section II, paragraphs 7–11, above, discriminated in
regard to the hire or tenure, or terms and conditions of
employment of its employees, thereby discouraging
membership in the labor organization in violation of Sec-
tion 8(a)(3) and (1) of the Act.8
3. The Respondent, by its acts and conduct described
in section II, paragraph 6, above, both interfered, re-
strained, and coerced employees in the exercise of their
rights under Section 7, and discriminated in regard to the
hire, tenure, or terms and conditions of employment of
its employees, thereby discouraging membership in the
labor organization. These acts and conduct therefore
violated Section 8(a)(1) and (3), respectively.
4. The Respondent's unfair labor practices affect com-
merce within the meaning of Section 2(6) and (7) of the
Act.
REMEDY
Having found that the Respondent has engaged in cer-
tain unfair labor practices, we shall order it to take cer-
tain affirmative actions designed to effectuate the poli-
cies of the Act, as requested by counsel for the General
Counsel. Specifically, the Respondent shall comply with
all remaining unmet terms of the settlement agreement
approved by the Regional Director for Region 5 on Feb-
ruary 24, 2005, including taking the following actions:
(1) pay $20,000 of the backpay owed to the dis-
criminatees;
(2) offer reinstatement to two discriminatees,
James Crain and Nathaniel Motley;
(3) expunge from its records all mention of its
unlawful discrimination and other unlawful acts, and
notify employees in writing that this has been done;
and
(4) post notices provided by the Board advising
its employees of its unlawful conduct.
In limiting our backpay remedy to the remaining money
owed under the settlement agreement, we note that the Gen-
eral Counsel is empowered under the agreement to seek

8 In finding that the Respondent’s stricter enforcement of its rules
violated Sec. 8(a)(3), we find it unnecessary to rely on Respondent’s
stricter enforcement of its rule regarding the handling of OFDs.
additional backpay owed to the discriminatees beyond that
specified in the agreement. However, in his motion for
summary judgment, the General Counsel has not sought
such additional backpay and we will not, sua sponte, include
it within this remedy.
ORDER
The National Labor Relations Board orders that the
Respondent, TAP Express, Inc., Virginia Beach, Vir-
ginia, its officers, agents, successors and assigns, shall
1. Cease and desist from
(a) Questioning employees about their union member-
ship, activities, and sympathies.
(b) Creating the impression that it is surveilling em-
ployees’ union activities.
(c) Threatening to discharge employees if they support
the International Brotherhood of Teamsters, Local 822
(the Union), or any other union.
(d) Telling employees that it is futile for them to select
the Union as their collective-bargaining representative.
(e) Telling employees that they cannot have a union.
(f) Threatening employees with stricter enforcement of
existing rules because employees support the Union.
(g) Threatening employees by telling them there will
soon be a lot of new faces and a lot of changes because
employees support the Union.
(h) Coercing employees by naming those employees
who it believes are responsible for trying to bring in the
Union.
(i) Telling employees that it could not rehire them be-
cause of the situation involving the Union.
(j) Enforcing its rules more strictly because employees
are interested in representation by the Union.
(k) Issuing written warnings, suspending, discharging,
or otherwise discriminating against employees because
they support or engage in activities on behalf of the Un-
ion.
(l) Enforcing its drug testing policies because employ-
ees are interested in representation by the Union.
(m) Choosing employees for drug testing because they
support the Union.
(n) In any like or related manner interfering with, re-
straining, or coercing employees in the exercise of their
rights as guaranteed in Section 7 of the Act.
2. Take the following affirmative action necessary to
effectuate the policies of the Act.
(a) Immediately remit $20,000 plus interest to Region
5 to be disbursed to James Crain, Albert Flora, Marquis
Hankins, Nathaniel Motley, Cory Ricks, and Darrick
Smith, in accordance with the terms of the informal set-
tlement agreement approved by the Regional Director on
February 24, 2005.
5
(b) Within 14 days from the date of this Order, if it has
not already do so, offer employees James Crain, Albert
Flora, Nathaniel Motley, Cory Ricks, and Derrick Smith
full reinstatement to their former jobs or, if those jobs no
longer exist, to substantially equivalent positions, with-
out prejudice to their seniority or any other rights or
privileges previously enjoyed.
(c) Within 14 days from the date of this Order, remove
from its files any reference to the unlawful discharges of
James Crain, Albert Flora, Marquis Hankins, Nathaniel
Motley, Cory Ricks, and Darrick Smith, and within 3
days thereafter notify in writing the employees who were
unlawfully discharged that this has been done and that
the discharges will not be used against them in any way.
(d) Within 14 days from the date of this Order, remove
from its files any reference to rules that were unlawfully
reissued and enforced against employees because of their
Section 7 activities including drug testing and prohibi-
tions against employees using the Respondent owner’s
vehicle for personal use; within 14 days from the date of
this Order, withdraw all written warnings and other dis-
ciplinary actions issued pursuant to these rules against
Aaron Baker, Tyrone Banks, Atif Canty, Cory Carter,
James Crain, Tommy Cutler, Albert Flora, Russell Flow-
ers, Marquis Hankins, Nathaniel Motley, Cory Ricks,
Keith Sumblin, and Greg Williams; and within 3 days
thereafter notify in writing employees disciplined under
these rules that this has been done and that this discipline
will not be used against them in any way.
(e) Within 14 days after service by the Region, post at
the DHL facility in Virginia Beach, Virginia, copies of
the attached notice marked “Appendix.”9 Copies of the
notice, on forms provided by the Regional Director for
Region 5, after being signed by the Respondent's author-
ized representative, shall be posted by the Respondent
and maintained for 60 consecutive days in conspicuous
places including all places where notices to employees
are customarily posted. Reasonable steps shall be taken
by the Respondent to ensure that the notices are not al-
tered, defaced, or covered by any other material. In the
event that, during the pendency of these proceedings, the
Respondent has gone out of business or closed the facil-
ity involved in these proceedings, the Respondent shall
duplicate and mail, at its own expense, a copy of the no-
tice to all current employees and former employees em-
ployed by the Respondent at any time since June 1, 2004.

9 If this Order is enforced by a judgment of a United States court of
appeals, the words in the notice reading “Posted by Order of the Na-
tional Labor Relations Board” shall read “Posted Pursuant to a Judg-
ment of the United States Court of Appeals Enforcing an Order of the
National Labor Relations Board.”
(f) Within 21 days after service by the Region, file
with the Regional Director a sworn certification of a re-
sponsible official on a form provided by the Region at-
testing to the steps that the Respondent has taken to
comply.
Dated, Washington, D.C. December 14, 2005
Robert J. Battista , Chairman
Wilma B. Liebman, Member
Peter C. Schaumber, Member
(SEAL) NATIONAL LABOR RELATIONS BOARD
APPENDIX
NOTICE TO EMPLOYEES
POSTED BY ORDER OF THE NATIONAL LABOR
RELATIONS BOARD
An Agency of the United States Government
The National Labor Relations Board has found that we vio-
lated Federal labor law and has ordered us to post and obey
this notice.
FEDERAL LAW GIVES YOU THE RIGHT TO
Form, join or assist a union
Choose representatives to bargain with us on
your behalf
Act together with other employees for your bene-
fit and protection
Choose not to engage in any of these protected
activities.
WE WILL NOT question our employees about their un-
ion membership, activities and sympathies.
WE WILL NOT create the impression that we are watch-
ing over our employees’ union activities.
WE WILL NOT threaten to discharge our employees, if
they support the International Brotherhood of Teamsters,
Local 822, on any other union.
WE WILL NOT tell our employees that it is futile for
them to select the Union as their collective-bargaining
representative.
WE WILL NOT tell our employees that they cannot have
a union.
WE WILL NOT threaten our employees with stricter en-
forcement of existing rules because employees support
the Union.
6
WE WILL NOT threaten our employees by telling them
there will soon be a lot of new faces and a lot of changes
because employees support the Union.
WE WILL NOT coerce employees by naming those em-
ployees who we believe are responsible for trying to
bring in the Union.
WE WILL NOT tell employees that we cannot rehire
them because of the situation involving the Union.
WE WILL NOT enforce our rules more strictly because
our employees are interested in representation by the
Union.
WE WILL NOT issue written warnings, suspend, dis-
charge or otherwise discriminate against employees be-
cause they support or engage in activities on behalf of the
Union.
WE WILL NOT enforce our drug testing policies because
our employees are interested in representation by the
Union, or are engaging in activities on behalf of a labor
organization; and WE WILL NOT choose employees for
drug testing because they support the Union.
WE WILL NOT in any like or related manner interfere
with, restrain, or coerce our employees in the exercise of
the rights set forth above.
WE WILL pay to Region 5 $20,000 to be dispersed to
James Crain, Albert Flora, Marquis Hankins, Nathaniel
Motley, Cory Ricks, and Darrick Smith for all losses
suffered as a result of their unlawful discharges, with
interest, in the manner set forth in the settlement agree-
ment approved by the Regional Director on February 24,
2005.
WE WILL, if we have not already done so, within 14
days from the date of the Board's Order, offer James
Crain, Albert Flora, Nathaniel Motley, Cory Ricks, and
Darrick Smith full reinstatement to their former jobs or,
if those jobs no longer exist, to substantially equivalent
positions, without prejudice to their seniority or any
other rights or privileges previously enjoyed.
WE WILL, within 14 days from the date of the Board's
Order, remove from our files any reference to the unlaw-
ful discharges of James Crain, Albert Flora, Marquis
Hankins, Nathaniel Motley, Cory Ricks, and Darrick
Smith; and WE WILL, within 3 days thereafter, notify each
of them in writing that this has been done and that the
discharges will not be used against them in any way.
WE WILL, within 14 days from the date of this Order,
remove from our files any reference to rules that were
unlawfully reissued and enforced against employees be-
cause of their Section 7 activities including drug testing
and prohibitions against employees using the Respondent
owner’s vehicle for personal use; WE WILL within 14
days from the date of the Board’s Order, withdraw all
written warnings and other disciplinary actions issued
pursuant to these rules against Aaron Baker, Tyrone
Banks, Atif Canty, Cory Carter, James Crain, Tommy
Cutler, Albert Flora, Russell Flowers, Marquis Hankins,
Nathaniel Motley, Cory Ricks, Keith Sumblin, and Greg
Williams; and WE WILL, within 3 days thereafter, notify
each of them in writing that this has been done and that
the disciplinary actions will not be used against them in
any way.
WE WILL make Nathaniel Motley and Darrick Smith
whole for any losses suffered as a result of their suspen-
sions, with interest.
WE WILL, within 14 days from the date of the Board's
Order, remove from our files any reference to the unlaw-
ful suspensions of Nathaniel Motley and Darrick Smith,
and WE WILL, within 3 days thereafter, notify each of
them in writing that this has been done and that the sus-
pensions will not be used against them in any way.
TAP EXPRESS, INC.