Independent Legal Counsel an attorney or firm of attorneys, selected in accordance with the provisions of Section 3, who shall not have otherwise performed services for the Company or Indemnitee within the last five years (other than with respect to matters concerning the rights of Indemnitee under this Agreement, or of other indemnitees under similar indemnity agreements).
Independent Legal Advice Each of the Parties hereby acknowledges that it has been afforded the opportunity to obtain independent legal advice and confirms by the execution and delivery of this Agreement that they have either done so or waived their right to do so in connection with the entering into of this Agreement.
Full Settlement; Legal Fees The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any set-off, counterclaim, recoupment, defense or other claim, right or action which the Company may have against the Executive or others. In no event shall the Executive be obligated to seek other employment or take any other action by way of mitigation of the amounts payable to the Executive under any of the provisions of this Agreement and except as specifically provided in Section 6(a)(ii), such amounts shall not be reduced whether or not the Executive obtains other employment. The Company agrees to pay as incurred, to the full extent permitted by law, all legal fees and expenses which the Executive may reasonably incur as a result of any contest (regardless of the outcome thereof) by the Company, the Executive or others of the validity or enforceability of, or liability or entitlement under, any provision of this Agreement or any guarantee of performance thereof (whether such contest is between the Company and the Executive or between either of them and any third party, and including as a result of any contest by the Executive about the amount of any payment pursuant to this Agreement), plus in each case interest on any delayed payment at 120% of the applicable Federal rate (that applies to the time period of the delay) provided for in Section 7872(f)(2)(A) of the Internal Revenue Code of 1986, as amended (the "Code"), compounded annually.
Independent Legal and Tax Advice Optionee acknowledges that the Company has advised Optionee to obtain independent legal and tax advice regarding the grant and exercise of the Option and the disposition of any Shares acquired thereby.
Opportunity for Review Optionee and the Company agree that this Option is granted under and governed by the terms and conditions of the Plan and this Grant Agreement. The Optionee has reviewed the Plan and this Grant Agreement in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Grant Agreement and fully understands all provisions of the Plan and this Grant Agreement. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Committee upon any questions relating to the Plan and this Grant Agreement. The Optionee further agrees to notify the Company upon any change in the residence address indicated herein.
Opportunity to Review Customer declares that it has had sufficient opportunity to review this Agreement, understand the content of all of its sections, negotiate its terms, and seek independent professional legal advice before entering into it. Consequently, any statutory “form contract” (“adhesion contract”) regulations shall not be applicable to this Agreement.
No Legal Advice from Company Subscriber acknowledges it has had the opportunity to review this Agreement and the transactions contemplated by this Agreement and the other agreements entered into between the parties hereto with Subscriber’s own legal counsel and investment and tax advisors. Except for any statements or representations of the Company made in this Agreement and the other agreements entered into between the parties hereto, Subscriber is relying solely on such counsel and advisors and not on any statements or representations of the Company or any of its representatives or agents for legal, tax or investment advice with respect to this investment, the transactions contemplated by this Agreement or the securities laws of any jurisdiction.
Redeployment Committee At each Hospital a Redeployment Committee will be established not later than two (2) weeks after the notice referred to in 9.08 and will meet thereafter as frequently as is necessary.
LEAD HANDS A Lead Hand is an employee who temporarily assumes the duties of a supervisor. The Lead Hand rate also applies to members assigned to specific training positions. It is further agreed that such assignments will not include training contractor personnel or supervisory dispatchers or quality control functions. Lead Hands may be required to distribute work and answer questions. They will not be asked to conduct performance appraisals or handle disciplinary matters. Only an employee who desires a Lead Hand opportunity will be considered for the position. The opportunity will be posted in all offices and stations to ensure Local 975 memberships are aware of the volunteer concept. The Company will review the capabilities of those who express an interest Employees agreeing to take a Lead Hand assignment will not be required to change shifts, and other Local 975 employees will not experience shift changes due to someone else being made Lead Hand. The Company will notify the Union of all Lead Hand assignments exceeding one- month (1) duration. For assignments expected to exceed three (3) months in a twelve- month (12) period, the Company and the Union must be in mutual agreement. Training positions will not exceed six months without mutual agreement. LETTER OF UNDERSTANDING #12 RE: TEMPORARY RE-ASSIGNMENT OF C&M EMPLOYEES From time to time the Company is required to perform C&M work outside the hours of the regular day shift. Because it is not practicable at this time to set up new shifts to do this work, the Company requires that employees temporarily change their hours of work so that the work can be completed on a timely and cost effective basis. The Union recognizes the need of its C&M day shift crews on an “as needed” basis, and that for the first eight (8) hours per day of these rearranged hours, employees agreeing to change hours will be paid at straight time. • The Union executive and the involved employee will be given as much notice as possible of the impending schedule change • For the purpose of Article twenty three (23) the re-assigned hours will be considered “regular hours” for the duration of the reassignment. Overtime clauses will apply accordingly. LETTER OF UNDERSTANDING #13 RE: OPERATIONS TECHNICIAN POSITION The Company is committed to further training and development of a multi-skilled workforce. This strategy provides a benefit both to the worker and the Company. It allows the worker to expand on their skill set and have further opportunity and security in the evolving workplace. It allows the Company to gain efficiencies and be more productive in completing work. With respect to the Operations Technician Classification, the Company commits to the following:
Advice of Legal Counsel Each party acknowledges and represents that, in executing this Agreement, it has had the opportunity to seek advice as to its legal rights from legal counsel and that the person signing on its behalf has read and understood all of the terms and provisions of this Agreement. This Agreement shall not be construed against any party by reason of the drafting or preparation thereof.
