0001193125-09-031191 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • February 17th, 2009 • PBSJ Corp /Fl/ • Services-engineering services • Florida

This Employment Agreement (“Agreement”) is made and entered into on this 31st day of December 2008, effective as of December 31, 2008, by and between Peter R. Brown Construction, Inc., a Florida corporation (the “Company”), and Judy Mitchell (hereinafter, the “Employee”) and, solely for purposes of guaranteeing the obligations of the Company under Sections 4(b), 5(d) and 6(b), The PBSJ Corporation, a Florida corporation (“Parent”).

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AMENDMENT TO THE EMPLOYMENT/RETIREMENT BENEFITS AGREEMENT
Retirement Benefits Agreement • February 17th, 2009 • PBSJ Corp /Fl/ • Services-engineering services

This AMENDMENT TO THE EMPLOYMENT/RETIREMENT BENEFITS AGREEMENT (this “Amendment”), effective as of January 1, 2009, is made and entered into by and between Post, Buckley, Schuh & Jernigan, Inc., the PBSJ Corporation, on behalf of itself and its affiliates, a Florida corporation (the “Corporation”) and William W. Randolph, a resident of the State of Florida (“Employee”).

FIFTH AMENDMENT TO SUPPLEMENTAL RETIREMENT/DEATH BENEFITS AGREEMENT
Death Benefits Agreement • February 17th, 2009 • PBSJ Corp /Fl/ • Services-engineering services

This FIFTH AMENDMENT is entered into this 12th day of March, 2007 by and between The PBSJ Corporation and Post, Buckley, Schuh & Jermigan, Inc., Florida Corporations (collectively referred to herein as the “Corporation”). And John B. Zumwalt (thereinafter referred to as the “Employee”).

GENERAL AGREEMENT OF INDEMNITY FOR CONTRACTORS Safeco Insurance Companies Safeco Plaza Seattle, WA 98185
General Agreement • February 17th, 2009 • PBSJ Corp /Fl/ • Services-engineering services

THIS AGREEMENT is made by the Undersigned in favor of the Safeco Insurance Companies for the purpose of indemnifying them from all loss and expense in connection with any Bonds for which any Safeco Insurance Company now is or hereafter becomes Surety for any of the following as Principal (hereinafter referred to as Contractor): The PBS&J Corporation; any company which is subsidiary to The PBS&J Corporation (whether now owned or hereafter created or acquired); any other entity or individual for whom The PBS&J Corporation requests a bond or bonds.

FIRST AMENDMENT TO SUPPLEMENTAL RETIREMENT/DEATH BENEFITS AGREEMENT
Death Benefits Agreement • February 17th, 2009 • PBSJ Corp /Fl/ • Services-engineering services • Florida

THIS AMENDMENT entered into this 2nd day of January, 2002 by and between POST, BUCKLEY, SCHUH & JERNIGAN, INC. (PBSJ Inc.) and The PBSJ Corporation (PBSJ Corp.), Florida corporations, with principal offices in Miami, Florida (collectively hereinafter referred to as the “Corporations”) and Robert J. Paulsen, (hereinafter referred to as the “Employee”).

THIRD AMENDMENT TO SUPPLEMENTAL RETIREMENT/DEATH BENEFITS AGREEMENT
Death Benefits Agreement • February 17th, 2009 • PBSJ Corp /Fl/ • Services-engineering services • Florida

THIS AMENDMENT entered into this 2nd day of January, 2002 by and between POST, BUCKLEY, SCHUH & JERNIGAN, INC. (PBSJ Inc.) and The PBSJ Corporation (PBSJ Corp.), Florida corporations, with principal offices in Miami, Florida (collectively hereinafter referred to as the “Corporations”) and John B. Zumwalt, (hereinafter referred to as the “Employee”).

SPLIT OWNER SPLIT DOLLAR LIFE INSURANCE AGREEMENT AND ASSIGNMENT
Split Owner Split Dollar Life Insurance • February 17th, 2009 • PBSJ Corp /Fl/ • Services-engineering services • Texas

This Agreement and Assignment is entered into as of the 15th day of December, 1994, by and between Espey, Huston & Associates, Inc., a Texas corporation (hereinafter referred to as “Espey Huston” or “Assignee-Owner”) and Wayne J. Overman, an employee of Espey Huston and the owner of Lincoln National Life Insurance Company Policy Number 23-7925341 and any supplementary contracts issued in connection therewith (hereinafter referred to as “Employee-Owner”) . In this Agreement and Assignment, Lincoln National Life Insurance Company Policy Number 23-7925341 and any supplementary contracts issued in connection therewith will be referred to as the “Policy.”

FOURTH AMENDMENT TO SUPPLEMENTAL RETIREMENT/DEATH BENEFITS AGREEMENT
Death Benefits Agreement • February 17th, 2009 • PBSJ Corp /Fl/ • Services-engineering services • Florida

THIS AMENDMENT entered into this 1st day of January, 2004 by and between POST, BUCKLEY, SCHUH & JERNIGAN, INC. (PBSJ Inc.) and The PBSJ Corporation (PBSJ Corp.), Florida corporations, with principal offices in Miami, Florida (collectively hereinafter referred to as the “Corporations”) and John B. Zumwalt, (hereinafter referred to as the “Employee”).

GENERAL AGREEMENT OF INDEMNITY
General Agreement • February 17th, 2009 • PBSJ Corp /Fl/ • Services-engineering services

This Agreement entered into by and between the undersigned, herein called the Indemnitors, and Continental Casualty Company, National Fire Insurance Company of Hartford, American Casualty Company of Reading, Pennsylvania, The Continental Insurance Company, Firemen’s Insurance Company of Newark, New Jersey, Western Surety Company, Universal Surety of America, Surety Bonding Company of America and their successors, assigns, affiliates, and subsidiary companies, CNA Surety, 333 South Wabash, Chicago, IL 60604, as the case may be, any one or all hereinafter called the Company, witnesseth:

SIXTH AMENDMENT TO SUPPLEMENTAL RETIREMENT/DEATH BENEFITS AGREEMENT
Death Benefits Agreement • February 17th, 2009 • PBSJ Corp /Fl/ • Services-engineering services

This SIXTH AMENDMENT TO SUPPLEMENTAL RETIREMENT/DEATH BENEFITS AGREEMENT (this “Amendment”), effective as of December 31, 2008, is made and entered into by and among POST, BUCKLEY, SCHUH & JERNIGAN, INC., a Florida corporation (“PBS&J”), THE PBS&J CORPORATION, a Florida corporation (collectively with PBS&J, the “Corporation“), and JOHN B. ZUMWALT (the “Employee”).

Rider to General Agreement of Indemnity
PBSJ Corp /Fl/ • February 17th, 2009 • Services-engineering services

This Rider to the General Agreement of Indemnity entered in favor of the Company, as that term is defined in the General Agreement of Indemnity defined below and to which this Rider is attached, is entered into by The PBSJ Corporation, Post, Buckley, Schuh, and Jernigan, Inc., Seminole Development Corporation, PBS&J Construction Services, Inc., PBS&J Constructors, Inc., Post Buckley International, Inc., PBS&J Caribe Engineering, CSP, and Seminole Development II, Inc. (hereafter collectively and individually referred to as “Existing Indemnitor”) and Peter R. Brown Construction, Inc. (hereafter referred to as New Indemnitor”) this 29th day of December, 2008.

SECOND AMENDMENT TO SUPPLEMENTAL RETIREMENT/DEATH BENEFITS AGREEMENT
Death Benefits Agreement • February 17th, 2009 • PBSJ Corp /Fl/ • Services-engineering services • Florida

THIS AMENDMENT entered into this 1st day of January, 2004 by and between POST, BUCKLEY, SCHUH & JERNIGAN, INC. (PSBJ Inc.) and The PBSJ Corporation (PBSJ Corp.), Florida corporations, with principal offices in Miami, Florida (collectively hereinafter referred to as the “Corporations”) and Robert J. Paulsen, (hereinafter referred to as the “Employee”).

THIRD AMENDMENT TO SUPPLEMENTAL RETIREMENT/DEATH BENEFITS AGREEMENT
Death Benefits Agreement • February 17th, 2009 • PBSJ Corp /Fl/ • Services-engineering services

This THIRD AMENDMENT TO SUPPLEMENTAL RETIREMENT/DEATH BENEFITS AGREEMENT (this “Amendment”), effective as of December 31, 2008, is made and entered into by and among POST, BUCKLEY, SCHUH & JERNIGAN, INC., a Florida corporation (“PBS&J”), THE PBS&J CORPORATION, a Florida corporation (collectively with PBS&J, the “Corporation“), and ROBERT J. PAULSEN (the “Employee”).

EMPLOYMENT/RETIREMENT BENEFITS AGREEMENT
Employment/Retirement Benefits Agreement • February 17th, 2009 • PBSJ Corp /Fl/ • Services-engineering services • Florida

THIS AGREEMENT (the “Agreement”) is entered into as of the 19th day of December, 2000, by and between POST, BUCKLEY, SCHUH & JERNIGAN, INC., THE PBSJ CORPORATION, Florida corporations with principal offices in Miami, Florida (together hereinafter referred to as the “Corporation”), and WILLIAM W. RANDOLPH, 26 Hunting Lodge Drive, Miami Springs, Florida 33166 (hereinafter referred to as the “Employee”).

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