Bound by Plan By signing this Agreement, the Participant acknowledges that he has received a copy of the Plan and has had an opportunity to review the Plan and agrees to be bound by all the terms and provisions of the Plan.
Stand-By Pay A. Definitions
1. “Stand-by status” is a condition of employment whereby an employee is designated by his/her department to be ready to be engaged in work. The employee must be in readiness to perform actual work when the need arises or when called. Employees on stand-by status are required to be available by telephone, radio, or pager when on stand-by.
2. “Stand-by pay” is the compensation paid to employees who are assigned to stand-by duty and who are required by their respective supervisors to remain available to report to work during and for a specified period of time beyond the employees’ assigned work period.
B. Employees designated by a supervisor to remain available for work in a stand-by status shall be compensated at an hourly rate of fifteen percent (15%) of their regular hourly rate.
C. An employee in authorized stand-by status must provide the Employer with a telephone number where the employee may be reached, or make himself or herself available and able to be contacted through a communication device (e.g. radio or pager).
D. Assignment to authorized stand-by status includes the following conditions:
1. The requirement must be definite and the employee must be officially notified by the supervisor to remain on stand-by status;
2. The requirement must be continuous until such time as the employee is actually per- forming work, reporting for a scheduled work period, or specifically relieved from stand-by status;
3. Supervisors placing an employee on stand-by will advise the employee of the reason for the stand-by, and the approximate duration of the stand-by. When placed on stand-by an employee must be able to respond within a “reasonable period of time.” In determining what constitutes a “reasonable period of time” for a given employee to respond when in stand-by status, the Employer will take into consideration the distance of the employee’s residence from the location to which the employee must report, the time of day the employee is called back to duty (for the purpose of assessing traffic conditions), weather conditions, and other legitimate factors likely to affect the employee’s response time. Further, when the stand-by is lifted, the supervisor will re-contact the employee and so advice the employee.
E. An employee shall not be eligible for stand-by pay while in callback, overtime or regular pay status.
F. Once an employee on stand-by status is directed to report for duty, he or she shall be compensated at the overtime rate of time and one half for each hour of work performed. Once the employee has completed the work assignment, the overtime compensation rate will cease and the employee will be considered either back on stand-by (and compensated accordingly) or off stand-by status.
Shell Company Status The Company is not, and has never been, an issuer identified in, or subject to, Rule 144(i).
Termination Consequences If this Agreement is terminated for any reason, Company shall not be excused from performing its obligations under this Agreement with respect to payment for all monies due Jabil hereunder including fees, costs and expenses incurred by Jabil up to and including the Termination Effective Date.
Indemnity by Company Without limitation of any other indemnity provided to SCG, to the extent permitted by law, the Company will indemnify and hold harmless SCG and its officers, directors and each Person, if any, who controls SCG (within the meaning of the Securities Act or the Exchange Act), against any losses, claims, damages, liabilities and expenses (joint or several) to which they may become subject under the Securities Act, the Exchange Act or other federal or state law, insofar as such losses, claims, damages, liabilities and expenses (or actions in respect thereof) arise out of or are based upon any of the following statements, omissions or violations (collectively a "Violation"): (i) any untrue statement or alleged untrue statement of a material fact contained in any registration statement (including any preliminary prospectus or final prospectus contained therein or any amendments or supplements thereto), (ii) the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, or (iii) any violation or alleged violation by the Company of the Securities Act, the Exchange Act, any state securities law or any rule or regulation promulgated under the Securities Act, the Exchange Act or any state securities law, and the Company will reimburse SCG and its officers, directors and any controlling person thereof for any reasonable legal or other expenses incurred by them in connection with investigating or defending any such loss, claim, damage, liability, expense or action; provided, however, that the Company shall not be liable in any such case for any such loss, claim, damage, liability, expense or action to the extent that it arises out of or is based upon a Violation that occurs in reliance upon and in conformity with written information furnished expressly for use in connection with such registration by SCG or any officer, director or controlling person thereof.
Indemnity by You You agree to indemnify PeopleMedia if a claim is made against PeopleMedia due to your actions.
Indemnity by Buyer Buyer shall release, indemnify and hold harmless Seller, its directors, officers, agents, and representatives against and from any and all loss, Claims, actions or suits, including costs and attorney’s fees resulting from, or arising out of or in any way connected with the Product delivered by Seller under this Agreement after the Delivery Point, including any loss, Claim, action or suit, for or on account of injury to, bodily or otherwise, or death of persons, or for damage to or destruction of property belonging to Buyer, Seller, or others, excepting only such loss, Claim, action or suit as may be caused solely by the willful misconduct or gross negligence of Seller, its Affiliates, or Seller’s and Affiliates’ respective agents, employees, directors or officers.
Claim by Contractor After receipt of the Notice of Termination from the state, the Contractor shall submit any claim for additional costs not covered herein or elsewhere in the Contract within 60 days of the effective termination date, and not thereafter. Should the Contractor fail to submit a claim within the 60-day period, the State may, at its sole discretion, based on information available to it, determine what, if any, compensation is due the Contractor and pay the Contractor the determined amount.
Deliveries by Buyer Prior to or on the Closing Date, Buyer shall deliver to Seller the following, in form and substance reasonably satisfactory to Seller and its counsel:
Stand-by The status of an employee who has been specifically assigned by an appropriate supervisor to remain available for call-in at home or any location employer has been made aware of such that the employee can be contacted by telephone to report to work immediately upon notification from employer.
