Step Placement When a reclassification action occurs, the justification for the action taken shall be provided in writing to the affected employee or employees. When an employee is reclassified to a position having a higher maximum regular base hourly rate, the employee’s pay shall be increased to the pay step amount which is at least, and closest to, 3 percent higher than the pay they received prior to the reclassification. When an employee is reclassified to a position having the same maximum regular base hourly rate, the employee’s pay step amount shall remain the same. When an employee is reclassified to a position having a lower maximum regular base hourly rate, the employee’s pay shall be decreased to the pay step amount closest to their present regular base hourly rate. However, when the employee’s regular base hourly rate of pay, prior to the reclassification, is greater than step 9 of the newly assigned pay grade, the employee’s regular base hourly rate of pay shall be frozen as of the date of the reclassification. The employee’s regular base hourly rate shall remain frozen until such time as step 9 of the pay grade assigned to the employee’s classification is equal to or greater than the employee’s frozen rate of pay. When that occurs, the employee shall be placed into step 9 of the new pay grade assigned to the employee’s classification. When a reclassification occurs in a multi-incumbent classification and incumbents compete for the classification, the salary placement shall be administered in the same manner as a promotion in Article 13, Section 3.
Subsidiary Public Offering If, after an initial Public Offering of the common equity securities of one of its Subsidiaries, the Company distributes securities of such Subsidiary to its equityholders, then the rights and obligations of the Company pursuant to this Agreement will apply, mutatis mutandis, to such Subsidiary, and the Company will cause such Subsidiary to comply with such Subsidiary’s obligations under this Agreement as if it were the Company hereunder.
Regulation D Offering Subscriber represents that it is an “accredited investor” as such term is defined in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”) and acknowledges the sale contemplated hereby is being made in reliance on a private placement exemption to “accredited investors” within the meaning of Section 501(a) of Regulation D under the Securities Act or similar exemptions under state law.
Not a Public Offering If you are resident outside the U.S., the grant of the Option is not intended to be a public offering of securities in your country of residence (or country of employment, if different). The Company has not submitted any registration statement, prospectus or other filings with the local securities authorities (unless otherwise required under local law), and the grant of the Option is not subject to the supervision of the local securities authorities.
Offered Securities The Offered Securities have been duly authorized and when issued and delivered against payment by the Underwriters pursuant to this Agreement, will be validly issued.