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.
Private Placement Proceeds On the Closing Date, the Company shall cause to be deposited proceeds from the Unit Private Placement into the Trust Account, or such other amount such that the amount of the funds in the Trust Account shall be $10.00 per Public Share sold in the Offering. On the Option Closing Date, if any, the Company shall cause to be deposited an amount of additional proceeds from the additional Placement Units sold on the Option Closing Date into the Trust Account such that the amount of funds in the Trust Account shall be $10.00 per Public Share sold in the Offering.
Private Placement Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, no registration under the Securities Act is required for the offer and sale of the Securities by the Company to the Purchasers as contemplated hereby. The issuance and sale of the Securities hereunder does not contravene the rules and regulations of the Trading Market.
Pre-Closing Reorganization Buyer agrees that any or all of the Sellers may, at any time before Closing, implement a reorganization (“Pre-Closing Reorganization”) in the manner described at SCHEDULE T, provided that any new shareholders arising as a result of such reorganization will be bound by the terms of this Agreement, deemed to be “Sellers” for the purpose of this Agreement, obliged to sell their shares in the Relevant Holdco to the Buyer on the terms and conditions contained herein, and required to provide all of the representations, warranties and covenants that are provided by the Sellers herein, shall assume all liabilities and duties of any shareholder or Seller for whom such shareholder is the successor in interest, and provided further that the Pre-Closing Reorganization: (a) will not have the effect of imposing any incremental obligations for Taxes for the Buyer, the Holdcos, the Corporation or the Subsidiaries; and (b) will not have an adverse effect on Holdcos, the Corporation or the Subsidiaries or their respective businesses or Assets or impose any cost, liability or expense on any of them that is not reimbursed by Sellers. No Pre-Closing Reorganization will be considered in determining whether a representation, warranty or covenant of the Sellers hereunder has been breached, other than pursuant to the terms of this Section 5.9 but excluding the consideration of the Competition Act Approval. The Sellers will provide written notice to the Buyer upon completion of any Pre-Closing Reorganization together with an updated SCHEDULE A reflecting any changes to Sellers, Shares and Purchase Price allocation resulting from the Pre-Closing Reorganization (which updated SCHEDULE A will be deemed to be incorporated into and form part of this Agreement), and access to all relevant documentation relating to such Pre-Closing Reorganization.
Authorization Purchase and Sale Terms of the Private Placement Units A. Authorization of the Private Placement Units. The Company has duly authorized the issuance and sale of the Private Placement Units, including the Shares and Private Placement Warrants underlying the Private Placement Units, to the Purchaser.