Page. 6.1 Organization and Good Standing. 30 6.2 Due Authorization 31 6.3 No Conflicts 31 6.4 Consents 31 6.5 Enforceable Obligations 31 6.6 Financial Condition 31 6.7 No Default 32 6.8 Indebtedness 32 6.9 Litigation 32 6.10 Taxes 32 6.11 Compliance with Law 32 6.12 ERISA 33 6.13 Use of Proceeds 33 6.14 Government Regulation 33 6.15 Solvency 33 SECTION 7. AFFIRMATIVE COVENANTS 33 7.1 Information Covenants 34 7.2 Preservation of Existence and Franchises 35 7.3 Books and Records. 35 7.4 Compliance with Law. 35 7.5 Payment of Taxes. 35 7.6 Insurance 36 7.7 Performance of Obligations 36 7.8 ERISA. 36 7.9 Use of Proceeds 36 7.10 Audits/Inspections 36 7.11 Total Funded Debt to Capitalization 37 SECTION 8. NEGATIVE COVENANTS 37 8.1 Nature of Business 37 8.2 Consolidation and Merger 37 8.3 Sale or Lease of Assets 38 8.4 Limitation on Liens 38 8.5 Fiscal Year 38 SECTION 9. EVENTS OF DEFAULT 39 9.1 Events of Default 39 9.2 Acceleration; Remedies. 41 9.3 Allocation of Payments After Event of Default 42 SECTION 10. AGENCY PROVISIONS 42 10.1 Appointment 42 10.2 Delegation of Duties 43 10.3 Exculpatory Provisions 43 10.4 Reliance on Communications 44 10.5 Notice of Default 44 10.6 Non-Reliance on Administrative Agent and Other Lenders 44 10.7 Indemnification 45 10.8 Administrative Agent in Its Individual Capacity 45 10.9 Successor Administrative Agent 46 SECTION 11. MISCELLANEOUS 46 11.1 Notices 46 11.2 Right of Set-Off; Adjustments 46 11.3 Benefit of Agreement 47 11.4 No Waiver; Remedies Cumulative 50 11.5 Payment of Expenses, etc. 50 11.6 Amendments, Waivers and Consents 51 11.7 Counterparts; Telecopy 52 11.8 Headings 52 11.9 Defaulting Lender 52 11.10 Survival of Indemnification and Representations and Warranties 52 11.11 GOVERNING LAW 52 11.12 WAIVER OF JURY TRIAL 53 11.13 Severability 53 11.14 Entirety 53 11.15 Binding Effect 53 11.16 Submission to Jurisdiction 53 11.17 Confidentiality 54 11.18 Designation of SPVs 54 Schedule 1.1 Commitment Percentages Page Schedule 6.8 Indebtedness Schedule 11.1 Notices Exhibit 2.1(b) Form of Competitive Bid Request Exhibit 2.2(a) Form of Notice of Borrowing Exhibit 2.2(c) Form of Notice of Conversion/Continuation Exhibit 2.6(a) Form of Revolving Loan Note Exhibit 2.6(b) Form of Competitive Bid Loan Note Exhibit 5.1(c) Form of Closing Certificate Exhibit 5.1(f) Form of Legal Opinion Exhibit 7.1(c) Form of Officer’s Certificate Exhibit 11.3 Form of Assignment Agreement 364-DAY CREDIT AGREEMENT (this “Credit Agreement”), dated as of May 3...
Page. Union Recognition and Employment Union Security I Deduction of Dues and Fees Ship's Delegate Authority of of Crew I Grievance Procedure Access to Terminals and Vessels Discrimination Stoppage of Work Seniority and Promotions Emergency Duties Drills Tour of Duty Safe Working Conditions Customary Duties Home Port Carrying etc., in Lieu of Crew Crew Provisions and Gear Crew Accommodations Messrooms Washrooms Cleaning Quarters Lockers Using Paint Spray Guns Going Ashore to Take Lines I Uniforms Shifting Ship Overtime Record I Severance Pay I Leave of Absence Annual Vacations Statutory Holidays Sailing Short-handed Meal Hours Relieving for Meals Night Meals and Coffee Time Coffee Time Subsistence and Lodging Ships MaintenanceWork Hours of Work and Overtime for Employees in the Deck and Engineroom Departments Leave Penalty Payment Work of a Dirty Nature Marine Disaster Benefit Plan Wages and Overtime Galley Personnel Duties of Division of Overtime EngineroomGear Taking on Fresh Water Division of Overtime Education and Training Letters of Understanding Termination Clause Terms of Agreement APPENDIX "A" Rates of Pay APPENDIX Union Hiring Fund Letter of Understanding Current Vessels Letter of Understanding Decision Letter of Understanding Shift Vessels Roll On Roll Off Agreement COASTAL COMPANY
Page. Section 6.04 No Duties Except as Specified in this Agreement or in Instructions ........................................... 11 Section 6.05 No Action Except Under Specified Documents or Instructions ................................................ 11
Page. SECTION 1. AUTHORIZATION OF NOTES 1 SECTION 2. SALE AND PURCHASE OF NOTES 1 SECTION 3. CLOSING 1 SECTION 4. CONDITIONS TO CLOSING 2 Section 4.1 Representations and Warranties 2 Section 4.2 Performance; No Default 2 Section 4.3 Compliance Certificates 2 Section 4.4 Opinions of Counsel 2 Section 4.5 Purchase Permitted by Applicable Law, Etc 2 Section 4.6 Related Transactions 3 Section 4.7 Payment of Special Counsel Fees 3 Section 4.8 Private Placement Number 3 Section 4.9 Changes in Corporate Structure 3 Section 4.10 Funding Instructions 3 Section 4.11 Proceedings and Documents 3 SECTION 5. REPRESENTATIONS AND WARRANTIES OF THE COMPANY 4 Section 5.1 Organization; Power and Authority 4 Section 5.2 Authorization, Etc 4 Section 5.3 Disclosure 4 Section 5.4 Organization and Ownership of Shares of Subsidiaries; Affiliates 5 Section 5.5 Financial Statements 5 Section 5.6 Compliance with Laws, Other Instruments, Etc 5 Section 5.7 Governmental Authorizations, Etc 6 Section 5.8 Litigation; Observance of Agreements, Statutes and Orders 6 Section 5.9 Taxes 6 Section 5.10 Title to Property; Leases 7 Section 5.11 Licenses, Permits, Etc 7 Section 5.12 Compliance with ERISA 7
Page. Tenant’s Compliance With Landlord’s Fire and Casualty Insurance 22 10.3 Tenant’s Insurance 22 10.4 Form of Policies 23 10.5 Additional Insurance Obligations 24 10.6 Third-Party Contractors 24 10.7 Landlord’s Insurance 24 ARTICLE 11 DAMAGE AND DESTRUCTION 24 11.1 Repair of Damage to Premises by Landlord 24 11.2 Landlord’s Option to Repair 25 11.3 Waiver of Statutory Provisions 26 ARTICLE 12 NONWAIVER 26 ARTICLE 13 CONDEMNATION 27 ARTICLE 14 ASSIGNMENT AND SUBLETTING 27 14.1 Transfers 27 14.2 Landlord’s Consent 28 14.3 Transfer Premium 29 14.4 Landlord’s Option as to Subject Space 30 14.5 Effect of Transfer 30 14.6 Additional Transfers 31 14.7 Occurrence of Default 31 14.8 Deemed Consent Transfers 31 ARTICLE 15 SURRENDER OF PREMISES 32 15.1 Surrender of Premises 32 15.2 Removal of Tenant Property by Tenant 32 15.3 Removal of Tenant’s Property by Landlord 32 15.4 Landlord’s Actions on Premises 33 ARTICLE 16 HOLDING OVER 33 ARTICLE 17 ESTOPPEL CERTIFICATES 34 ARTICLE 18 SUBORDINATION 34 18.1 Subordination Generally 34 18.2 Existing Lender SNDA 35 ARTICLE 19 DEFAULTS 35 19.1 Events of Default 35 19.2 Remedies Upon Default 36 19.3 Subleases of Tenant 37 19.4 Efforts to Relet 37 ARTICLE 20 COVENANT OF QUIET ENJOYMENT 37 ARTICLE 21 SECURITY DEPOSIT 38 ARTICLE 22 INTENTIONALLY OMITTED 38 ARTICLE 23 SIGNS 38 23.1 Premises Identification and Building Directory Signage 38 23.2 Prohibited Signage and Other Items 38 ARTICLE 24 COMPLIANCE WITH LAW 39 ARTICLE 25 LATE CHARGES 39 ARTICLE 26 LANDLORD’S RIGHT TO CURE DEFAULT 40 26.1 Landlord’s Cure 40 26.2 Tenant’s Reimbursement 40 ARTICLE 27 ENTRY BY LANDLORD 40 ARTICLE 28 TENANT PARKING 41 ARTICLE 29 MISCELLANEOUS PROVISIONS 42 29.1 Terms 42 29.2 Binding Effect 42 29.3 No Air Rights 42 29.4 INTENTIONALLY OMITTED 42 29.5 Transfer of Landlord’s Interest 42 29.6 Prohibition Against Recording 43 29.7 Relationship of Parties 43 29.8 Application of Payments 43 29.9 Time of Essence 43 29.10 Partial Invalidity 43 29.11 No Warranty 43 29.12 Landlord Exculpation 43 29.13 Entire Agreement 44 29.14 Force Majeure 44 29.15 Waiver of Redemption by Tenant 44 29.16 Notices 44 29.17 Joint and Several 45 29.18 Authority 45 29.19 Attorneys’ Fees 45 29.20 Governing Law 45 29.21 Submission of Lease 46 29.22 Brokers 46 29.23 Independent Covenants 46 29.24 Project or Building Name and Signage 46 29.25 Counterparts 46 29.26 Confidentiality 46 29.27 Transportation Management 46 29.28 Building Renovations 47 29.29 Tenant’s Representations 47 29.30 Ha...
Page. The Employer agrees that ten month employees who are enrolled in the benefits contained in Articles and shall be entitled to those benefits during the summer months that they are not working with the understanding that the employer will pay its share of such benefits as detailed in the above articles and the employee shall pay their share. The employees shall pay their share prior to the start of their absence. It is agreed that any and all accrued premium rate reductions realized by the employer from the rebate will be retained by the employer, which have been applied to the benefits in this article. An employee who is absent from work and covered by Workers' Compensation shall, upon written request, be entitled to continue to participate in all of the benefits which the employee might choose from the Collective Agreement in effect between the Union and the Board, for a period of up to two (2) years. The Board agrees to continue to pay its share of the applicable premiums, provided the employee contributes share of the premiums. Such continuance is dependent upon satisfying the carrier's conditions. shall, upon written request, be entitled to continue to participate in all of the benefits which might choose from the Collective Agreement in effect between the Union and the Board, until reaches the age of The Board agrees to continue to pay all applicable premiums, provided the employee reimburses the Board in full. The employee agrees to provide the Board with post-dated cheques in advance, on an annual basis, for all benefits chooses to continue. Such continuance is dependent upon satisfying the carrier's conditions. When an employee has exhausted benefits of the Short Term Sick Leave Plan, shall, upon written request, be entitled to continue to in all of the benefits which might choose from the Collective Agreement in effect between the Union and the Board, for up to six (6) months following the expiration of sick leave bank. The Board agrees to continue to pay its share of the applicable premiums, provided the employee contributes share of the premiums. Such continuance is dependent upon satisfying the An employee who is in receipt of benefits from the Long Disability Plan shall, upon written request, be entitled to continue to participate in all of the benefits which might choose from the Collective Agreement in effect between the Union and the Board, until reaches age The Board agrees to continue to pay all applicable premiums, provided the employee r...
Page. Smocks shall be supplied to all other employees who request them provided such employees can show the need. The number of smocks to the employee shall be a minimum of two (2) per calendar year. Smocks shall be purchased by the Employer through one supplier. The Employer shall require all new employees, during their first thirty (30) days of the probationary period, to submit to the Employer a certificate of medical fitness from a Doctor of Medicine appointed and paid for by the Employer. Failure of such fitness examination shall be sufficient to warrant them not being hired. When any position not covered by Appendix 'A' established during the term of this agreement, the rate of pay shall be subject to negotiations between the Employer and the Union. If the parties are unable to agree on the rate of pay of the job in question, such dispute shall be submitted to arbitration. During the period the parties are unable to agree on a rate or an arbitrator rules, the Employer may post the job at the rate they proposed and fill the position with the notation on the posting that the rate is under review. The Employer agrees that the Union shall have the right to post notices of meetings and such other notices as may be of interest to the employees. The Employer shall supply all tools and equipment required by employees in the performance of their duties. The Employer shall provide the Warehouse Person, Technician and the Truck Driver, one pair of approved safety boots of good quality as required. The Union and the Employer desire every employee to be familiar with the provisions of this agreement and rights and duties under it. For this reason, the Employer shall print sufficient copies of the agreement in a Union Shop within thirty (30) days of signing. The cost of such printing shall be shared equally between the Union and the Employer. The Employer agrees that no employee shall be laid off due to the use of volunteers or contracting out of work presently performed by members of the bargaining The Employer shall give the Union thirty (30) calendar days' notice of any technological change. During the notice period, the Employer will meet with the Union to explain the technological change and discuss any effects it will have on the employees, with a view to minimizing such effects. The Union and Employer agree that personal information regarding an employee acquired through the Employee Assistance Program shall not be used by an employee, the Union, or the Employer ...
Page. 1. SENIORITY 31 Definition 31 Local Union Seniority 31 Departmental Seniority 31 Seniority in Event of Transfer Outside or Within Jurisdiction of the Union 31 Seniority as of July 1, 1950 31 Seniority of New Employees and of Employees Returning to Work After Leaving Employment 32 Rights and Privileges Arising From Seniority 33 Bidding Procedure 33 Acceptance and Job Anniversary Date 34 Transfers and Vacancies 34 Temporary Transfers 34 Temporary Employees 35 Seniority Lists 35 Choice of Vacation 35 Seniority of Employees Serving in the Defense Of the United States 35 2. OVERTIME 36
3. EMPLOYMENT 40
4. SCHEDULES 40 Continuous Rotating Shifts 40 Change in Schedule of Non-rotating shift Employees 41 5. HOLIDAYS 41 6. SAFETY RULES 42 a. Items Included by Reference 42 b. Cooperation 42 c. Work on Voltages Between 600 Volts And 15, 000 volts 42 d. Work Above 15,000 Volts 43
Page. 1.1 INVITATION TO TENDER 3 1.2 TENDER CONDITIONS AND INFORMATION 4 1.3 GENERAL CONDITIONS OF CONTRACT 10 1.4 SPECIFICATIONS 16 1.5 SPECIAL CONDITIONS OF CONTRACT 17 2.1 PRICING SCHEDULE 18 3.1 MBD1: BID FOR REQUIREMENTS OF THE MUNICIPALITY OF MOSSEL BAY 19 4.1 MBD4: DECLARATION OF INTEREST 22 4.2 MUNICIPAL RATES AND TAXES 25 4.3 AUTHORISED SIGNATORY 26 4.4 MBD8: DECLARATION OF BIDDER’S PAST SUPPLY CHAIN MANAGEMENT PRACTICES 27 4.5 MBD9: CERTIFICATE OF INDEPENDENT BID DETERMINATION 29 SECTION 5 DECLARATION 32 SECTION 6 CONTRACT FORM 33 ANNEXURE A THE RESOLUTION TAKEN BY THE BOARD OF DIRECTORS OF A CONSORTIUM OR JOINT VENTURE 35 CHECKLIST 38 ANNEXURE B LOCALITY PLAN 40 Tenders are hereby invited for the lease of municipal building and two of the parking bays situated on a portion of Erf 6738, corner of Crotz Street and Adriaan Avenue, Asla Park, KwaNonqaba (400m²) for the period of nine (9) years and eleven (11) months, to be utilised for restaurant purposes. Tenders must be submitted on the original documents and remain valid for ninety (90) days after the closing date of the tender. Enquiries pertaining to the specifications can be addressed to Ms A Lichaba at telephone (000) 000-0000. Enquiries pertaining to the completion of the documents can be addressed to Xx Xxxxxxx Xxxxxxx at telephone (000) 000-0000 or Xx Xxxxxx Xxxxxxxxxx at telephone (000) 000-0000. A set of tender documents can be obtained at a non-refundable cost of R116 per set from Xx Xxxxxxx Xxxxxxx or Xx Xxxxxx Xxxxxxxxxx who may be contacted at telephone (000) 000-0000 or (044) 606-5192 OR it can be obtained on our website at xxxxx://xxx.xxxxxxxxx.xxx.xx/tenders-available free of charge (follow the procurement-link). Payments must be made at the cashiers at the Mossel Bay Municipality’s Xxxx Xxxxxxxx, 000 Xxxxx Xxxxxx on the Lower Ground Floor (seaside) prior to collecting the tender document and proof of payment must be submitted when collecting the tender document from the Supply Chain Management Offices, Plaza Aquada Building, 00 Xxxxx Xxxxxx, Mossel Bay. Fully completed tender documents must be placed in a sealed envelope and placed in the tender box on the Lower Ground floor (seaside) at the Mossel Bay Municipality Main Building, 000 Xxxxx Xxxxxx, Mossel Bay by not later than 12h00 on Friday, 17 January 2020 or be mailed to reach the Tender Box, Mossel Bay Municipality, XX Xxx 00, Xxxxxx Xxx, 0000 before the specified closing date and time. The envelopes must be endorsed clearly with t...
Page. Definitions 1 Section 2. Grant of Transaction Liens 8 Section 3. General Representations and Warranties 9 Section 4. Further Assurances; General Covenants 11 Section 5. Investment Property 12 Section 6. Investment Property Collateral Accounts 15 Section 7. Controlled Deposit Accounts 15 Section 8. Cash Collateral Account 16 Section 9. Operation of Collateral Accounts 17 Section 10. Transfer Of Record Ownership 19 Section 11. Right to Vote Securities 20 Section 12. Certain Cash Distributions 20 Section 13. Remedies upon Event of Default 21 Section 14. Application of Proceeds 21 Section 15. Fees and Expenses; Indemnification 21 Section 16. Authority to Administer Collateral 22 Section 17. Limitation on Duty in Respect of Collateral 23 Section 18. General Provisions Concerning the Collateral Agent 23 Section 19. Termination of Transaction Liens; Release of Collateral 25 Section 20. Notices 25 Section 21. No Implied Waivers; Remedies Not Exclusive 26 Section 22. Successors and Assigns 26 Section 23. Amendments, Waivers and Additional Lien Grantors 26 Section 24. Choice of Law 27 Section 25. Waiver of Jury Trial 27 Section 26. Severability 27 SCHEDULES: Schedule 1 Pledged Investment Property and Deposit Accounts Owned by Original Lien Grantors EXHIBITS: Exhibit A Security Agreement Supplement Exhibit B Perfection Certificate THIS SECURITY AGREEMENT (this “Agreement”) is entered into as of July 30, 2007 (the “Effective Date”) by EVERGREEN ENERGY INC., a Delaware corporation (the “Issuer”), EVERGREEN OPERATIONS, LLC, a Delaware limited liability company (“Evergreen Operations”), KFX PLANT, LLC, a Wyoming limited liability company (“KFx Plant”), KFX OPERATIONS, LLC, a Wyoming limited liability company (“KFx Operations”), LANDRICA DEVELOPMENT COMPANY, a South Dakota corporation (“Landrica”), and BUCKEYE INDUSTRIAL MINING CO., an Ohio corporation (“Buckeye,” and together with Evergreen Operations, KFx Plant, KFx Operations and Landrica, the “Subsidiary Guarantors”) in favor of U.S. BANK NATIONAL ASSOCIATION, in its capacity as Collateral Agent and Trustee (the “Collateral Agent”) for the benefit of the Holders (as defined below).
