INTEGRATED CONTRACT This Agreement and the Exhibits hereto contain the entire agreement of ANAHEIM and CONSULTANT with respect to the matters covered hereby, and no agreement, statement or promise made by either ANAHEIM or CONSULTANT which is not contained herein, shall be valid or binding. No prior agreement, understanding or representation pertaining to any such matter shall be effective for any purpose.
Integrated Agreement This Agreement constitutes the entire understanding and agreement among the parties hereto with respect to the subject matter hereof, and there are no agreements, understandings, restrictions or warranties among the parties other than those set forth herein provided for.
Agreement Flexibility 8.1 An employer and employee covered by this enterprise agreement may agree to make an individual flexibility arrangement to vary the effect of terms of the agreement if:
(a) the agreement deals with 1 or more of the following matters:
(i) arrangements about when work is performed;
(ii) overtime rates;
(iii) penalty rates;
(iv) allowances;
(v) leave loading; and
(b) the arrangement meets the genuine needs of the employer and employee in relation to 1 or more of the matters mentioned in paragraph (a); and
(c) the arrangement is genuinely agreed to by the employer and employee.
8.2 The employer must ensure that the terms of the individual flexibility arrangement:
(a) are about permitted matters under section 172 of the Fair Work Act 2009; and
(b) are not unlawful terms under section 194 of the Fair Work Act 2009; and
(c) result in the employee being better off overall than the employee would be if no arrangement was made.
8.3 The employer must ensure that the individual flexibility arrangement:
(a) is in writing; and
(b) includes the name of the employer and employee; and
(c) is signed by the employer and employee and if the employee is under 18 years of age, signed by a parent or guardian of the employee; and
(d) includes details of:
(i) the terms of the enterprise agreement that will be varied by the arrangement; and
(ii) how the arrangement will vary the effect of the terms; and
(iii) how the employee will be better off overall in relation to the terms and conditions of his or her employment as a result of the arrangement; and
(e) states the day on which the arrangement commences.
8.4 The employer must give the employee a copy of the individual flexibility arrangement within 14 days after it is agreed to.
8.5 The employer or employee may terminate the individual flexibility arrangement:
(a) by giving no more than 28 days written notice to the other party to the arrangement; or
(b) if the employer and employee agree in writing—at any time.
Integration The Company shall not sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require shareholder approval prior to the closing of such other transaction unless shareholder approval is obtained before the closing of such subsequent transaction.
Integrated Transactions In case any Option is issued in connection with the issue or sale of other securities of the Company, together comprising one integrated transaction in which no specific consideration is allocated to such Options by the parties thereto, the Options will be deemed to have been issued for an aggregate consideration of $.001.
INTEGRATED DOCUMENTS Any separate sheet of paper labeled "Additional Disclosure - Federal Truth-In-Lending Act," which is delivered together with this Agreement or at a later date becomes an integrated part of this Agreement and Disclosure.
Developer Attachment Facilities Developer shall design, procure, construct, install, own and/or control the Developer Attachment Facilities described in Appendix A hereto, at its sole expense.
INTEGRATED AGREEMENT; MODIFICATION This Amendment constitutes the entire agreement and understanding of the Parties with respect to the subject matter and supersedes all prior negotiations and representations. In the event of any conflict between this Amendment and the Contract or any earlier amendment, this Amendment shall control and govern. This Amendment may not be modified except in writing signed by the Parties.
Flexibility 7.1 The Employer and an Employee covered by this Schedule may agree to make an individual flexibility arrangement to vary the effect of terms of this Schedule if:
7.1.1 the agreement deals with 1 or more of the following matters:
(i) arrangements about when work is performed - such arrangements may be made to vary the operation of clause 24 Hours of Work;
(ii) Salary Packaging – an employee may elect a salary packaging arrangement in accordance with clause 21 of this Schedule; and
7.1.2 the arrangement meets the genuine needs of the Employer and Employee in relation to 1 or more of the matters mentioned in 7.1.1; and
7.1.3 the arrangement is genuinely agreed to by the Employer and Employee.
7.2 The Employer must ensure that the terms of the individual flexibility arrangement:
(i) are about permitted matters under section 172 of the Fair Work Act 2009; and
(ii) are not unlawful terms under section 194 of the Fair Work Act 2009; and
(iii) result in the Employee being better off overall than the Employee would be if no arrangement was made.
7.3 The Employer must ensure that the individual flexibility arrangement:
7.3.1 is in writing; and
7.3.2 includes the name of the Employer and Employee; and
7.3.3 is signed by the Employer and Employee and if the Employee is under 18 years of age, signed by a parent or guardian of the Employee; and
7.3.4 includes details of:
(i) the terms of the Schedule that will be varied by the arrangement; and
(ii) how the arrangement will vary the effect of the terms; and
(iii) how the Employee will be better off overall in relation to the terms and conditions of his or her employment as a result of the arrangement; and
7.3.5 states the day on which the arrangement commences.
7.4 The Employer must give the Employee a copy of the individual flexibility arrangement within 14 days after it is agreed to.
7.5 The Employer or Employee may terminate the individual flexibility arrangement:
7.5.1 by giving no more than 28 days written notice to the other party to the arrangement; or
7.5.2 if the Employer and Employee agree in writing — at any time.
Approach All investments are to be made using the value approach by investing in companies at prices below their underlying long term values to protect capital from loss and earn income over time and provide operating income as needed. With regard to equities, no attempt is made to forecast the economy or the stock market. The manager will attempt to identify financially sound companies with good potential profitability which are selling at large discounts to their intrinsic value. Appropriate measures of low prices may consist of some or all of the following characteristics: low price earnings ratios, high dividend yields, significant discounts to book value, and free cash flow. Downside protection is obtained by seeking a margin of safety in terms of a sound financial position and a low price in relation to intrinsic value. Appropriate measures of financial integrity which are regularly monitored, include debt/equity ratios, financial leverage, asset turnover, profit margin, return on equity, and interest coverage. As a result of this bargain hunting approach, it is anticipated that purchases will be made when economic and issue-specific conditions are less than ideal and sentiment is uncertain or negative. Conversely, it is expected that gains will be realized when issue-specific factors are positive and sentiment is buoyant. The investment time horizon is one business cycle (approximately 3-5 years). As regards bonds, the approach is similar. No attempt is made to forecast the economy or interest rates. The manager will attempt to purchase attractively priced bonds offering yields better than Treasury bonds with maturities of 10 years or less that are of sound quality i.e. whose obligations are expected to be fully met as they come due. We do not regard rating services as being an unimpeachable source for assessing credit quality any more than we would regard a broker's recommendation on a stock as being necessarily correct. In any form of investment research and evaluation, there is no substitute for the reasoned judgement of the investment committee and its managers.
