AFFILIATIONS WITH THE OBLIGOR If the obligor is an affiliate of the trustee, describe each affiliation: Based upon an examination of the books and records of the trustee and upon information furnished by the obligor, the obligor is not an affiliate of the trustee.
Transactions with Insiders So long as the Notes are outstanding without a majority of the Subscribers consent, the Company shall not, and shall cause each of its Subsidiaries not to, enter into, materially amend, materially modify or materially supplement, or permit any Subsidiary to enter into, materially amend, materially modify or materially supplement, any agreement, transaction, commitment, or arrangement relating to the sale, transfer or assignment of any of the Company’s tangible or intangible assets with any of its Insiders (as defined below)(or any persons who were Insiders at any time during the previous two (2) years), or any Affiliates (as defined below) thereof, or with any individual related by blood, marriage, or adoption to any such individual. “Affiliate” for purposes of this Section 9(t) means, with respect to any person or entity, another person or entity that, directly or indirectly, (i) has a ten percent (10%) or more equity interest in that person or entity, (ii) has ten percent (10%) or more common ownership with that person or entity, (iii) controls that person or entity, or (iv) shares common control with that person or entity. “Control” or “Controls” for purposes of the Transaction Documents means that a person or entity has the power, direct or indirect, to conduct or govern the policies of another person or entity. For purposes hereof, “Insiders” shall mean any officer, director or manager of the Company, including but not limited to the Company’s president, chief executive officer, chief financial officer and chief operations officer, and any of their affiliates or family members.
VACATIONS WITH PAY 14.01 An Employee shall be granted, except as otherwise expressly provided herein, an annual vacation with pay according to their aggregate credited service as follows: Years of Service Vacation Entitlement Weeks Days
14.02 All vacations granted shall be considered to start on a Sunday Morning. A weeks' vacation shall mean a calendar week of seven (7) days with five (5) days' pay. Each day's pay shall be calculated at eight (8) hours straight time based on the daily rate of pay in effect at the time the vacation is taken.
14.03 Notwithstanding the schedule of vacation leave noted in Article 14.01, an Employee, who has been granted and taken vacation leave and terminates their employment with the Employer before the anniversary date when the Employee commenced work, shall have the unearned portion of vacation leave deducted from their termination pay as per Article 14.8.
14.04 All vacations granted in any year shall be determined on the basis of the aggregate credited service of the Employee. Service is calculated on the basis of regular hours worked, and also includes any period or periods of paid absence due to sickness (certified by a medical practitioner), bereavement, jury duty, accident while on duty, maternity/parental/adoptive leave or leave of absence for Union business. All other periods of absence, other than those noted above, will reduce an Employee's vacation entitlement in the same proportion as the factor by which the period of absence relates to the full calendar year.
14.05 Employees will be given an opportunity, based on seniority within their section or work unit, as per Article 19.01, to bid for the vacations with pay to which they are entitled. Employees will not be permitted to exchange vacations, alter the dates after selection has been made, nor extend the vacation period except in special cases. Blocks for vacation in the Operations Division in a given year will be first posted for sign-up not later than October 15th of the preceding year, provisional sign-up to be completed by one (1) calendar month later. The vacation blocks posted for the ten (10) week summer period will be a minimum of nine-percent (9%) of full-time permanent Operators that exist on the 1st day of the month of September of the preceding vacation year. Operator Employees will bid within the blocks available as posted by the City (HSR) according to rotating seniority lists devised by Local Union 107 and agreed to by the City (HSR). Garage and Maintenance Employees will bid on a seniority basis within their own units and within blocks throughout the year available as posted by the City (HSR). Blocks for vacation in the Administrative Section, a given year will be first posted for sign-up not later than October 15th of the preceding year, provisional sign-up to be completed by one calendar month later. It is agreed that the current guidelines will be amended to allow a minimum of three (3) Inspectors off on vacation at any one time during the peak vacation periods. These periods are defined as two (2) weeks at Christmas, one (1) week during the March break and the Summer Board, which is a period of ten (10) weeks. If the number of Inspectors is increased to seventeen (17) or more, a minimum of four (4) Inspectors will be allowed off on vacation at any one (1) time during the peak vacation periods. An employee will be allowed to sign one (1) week of their vacation entitlement as five (5) single days. Blocks for vacation in the Maintenance division, a given year will first be posted for sign-up not later than December 1st of the preceding year, with a view to having the sign-up completed by January 31st. Requests for vacation during January of the vacation year must be submitted to the Manager of Fleet Maintenance, in writing, prior to December 1st of the preceding year. It is further agreed that no unit will be completely vacated. An employee will be allowed to sign one (1) week of their vacation entitlement as five (5) single days. The allocations for vacation purposes shall be as follows:
Relationships with the Company Except as set forth below, neither the undersigned nor any of its affiliates, officers, directors or principal equity holders (owners of 5% of more of the equity securities of the undersigned) has held any position or office or has had any other material relationship with the Company (or its predecessors or affiliates) during the past three years.
Communications with Shareholders Any notices, reports, statements, or communications with Shareholders of any kind required under this Declaration, including any such communications with Shareholders or their counsel or other representatives required under Section 9.8 hereof, or otherwise made by the Trust or its agents on behalf of the Trust shall be governed by the provisions pertaining thereto in the Bylaws.
Transactions with Interested Persons Unless prohibited by the charter ------------------------------------ documents of any Member and unless entered into in bad faith, no contract or transaction between the Company and one or more of its Managers or Members, or between the Company and any other corporation, partnership, association or other organization in which one or more of its Managers or Members have a financial interest or are directors, partners, Managers or officers, shall be voidable solely for this reason or solely because such Manager or Member was present or participated in the authorization of such contract or transaction if:
(a) the material facts as to the relationship or interest of such Manager or Member and as to the contract or transaction were disclosed or known to the other Managers (if any) or Members and the contract or transaction was authorized by the disinterested Managers (if any) or Members; or
(b) the contract or transaction was fair to the Company as of the time it was authorized, approved or ratified by the disinterested Managers (if any) or Members; and no Manager or Member interested in such contract or transaction, because of such interest, shall be considered to be in breach of this Agreement or liable to the Company, any Manager or Member, or any other person or organization for any loss or expense incurred by reason of such contract or transaction or shall be accountable for any gain or profit realized from such contract or transaction.
Relations with Governments 26 5.29 Disclosure......................................................26 5.30
Transactions with Shareholders and Affiliates No Borrower shall, nor shall it permit any of its Restricted Subsidiaries to, directly or indirectly, enter into or permit to exist any transaction (including the purchase, sale, lease or exchange of any property or the rendering of any service) with any Affiliate of any Credit Party; provided, however, that the Borrowers and the Restricted Subsidiaries may enter into or permit to exist any such transaction if the terms of such transaction are not, taken as a whole, less favorable in any material respect to such Borrower or that Restricted Subsidiary, as the case may be, than those that might be obtained at the time in a comparable arm’s length transaction from a Person who is not an Affiliate; provided, further, that the foregoing restrictions shall not apply to (a) (i) any transaction between Credit Parties and (ii) transactions between or among (x) Restricted Subsidiaries that are not Credit Parties and (y) Credit Parties and Restricted Subsidiaries that are not Credit Parties to the extent permitted under this Agreement; (b) transactions, arrangements, fees reimbursements and indemnities specifically and expressly permitted between or among such parties under this Agreement or any other Credit Document; (c) reasonable compensation arrangements for members of the board of directors (or similar governing body), officers and other employees of each Credit Party and its Restricted Subsidiaries entered into in the ordinary course of business; (d) Restricted Payments and Restricted Debt Payments permitted by Section 6.05(a) or (b), (e) Investments permitted by Section 6.07; (f) Permitted Stock Issuances; (g) the existence of, and the performance by any Credit Party of its obligations under the terms of, any Organizational Document or security holders agreement (including any purchase agreement related thereto) to which it is a party on the Closing Date and set forth on Schedule 6.12; (h) payments under the TCP Director Agreement; and (i) guarantees permitted by Section 6.01.
Business with the Group The Agent and the Arranger may accept deposits from, lend money to and generally engage in any kind of banking or other business with any member of the Group.
Transactions with Related Parties Borrower shall not purchase, acquire, or sell any equipment, other personal property, real property or services from or to any affiliate, except in the ordinary course of Borrower's business and upon fair and reasonable terms no less favorable than would be obtained by Borrower in a comparable arm's-length transaction with an unrelated Person.
