The Company agrees. (1) To indemnify and hold harmless each Underwriter and each person, if any, who controls any Underwriter within the meaning of Section 15 of the Act or Section 20 of the Exchange Act, against any losses, claims, damages or liabilities to which such Underwriter or any such controlling person may become subject under the Act, the Exchange Act or otherwise, insofar as such losses, claims, damages or liabilities (or actions or proceedings in respect thereof) arise out of or are based upon (i) any untrue statement or alleged untrue statement of any material fact contained in the Registration Statement, any Preliminary Prospectus, the Prospectus or any amendment or supplement 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 not misleading, or (iii) any alleged act or failure to act by any Underwriter in connection with, or relating in any manner to, the Shares or the offering contemplated hereby, and which is included as part of or referred to in any loss, claim, damage, liability or action arising out of or based upon matters covered by clause (i) or (ii) above (provided, that the Company shall not be liable under this clause (iii) to the extent that it is determined in a final judgment by a court of competent jurisdiction that such loss, claim, damage, liability or action resulted directly from any such acts or failures to act undertaken or omitted to be taken by such Underwriter through its gross negligence or willful misconduct); provided, however, that the Company will not be liable in any such case to the extent that any such loss, claim, damage or liability arises out of or is based upon an untrue statement or alleged untrue statement, or omission or alleged omission made in the Registration Statement, any Preliminary Prospectus, the Prospectus or such amendment or supplement, in reliance upon and in conformity with written information furnished to the Company by or through the Representatives specifically for use in the preparation thereof or resulting from the failure by the Underwriters to provide an amended Registration Statement, Preliminary Prospectus or Prospectus to prospective investors in the Company's Common Stock.
(2) To reimburse each Underwriter and each such controlling person upon demand for any legal or other out-of-pocket expenses reasonably incurred by such Underwriter or such controlling person in connection with investigating or d...
The Company agrees. 1. to make available to the Distributor copies of all information, financial statements and auditor's reports thereon and other papers which the Distributor may reasonably request for use in connection with the distribution of Shares, including such reasonable number of copies of the most current prospectus, statement of additional information, and annual and interim reports of a Fund as the Distributor may request;
2. to cooperate fully in the efforts of the Distributor to sell and arrange for the sale of the Shares and in the performance of the Distributor of its duties under this Agreement; and
3. to register or cause to be registered all Shares sold by the Distributor pursuant to the provisions of this Agreement.
The Company agrees. (a) not to interfere with the rights of its employees designated within the scope of the Agreement to become or remain members of the Union, and there shall be no discriminations, interference, restraint or coercion by the Company or any of its representatives against any employee because of Union membership;
(b) that during the term of this Agreement there shall be no lockout of employees;
(c) the Company and the Union recognize that employees have the right to freedom from harassment in the workplace by the Company, another employee or the Union and that employees have the right to equal treatment with respect to employment without discrimination because of race, ancestry, place of origin, colour, ethnic origin, citizenship, creed, sex, sexual orientation, age, record of offences, marital status, family status, or disability in accordance with the provisions of the Ontario Human Rights Code;
(d) to allow a newly appointed employee, at an appropriate time during the employee’s regular scheduled working day, to meet the President of the Union, or her designate, for a period of up to fifteen (15) minutes, for the purpose of welcoming the employee to the Union and acquaint the employee with the Collective Agreement;
(e) an employee who believes that she has been harassed contrary to this provision may file a grievance under Article 10 of this Agreement.
(f) to treat their employees with justice and consideration.
The Company agrees. (1) to pay to the Trustee from time to time reasonable compensation for all services rendered by it hereunder as may be agreed upon between the Company and the Trustee (which compensation shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust);
(2) except as otherwise expressly provided herein, to reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any provision of this Indenture (including the reasonable compensation and the expenses and disbursements of its agents, counsel, accountants, appraisers and experts), except any such expense, disbursement or advance as may be attributable to its negligence or bad faith; and
(3) to indemnify the Trustee and its officers, directors and employees (the "Indemnitees") for, and to hold them harmless against, any loss, liability or expense incurred without gross negligence or bad faith on the part of the Indemnitees, arising out of or in connection with its acceptance or administration of this trust, and the Trustee's duties hereunder, including the costs and expenses of defending the Indemnitees against any claim or liability in connection with the exercise or performance of any of its powers or duties hereunder. The indemnity provisions of this Section 6.07 shall survive removal or resignation of the Trustee. As security for the performance of the obligations of the Company under this Section, the Trustee shall have a lien prior to the Debentures upon all property and funds held or collected by the Trustee as such, except funds held in trust for the payment of principal of (and premium, if any) and of interest on Debentures. The Trustee's right to receive payments due under this Section 6.07 shall not be subordinate to any other liability or indebtedness of the Company, even though the Debentures may be so subordinated, and the Debentures shall be subordinate to the Trustee's right to receive such payments. When the Trustee incurs expenses or renders services in connection with an Event of Default specified in 5.01(6), the expenses
The Company agrees a) To pay the full cost of approved safety glasses and approved prescription safety glasses to a maximum of one pair every two (2) years, and to replace such glasses which are broken on the job and not replaced by the Workplace Safety and Insurance Board. The Company will agree to pay the cost of eye exams required for safety glasses if the exams are conducted at an approved Company vendor. The approved Company vendor will be either an ophthalmologist or optometrist.
b) To pay to all employees: $160.00 per year toward the cost of safety shoes effective February 16, 2008, $165.00 per year effective February 16, 2009 and $170.00 per year effective February 16, 2010.
c) To provide such other protective devices as the Company requires to be worn and other equipment which, in the opinion of the Company, is necessary to protect the employee from injury.
The Company agrees. A. Company has sole discretion in selecting students that Company wishes to employ. The Company shall employ selected Syracuse University students in positions that are integral to a student’s educational program, enhance the academic experience and provide challenging exposure to practical work experience. Employing a student in the capacity contemplated under this Agreement will not displace a resident of the United States of America.
B. To provide an opportunity for selected students to develop the skills and perform duties described in the employment duties/responsibilities attached as Exhibit A. A student’s experience shall be integral to the student’s educational program, and work will not exceed 20 hours per week during the school year.
C. To provide appropriate supervision and mentoring and to provide an evaluation of student performance to the Academic Advisor and the student at the end of the academic semester or the conclusion of the student’s work, whichever occurs first.
The Company agrees. (1) to pay to the Trustee from time to time reasonable compensation for all services rendered by the Trustee hereunder (which compensation shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust);
(2) to reimburse the Trustee upon its request for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any provision of this Indenture (including the reasonable compensation and the expenses and disbursements of its agents and counsel) except any such expense, disbursement or advance as may be attributable to the Trustee's negligence or bad faith; and
(3) to indemnify the Trustee and its agents for, and to hold them harmless against, any loss, liability or expense incurred without negligence or bad faith on their part (excluding, for so long as no event of default hereunder has occurred and is continuing, any settlement that has not been approved by the Company in writing prior to any such settlement) arising out of or in connection with the acceptance or administration of the trust or trusts hereunder, including the costs and expenses of defending themselves against any claim or liability in connection with the exercise or performance of any of their powers or duties hereunder, except to the extent that any such loss, liability or expense was due to the Trustee's negligence or bad faith. The obligations of the Company under this Section to compensate and indemnify the Trustee and each predecessor Trustee for expenses, disbursements and advances shall constitute additional indebtedness hereunder and shall survive the satisfaction and discharge of this Indenture.
The Company agrees to pay to the Trustee from time to time reasonable compensation in Dollars for all services rendered by it hereunder (which compensation shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust);
The Company agrees. (i) to pay to you a severance payment representing six (6) months salary and automobile allowance in the total amount of $154,500.00, which amount shall be paid without interest, in two initial installments of $12,875.00 on April 15, 1997 and April 30, 1997 and subsequent semi-monthly installments of $6,437.50 each for ten (10) months thereafter, pursuant to a promissory note of the Company to be delivered to you upon execution hereof, and (ii) to vest you in 25 percent of your awarded options which will be repriced at at any general repricing level if the Company's options are repriced prior to or at the sale of the Company. You agree to provide reasonable consultation services to the
The Company agrees. (1) To use its best efforts to purchase and maintain during the Term of this Agreement a Directors and Officers Liability Insurance Policy covering liabilities which may have been or will be incurred by Executive in the performance of his services on behalf of Company provided, however, that if available, such insurance is at a cost Company believes is reasonable.
(2) Except as otherwise provided in Section 10(b), and to the fullest extent allowed by law, to indemnify and hold Executive free and harmless from any liability for injury or death to persons or damage or destruction of property due to any cause whatsoever, either in or about the Riviera Hotel and Casino (the "Hotel") or elsewhere, as a result of the performance by Executive of his duties under this Agreement irrespective of whether alleged to be caused, wholly or partially, by Executive;
(3) Except as otherwise provided in Section 10(b) below, to reimburse Executive upon demand for any money or other property which Executive is required to pay out for any reason whatsoever in performing his duties hereunder, whether the payment is for charges or debts incurred or assumed by Executive or any other party, or judgments, settlements, or expenses in defense of any claim, civil or criminal action, proceeding, charge, or prosecution made, instituted or maintained against Executive or the Company, jointly or severally, because of the condition or use of the Hotel, or acts or failures to act of Executive, or arising out of or based upon any law, regulation, requirement, contract or award; and
(4) Except as provided in Section 10(b), to defend any claim, action, suit or proceeding brought against Executive, arising out of or connected with any of the foregoing, and to hold harmless and fully indemnify Executive from any judgment, loss or settlement on account thereof, regardless of the jurisdiction in which any such claim, actions, suits or proceedings may be brought.
