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Exhibit 10.47
MEMORANDUM OF AGREEMENT
This Memorandum of Agreement is entered into this 13th day of May,
1998, by and between THE DELICIOUS FROOKIE COMPANY, INC. (the "Company" or
"Employer") and BAKERY, CRACKER, PIE AND YEAST WAGON DRIVERS, LOCAL #734,
INTERNATIONAL BROTHERHOOD OF TEAMSTERS OF AMERICA (the "Union").
WHEREAS, the Company has purchased assets of Xxxxxxx Foods, L.L.C. (the
"Seller") including the operations of Seller located at 0000 Xxxxx Xxxxxx, Xxx
Xxxxxxx, Xxxxxxxx 00000, at which certain of Seller's employees (who were hired
by the Company) were covered by two collective bargaining agreements between
Seller and the Union, known as the "Cracker Drivers" and "Inside Div."
agreements (herein the "Drivers" and "Inside" Agreements; said operations are
hereinafter referred to as the "Xxxxxxx Des Plaines operations"), which
agreements expired on January 31, 1998, prior to said asset purchase, and are no
longer in effect;
WHEREAS, on April 23, 1998, the parties entered into a Recognition
Agreement, under which the Company agreed to recognize the Union as the sole
collective bargaining agent of the two bargaining units of the Xxxxxxx Des
Plaines operations, defined in said Recognition Agreement as the "Drivers" and
"Inside" units; and
WHEREAS, in order to insure a continued harmonious working
relationship, the parties now wish to enter into collective bargaining
agreements covering the Drivers and Inside units;
NOW, THEREFORE, the Union and the Company hereby agree as follows:
1. Except as modified hereinbelow, the parties hereby adopt the Drivers
and Inside Agreements between the Seller and the Union which expired January 31,
1998 to be the collective bargaining agreements between the Company and the
Union covering the two respective units.
2. This Memorandum of Agreement is in full and final settlement of any
and all issues outstanding among the Company, the Union and the employees. The
parties acknowledge that they have bargained fully and in good faith regarding
any and all proper issues of collective bargaining, and that this Memorandum
Agreement concludes collective bargaining for the full term hereof.
3. The undersigned representatives of the Union hereby solemnly pledge
to recommend, fully and without reservation, ratification of this Memorandum of
Agreement by the employees.
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4. Substitution of Employer. In the preamble of both the Drivers and
the Inside Agreements, and wherever else the name of the Employer appears, the
Company's name shall be substituted for "Xxxxxxx Foods, LLC".
5. Recognition.
a. Drivers. Article I, Section 1 of the Drivers Agreement
shall be revised to read in full as follows:
"The Employer recognizes the Union as the sole collective
bargaining agent for the following unit of employees:
All regular full-time and regular part-time truck
drivers, employed at the Employer's facility located at 0000
Xxxxx Xxxxxx, Xxx Xxxxxxx, Xxxxxxxx 00000, but excluding all
office employees, clerical employees, warehouse employees,
production employees, maintenance employees, mechanics,
administrative employees, confidential employees, professional
employees, technical employees, sales employees, guards and
supervisors as defined in the National Labor Relations Act,
and all other employees.
"Employees" as used in this Agreement shall mean the
employees for whom the Union is recognized as the sole
collective bargaining agent."
b. Inside. Article I, Section 1 of the Inside Agreement shall
be revised to read in full as follows:
"The Employer recognizes the Union as the sole collective
bargaining agent for the following unit of employees:
All regular full-time and regular part-time warehouse
employees, including group leaders, employed at the Employer's
facility located at 0000 Xxxxx Xxxxxx, Xxx Xxxxxxx, Xxxxxxxx
00000, but excluding all office employees, clerical employees,
drivers, production employees, maintenance employees,
mechanics, administrative employees, confidential employees,
professional employees, technical employees, sales employees,
guards and supervisors as defined in the National Labor
Relations Act, and all other employees.
"Employees" as used in this Agreement shall mean the
employees for whom the Union is recognized as the sole
collective bargaining agent."
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6. Scope. Revise Article I, Section 2 of the Drivers Agreement to
delete the "s" in "plants".
7. Probationary Period. Add the following new provision as Article I,
Section 5 of the Drivers Agreement and Article II, Section 4 of the Inside
Agreement:
"The probationary period for new employees shall be ninety
(90) days, during which period such employees may be
disciplined or discharged in the sole and absolute discretion
of the Employer, without recourse to the grievance and
arbitration provisions of this Agreement."
8. Part-time Employees. In Article II, Section 3 of the Inside
Agreement, substitute "the first 18 months" for "the 1st 1040", and substitute
"the second 18 months" for "the 2nd 1040 hours".
9. Duplicated Provision. In Article III, Section 2 of the Inside
Agreement, delete the second sentence (because the same provision is already
contained in Section 3 of the same Article.)
10. Holiday Pay Eligibility. Replace the existing language in Article
IV, Section 5 of the Drivers Agreement and Article V, Section 5 of the Inside
Agreement with the following:
"In order to be eligible for holiday pay for any holiday, the
employee must work the complete scheduled workday immediately
preceding and the complete scheduled workday immediately
following such holiday.
11. Length of Service for Vacations. In Article VIII, Section 1 of the
Drivers Agreement and Article VI, Section 1 of the Inside Agreement, revise the
sentence following item d) to read in full as follows:
"For purposes of this section only, employees shall be
credited with years of service using the dates of hire in use
for vacation purposes by Xxxxxxx Foods, LLC ("Xxxxxxx") the
day before Xxxxxxx sold the covered operations to the
Employer."
12. Health & Welfare. Add the following sentence to Article IX, Section
7 of the Drivers Agreement and Article VII, Section 7 of the Inside Agreement:
"This provision shall be enforced only to the extent
consistent with the federal Family and Medical Leave Act."
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13. Discipline. Delete Article XVI, Section 3 of the Drivers Agreement
and Article X, Section 2 of the Inside Agreement.
14. Exception to No-Strike Clause. In Article XVIII of the Drivers
Agreement and Article XX of the Inside Agreement, Sections 2 and 3, delete all
references to any violations other than delinquency in paying required Health
and Welfare and Pension contributions.
15. Seniority. Substitute the following for Article XIX, Section 2 of
the Drivers Agreement and Article XIII of the Inside Agreement:
"Seniority means the length of continuous service of an
employee covered by this Agreement from the date of his or her
last hire by the Employer. For purposes of layoff and recall,
employees shall be credited with years of service using the
dates of hire in use for vacation purposes by Xxxxxxx Foods,
LLC the day before Xxxxxxx sold the covered operations to the
Employer.
Continuous service of an employee shall be broken,
seniority rights lost, and the employment relationship
terminated by:
a. quit;
b. discharge;
c. not working for the Employer for twelve (12)
months or more;
d. absence without acceptable notice to the
Employer or without good cause, for three
(3) consecutive days;
e. excessive absenteeism or tardiness;
f. failure to indicate within 72 hours an
intention to report to work within one (1)
week after notice is sent by the Employer to
return to work following a layoff
(notification in person or by telephone, or
certified mail or confirmed telegram
addressed and sent to the employee's last
address known to Employer, shall constitute
sufficient notice by Employer);
g. failure to return upon the expiration of a
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leave of absence or misrepresenting the
reason for a leave of absence or obtaining
other employment during a leave of absence;
and
h. retirement.
In layoffs seniority shall govern, provided that in
the Employer's judgment the training, skill, efficiency,
knowledge, work record, experience and ability to perform the
available work are equal among the employees involved. In the
event the Employer recalls employees after a layoff, the
employees will be recalled in the reverse order of that in
which they were laid off, provided the Employer determines
that the employee is able to do the work involved to the
Employer's satisfaction."
16. Severance Pay. Add the following paragraph to Section 3 of Appendix
A of both Agreements:
"For purposes of calculating severance pay, the date of hire
for those who were employees of the Employer on the date of
purchase of the covered operations by the Employer from
Xxxxxxx Foods, LLC, shall be the later of January 23, 1996 or
the employee's actual date of hire by Xxxxxxx."
17. Term. In Article XXV of both Agreements, "May 13, 1998" shall be
substituted for "February 1, 1996", "May 12, 2001" shall be substituted for
"January 31, 1998", and "May 12" shall be substituted for "January 31".
18. Numbering of Articles. The numbering of Article XXV of the Inside
Agreement shall be corrected to be consecutive.
19. Wages.
a. Increases. The hourly wage rates set forth in Section 1 of
Article II of the Drivers Agreement and Section 1 of Article III of the Inside
Agreement shall be amended to reflect the following hourly wage increases,
effective on the first Monday after each of the following effective dates:
April 3, 1998: Fifty (50(cent)) Cents
May 13, 1999: Twenty-Five (25(cent)) Cents
November 13, 1999: Twenty-Five (25(cent)) Cents
May 13, 2000: Twenty-Five (25(cent)) Cents
November 13, 2000: Twenty-Five (25(cent)) Cents
(Employees who are not yet at the maximum rate under
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the wage progression shall receive pro-rated increases.)
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b. Wage Progression. Only with respect to employees on the
payroll as of the date of execution of this Memorandum of Agreement, in the last
sentence of Section 1 of Article II of the Drivers Agreement and in the first
sentence of Section 2 of Article III of the Inside Agreement, effective Monday,
May 18, 1998, "12 months" shall be substituted for "18 months".
IN WITNESS WHEREOF, the Company and the Union, by their duly authorized
representatives, have signed this Memorandum of Agreement on the day and year
first written above.
BAKERY, CRACKER, PIE AND YEAST THE DELICIOUS FROOKIE COMPANY, INC.
WAGON DRIVERS, LOCAL #000,
XXXXXXXXXXXXX XXXXXXXXXXX XX
XXXXXXXXX XX XXXXXXX
By: /s/ Xxxxx Xxxxxx By: /s/ Xxxxxx Xxxxxx
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/s/ Xxxxxx X. Xxxxxx /s/ Xxxxx Xxxxx
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/s/ Xxxx Xxxxxxxx /s/ Xxxxxxxxxx Xxxxxxxx
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/s/ Xxxxxx Xxxxxxxxx /s/ Xxxx X. Xxxxx ATTY
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/s/ Xxxxx X. Xxxxxxxx
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/s/ Illegible
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