Common use of Secondment of Seconded Employees Clause in Contracts

Secondment of Seconded Employees. (a) Rice Energy shall provide, or cause to be provided, to the MLP the Seconded Employees (as defined below) to operate, construct, manage and maintain the Facilities in an efficient and prudent manner. Subject to Rice Energy’s right to be reimbursed for such expenses in accordance with this Agreement, Rice Energy shall pay all expenses incurred by it in connection with the retention of the Seconded Employees, including, but not limited to, compensation, salaries, wages and overhead and administrative expenses, charged to or incurred by Rice Energy, and, if applicable, social security taxes, workers compensation insurance, retirement and insurance benefits and other such expenses. Any Seconded Employees retained by Rice Energy may be union or non-union employees, and Rice Energy shall have the sole right to negotiate the terms and provisions of any labor or other agreements with the unions to which such employees belong. Rice Energy shall provide, or cause to be provided, all workers who will perform the MLP Employee Services. (b) During the term of this Agreement, Rice Energy shall second all employees of Rice Energy that provide the MLP Employee Services to the MLP. Each such employee who Rice Energy seconds to the MLP shall, during the time that such employee is seconded to the MLP under this Agreement (the “Period of Secondment”), be referred to individually herein as a “Seconded Employee” and, collectively, as the “Seconded Employees.” (c) The Seconded Employees will remain at all times employees of Rice Energy, but, in addition, during the Period of Secondment they will also be joint employees of the MLP. For the avoidance of doubt, the Parties acknowledge that the Seconded Employees may, during the Period of Secondment, be called upon to perform services for both the MLP and Rice Energy. Rice Energy retains the right to terminate the secondment of any Seconded Employee for any reason at any time or to hire or discharge the Seconded Employees with respect to their employment with Rice Energy. The MLP will have the right to terminate the secondment to it of any Seconded Employee for any reason at any time, upon prior written notice to Rice Energy, but at no time will the MLP have the right to terminate any Seconded Employee’s employment by Rice Energy. Upon the termination of the secondment of any Seconded Employee, such Seconded Employee will cease performing services for the MLP. (d) In the course and scope of performing any Seconded Employee’s job functions for the MLP, the Seconded Employee will report to the MLP’s management, and will be under the direct management and supervision of the MLP with respect to such Seconded Employee’s day-to-day activities, provided however that Rice Energy shall have final authority to direct, supervise, and control the Seconded Employees. (e) Those Seconded Employees who serve as supervisors or managers and who are called upon to oversee the work of other Seconded Employees providing MLP Employee Services at the Facilities or to otherwise provide management support on behalf of the MLP are designated by the MLP as supervisors to act on the behalf of the MLP in supervising the Seconded Employees pursuant to Section 1(d) above. Any such Seconded Employee will be acting on the behalf of the MLP when supervising the work of the Seconded Employees or when they are otherwise providing management or executive support on behalf of the MLP. (f) Rice Energy shall obtain workers’ compensation coverage as defined and required by law on behalf of both Rice Energy and the MLP, and the MLP shall be considered an employer for the purposes of its status as a dual, joint- or co-employer under the relevant workers’ compensation regime. Rice Energy shall at all times during the term of this Agreement cause the MLP to be an additional named insured on such workers’ compensation or similar insurance policies. (g) The MLP shall not be a participating employer in any benefit plan of Rice Energy. Rice Energy shall remain solely responsible for all obligations and liabilities arising with respect to any benefit plans relating to any Seconded Employees and the MLP shall not assume any benefit plan or have any obligations or liabilities arising thereunder, in each case except for costs properly chargeable to the MLP.

Secondment of Seconded Employees. (a) Rice Energy During the Term, Oasis shall provide, or cause to be provided, provide to the MLP the Seconded Employees (as defined below) to operate, construct, manage and maintain provide the Facilities in an efficient and prudent mannerMLP Employee Services to the MLP Group. Subject to Rice EnergyOasis’s right to be reimbursed for such costs and expenses in accordance with this AgreementSection 5, Rice Energy Oasis shall pay be solely responsible for all costs and expenses incurred by it required in connection with the retention employment of the Seconded Employees, includingincluding salaries, but not limited towages, other cash compensation, salaries, wages employee benefits (including health and welfare benefits and retirement benefits) and overhead and administrative expenses, charged to or incurred by Rice Energy, and, if applicable, the reporting and payment of social security and other payroll taxes, workers workers’ compensation insurance, retirement insurance premiums and insurance benefits all other applicable costs and other such expenses. Any Seconded Employees retained by Rice Energy Oasis may be union or non-union employees, and Rice Energy Oasis shall have the sole right to negotiate the terms and provisions of any labor or other agreements with the unions to which such employees belong. Rice Energy shall provide, or cause to be provided, all workers who will perform the MLP Employee Services. (b) During the term Term (and for as long as each applicable Seconded Employee remains employed by Oasis), Oasis shall, pursuant to the terms of this Agreement, Rice Energy shall second all certain employees of Rice Energy that Oasis to the MLP to provide the MLP Employee Services to the MLPMLP Group. Each such employee who Rice Energy Oasis seconds to the MLP shall, during the time that such employee individual is seconded to the MLP under this Agreement (the “Period of Secondment”), be referred to individually herein as a “Seconded Employee” and, collectively, as the “Seconded Employees.”” Prior to the commencement of a Seconded Employee’s Period of Secondment, Oasis shall provide the Seconded Employee with written notice of his or her secondment in the form attached hereto at Schedule II. (c) The Seconded Employees will remain at all times employees of Rice EnergyOasis, but, in addition, during the Period their respective Periods of Secondment they will also be joint employees of the MLPMLP and deemed to have been jointly hired by Oasis and the MLP for these purposes. For the avoidance of doubt, the Parties acknowledge that the Seconded Employees may, during the Period their respective Periods of Secondment, be called upon to perform services for both the MLP and Rice EnergyOasis. Rice Energy Oasis retains the right to terminate the secondment of any Seconded Employee for any reason at any time or to hire or discharge the Seconded Employees with respect to their employment with Rice EnergyOasis. The MLP will have the right to terminate the secondment to it of any Seconded Employee for any reason at any time, upon prior written notice to Rice EnergyOasis, but at no time will the MLP have the right to terminate any Seconded Employee’s employment by Rice EnergyOasis. Upon the termination of the secondment of any Seconded Employee (whether as a result of termination of the secondment of such Seconded Employee by either Party or the termination of the Seconded Employee’s employment for any reason), such Seconded Employee will cease performing services for the MLPMLP and will cease to be a Seconded Employee for the purposes of this Agreement. (d) In the course and scope of performing any Seconded Employee’s job functions for the MLP, the Seconded Employee will report to into the MLP’s managementmanagement structure, and will be under the direct management and supervision of the MLP with respect to such Seconded Employee’s day-to-day activities, provided however that Rice Energy shall have final authority activities and with respect to direct, supervise, and control the Seconded Employeesperformance of the MLP Employee Services. (e) Those Seconded Employees who serve as supervisors or managers and who are called upon to oversee the work of other Seconded Employees providing MLP Employee Services at the Facilities or to otherwise provide management support on behalf of the MLP are will be designated by the MLP as supervisors to act on the behalf of the MLP in supervising the Seconded Employees pursuant to Section 1(d3(d) above. Any such Seconded Employee will be acting on the behalf of the MLP when supervising the work of the Seconded Employees or when they are otherwise providing management or executive support on behalf of the MLP. (f) Rice Energy shall obtain The Parties expressly recognize that both Oasis and the MLP are the statutory employers of the Seconded Employees during their respective Periods of Secondment for workers’ compensation coverage as defined and required by law on behalf of both Rice Energy and the MLPpurposes; provided, and however, that the MLP shall be considered an employer for have primary authority, direction and control over the purposes Seconded Employees in the performance of its status as a dual, joint- or co-employer under the relevant workers’ compensation regimeMLP Employee Services. Rice Energy shall at At all times during the term of this Agreement cause the MLP to be an additional named insured on such Agreement, Oasis will maintain workers’ compensation and employer’s liability insurance (either through an insurance company or similar qualified self-insured program) which shall include and afford coverage to the Seconded Employees during their respective Periods of Secondment. Oasis will name the MLP as a named insured or alternate employer, as applicable, under such insurance policiespolicies or qualified self-insured programs, and Oasis and the MLP shall be under the same account for the payment of workers’ compensation premiums. Subject to Section 5(b)(ix), the MLP shall reimburse Oasis for 50% of the amount of the workers’ compensation and employer’s liability insurance premiums relating to the Seconded Employees with respect to their Periods of Secondment and Oasis will pay from its own funds the balance of the amount due of such insurance premiums. For the purposes of workers’ compensation and employer’s liability laws and coverage, Oasis and the MLP will be joint employers of the Seconded Employees during their respective Periods of Secondment. (g) The MLP shall not be a participating employer in any benefit plan of Rice EnergyOasis or any of the other Oasis Entities and any participation by Seconded Employees in any benefit plans of Oasis shall be in respect of their employment by Oasis. Rice Energy Oasis shall remain solely responsible for all obligations and liabilities arising with respect to any benefit plans relating to any Seconded Employees and the MLP shall not assume any benefit plan or have any obligations or liabilities arising thereunder, in each case except for costs properly chargeable to the MLPMLP under the terms of this Agreement.

Secondment of Seconded Employees. (a) Rice Energy EQT shall provide, or cause to be provided, to the MLP the Seconded Employees (as defined below) to operate, construct, manage and maintain the Facilities in an efficient and prudent manner. Subject to Rice EnergyEQT’s right to be reimbursed for such expenses in accordance with this Agreement, Rice Energy the EQT Entities shall pay all expenses incurred by it the EQT Entities in connection with the retention of the Seconded Employees, including, but not limited to, compensation, salaries, wages and overhead and administrative expenses, charged to or incurred by Rice Energythe EQT Entities, and, if applicable, social security taxes, workers compensation insurance, retirement and insurance benefits and other such expenses. Any Seconded Employees retained by Rice Energy the EQT Entities may be union or non-union employees, and Rice Energy the EQT Entities shall have the sole right to negotiate the terms and provisions of any labor or other agreements with the unions to which such employees belong. Rice Energy EQT shall provide, or cause to be provided, all workers who will perform the MLP Employee Services. (b) During the term of this Agreement, Rice Energy EQT shall second second, or shall cause to be seconded, all employees of Rice Energy the EQT Entities that provide the MLP Employee Services to the MLP. Each such employee who Rice Energy EQT seconds to the MLP shall, during the time that such employee is seconded to the MLP under this Agreement (the “Period of Secondment”), be referred to individually herein as a “Seconded Employee” and, collectively, as the “Seconded Employees.” (c) The Seconded Employees will remain at all times employees of Rice Energythe applicable EQT Entity, but, in addition, during the Period of Secondment they will also be joint employees of the MLP. For the avoidance of doubt, the Parties acknowledge that the Seconded Employees may, during the Period of Secondment, be called upon to perform services for both the MLP and Rice Energythe EQT Entities. Rice Energy EQT retains the right to terminate the secondment of any Seconded Employee for any reason at any time or to hire or discharge the Seconded Employees with respect to their employment with Rice Energythe EQT Entities. The MLP will have the right to terminate the secondment to it of any Seconded Employee for any reason at any time, upon prior written notice to Rice EnergyEQT, but at no time will the MLP have the right to terminate any Seconded Employee’s employment by Rice Energythe applicable EQT Entity. Upon the termination of the secondment of any Seconded Employee, such Seconded Employee will cease performing services for the MLP. (d) In the course and scope of performing any Seconded Employee’s job functions for the MLP, the Seconded Employee will report to the MLP’s management, and will be under the direct management and supervision of the MLP with respect to such Seconded Employee’s day-to-day activities, provided however that Rice Energy the applicable EQT Entity shall have final authority to direct, supervise, and control the Seconded Employees. (e) Those Seconded Employees who serve as supervisors or managers and who are called upon to oversee the work of other Seconded Employees providing MLP Employee Services at the Facilities or to otherwise provide management support on behalf of the MLP are designated by the MLP as supervisors to act on the behalf of the MLP in supervising the Seconded Employees pursuant to Section 1(d) above. Any such Seconded Employee will be acting on the behalf of the MLP when supervising the work of the Seconded Employees or when they are otherwise providing management or executive support on behalf of the MLP. (f) Rice Energy EQT shall obtain workers’ compensation coverage as defined and required by law on behalf of both Rice Energy the EQT Entities employing Seconded Employees and the MLP, and the MLP shall be considered an employer for the purposes of its status as a dual, joint- or co-employer under the relevant workers’ compensation regime. Rice Energy EQT shall at all times during the term of this Agreement cause the MLP to be an additional named insured on such workers’ compensation or similar insurance policies. (g) The MLP shall not be a participating employer in any benefit plan of Rice Energythe EQT Entities. Rice Energy The applicable EQT Entities shall remain solely responsible for all obligations and liabilities arising with respect to any benefit plans relating to any Seconded Employees and the MLP shall not assume any benefit plan or have any obligations or liabilities arising thereunder, in each case except for costs properly chargeable to the MLP.