Common use of Manager Employees Clause in Contracts

Manager Employees. The obligations under Sections 5.01 and 5.03, to the extent they relate to Services provided by employees of the Manager or its Affiliates, shall be limited to payment to the Manager for expenses in connection with its or its Affiliates’ employees engaged in the provision of Services hereunder, and the Partnership shall not be obligated to pay to the Manager’s or its Affiliates’ employees directly any compensation, salaries, wages, bonuses, benefits, social security taxes, workers’ compensation insurance, retirement and insurance benefits, training and other such expenses; provided, however, that the Partnership may, at its option, compensate such employees under one or more equity-based incentive compensation plans for the provision of Services hereunder; and provided further, however, that if the Manager fails to pay any employee, with the exception of employee claims for amounts owed that the Manager disputes in good faith, within 30 days of the date such employee’s payment is due: (a) the Partnership may (i) pay such employee directly, (ii) employ such employee directly, (iii) notify the Manager and begin to pay all employees providing service to the Partnership directly or (iv) notify the Manager that this Agreement is terminated and employ all employees directly; and (b) the Manager shall reimburse the Partnership, as the case may be, the amount the Partnership paid to the Manager for employee services that the Manager did not pay to any such employee.