– SENIORITY AND JOB SECURITY 9.01 (a) Seniority and service for full-time employees shall be defined as the length of continuous service with the Home since the date of last hire, subject to Article 9.03-9.05, 9.17, 9.18 and 11.10 and any other related provision of the Collective Agreement.
Security Agreement under Uniform Commercial Code It is the intention of the parties hereto that this Mortgage shall constitute a Security Agreement within the meaning of Article 9 of the Uniform Commercial Code of the State of New York. Notwithstanding the filing of a financing statement covering any of the Mortgaged Property in the records normally pertaining to personal property, all of the Mortgaged Property, for all purposes and in all proceedings, legal or equitable, shall be regarded, at Mortgagees' option (to the extent permitted by law) as part of the Real Estate whether or not any such item is physically attached to the Real Estate or serial numbers are used for the better identification of certain items. The mention in any such financing statement of any of the Mortgaged Property shall never be construed as in any way derogating from or impairing this declaration and it is the hereby stated intention of the parties that such mention in protection of Mortgagee in the event any court shall at any time hold that notice of Mortgagee's priority of interest, to be effective against any third party, including the federal government and any authority or agency thereof, must be filed in the Uniform Commercial Code records. Mortgagor and Borrower hereby agree that each shall execute and hereby authorizes Mortgagee to file any financing and continuation statements which Mortgagee shall determine in its sole discretion are necessary or advisable in order to perfect it security interest in the Equipment and Personalty covered by this Mortgage, and Borrower shall pay any expenses incurred by Mortgagee in connection with the preparation, execution and filing of such statements that may be filed by Mortgagee, or, if paid by Mortgagee, such amounts, together with interest at the Default Rate, shall be added to the Indebtedness, payable on demand, and shall be secured by this Mortgage.
Priority and Liens (a) Subject to Section 2.20(c), each of the Loan Parties hereby covenants and agrees that, upon the entry of the DIP Order, its obligations hereunder and under the Loan Documents: (i) pursuant to Section 364(c)(1) of the Bankruptcy Code, shall at all times constitute an allowed Superpriority Claim in the Cases, subject to any limitations set forth in the DIP Order; (ii) pursuant to Section 364(c)(2) of the Bankruptcy Code, shall at all times be secured by a valid, binding, continuing, enforceable perfected first priority Lien (that is subject to the terms of the Intercreditor Agreement and DIP Order) on all of the property of such Loan Parties, whether now existing or hereafter acquired, that is not subject to valid, perfected, non-voidable liens in existence at the time of commencement of the Cases or to valid, non-voidable liens in existence at the time of such commencement that are perfected subsequent to such commencement as permitted by Section 546(b) of the Bankruptcy Code (limited, in the case of voting equity interests of CFC’s, 65% of the voting equity interests); (iii) pursuant to Section 364(c)(3) of the Bankruptcy Code, shall be secured by a valid, binding, continuing, enforceable perfected second Lien upon all property of such Loan Parties, whether now existing or hereafter acquired, that is subject to valid, perfected and non-voidable Liens in existence at the time of the commencement of the Cases or that is subject to valid Liens in existence at the time of the commencement of the Cases that are perfected subsequent to such commencement as permitted by Section 546(b) of the Bankruptcy Code (other than certain property that is subject to the existing Liens that secure obligations in respect of the Existing Second Lien Debt, which liens shall be primed by the liens described in the following clause (iv)); and (iv) pursuant to Section 364(d)(1) of the Bankruptcy Code, shall be secured by a valid, binding, continuing, enforceable perfected first priority senior priming Lien on all of the property of such Loan Parties that is subject to the existing liens which secure the Existing Second Lien Debt (collectively, the “Primed Liens”), all of which Primed Liens shall be primed by and made subject and subordinate to (to the extent set forth in the DIP Order) the perfected first priority senior Liens to be granted to the Agent, which senior priming Liens in favor of the Agent shall also prime any Liens granted after the commencement of the Cases to provide adequate protection Liens in respect of any of the Primed Liens, subject in each case to the Carve-Out and as set forth in the DIP Order and the Intercreditor Agreement.
(a) As to all real property the title to which is held by a Loan Party (other than any Loan Party that is not a Debtor) or the possession of which is held by any such Loan Party pursuant to leasehold interest, such Loan Parties hereby assign and convey as security, grant a security interest in, hypothecate, mortgage, pledge and set over unto the Agent on behalf of the Lenders all of the right, title and interest of such Loan Parties in all of such owned real property and in all such leasehold interests, together in each case with all of the right, title and interest of such Loan Parties in and to all buildings, improvements, and fixtures related thereto, any lease or sublease thereof, all general intangibles relating thereto and all proceeds thereof. Such Loan Parties acknowledge that, pursuant to the DIP Order, the Liens in favor of the Agent on behalf of the Lenders in all of such real property and leasehold instruments of such Loan Parties shall be perfected without the recordation of any instruments of mortgage or assignment. Such Loan Parties further agree that, upon the request of the Agent, in the exercise of its business judgment, such Loan Parties shall enter into separate fee and leasehold mortgages in recordable form with respect to such properties on terms satisfactory to the Agent and including customary related deliverables, including, without limitation, a Standard Flood Hazard Determination and, to the extent applicable, a notification to the applicable Loan Party that that flood insurance coverage under the National Flood Insurance Program is not available or evidence of flood insurance with respect to such property consistent with the requirements set forth in Section 5.01(c).
(b) The relative priorities of the Liens described in this Section 2.20 with respect to the Collateral shall be as set forth in the DIP Order and the Intercreditor Agreement. The relative priorities of the First Lien First Out Loans, the First Lien Last OutNew Money Loans and the Junior Loans shall be as set forth in the DIP Order and Section 6.02. All of the Liens described in this Section
(c) Notwithstanding anything to the contrary herein, not more than 65% of the voting equity interests of any CFC or a Subsidiary of a CFC shall be pledged in favor of any Lender or the Agent.
Uniform Commercial Code Security Agreement (a) This Instrument is also a security agreement under the Uniform Commercial Code for any of the Mortgaged Property which, under applicable law, may be subjected to a security interest under the Uniform Commercial Code, whether such Mortgaged Property is owned now or acquired in the future, and all products and cash and non-cash proceeds thereof (collectively, "UCC Collateral"), and Borrower hereby grants to Lender a security interest in the UCC Collateral. Borrower hereby authorizes Lender to prepare and file financing statements, continuation statements and financing statement amendments in such form as Lender may require to perfect or continue the perfection of this security interest and Borrower agrees, if Lender so requests, to execute and deliver to Lender such financing statements, continuation statements and amendments. Borrower shall pay all filing costs and all costs and expenses of any record searches for financing statements and/or amendments that Lender may require. Without the prior written consent of Lender, Borrower shall not create or permit to exist any other lien or security interest in any of the UCC Collateral.
(b) Unless Borrower gives Notice to Lender within 30 days after the occurrence of any of the following, and executes and delivers to Lender modifications or supplements of this Instrument (and any financing statement which may be filed in connection with this Instrument) as Lender may require, Borrower shall not (i) change its name, identity, structure or jurisdiction of organization; (ii) change the location of its place of business (or chief executive office if more than one place of business); or (iii) add to or change any location at which any of the Mortgaged Property is stored, held or located.
(c) If an Event of Default has occurred and is continuing, Lender shall have the remedies of a secured party under the Uniform Commercial Code, in addition to all remedies provided by this Instrument or existing under applicable law. In exercising any remedies, Lender may exercise its remedies against the UCC Collateral separately or together, and in any order, without in any way affecting the availability of Lender's other remedies.
(d) This Instrument constitutes a financing statement with respect to any part of the Mortgaged Property that is or may become a Fixture, if permitted by applicable law.
Uniform Commercial Code Terms All terms used herein and defined in the Uniform Commercial Code as adopted in the State of New York from time to time (the “Uniform Commercial Code”) shall have the meaning given therein unless otherwise defined herein. Without limiting the foregoing, the terms “accounts”, “chattel paper” (and “electronic chattel paper” and “tangible chattel paper”), “commercial tort claims”, “deposit accounts”, “documents”, “equipment”, “financial asset”, “fixtures”, “general intangibles”, “goods”, “instruments”, “inventory”, “investment property”, “letter-of-credit rights”, “payment intangibles”, “proceeds”, “promissory note” “securities”, “software” and “supporting obligations” as and when used in the description of Collateral shall have the meanings given to such terms in Articles 8 or 9 of the Uniform Commercial Code. To the extent the definition of any category or type of collateral is expanded by any amendment, modification or revision to the Uniform Commercial Code, such expanded definition will apply automatically as of the date of such amendment, modification or revision.
SENIORITY AND LAYOFF The first twelve (12) months of continuous employment starting from the date of employment shall constitute a new employee’s probationary period. At the three (3) month point in the probationary period, the DPW Director (for the DPW employees) and the Town Administrator (for the Custodian employees) will meet with the employee for an evaluation in order to inform him/her of any problems with job performance and corrections that need to be made. If the DPW Director or the Town Administrator determines that within or at the end of the twelve (12) month period that the employee is not performing their duties, then said employee can be discharged from said position without recourse from the Union (not subject to the grievance procedure). An employee shall acquire seniority after completing the twelve (12) month probationary period and his/her seniority will revert to the beginning date of employment. During the twelve (12) month probationary period said employee shall be entitled to and receive all the benefits of the Collective Bargaining Agreement as practiced in the past. An employee's full time continuous service with the Town of Pembroke ("Town-wide" seniority) shall determine the employee's seniority for purposes of layoff and recall under this article. Overall seniority will be considered in cases of transfers. Overall seniority within each Division will be considered in preference in choice of vacation periods. In the event that the DPW Director needs to transfer employees from one Division to another, the transfer notification will be posted on the Union Board. The transfer will start with the least senior employee in the Division effected unless a senior employee in the Division requests the transfer in writing. If the Town finds it necessary to lay off employees, the procedures set forth in this article will apply. The employer shall meet with the Union to discuss any impending layoffs at least thirty (30) days prior to such layoff. A "layoff" is hereby defined as a complete termination of employment for economic or other legitimate non-disciplinary reasons. If a layoff is necessary, the Town shall layoff by job classification first, then by seniority, starting with the least senior employee. In all cases, seniority shall be measured by Town-wide service as defined above and not by departmental service. If it is the Highway, Tree, Cemetery budget that is affected by the layoff, the least senior employee will have the right to bump a lesser senior employee in the Water Division. If it is the Water budget that is affected, the least senior employee will have the right to bump a lesser senior employee in the Highway, Tree or Cemetery Division. In the case of the Custodian Classification, if a layoff is necessary, the Town shall layoff in the order of starting with the least senior employee within the Custodian classification. An employee in the Custodian classification will not be permitted to bump any employee within any of the other DPW Divisions. In the event of a layoff, the Custodians shall not be eligible to bump into any other division of the DPW, meaning the Water, Highway, or Cemetery/Tree Divisions. In rehiring in any job classification the Town will offer re-employment to these former employees who have been laid off in the inverse order in which said employees were laid off. There shall be no obligation to offer re-employment to any employee who has been laid off more than three (3) years. The offer of re-employment shall be sufficient if made by certified or registered mail addressed to the laid off employee at his last address of record, as shown by the records of the town. Any such laid off employee must respond and be available for re-employment within seventeen (17) days from the date of mailing of the offer; otherwise the laid off employee shall be deemed to have refused re-employment and the Town's obligation under this article is satisfied.
SENIORITY AND LAYOFFS 11.01 Seniority of employees shall be recognized within their respective trade and job classifications. New employees shall be placed on the seniority list at the end of their probationary period and their respective seniority shall be dated back to the date of beginning of employment.
11.02 Seniority lists, the accuracy of which has been agreed to on behalf of the Union in writing shall be maintained at all times by the Employer and shall be available to the Union for inspection to the extent reasonably necessary for the Union to ascertain the seniority status of an employee within its jurisdiction.
11.03 An employee shall lose his seniority and shall be deemed to have quit for any of the following reasons:
a. if the employee voluntarily quits his employment;
b. if the employee is discharged for a just cause and the discharge is not reversed through the grievance procedure;
c. for failure to report to work following a layoff pursuant to the terms of Article 11.07;
d. is absent from work for three (3) consecutive working days without notifying the Employer, unless a reason satisfactory to the Employer is given;
e. is absent due to layoff or long-term disability, or both, which absence continues for more than six (6) months, except in the event that the employee is on Workers' Compensation and in the event of sickness when the employee has submitted satisfactory evidence of illness, in which cases a period of two (2) years shall apply;
f. if the employee fails to report for work upon the termination of an authorized leave of absence, unless a reason satisfactory to the Employer is given, and is discharged as a result thereof, which discharge is not reversed through the grievance and arbitration procedure herein;
g. if an employee utilizes a leave of absence for purposes other than those for which the leave of absence was granted.
11.04 When a reduction of the workforce is inevitable, probationary employees shall be laid off first. If further reductions are necessary, the Employer shall determine the order of layoff in consultation with the union and in doing so, they shall be guided by the following considerations:
a. seniority standings of the employees;
b. ability of the employees to perform the work. It is understood and agreed that no employee will be laid off if there is a fellow employee (or employees) of comparable seniority who is still entitled to vacation. In such a case the latter may be required to take up any remaining vacation to which he is entitled before others will be laid off.
11.05 The Employer shall give one (1) week's notice to the employees of the need for a layoff.
11.06 Any appeal in regard to a layoff must be taken up under the first step of the grievance procedure hereinafter set forth within five (5) workdays after the layoff took place.
11.07 Any employee laid off and recalled for work must return within one (1) workday when unemployed and within seven (7) workdays when employed elsewhere after being recalled, or make definite arrangements with the Employer to return.
11.08 Employees who terminate their employment or are laid off and who are re-hired or return to work within eighteen
Seniority and Service (The following clauses will appear in all collective agreements replacing any provisions related to Probationary Period, Seniority Lists, Manner of Expressing Part-time Seniority, Full-Time definition of Seniority, Transfer of Seniority, Effect of Absence, Application of Seniority on Layoff and Recall, Layoff and Recall Rights for Part-time and Full-time Employees, Retention and Accumulation of Seniority on Transfer Outside the Bargaining Unit, and Loss of Seniority and Service, and Deemed Termination that existed in the Hospital's expiring collective agreement:)
Amendments and Supplements to Permitted Section 5(d) Communications If at any time following the distribution of any Permitted Section 5(d) Communication, there occurred or occurs an event or development as a result of which such Permitted Section 5(d) Communication included or would include an untrue statement of a material fact or omitted or would omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances existing at that subsequent time, not misleading, the Company will promptly notify the Representatives and will promptly amend or supplement, at its own expense, such Permitted Section 5(d) Communication to eliminate or correct such untrue statement or omission.
Geographic Area and Sector Specific Allowances, Conditions and Exceptions The following allowances and conditions shall apply where relevant. Where the Employer does work which falls under the following headings, the Employer agrees to pay and observe the relevant respective conditions and/or exceptions set out below in each case.
