R&W Policy (a) Purchaser has conditionally bound a representations and warranties insurance policy (the “R&W Policy”) pursuant to the binder agreement which was provided to Seller for review in advance of the Execution Date and which is attached hereto as Exhibit H (the “R&W Conditional Binder”). From and after the Execution Date, each Party shall use its commercially reasonable efforts to satisfy the conditions set forth in the R&W Conditional Binder as of the Closing Date. The R&W Policy shall contain: (i) a waiver of subrogation, contribution, or otherwise by the insurer in favor of the Seller Indemnified Parties, except against Seller or any “Seller” under the Other PSAs or with respect to such Seller’s or “Seller’s” (as applicable) actual and intentional fraud in the making of the representations and warranties set forth in Article 3 of this Agreement (or the corresponding article setting forth any “Seller’s” representations and warranties in any Other PSA, as applicable), it being understood that the fraud of one Seller or “Seller” (as applicable) shall not be imputed to any other Seller or “Seller” (as applicable); and (ii) a statement that each Seller Indemnified Party is an intended third party beneficiary of the foregoing subrogation limitation.
(b) Seller and Purchaser shall each pay fifty percent (50%) of all costs of obtaining the R&W Policy, specifically the premium, surplus lines Taxes and fees, and any related broker compensation and underwriting fees; provided that Seller’s share of such costs shall be paid by Seller via the adjustment of the Cash Purchase Price pursuant to Section 2.3(n).
(c) Purchaser agrees that after the Closing it will not agree to any amendment of the R&W Policy that would be expected to cause actual and material prejudice to Seller without Seller’s prior written consent.
(d) Notwithstanding anything to the contrary in this Agreement, none of the Seller Indemnified Parties shall be entitled to any proceeds from the R&W Policy. Notwithstanding anything in this Section 5.18 or otherwise to the contrary, nothing herein shall be interpreted to limit Purchaser’s rights to make or pursue claims, or secure recovery under the R&W Policy, as Purchaser believes, in its sole discretion, to be in Purchaser’s interests.
SPAM POLICY You are strictly prohibited from using the Website or any of the Company's Services for illegal spam activities, including gathering email addresses and personal information from others or sending any mass commercial emails.
Good Neighbor Policy CONTRACTOR shall establish a Good Neighbor Policy, 24 which shall be reviewed and approved by ADMINISTRATOR. The policy shall include, but not be 25 limited to, staff training to deal with neighbor complaints, staff contact information available to 26 neighboring residents and complaint procedures. CONTRACTOR shall also contact city management 27 in each city where Client services are provided to inform them of the nature of the services provided 28 under this Agreement. CONTRACTOR shall work collaboratively with city management to resolve any 29 concerns regarding community relations.
Employer Policies Employees shall be governed by written policies adopted by the Employer as publicized on bulletin boards, or by general distribution, provided such policies are not in conflict with the provisions of this Agreement.
EMPLOYMENT POLICY 5.01 The Union and the Employer will cooperate in maintaining a desirable and competent labour force. The Employer will notify the Union of manpower requirements giving as much prior notice as possible. The Union will provide a list of manpower available. The Employer at its discretion may hire employees so listed or from other sources.
5.02 The Employer has the right to hire new employees as needed, provided that no new employee(s) will be hired while there are qualified, available employees who are laid off due to lack of work. An employee hired for a specific project outside the free travel zone shall be deemed as a local hire and will not be entitled to paid travel time or related expenses while working on that project.
5.03 To assist in the efficient placement of appropriately skilled members it is agreed that the Employer will inform the Union Office of members who are laid off and when employees are hired whether from the Union list or from another source. Laid off members are also required to notify the Union of their status.
5.04 New employees shall serve a probationary period of ninety (90) calendar days (3 months). During the probationary period, the Employer may terminate a probationary employee at its sole discretion provided it is not motivated by bad faith. Probationary employees are covered by the Agreement, excepting those provisions which specifically exclude such employees. During probation, all terms and conditions of the Collective Agreement apply amended as follows:
a. A probationary employee who is a licensed journeyman may be paid one dollar and fifty cents ($1.50) less than the journeyman rate during the probation unless the parties agree otherwise or where the employee is hired through the Union’s Employment Assistance Service.
b. Probationary apprentices shall be paid a percentage of the journeyman probationary rate during probation unless the parties agree otherwise or where the employee is hired through the Union’s Employment Assistance Service.
5.05 The Employer may contract out electrical work provided it does not result in the layoff of electricians in the bargaining unit.
TRANSFER POLICY Section 7 of this Agreement will not apply to Party A, who will be required to comply with, and will be bound by, the following: Without prejudice to Section 6(b)(ii) as amended in this Schedule, Party A may transfer all (but not part only) of its interests and obligations in and under this Agreement to any of its Affiliates or, with the prior written consent of Party B, such consent not to be unreasonably withheld, to any other entity (each such Affiliate or entity a "TRANSFEREE") upon providing five Business Days' prior written notice to the Note Trustee, provided that:
(i) the Transferee's short-term, unsecured and unsubordinated debt obligations are then rated not less than "A-1+" by S&P, "Prime-1" by Moody's and "F1" by Fitch and its long-term, unsecured and unsubordinated debt obligations are then rated not less than "AA-" by S&P, "A1" by Moody's and "A+" by Fitch (or its equivalent by any substitute rating agency) or such Transferee's obligations under this Agreement are guaranteed by an entity whose short-term, unsecured and unsubordinated debt obligations are then rated not less than "A-1+" by S&P, "Prime-1" by Moody's and "F1" by Fitch and whose long-term, unsecured and unsubordinated debt obligations are then rated not less than "AA-" by S&P, "A1" by Moody's and "A+" by Fitch (or its equivalent by any substitute rating agency);
Harassment Policy It is the policy of CUPE as an Employer to ensure that the working environment is conducive to the performance of work and is such that employees are not hindered from carrying out their responsibilities. The Employer considers harassment in the work force to be a totally unacceptable form of intimidation and will not tolerate its occurrence. The Employer will ensure that victims of harassment are able to register complaints without reprisal. Harassment is a form of discrimination and includes personal harassment. Harassment shall be defined as any improper behaviour by a person which is offensive to any employee and which that person knows or ought reasonably to have known would be inappropriate or unwelcome. It comprises objectionable conduct, comment or display made on either a one-time or continuous basis that demeans, belittles or causes personal humiliation or embarrassment to an employee. The parties to this Agreement will work together to ensure that all employees, and CUPE members understand their personal responsibility to promote a harassment-free working environment. Appendix “U”, herein below shall be followed respecting matters referred to directly herein.
Workers’ Compensation/Employer’s Liability Insurance The minimum limits of Workers’ Compensation/Employer’s Liability insurance are: Part One: Part Two: “Statutory” Each Accident $1,000,000 Disease – Policy Limit $1,000,000 Disease – Each Employee $1,000,000
Travel Policy Section 1. Travel allowances and reimbursements, including meal, lodging and transportation expenses, shall be as provided in the Department of Administrative Services, Oregon Accounting Manual Travel Policy (OAM #40.10.00.PO). However, Section .105 of the policy shall read as follows: Personal telephone calls to immediate family members or significant others to confirm the traveler’s well being while on travel status are allowed. Employees shall be reimbursed for one (1) phone call home on the first day of travel and every other day for a five (5) to ten (10) minute call. When authorized by the Agency, employees will be provided access to State phone cards or State phone card numbers. When State phone cards are not available or the employee does not charge the call to his/her hotel room, employees shall provide receipts. Personal telephone bills reflecting the eligible calls made during travel status can serve as a receipt. The Employer shall give the Union at least thirty (30) days advance notice of any proposed changes to this policy. Such changes which involve a mandatory subject of bargaining shall be subject to negotiation if requested by the Union.
Guest Policy All guests must abide by the rules and policies outlined in the Residence Handbook and University protocols in place. In shared units, guests (especially overnight guests) must be discussed and approved by all roommates and suitemates in advanced. All guests must be signed into the building, and resident host will be held responsible for their behaviour and actions during their stay. NOISE: Residents are required to adhere to quiet-hours policy within their building. Excessive noise, which disturbs the comfort of other residents, is prohibited. STORAGE: The University does not provide storage facilities for student’s personal belongings or furnishings. It is the resident’s responsibility to arrange for one if they require so. ROOM DECORATIONS: Students are not permitted to paint, or make alterations in their room, suite and/or common areas. Room decorations must also comply with the University’s building code and standards. FURNITURE: Students are not permitted to bring large pieces of furniture, including beds/waterbeds, desks and dressers, into residence. Furniture cannot be removed from residence rooms, common areas or buildings. Furniture from other areas of the University cannot be relocated to a student’s room. ANIMALS/PETS: Pets are not permitted in any of the residence buildings. Students with registered service animals should contact Housing & Conference Services to make appropriate arrangements. CLEANLINESS: Students are responsible to maintain a standard of cleanliness that creates a hospitable environment and always adhere to Health and Safety regulations. They are accountable to always keep their room/suite in a clean and orderly condition. KITCHENS: Kitchen appliances are not permitted in residence rooms. Students are only allowed to keep a small compact refrigerator in their spaces. Kitchen appliances, provided in suites and common areas, must be used in a safe, responsible manner.
