<PAGE>
- --------------------------------------------------------------------------------
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------
FORM 8-K/A-2
AMENDMENT TO CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): FEBRUARY 19, 1999
---------------------
MORGAN PRODUCTS LTD.
(Exact Name of Registrant as Specified in Charter)
<TABLE>
<S> <C>
Delaware 06-1095650
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation) Identification No.)
</TABLE>
Commission File Number 1-9843
469 McLaws Circle, Williamsburg, Virginia 23185
(Address of Principal Executive Offices) (Zip Code)
(757) 564-1700
(Registrant's telephone number, including area code)
------------------------
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<PAGE>
The undersigned registrant hereby amends the following items of its Current
Report on Form 8-K filed March 3, 1999.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
The registrant hereby replaces Item 7 of the registrant's Current Report on
Form 8-K filed March 3, 1999 (as amended by the registrant's amendment to
Current Report on Form 8-K/A filed on April 5, 1999) with the following
financial statements and pro forma financial information:
(a) Financial Statements of Business Acquired
The following financial statements of Sash and Door Business of Adam
Wholesalers, Inc. are attached hereto as Appendix A:
1. Report of Independent Accountants
2. Combined Balance Sheets at December 31, 1998 and 1997
3. Combined Statements of Operations, Retained Earnings, and
Comprehensive Income for the two years ended December 31, 1998
4. Combined Statements of Cash Flows for the two years ended December
31, 1998
5. Notes to Combined Financial Statements
(b) Pro Forma Financial Information.
The following pro forma financial information is attached hereto as
Appendix B:
1. Unaudited Pro Forma Statement of Operations for the year ended
December 31, 1998
2. Unaudited Pro Forma Balance Sheet at December 31, 1998
3. Notes to Unaudited Pro Forma Financial Statements.
(c) Exhibits
1. Consent of Deloitte & Touche LLP
2. Agreement between Kentucky State District Council of Carpenters for
and on behalf of Local 2501 and Adam Wholesalers, Inc. dated July 21,
1998--July 21, 2001.
3. Agreement between Adam Wholesalers of Dayton, Inc. and Millmen's
Local 684 of the United Brotherhood of Carpenters and Joiners of
America, Great Lakes Regional Industrial Council dated May 1, 1998 to
April 30, 2001.
4. Agreement between Adam Wholesalers, Indianapolis, Inc. or its
successors, and the Chauffeurs, Teamsters, Warehousemen and Helpers,
Local Union No. 135, of Indianapolis, Indiana, affiliated with the
International Brotherhood of Teamsters, Chauffeurs, Warehousemen and
Helpers of America, or its successors, for the period March 3, 1996
to and including February 26, 2000.
5. Contract between Adam Wholesalers of Cincinnati, Inc., United
Brotherhood of Carpenters and Joiners of America, AFL-CIO, Local
Union 415, Industrial, Ohio Carpenters Industrial Council Great Lakes
Regional Industrial Council dated November 21, 1995.
6. Collective Bargaining Agreement between Adam Wholesalers and
Teamsters Local Union No. 676 dated August 9, 1996 through August 8,
1999.
7. Agreement by and between Adam Wholesalers of Toledo, Inc. and
Millmen's Local Union No. 1359 (U.B. of C. & J. of A.) Affiliated
with the Great Lakes Regional Industrial Council effective May 1,
1997 to April 30, 2000.
<PAGE>
8. Agreement by and between Adam Wholesalers of Toledo, Inc. and
Teamsters Union Local No. 20, affiliated with the International
Brotherhood of Teamsters, Chauffeurs, Warehousemen and Helpers
effective May 1, 1997 to April 30, 2001.
9. Agreement by and between Adam Wholesalers, Inc., or its successors,
and the Construction, Building Material, Ice and Coal, Laundry and
Dry Cleaning, Meat and Food Products Drivers, Helpers, Warehousemen,
Yardmen, Salesmen and Allied Workers, Local Union No. 682, affiliated
with the International Brotherhood of Teamsters, or its successors,
dated May 1, 1996 as extended by that certain memorandum of agreement
by and between Teamsters Local 682, St. Louis Missouri and Morgan
Products Ltd. dated May 13, 1999.
10. Collective Bargaining Agreement between Carpenters' District Council
of Greater St. Louis and Adam Wholesalers, Inc. Effective: May 1,
1998--April 30, 2001.
11. Agreement between Morgan Products Ltd. Morgan Distribution Division
Decatur Distribution Center Decatur, Illinois and Teamster Local No.
279 of Decatur, Illinois Affiliated with the International
Brotherhood of Teamsters AFL-CIO dated July 15, 1998.
12. Agreement by and between Morgan Products Ltd. and the United
Paperworkers International Union, Region IX, AFL-CIO, Local No. 7828
as extended by that certain memorandum of agreement between the
United Paperworkers International Union Region IX, AFL-CIO, Local No.
7828, Decatur Illinois and Morgan Distribution, A Division of Morgan
Products Ltd. dated December 3, 1998.
2
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on behalf by the undersigned
hereunto duly authorized.
<TABLE>
<S> <C> <C>
MORGAN PRODUCTS LTD.
By: /s/ MITCHELL J. LAHR
------------------------------------------
Mitchell J. Lahr
VICE PRESIDENT, CHIEF FINANCIAL OFFICER
AND SECRETARY
</TABLE>
3
<PAGE>
INDEPENDENT AUDITORS' REPORT
To the Management of
Adam Wholesalers, Inc.
We have audited the combined balance sheets of the Sash and Door Business of
Adam Wholesalers, Inc. ("Sash and Door") as of December 31, 1998 and 1997, and
the related combined statements of operations, retained earnings, and
comprehensive income and of cash flows for the years then ended. These
statements are the responsibility of Adam Wholesalers, Inc. management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
As described in Note 1, the combined financial statements referred to above
have been prepared from the Adam Wholesalers, Inc. consolidated financial
statements and allocations of certain costs and expenses have been made. These
allocations are not necessarily indicative of the cost and expenses that would
have been incurred by Sash and Door on a stand-alone basis.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Sash and Door as of December
31, 1998 and 1997, and the results of its operations and its cash flows for the
years then ended, in conformity with generally accepted accounting principles.
/s/ DELOITTE & TOUCHE LLP
Deloitte & Touche LLP
Cincinnati, Ohio
March 15, 1999
4
<PAGE>
SASH AND DOOR BUSINESS OF ADAM WHOLESALERS, INC.
COMBINED BALANCE SHEETS
DECEMBER 31, 1998 AND 1997
(AMOUNTS IN 000'S)
<TABLE>
<CAPTION>
ASSETS 1998 1997
- ----------------------------------------------------------------------------------------------- --------- ---------
<S> <C> <C>
CURRENT ASSETS:
Cash......................................................................................... $ 371 $ 223
Accounts receivable (less allowance for doubtful accounts of $761 in 1998 and $860 in 1997) 31,749 30,537
Inventories, net of LIFO reserve of $8,637 in 1998 and $10,223 in 1997....................... 34,504 39,762
Deferred income taxes (Note 5)............................................................... 834 1,010
Prepaid expenses............................................................................. 630 789
--------- ---------
Total current assets....................................................................... 68,088 72,321
--------- ---------
--------- ---------
PROPERTY, PLANT AND EQUIPMENT (Notes 2,4):
Land and improvements........................................................................ 324 458
Buildings and improvements................................................................... 4,151 4,151
Transportation and machinery................................................................. 11,762 11,194
Office and computer equipment................................................................ 2,172 1,775
Furniture and fixtures....................................................................... 1,495 1,474
--------- ---------
Total...................................................................................... 19,904 19,052
Less accumulated depreciation................................................................ (13,975) (13,339)
--------- ---------
Property, plant and equipment, net........................................................... 5,929 5,713
--------- ---------
--------- ---------
OTHER ASSETS:
Notes receivable--trade...................................................................... 3,827 899
Deferred expenses (Notes 2,8)................................................................ 122 165
Miscellaneous (Notes 2,8).................................................................... 515 1,158
--------- ---------
Total other assets......................................................................... 4,464 2,222
--------- ---------
TOTAL.......................................................................................... $ 78,481 $ 80,256
--------- ---------
--------- ---------
<CAPTION>
LIABILITIES AND SHAREHOLDERS' EQUITY 1998 1997
--------- ---------
<S> <C> <C>
CURRENT LIABILITIES:
Note payable (Note 4)........................................................................ $ 70 $ 70
Current maturities of long-term debt (Note 4)................................................ 184 171
Intercompany payable (Note 3)................................................................ 24,198 30,165
Federal income taxes payable................................................................. 1,082 346
Accounts payable............................................................................. 7,312 6,127
Accrued Liabilities:
Salaries and wages......................................................................... 1,354 1,110
Payroll taxes and other benefits........................................................... 890 897
Income and other taxes..................................................................... 709 594
Other...................................................................................... 186 100
--------- ---------
Total current liabilities................................................................ 35,985 39,580
--------- ---------
DEFERRED INCOME TAXES (NOTE 5)................................................................. 703 742
--------- ---------
LONG-TERM DEBT (less current maturities) (Note 4).............................................. 1,333 1,528
--------- ---------
PENSION (Note 8)............................................................................... 647 509
--------- ---------
GUARANTEES, COMMITMENTS AND CONTINGENCIES (Notes 4, 10)
SHAREHOLDERS' EQUITY:
Common stock................................................................................. 5,752 5,752
Preferred stock.............................................................................. 104 104
Accumulated other comprehensive income....................................................... (396) (234)
Retained earnings............................................................................ 37,424 35,346
Less treasury stock.......................................................................... (3,071) (3,071)
--------- ---------
Total shareholders' equity................................................................. 39,813 37,897
--------- ---------
TOTAL.................................................................................... $ 78,481 $ 80,256
--------- ---------
--------- ---------
</TABLE>
See notes to combined financial statements.
5
<PAGE>
SASH AND DOOR BUSINESS OF ADAM WHOLESALERS, INC.
COMBINED STATEMENTS OF OPERATIONS, RETAINED EARNINGS AND
COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 1998 AND 1997
(AMOUNTS IN 000'S)
<TABLE>
<CAPTION>
1998 1997
---------- ----------
<S> <C> <C>
NET SALES (Notes 2,11).................................................................... $ 356,956 $ 345,406
COST OF SALES (Notes 1,11)................................................................ 291,060 279,547
---------- ----------
GROSS PROFIT.............................................................................. 65,896 65,859
OPERATING EXPENSES (Notes 1,11)........................................................... 59,749 60,580
---------- ----------
INCOME FROM OPERATIONS.................................................................... 6,147 5,279
---------- ----------
OTHER INCOME (EXPENSE):
Other income............................................................................ 511 393
Interest expense (Note 3)............................................................... (2,940) (3,210)
---------- ----------
Total other income (expense).......................................................... (2,429) (2,817)
---------- ----------
INCOME BEFORE PROVISION FOR INCOME TAXES.................................................. 3,718 2,462
PROVISION FOR INCOME TAXES................................................................ 1,640 1,130
---------- ----------
NET INCOME................................................................................ 2,078 1,332
RETAINED EARNINGS, BEGINNING OF YEAR...................................................... 35,346 34,014
---------- ----------
RETAINED EARNINGS, END OF YEAR............................................................ $ 37,424 $ 35,346
---------- ----------
---------- ----------
OTHER COMPREHENSIVE INCOME -
Minimum pension liability adjustment.................................................... (162) (234)
---------- ----------
COMPREHENSIVE INCOME...................................................................... $ 1,916 $ 1,098
---------- ----------
---------- ----------
</TABLE>
See notes to combined financial statements.
6
<PAGE>
COMBINED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 1998 AND 1997
(AMOUNTS IN 000'S)
<TABLE>
<CAPTION>
1998 1997
--------- ---------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income.................................................................................... $ 2,078 $ 1,332
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation............................................................................... 1,105 972
Gain on sale of property, plant and equipment.............................................. (200) (22)
Deferred income taxes...................................................................... 65 1,659
Change in assets and liabilities:
Accounts receivable...................................................................... (1,212) 3,963
Notes receivable--trade.................................................................. (2,928) (490)
Inventory................................................................................ 5,258 1,504
Prepaid expenses......................................................................... 159 (449)
Other assets............................................................................. 734 (651)
Accounts payable......................................................................... 1,921 (1,701)
Accrued expenses......................................................................... 438 425
--------- ---------
Net cash provided by operating activities.............................................. 7,418 6,542
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of property, plant and equipment........................................... 214 24
Capital expenditures.......................................................................... (1,335) (851)
--------- ---------
Net cash used in investing activities.................................................. (1,121) (827)
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on related party notes............................................................... (50) (49)
Net payments to Parent........................................................................ (5,967) (5,631)
Repayment of long-term debt................................................................... (132) (94)
--------- ---------
Net cash used in financing activities.................................................. (6,149) (5,774)
--------- ---------
NET CHANGE IN CASH............................................................................. 148 (59)
CASH, Beginning of year........................................................................ 223 282
--------- ---------
CASH, End of year.............................................................................. $ 371 $ 223
--------- ---------
--------- ---------
</TABLE>
See notes to combined financial statements.
7
<PAGE>
SASH AND DOOR BUSINESS OF ADAM WHOLESALERS, INC.
NOTES TO COMBINED FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1998 AND 1997
(DOLLARS IN 000'S)
1. BASIS OF PRESENTATION
On February 19, 1999, Adam Wholesalers, Inc. and certain subsidiaries (the
"Company") sold certain assets and specific liabilities of the Company's sash
and door businesses ("Sash and Door") to Morgan Products, Ltd. ("Morgan") (see
Note 12). The Company's Sash and Door business is comprised of the financial
results of the thirteen subsidiaries of Adam Wholesalers, Inc. listed below. The
authorized, issued and outstanding common shares of the thirteen subsidiaries at
December 31, 1998 are as follows:
<TABLE>
<CAPTION>
COMMON TREASURY
AUTHORIZED ISSUED OUTSTANDING STOCK STOCK
----------- --------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Adam Wholesalers of Louisville, Inc...................... 1,000 600 600 $ 300
Adam Wholesalers of Cincinnati, Inc...................... 3,000 2,290 2,140 991 $ 276
Adam Wholesalers of Indianapolis, Inc.................... 1,000 400 369 400 253
Adam Wholesalers of Toledo, Inc.......................... 1,000 905 862 432 26
Adam Wholesalers of Dayton, Inc.......................... 1,000 568 230 36 2,284
Adam Wholesalers of Nitro, Inc........................... 10,000 5,250 5,250 642
Adam Wholesalers of St. Louis, Inc....................... 1,000 784 704 750 232
Adam Wholesalers of Denver, Inc.......................... 50,000 1,000 1,000 600
Adam Wholesalers of Phoenix, Inc......................... 50,000 10,000 10,000 1,000
Adam Wholesalers of Kirkwood, Inc........................ 100 100 100 1
Adam Wholesalers of Carlisle, Inc........................ 5,000 100 100
Adam Wholesalers of Woodbury Heights, Inc................ 5,000 100 100 100
Adam Wholesalers of Lynchburg, Inc....................... 5,000 500 500 500
----------- --------- ----------- ----------- -----------
Total.................................................... $ 5,752 $ 3,071
----------- -----------
----------- -----------
</TABLE>
Adam Wholesalers of Dayton, Inc. also has 10,000 shares of 5%
Non-Cumulative, Non-Voting Preferred Stock, which is callable after five years
of the date of issue, at any time, at the option of the Board of Directors at
the redemption price of $105 per share. As of December 31, 1998, there are 1,950
shares issued and 840 shares outstanding.
The accompanying combined financial statements have been prepared from the
Adam Wholesalers, Inc. consolidated financial statements and allocation of
certain costs, purchase rebates and expenses have been made. These allocations
are not necessarily indicative of the costs and expenses that would have been
incurred by Sash and Door on stand-alone basis (See Note 11).
The accompanying combined financial statements are presented in accordance
with generally accepted accounting principles. All significant intercompany
transactions, profits, and balances between the Sash and Door entities have been
eliminated.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization and Nature of Business--The Sash and Door business is the
wholesale distribution of doors and windows for the construction and remodeling
industry with principal locations in the Midwest and Midatlantic United States.
In view of the nature of its products and the method of
8
<PAGE>
distribution, management believes that, for the periods reported, the Sash and
Door business constitutes a single industry segment.
Sales in the Midwest approximated 55% of the total sales in both 1998 and
1997, while accounts receivable approximated 56% and 49% at December 31, 1998
and 1997, respectively. Sales in the Midatlantic approximated 45% of the total
sales in both 1998 and 1997, while accounts receivable approximated 44% and 51%
at December 31, 1998 and 1997, respectively. Warehouse sales were $232,661 and
$226,971 for the years ending December 31, 1998 and 1997, respectively. Direct
sales were $123,371 and $117,929 for the years ending December 31, 1998 and
1997, respectively.
Accounts Receivable & Notes Receivable--Total accounts receivable and note
receivable balance includes one customer for which the total outstanding balance
approximated 12% and 11% of total outstanding short and long-term receivable at
December 31, 1998 and 1997, respectively.
Inventory--Inventory is valued at lower of cost or market using the last-in,
first-out (LIFO) method. If the Companies had followed the first-in, first-out
method (FIFO), inventories would have been $8,637 and $10,223 higher in 1998 and
1997, respectively. Cost of goods sold would have been $1,586 and $1,441 higher
had the FIFO method been used in 1998 and 1997, respectively.
Property, Plant and Equipment--Property, plant and equipment are recorded at
cost. Depreciation and amortization are calculated using straight-line and
accelerated methods over the estimated useful lives of the respective assets,
which generally are 39 years for buildings, 15 years for building improvements
and range from 3 to 7 years for machinery and equipment. Expenditures which
substantially increase value or extend useful life are capitalized. Expenditures
for maintenance and repairs are charged against income as incurred.
Revenue Recognition--The Company recognizes revenue upon delivery of goods
to a customer.
Deferred Expenses--Deferred expenses consist of an asset established to
record the minimum pension liability required under SFAS 87 (See Note 8).
Miscellaneous Other Assets--Miscellaneous other assets consist primarily of
prepaid pension costs.
Fair Value of Financial Instruments--Cash and cash equivalents, accounts
receivable, accounts payable, and accrued expenses are reflected in the
financial statements at fair value because of the short-term maturity of those
instruments. The fair value of Sash and Door's notes payable and long-term debt
is discussed in Note 4 to the combined financial statements.
Long-Lived Assets--Long-lived assets to be held and used are reviewed for
impairment whenever events or changes in circumstances indicate that the related
carrying amount may not be recoverable. When required, impairment losses on
assets to be held and used are recognized based on the excess of the asset's
carrying amount over the value of the asset. Long-lived assets to be disposed of
are reported at the lower of carrying amount or the fair value less cost to
sell.
Advertising and Promotions--All costs associated with advertising and
promoting products are expensed in the year incurred. Advertising and promotions
expense, including expense of customer rebates, was $3,134 and $2,120 in 1998
and 1997, respectively.
Vendor Rebates--Vendors provide the Company with volume purchase rebates.
Rebates applicable to the Sash and Door operations totaled $1,951 and $1,722 in
1998 and 1997, respectively. These amounts have been reflected within the
accompanying financial statements.
Accounting Policies--In 1998, the Financial Accounting Standards Board
issued Statement of Financial Accounting Standards ("SFAS") No. 130 "Reporting
Comprehensive Income" & No. 132, "Employers' Disclosure About Pensions and Other
Postretirement Benefits." These statements, which were adopted in 1998, expand
or modify disclosures and, accordingly, had no impact on the Sash and Door's
financial position, results of operations or cash flows.
9
<PAGE>
Sash and Door has not completed the process of evaluating the impact that
will result from adopting SFAS No. 133, "Accounting for Derivative Instruments
and Hedging Activities". Sash and Door is therefore unable to disclose the
impact that adopting SFAS No. 133 will have on its financial position and
results of operations when such statement is adopted. The statement is effective
for years beginning after December 15, 1998.
Use of Estimates--The preparation of the financial statements in conformity
with generally accepted accounting principles requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosures of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the period. Actual results could differ from those estimates.
3. INTERCOMPANY PAYABLE
The Company, through its bank credit facility, provided funding for the
daily operations of Sash and Door. Interest expense recognized by the respective
Sash and Door entities is based on the respective entities monthly intercompany
balance primarily at a rate equal to LIBOR (5.07% at December 31, 1998) plus 225
basis points and is included in the net interest expense balances within the
accompanying financial statements. Net related party interest expense equaled
$2,456 and $2,803 in 1998 and 1997, respectively.
4. NOTES PAYABLE AND LONG-TERM DEBT
Note payable, totaling $70, consists of a short-term demand note due to a
related party with a stated interest rate of 13%. Sash and Door's long-term debt
consists of the following at December 31, 1998 and 1997:
<TABLE>
<CAPTION>
1998 1997
--------- ---------
<S> <C> <C>
Mortgage, secured by property, with monthly payments of $20, including interest at 8.5%,
through 2006................................................................................. $ 1,270 $ 1,402
Related Party Notes, with varying repayment terms, including interest at 6%, maturing 2002
through 2005................................................................................. 247 297
--------- ---------
Total.................................................................................. 1,517 1,699
Less: Current maturities....................................................................... 184 171
--------- ---------
Total.................................................................................. $ 1,333 $ 1,528
--------- ---------
--------- ---------
</TABLE>
The Company has outstanding unsecured lines of credit with a bank due March
31, 1999 for which the operations of the Sash and Door business serve as a
guarantee to the lines of credit.
Principal payments on long-term debt are as follows:
<TABLE>
<S> <C>
1999................................................................ $ 184
2000................................................................ 197
2001................................................................ 193
2002................................................................ 198
2003................................................................ 213
Remainder........................................................... 532
---------
Total........................................................... $ 1,517
---------
---------
</TABLE>
Management believes the fair values of the notes payable and long-term debt
approximates their carrying value at December 31, 1998 and 1997, since the rates
approximate current rates available for debt with similar terms and maturities.
10
<PAGE>
5. INCOME TAXES
The operations of Sash and Door are included in the consolidated United
States federal, state and local income tax returns of the Company. Deferred
income tax assets and liabilities are computed annually for differences between
the financial statement and tax bases of assets and liabilities that will result
in taxable or deductible amounts in the future based on enacted tax laws and
rates applicable to the periods in which the differences are expected to affect
taxable income. Valuation allowances are established when necessary to reduce
deferred tax assets to the amount expected to be realized. Income tax expense is
the tax payable or refundable for the period plus or minus the change during the
period in deferred tax assets and liabilities.
The provision for income taxes are as follows:
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER
31,
--------------------
<S> <C> <C>
1998 1997
--------- ---------
Current tax expense:
Federal.................................................................. $ 1,171 $ 719
State.................................................................... 332 333
Total current tax expense................................................ 1,503 1,052
Deferred tax expense:
Federal.................................................................. 137 78
--------- ---------
Income tax provision....................................................... $ 1,640 $ 1,130
--------- ---------
--------- ---------
</TABLE>
The difference between the statutory rate for federal income tax and the
effective income tax rate is summarized as follows:
<TABLE>
<CAPTION>
YEAR ENDED
DECEMBER 31,
--------------------
<S> <C> <C>
1998 1997
--------- ---------
Statutory federal income tax rate............................................ 34.00% 34.00%
Effect of:
State and local taxes...................................................... 8.92% 8.94%
Miscellaneous.............................................................. 1.18% 2.98%
--------- ---------
Effective income tax rate.................................................... 44.10% 45.92%
</TABLE>
11
<PAGE>
The components of deferred tax assets and liabilities were as follows:
<TABLE>
<CAPTION>
DECEMBER 31,
--------------------
<S> <C> <C>
1998 1997
--------- ---------
Deferred tax assets:
Inventory capitalization.................................................... $ 427 $ 454
Cash discounts.............................................................. 154 177
Workers compensation reserve................................................ 218 268
Other temporary differences, net............................................ 53 166
--------- ---------
Total deferred tax assets............................................... 852 1,065
--------- ---------
Deferred tax liabilities:
Accelerated depreciation and amortization................................... (422) (409)
Pension expense............................................................. (299) (388)
--------- ---------
Total deferred tax liabilities.......................................... (721) (797)
--------- ---------
Net deferred tax asset........................................................ $ 131 $ 268
--------- ---------
--------- ---------
</TABLE>
6. LEASES
Sash and Door leases some of its facilities under agreements classified as
operating leases. Rent expense for the years ended December 31, 1998 and 1997
was $4,295 and $4,182, respectively, of which $2,620 was for leases with a
lessor that is related to Sash and Door through common ownership in both 1998
and 1997.
Minimum future rental payments under noncancellable operating leases having
remaining terms in excess of one year as of December 31, 1998 are:
<TABLE>
<CAPTION>
RELATED OTHER
YEAR ENDING DECEMBER 31, PARTY LEASES TOTAL
- -------------------------------------------------------------- --------- --------- ---------
<S> <C> <C> <C>
1999.......................................................... $ 2,620 $ 392 $ 3,012
2000.......................................................... 2,450 413 2,863
2001.......................................................... 2,348 416 2,764
2002.......................................................... 2,092 418 2,510
2003.......................................................... 1,595 420 2,015
Thereafter.................................................... 2,601 1,899 4,500
--------- --------- ---------
Total minimum future rental payments.......................... $ 13,706 $ 3,958 $ 17,664
--------- --------- ---------
--------- --------- ---------
</TABLE>
7. EMPLOYEE BENEFIT PLANS
The Company has a Voluntary Employee Beneficiary Association (VEBA) trust.
The VEBA trust, Adam Wholesalers Health Benefit Plan ("Plan"), was created to
provide the payment of certain employee health benefits. All active full-time
employees are eligible. Adam Wholesalers, Inc. is both the sponsor and
administrator of the Plan. The cost of the Plan is paid by contributions from
the plan sponsor, which are based on historical benefits paid experience. The
Company, through the intercompany accounts, allocates costs for the Plan to Sash
and Door. All benefits are paid by the Plan directly from assets of the Plan.
Benefits payable from Plan assets to any one person are limited to $130 during
any one year through the use of a stop-loss insurance policy.
Self-insurance cost for workers compensation are accrued based upon the
aggregate of the liability for reported claims and an estimated liability for
claims incurred but not yet reported.
12
<PAGE>
8. EMPLOYEE PENSION PLANS
Sash and Door is included in defined benefit pension plans sponsored by the
Company which cover certain full-time hourly and salaried employees and certain
union employees. The Company is the sponsor and administrator for these plans.
The Company generally follows the policy of funding an amount between the
actuarially computed maximum and minimum contributions.
Pension expense is composed of several components that reflect various
aspects of the Company's financial arrangements as well as the cost of benefits
earned by employees. The components are determined using the projected unit
credit actuarial cost method and are based on certain actuarial assumptions.
The following table reconciles the Sash and Door funded status of the
defined benefit plans with amounts recognized in Sash and Door's balance sheet's
at December 31, 1998 and 1997:
<TABLE>
<CAPTION>
PENSION BENEFITS
--------------------
<S> <C> <C>
1998 1997
--------- ---------
Change in benefits obligation:
Benefit obligation at beginning of year............................... $ 12,235 $ 10,302
Service cost.......................................................... 640 547
Interest cost......................................................... 859 751
Actuarial loss........................................................ 841 1,146
Benefits paid......................................................... (512) (511)
--------- ---------
Benefit obligation at end of year................................... 14,063 12,235
--------- ---------
--------- ---------
Change in plan assets:
Fair value of plan assets at beginning of year........................ 11,862 10,136
Actual return on plan assets.......................................... 1,305 1,644
Employer contributions................................................ 241 593
Benefits paid......................................................... (512) (511)
--------- ---------
Fair value of plan assets at end of year............................ 12,896 11,862
--------- ---------
--------- ---------
Funded status........................................................... (1,167) (373)
Unrecognized net actuarial loss......................................... 1,661 1,100
Unrecognized prior service cost......................................... 291 336
Unrecognized net obligation at date of initial application.............. 61 82
Amount required to recognize minimum liability.......................... (518) (398)
--------- ---------
Net amount recognized............................................... $ 328 $ 747
--------- ---------
--------- ---------
Amounts recognized in the balance sheets consist of:
Prepaid benefit cost.................................................. $ 457 $ 857
Accrued benefit liability............................................. (647) (509)
Intangible asset...................................................... 122 165
Accumulated other comprehensive income................................ 396 234
--------- ---------
Net amount recognized............................................... $ 328 $ 747
--------- ---------
--------- ---------
</TABLE>
The projected benefit obligation, accumulated benefit obligation and fair
value of plan assets for pension plans with an accumulated benefit obligation in
excess of plan assets were $1,543, $1,543 and $1,415 respectively, for 1998 and
$1,146, $1,146 and $1,035, respectively, for 1997.
13
<PAGE>
Assumptions used in the accounting were as follows:
<TABLE>
<CAPTION>
1998 1997
--------- ---------
<S> <C> <C>
Discount rate............................................................... 6.75% 7.25%
Rate of increase in compensation levels..................................... 4.50% 4.50%
Expected return on plan assets.............................................. 8.50% 8.50%
Components of net periodic benefit cost:
Service cost.............................................................. $ 640 $ 547
Interest cost............................................................. 859 751
Expected return on assets................................................. (1,036) (853)
Amortization of prior service cost........................................ 45 45
Amortization of unrecognized net obligation............................... 21 21
Recognized net actuarial loss............................................. 11 11
--------- ---------
Net periodic benefit cost............................................... $ 540 $ 522
--------- ---------
--------- ---------
</TABLE>
Benefits under some of the plans covering hourly and union employees are not
based on wages and therefore future wage adjustments have no effect on the
projected benefit obligation for these hourly plans.
9. MULTI-EMPLOYER PENSION PLANS
Sash and Door contributes to several multi-employer pension plans. These
plans cover substantially all of its Teamster and Carpenters Union employees.
Amounts charged to pension expense and contributed (or to be contributed) to the
plans for the Sash and Door Business in 1998 and 1997 totaled $401 and $336,
respectively.
10. COMMITMENTS AND CONTINGENCIES
Sash and Door is involved in litigation incidental to its business. Such
litigation is not considered by management to be significant.
Andersen Corporation ("Andersen"), whose products accounted for net sales
for Sash and Door of 43% and 42% in 1998 and 1997, respectively, distributes its
products only through independent distributors such as the Company. The
agreements with Andersen provide that Andersen can terminate any of the
distributorships at any time upon a 60-day notice. A termination or significant
modification of the distribution relationship with Andersen could have a
material adverse effect on revenues and earnings.
11. RELATED PARTY TRANSACTIONS
Sash and Door is part of Adam Wholesalers, Inc. business of wholesale
distribution of doors and windows for the construction and remodeling industry,
and distribution of various other building products. As part of this process,
Sash and Door received and shipped product among various Adam Wholesalers, Inc.
subsidiaries. Included in the accompanying financial statements are the
following related party transactions:
<TABLE>
<CAPTION>
1998 1997
--------- ---------
<S> <C> <C>
Purchases.................................................................. $ 3,439 $ 3,800
Sales...................................................................... 927 500
Accounts Receivable........................................................ 158 263
Accounts Payable........................................................... 172 141
</TABLE>
14
<PAGE>
The Company has allocated a portion of total Company management expenses
incurred to Sash and Door based on a defined percentage of annual cost of sales.
The amount, which approximated $3,636 and $4,756 in 1998 and 1997, respectively,
is included within "Operating Expenses" in the statements of operations,
retained earnings and comprehensive income. In the opinion of management, such
allocation method is reasonable to cover the services provided to Sash and Door;
however, it is not necessarily indicative of what Sash and Door would have
incurred on a stand-alone basis.
12. SUBSEQUENT EVENTS
Effective January 1, 1999, the Company entered into an Asset Purchase
Agreement (the "Agreement") with Morgan, whereby Morgan will purchase certain
assets and assume certain liabilities. The closing date for the Agreement was
February 19, 1999.
On March 10, 1999 Andersen announced the intent to purchase Morgan.
* * * * * *
15
<PAGE>
UNAUDITED PRO FORMA FINANCIAL STATEMENTS
The following sets forth the Company's Unaudited Pro Forma Statement of
Operations and the Company's Unaudited Pro Forma Balance Sheet, in each case
giving effect to the acquisition of the Sash and Door Business of Adam
Wholesalers, Inc. ("Adam Acquisition") described in Note 1 hereto as if the
acquisition had been consummated as of January 1, 1998 (in the case of the
Unaudited Pro Forma Statement of Operations) and on December 31, 1998 (in the
case of the Unaudited Pro Forma Balance Sheet). The Unaudited Pro Forma
Financial Statements of the Company do not purport to present the financial
position or results of operations of the Company had the acquisition assumed
herein occurred on the dates indicated, nor are they necessarily indicative of
the results of operations which may be expected to occur in the future.
The Adam Acquisition will be accounted for by the Company as a purchase
whereby the basis of accounting for Adam's assets and liabilities will be based
upon their fair value at the date of the Acquisition. Pro forma adjustments,
including the preliminary purchase price allocation resulting from the Adam
Acquisition as described in Note 1 of the Notes to the Unaudited Pro Forma
Financial Statements, represent the Company's preliminary determination of these
adjustments and are based upon preliminary information, assumptions and
operating decisions which the Company considers reasonable under the
circumstances. Final amounts may differ from those set forth herein.
On March 10, 1999, Morgan entered into an Agreement of Merger with Andersen
Windows and its wholly-owned subsidiary, Andersen Sub, pursuant to which
Andersen Sub and Morgan will be merged, resulting in Morgan, as the surviving
corporation, becoming a wholly-owned subsidiary of Andersen Windows. The
consideration to be received by Morgan's stockholders in the Merger will be
$4.00 per share of Morgan common stock, subject to adjustment until the
effective date of closing, under certain limited circumstances. The Merger is
subject to, among other things, approval of the stockholders of Morgan and the
applicable regulatory agencies. This pending transaction has not been reflected
in the Unaudited Pro Forma Financial Statements.
16
<PAGE>
UNAUDITED PRO FORMA STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 1998
(IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
PRO FORMA PRO FORMA
MORGAN ADAM ADJUSTMENTS COMBINED
--------- --------- ----------- -----------
<S> <C> <C> <C> <C>
Net sales.................................................... 383,151 356,956 740,107
Cost of goods sold........................................... 328,569 291,060 1,395 )(5 621,024
--------- --------- ----------- -----------
Gross profit............................................. 54,582 65,896 (1,395) 119,083
--------- --------- ----------- -----------
Operating expenses........................................... 51,636 59,749 420(4) 111,805
--------- --------- ----------- -----------
Operating income............................................. 2,946 6,147 (1,815) 7,278
--------- --------- ----------- -----------
Other income (expense):
Interest................................................. (2,427) (2,940) (1,202)(6) (6,569)
Other.................................................... 378 511 -- 889
--------- --------- ----------- -----------
(2,049) (2,429) (1,202) (5,680)
Income before income taxes................................... 897 3,718 (3,017) 1,598
Provision (benefit) for income taxes......................... (104) 1,640 (1,640)(7) (104)
--------- --------- ----------- -----------
Net income................................................... 1,001 2,078 (1,377) 1,702
--------- --------- ----------- -----------
Basic earnings per common share.............................. 0.10 0.16
--------- -----------
Diluted earnings per common share............................ 0.10 0.16
--------- -----------
Basic shares outstanding..................................... 10,359 10,359
--------- -----------
Diluted shares outstanding................................... 10,389 10,389
--------- -----------
</TABLE>
17
<PAGE>
UNAUDITED PRO FORMA BALANCE SHEET
DECEMBER 31, 1998
(IN THOUSANDS)
<TABLE>
<CAPTION>
PRO FORMA PRO FORMA
MORGAN ADAM ADJUSTMENTS COMBINED
--------- --------- ----------- -----------
<S> <C> <C> <C> <C>
Assets
Current Assets
Cash and cash equivalents...................................... 3,650 371 (371)(1) 3,650
Accounts receivable, net....................................... 31,594 31,749 (31,749)(1) 31,594
Inventories.................................................... 34,290 34,504 6,133(1) 74,927
Deferred income taxes.......................................... -- 834 (834)(1) --
Other current assets........................................... 507 630 (630)(1) 507
--------- --------- ----------- -----------
Total current assets......................................... 70,041 68,088 (27,451) 110,678
--------- --------- ----------- -----------
--------- --------- ----------- -----------
Property, Plant and Equipment, net............................... 8,274 5,929 966(1) 15,169
Goodwill, net.................................................... 6,222 -- 8,000(3) 14,222
Other Assets..................................................... 7,926 4,464 (3,964)(8) 8,426
--------- --------- ----------- -----------
Total Assets................................................. 92,463 78,481 (22,449) 148,495
--------- --------- ----------- -----------
--------- --------- ----------- -----------
Liabilities and Stockholders' Equity
Current Liabilities:
Short-term debt................................................ -- 70 (70)(1) --
Current maturities of long-term debt........................... 1,196 184 (184)(1) 1,196
Intercompany payable........................................... -- 24,198 (24,198)(1) --
Accounts payable............................................... 16,725 7,312 (7,312)(1) 16,725
Other current liabilities...................................... 7,467 4,221 (2,271)(9) 9,417
--------- --------- ----------- -----------
Total current liabilities.................................... 25,388 35,985 (34,035) 27,338
--------- --------- ----------- -----------
Long-Term Obligations............................................ 23,632 2,683 51,399 (10 77,714
--------- --------- ----------- -----------
Stockholders' Equity
Common stock................................................... 1,036 5,752 (5,752) 1,036
Preferred Stock................................................ -- 104 (104) --
Accumulated other comprehensive income......................... -- (396) 396 --
Paid-in capital................................................ 43,424 -- -- 43,424
Retained earnings (accumulated deficit)........................ (969) 37,424 (37,424) (969)
--------- --------- ----------- -----------
43,491 42,884 (42,884) 43,491
--------- --------- ----------- -----------
Treasury stock................................................. (48) (3,071) 3,071 (48)
--------- --------- ----------- -----------
Total stockholders' equity................................... 43,443 39,813 (39,813)(1) 43,443
--------- --------- ----------- -----------
Total Liabilities and Stockholders' Equity..................... 92,463 78,481 (22,449) 148,495
--------- --------- ----------- -----------
--------- --------- ----------- -----------
</TABLE>
18
<PAGE>
NOTES TO UNAUDITED PRO FORMA FINANCIAL STATEMENTS
(DOLLARS IN THOUSANDS)
1. The Company's Unaudited Pro Forma Financial Statements assume the Adam
Acquisition occurred (1) as of January 1, 1998 for the purposes of the Unaudited
Pro Forma Statements of Operations and (2) on December 31, 1998 for purposes of
the Unaudited Pro Forma Balance Sheet:
Under the terms of the Asset Purchase Agreement, certain assets of Adam were
excluded and certain liabilities were not assumed. Accordingly, the pro forma
adjustments reflect decreases in cash ($371), accounts receivable ($31,749),
deferred income taxes ($834), other current assets ($630), other assets
($4,464), short-term debt ($70), current maturities of long term debt ($184),
intercompany payables ($24,198), accounts payable ($7,312), other current
liabilities ($4,221), long-term debt ($2,683) along with a corresponding
increase to Adam's stockholder's equity ($620).
The Adam Acquisition was financed through borrowings of $54,282 under the
Company's existing credit facility.
The excess of cost over fair value of net assets acquired resulting from the
preliminary purchase price allocation is assumed to be as follows:
<TABLE>
<S> <C>
Pro forma purchase price
Purchase price per the Asset Purchase Agreement................... $ 53,782
Additional purchase price granted in lieu of stock options........ 300
Acquisition costs................................................. 200
---------
Total pro forma purchase price.................................. 54,282
---------
Proforma historical net book value of assets acquired Book value
perhistorical financial statements 39,813
Net assets and liabilities excluded as described above............ 620
---------
Total pro forma historical net book value of assets acquired.... 40,433
---------
Excess of purchase price over net book value of assets acquired..... 13,849
Allocated to:
Inventories..................................................... 6,133
Machinery and equipment......................................... 966
Intangible assets............................................... 500
---------
Remaining excess of cost over fair value of net assets acquired
(goodwill).......................................................... $ 6,250
---------
---------
</TABLE>
The foregoing preliminary purchase price allocation is based on available
information and certain assumptions the Company considers reasonable. The final
purchase price allocation will be based upon a determination of the fair value
of the net assets acquired at the date of the Adam Acquisition as determined by
valuations or other studies. The final purchase price allocation may differ from
the preliminary allocation.
2. In conjunction with the Adam Acquisition, Morgan has established opening
balance sheet reserves in accordance with EITF 95-3, "Recognition of Liabilities
in Connection with a Purchase Business Combination," in the amount of $3,000,
which represents estimated costs principally for facilities consolidation and
severance. Accordingly, an additional $3,000 has been included within Other
Current Liabilities and Goodwill.
19
<PAGE>
3. The pro forma adjustment to goodwill assumes:
<TABLE>
<S> <C>
Excess of cost over the fair value of net assets acquired........... $ 6,250
Establishment of opening balance sheet reserves..................... 1,750
---------
$ 8,000
---------
---------
</TABLE>
4. The pro forma adjustment to reflect the effect of the preliminary
purchase price allocation on cost of goods sold and general and administrative
expense assumes:
<TABLE>
<S> <C>
Cost of goods sold --
Depreciation of amounts allocated to machinery and equipment over 5
years.............................................................. $ 193
---------
---------
General and administrative expenses --
Amortization of amounts allocated to other intangible assets over 5
years.............................................................. 100
Amortization of goodwill over 25 years............................... 320
---------
$ 420
---------
---------
</TABLE>
5. The Company has elected the FIFO inventory method for the costing of
inventory; as such, the LIFO effect on cost of goods sold of $1,586 for the year
ended December 31, 1998 was eliminated.
<TABLE>
<S> <C>
6. The pro forma adjustment to interest expense assumes: Additional interest
expense related to $54,282 of net additional borrowings under the Company's credit
facility............................................................................ $ 4,142
Elimination of Adam's interest expense.............................................. (2,940)
---------
$ 1,202
---------
---------
</TABLE>
Interest expense is calculated assuming a rate of 7.63% at the date of the
Adam Acquisition. A 1/8 percent increase (or decrease) in such rate would
increase (or decrease) annual interest expense by approximately $70.
7. The pro forma adjustment to the provision for income taxes assumes no
federal or state income taxes as income would be offset by the Company's
existing net operating loss position.
8. The pro forma adjustment to other assets assumes:
<TABLE>
<S> <C>
Eliminate excluded assets in the Asset Purchase Agreement.......................... $ (4,464)
Record certain intangible assets................................................... 500
---------
$ (3,964)
---------
---------
</TABLE>
9. The pro forma adjustment to other current liabilities assumes:
<TABLE>
<S> <C>
Eliminate excluded liabilities in the Asset Purchase Agreement..................... $ (4,221)
Establishment of opening balance sheet reserves.................................... 1,750
Acquisition transaction costs...................................................... 200
---------
$ (2,271)
---------
---------
</TABLE>
20
<PAGE>
In connection with the acquisition of Adam, Morgan recorded a restructuring
charge of $1,750. The restructuring initiatives involve the consolidation of
three of Adam's facilities in territories in which Morgan currently has
operations resulting in a workforce reduction of approximately 100 employees.
The elements of the restructuring charge, all of which are expected to result in
cash outlays, include $750 for lease payments through the year 2010, $650 for
employee severance and termination benefits, and $350 for relocation costs. It
is expected that the restructuring actions will be substantially completed by
the end of fiscal 2000.
10. The pro forma adjustment to long-term obligations assumes:
Record net additional borrowings under the Company's credit facility:
<TABLE>
<S> <C>
Cash purchase price to seller.............................................. $ 53,782
Eliminate excluded debt in the Asset Purchase Agreement.................... (2,683)
Additional purchase price granted in lieu of stock options................. 300
---------
$ 51,399
---------
---------
</TABLE>
11. As a result of the acquisition of Adam on February 19, 1999, the Company
determined that Adam's management information system was a better strategic fit
for the combined businesses. Accordingly, the Company will take a charge of
approximately $2.5 million during the first quarter of 1999 relating to the
write-off of the costs incurred for the implementation of the proposed new
Morgan system. The pro forma disclosure does not include this charge due to its
non-recurring nature.
21
<PAGE>
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT NO. DESCRIPTION
- --------------- -----------------------------------------------------------------------------------------------------
<C> <S>
1 Consent of Deloitte & Touche LLP
2 Agreement between Kentucky State District Council of Carpenters for and on behalf of Local 2501 and
Adam Wholesalers, Inc. dated July 21, 1998--July 21, 2001.
3 Agreement between Adam Wholesalers of Dayton, Inc. and Millmen's Local 684 of the United Brotherhood
of Carpenters and Joiners of America, Great Lakes Regional Industrial Council dated May 1, 1998 to
April 30, 2001.
4 Agreement between Adam Wholesalers, Indianapolis, Inc. or its successors, and the Chauffeurs,
Teamsters, Warehousemen and Helpers, Local Union No. 135, of Indianapolis, Indiana, affiliated with
the International Brotherhood of Teamsters, Chauffeurs, Warehousemen and Helpers of America, or its
successors, for the period March 3, 1996 to and including February 26, 2000.
5 Contract between Adam Wholesalers of Cincinnati, Inc., United Brotherhood of Carpenters and Joiners
of America, AFL-CIO, Local Union 415, Industrial, Ohio Carpenters Industrial Council Great Lakes
Regional Industrial Council dated November 21, 1995.
6 Collective Bargaining Agreement between Adam Wholesalers and Teamsters Local Union No. 676 dated
August 9, 1996 through August 8, 1999.
7 Agreement by and between Adam Wholesalers of Toledo, Inc. and Millmen's Local Union No. 1359 (U.B. of
C. & J. of A.) Affiliated with the Great Lakes Regional Industrial Council effective May 1, 1997 to
April 30, 2000.
8 Agreement by and between Adam Wholesalers of Toledo, Inc. and Teamsters Union Local No. 20,
affiliated with the International Brotherhood of Teamsters, Chauffeurs, Warehousemen and Helpers
effective May 1, 1997 to April 30, 2001.
9 Agreement by and between Adam Wholesalers, Inc., or its successors, and the Construction, Building
Material, Ice and Coal, Laundry and Dry Cleaning, Meat and Food Products Drivers, Helpers,
Warehousemen, Yardmen, Salesmen and Allied Workers, Local Union No. 682, affiliated with the
International Brotherhood of Teamsters, or its successors, dated May 1, 1996 as extended by that
certain memorandum of agreement by and between Teamsters Local 682, St. Louis Missouri and Morgan
Products Ltd. dated May 13, 1999.
10 Collective Bargaining Agreement between Carpenters' District Council of Greater St. Louis and Adam
Wholesalers, Inc. Effective: May 1, 1998--April 30, 2001.
11 Agreement between Morgan Products Ltd. Morgan Distribution Division Decatur Distribution Center
Decatur, Illinois and Teamster Local No. 279 of Decatur, Illinois Affiliated with the International
Brotherhood of Teamsters AFL-CIO dated July 15, 1998.
12 Agreement by and between Morgan Products Ltd. and the United Paperworkers International Union, Region
IX, AFL-CIO, Local No. 7828 as extended by that certain memorandum of agreement between the United
Paperworkers International Union Region IX, AFL-CIO, Local No. 7828, Decatur Illinois and Morgan
Distribution, A Division of Morgan Products Ltd. dated December 3, 1998.
</TABLE>
22
<PAGE>
EXHIBIT 1
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statements
No. 333-13025 and No. 33-23419 of Morgan Products Ltd. on Form S-8 of
our report, dated March 15, 1999 on the Combined Financial Statements of
the Sash and Door Business of Adam Wholesalers, Inc. for the Years Ended
December 31, 1998 and 1997, appearing in this Current Report on Form 8-K/A
of Morgan Products Ltd.
/s/ Deloitte & Touche LLP
Cincinnati, Ohio
March 30, 1999
<PAGE>
EXHIBIT 2
AGREEMENT
between
KENTUCKY STATE DISTRICT COUNCIL OF CARPENTERS
FOR AND ON BEHALF OF LOCAL 2501
AND
ADAM WHOLESALERS, INC.
July 21, 1998 - July 21, 2001
<PAGE>
TABLE OF CONTENTS
Page
----
Section 1 - UNION RECOGNITION ......................................... 1
Section 2 - UNION SECURITY ............................................ 1
Section 3 - MANAGEMENT RIGHTS ......................................... 3
Section 4 - HOLIDAYS .................................................. 6
Section 5 - VACATIONS ................................................. 6
Section 6 - REGULAR HOURLY RATES OF PAY ............................... 9
Section 7 - REGULAR WORK DAY AND REGULAR WORK WEEK .................... 11
Section 8 - RETIREMENT PLAN INITIATED JULY 21, 1971 ................... 12
Section 9 - FUNERAL LEAVE ............................................. 12
Section 10 - SICK DAYS ................................................. 13
Section 11 - JURY DUTY AND/OR RESERVE DUTY ............................. 13
Section 12 - UNION LABEL - MODEL CLAUSE ................................ 14
Section 13 - DISPUTES AND GRIEVANCE PROCEDURE .......................... 14
Section 14 - DISCHARGE OF STEWARD ...................................... 16
Section 15 - SENIORITY ................................................. 16
Section 16 - INSURANCE ................................................. 18
Section 17 - DISCRIMINATION ............................................ 20
Section 18 - TERMINATION ............................................... 21
<PAGE>
AGREEMENT
BETWEEN KENTUCKY STATE DISTRICT COUNCIL OF
CARPENTERS FOR AND ON BEHALF OF LOCAL 2501,
hereinafter called the "Union"
AND ADAM WHOLESALERS, INC., hereinafter called
the "Company"
W I T N E S S E T H:
Section 1 - UNION RECOGNITION
The Company recognizes the Union as the exclusive bargaining agent
for its hourly paid employees in the mill shop and exclusive of executive,
administrative, office clerical employees, guards and all supervisory employees
with the authority to hire, discharge, discipline or effectively recommend
changes in the status of employees as to wage rates, hours and working
conditions.
Section 2 - UNION SECURITY
The Company agrees as a condition of employment that all employees
covered by this Agreement shall become members of the Union within thirty-one
(31) days after hiring. All employees who become members of the Union shall
remain members of the Union as a condition of employment. During the first sixty
(60) days of employment, an employee shall be on probation and may be discharged
by the Company for any cause. Employees recalled from lay-off, or rehired, must
reinstate their membership in the Union within thirty (30) days after their
return to work.
<PAGE>
The Company agrees that during the term of this Agreement, and
subject to all the provisions of this Agreement, the Company will deduct from
the wages of those employees who are members of the Union all Union dues and
initiation fees as shall be certified from time to time by the Union to the
Company as being due and owing by such employees. The Company will deduct all
Union dues by the third pay period of each month. Upon proper authorization, the
Company will deduct initiation fees in the amount of one-third by the
thirty-first day of employment and one-third each 30 days thereafter.
Prior to any deductions being made by the Company, the employee
shall execute an authorization form satisfactory to the Company's counsel.
The Union agrees to reimburse, indemnify and hold the Company
harmless from all loss, cost, liability, damage and expense (including
attorney's fees and court costs) of every kind or character whatsoever suffered,
incurred or imposed upon the Company on account or as a result of any claim,
demand, suit, action or unfair labor practice charge or any other legal or
administrative proceeding asserted against the Company by or on behalf of any
employee or employees on account of any allegedly wrongful or unlawful
suspension or discharge from employment or deductions from wages under the
provision of this Agreement.
-2-
<PAGE>
Section 3 - MANAGEMENT RIGHTS
The operation and management of the plant covered by this Agreement
and the supervision and direction of the working forces therein are and shall
continue to be solely and exclusively the functions and prerogatives of the
management of the Company. All of the rights, functions and prerogatives of
management which are not expressly and specifically restricted or modified by
one or more explicit provisions of this Agreement are reserved and retained
exclusively to the Company and shall not be subject to arbitration or otherwise
questioned by the Union or any employee covered by this Agreement at any time or
in any manner. In no event shall any right, function or prerogative of
management ever be deemed or construed to have been modified, diminished, or
impaired by any past practice or course of conduct, or otherwise than by an
explicit provision of this Agreement. Specifically, but without in any manner
limiting or affecting the generality of the foregoing, it is distinctly
understood and agreed that this Agreement does not affect and shall never be
deemed or construed to impair or limit in any way the Company's right, in its
sole discretion and judgment, to: determine the products to be manufactured and
services to be rendered; determine whether and to what extent the work required
in its business shall be performed by employees covered by this Agreement;
determine the suppliers and customers with whom it will deal, and the prices at
which and terms upon which its materials, equipment, and
-3-
<PAGE>
supplies will be purchased and its products and services will be sold; determine
the size and composition of the working force, the assignment of work, and
policies affecting the selection of employees; establish and enforce quality
standards for its products and services; establish new departments, discontinue
existing departments; introduce new and improved production and maintenance
methods and facilities; change existing production and maintenance methods and
facilities; establish and change production and work quotas; change, combine,
establish or discontinue jobs or operations, and determine when and if vacancies
in the working force shall be filled; subcontract or procure others to do such
of the production, maintenance and transportation work of the business as the
Company may from time to time deem advisable or necessary; and discontinue
temporarily or permanently, in whole or in part, the operations of the plant
covered by this Agreement. The Company shall also have the right from time to
time to make such new shop rules, and change, abolish or modify existing shop
rules as it may from time to time deem necessary or advisable, unless expressly
prohibited from so doing by some explicit provision of this Agreement. If the
Company promulgates new shop rules, the Union will be notified two (2) weeks in
advance of the proposed changes and given an opportunity to discuss the changes
with the Company. In the event that the parties are unable to reach agreement on
the proposed changes, the Company will have the right to implement the new rules
and the Union may
-4-
<PAGE>
grieve the implementation of such new rules provided that a written grievance at
Step 2 of the grievance procedure of Section 13 is filed within five (5) work
days after notice of the new rules or after the completion of the discussion of
the new rules, whichever occurs later.
The Union recognizes that the plant of the Company covered by this
Agreement has been in business for more than fifteen years and that during this
time many customs, practices and benefits have developed. While the Company may
wish to continue some of said customs, practices and benefits, it is understood
and agreed that the Company shall not be obligated, contractually or otherwise,
to continue in effect any custom, practice or benefit unless it has
contractually obligated itself to do so by clear and explicit language in this
Agreement.
Notwithstanding the provisions of this Section, the Union may submit
for determination under the grievance procedure of this Agreement, including
arbitration, any claim asserted by it in good faith that the Company has acted
arbitrarily, capriciously or in bad faith in subcontracting any work where such
subcontracting has directly caused or resulted in the permanent or indefinite
layoff of any employee covered by this Agreement, provided, however, that in any
such arbitration the Union shall have the burden of proving that the Company
acted arbitrarily, capriciously or in bad faith in subcontracting the work in
question. Any arbitration held pursuant to this Section shall be held in strict
accordance with and shall in
-5-
<PAGE>
all respects be subject to the provisions of Section 13 of this Agreement.
Section 4 - HOLIDAYS
Each regular employee of the Company shall receive eight (8) paid
holidays during the year provided such employee has worked on the regular
scheduled day immediately preceding and immediately following said holiday.
Vacation days, sick days, or any other paid hours as provided for in this
contract shall be considered as time worked. The eight (8) holidays are Labor
Day, Thanksgiving day, Christmas Eve, Christmas Day, New Year's Day,
Independence Day, Memorial Day, and employee's birthday or days observed as
such. In the event such employee works on any of said holidays or days observed
as such he shall be paid for such work two (2) times his regular rate of pay
with a minimum of four (4) hours pay. Work performed on Sunday shall be at
double time. It is understood and agreed that there will be no pyramiding of
overtime.
Section 5 - VACATIONS
Each employee who has been in the employ of the Company continuously
for a period of one (1) year as of his anniversary date of employment shall
receive one (1) week's vacation with pay.
Any employee who has been in the employ of the employer continuously
for a period of three (3) years as of his anniversary date during the term of
this contract or any extension thereof shall be entitled to two (2) weeks
vacation with pay.
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Any employee who has been in the employ of the employer continuously
for a period of ten (10) years as of his anniversary date during the term of
this contract or any extension thereof shall be entitled to three (3) weeks
vacation pay.
Vacation pay shall be based on straight time compensation for a
forty (40) hour week without overtime or other extra compensation, and shall be
paid in advance of a vacation. If a holiday should fall within the vacation
period and the employee is qualified for pay on said holiday, then vacation pay
for the week in which the holiday falls shall be based on straight time
compensation for a forty-eight (48) hour week without overtime or other
compensation. Also, by mutual agreement, employees may take an additional day of
vacation in lieu of eight (8) hours holiday pay. Written application for
vacation made 60 days prior and with the approval of management shall take
precedence over seniority in determining vacation leave.
Vacation time which an employee has earned as of his last
anniversary date of employment must be taken prior to his next anniversary date
of employment. Employees may accept vacation pay to which they are entitled
under the provisions of this Article in lieu of vacation time off, subject to
approval of both the employee and the Company.
The employer agrees that he will attempt to accommodate the
preference of the employee as far as is possible when scheduling
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vacations and the employer must give at least thirty (30) days notice to the
employee if he wants him to take this vacation at a special time and the
employee shall do likewise to the employer. The above provisions are subject to
the following: If an employee is entitled to one (1) week of vacation, it can be
scheduled between May 1 and Labor Day. If an employee is entitled to two (2)
weeks vacation, one (1) week can be scheduled between May 1 and Labor Day. If an
employee is entitled to three (3) weeks vacation, two (2) weeks of it can be
scheduled between May 1 and Labor Day.
All employees, in order to be eligible for either a one (1) week,
two (2) week's or three (3) week's vacation, must have been employed for a
minimum of eighty-five percent (85%) of full-time in the twelve (12) month
period preceding their anniversary date. If not, they will receive a vacation
period and vacation pay on a pro-rated basis. Full months, plus any month in
which the employee works fifty percent (50%) or more of the regular scheduled
work hours, will determine the vacation pay. An employee on leave because of an
occupational related injury or illness covered by Workmen's Compensation may
accrue vacation time during said leave for a period not to exceed one (1) year.
In the event an employee is granted a leave of absence due to an
emergency, the employee will be permitted to take a full earned but untaken day
of vacation or, subject to compliance with all of the terms and conditions of
Section 10 of this Agreement, an earned but
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untaken sick day. Emergency is defined as a serious injury or illness to an
employee or death or serious illness or injury to an employee's immediate
family. A serious illness or injury must be certified as such by the treating
physician or appropriate hospital or health care facility personnel. Immediate
family is as defined in Section 9 of this Agreement.
Section 6 - REGULAR HOURLY RATES OF PAY
(1) For the term of this Agreement, rates of pay shall be as
follows:
Rate Ranges Rate Ranges Rate Ranges
Effective Effective Effective
CLASSIFICATIONS 07/21/98 07/21/99 07/21/2000
--------------- -------- -------- ----------
Assembly 10.41-11.20 10.91-11.70 11.41-12.30
Warehouse 10.09-10.88 10.59-11.38 11.09-11.88
Truck Driver 10.52-11.31 11.02-11.81 11.52-12.31
Leadmen. All Leadmen will be paid a differential of 35 (cents) above their
contractual rate. Leadmen are those employees designated as such by Management
who direct the work of others working under them.
Rules Applicable to Rate Ranges
(1) Employees Hired on or Before July 21, 1986.
(a) Hourly rates of pay of employees who are in the employ of the
Company on July 21, 1986 will be the maximum rate of the rate range
for the employees' regular job classifications.
(b) Subject to the provisions of Section 15 of this Agreement, hourly
rates of pay of employees are at the maximum rate for their job
classification and who are selected for promotion or transfer under
the job posting and bidding
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procedures of this Agreement will be the maximum of the rate range
of the job into which the employee is promoted or transferred.
(c) In the event an employee who is at the maximum rate for his job
classification is displaced into a lower classification by layoff or
is recalled to a job classification other than his regular job
classification, the rate of pay will be the maximum rate of the job
classification into which the employee is displaced or recalled.
(2) Employees Hired After July 21, 1986.
(a) Compensation of employees hired after July 21, 1986 will be as
follows:
- For the period of their sixty (60) day probationary period, a
minimum hourly rate equal to the federal minimum wage rate;
- For the following sixty (60) days, a minimum increase of
twenty-five cents (25 (cents)) per hour;
- For each sixty (60) day period of time thereafter and until
the employee reaches the minimum rate of the rate range for
his regular job classification, a minimum increase of fifteen
cents (15 (cents)) per hour.
(b) The job classification for such employees until the employee reaches
the maximum rate of the rate range for his regular job
classification shall be "Trainee."
(c) Progression increases or decreases within a rate range are to be
established by the Company and based on the employee's merit and on
the financial ability of the Company to maintain pay rates or to
grant pay increases.
(d) Subject to the provisions of Section 15 of this Agreement, hourly
rates of pay for employees hired after July 21, 1986 who are
selected for promotion or transfer under the job posting and bidding
procedures of this Agreement, who are displaced into a lower
classification by layoff, or who are recalled to a job
classification other than their regular job classification, will be
as established by the Company within the rate range of the job
classification into which such employees are promoted, displaced or
recalled.
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The Company shall have the right to employ temporary workers at a
rate established by management. The Company agrees that at no time will such
temporary employees exceed one temporary per each five (5) employees or major
fractions thereof. The maximum length of employment of a temporary worker shall
be 120 days in any one year. The temporary worker shall be required, as a
condition of continued employment to obtain a permit from the Union within
thirty (30) days of employment. Temporary workers shall have the same status as
a Probationary employee, and as such shall not accrue any fringe benefits other
than those required by State or Federal statute. The Company agrees that no
temporary workers shall be employed while any regular full-time employee is laid
off.
Section 7 - REGULAR WORK DAY AND REGULAR WORK WEEK
The regular work day shall consist of eight (8) hours work and the
regular work week shall constitute five (5) consecutive days, Monday through
Friday. All work performed in excess of eight (8) hours in any day shall be
deemed overtime and shall be paid for at the rate of time and one-half (1-1/2)
the employee's regular rate of pay. The overtime rate shall apply only to hours
worked in excess of forty (40) hours when the employee has any absence in the
regularly scheduled work week. Any work performed on Saturday shall be deemed
overtime.
All work performed in excess of eight (8) hours in any day shall be
deemed overtime and the overtime rate shall apply only to
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those hours worked in excess of the total number of hours regularly scheduled
for that employee, that department, or the Company, should the regularly
scheduled work week be less than forty (40) hours.
Vacation, holidays, sick days, or any other paid hours as provided
for in this contract shall be considered as time worked in computing the total
number of hours worked or scheduled in any week. Overtime shall not be
pyramided.
Employees shall be given a break period of ten (10) minutes in the
AM and ten (10) minutes in the PM.
Section 8 - RETIREMENT PLAN INITIATED JULY 21, 1971
A copy of actual Retirement Plan to be attached to contract and a
copy of said Plan to be given to each employee.
Section 9 - FUNERAL LEAVE
In the event of a death in the employee's immediate family, the
employee will be permitted to be absent up to three regularly scheduled work
days ending on the day of the funeral and he will receive his regular straight
time rate of pay for these days if he attends the funeral. In the event travel
is required, an employee may elect to take one additional day of earned but
untaken vacation days for travel purposes. An employee's immediate family shall
be defined as spouse, children, parents, brother, sister, current mother-in-law,
current father-in-law, current stepfather, current stepmother, and grandparents.
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The employee must attend the funeral in order to be eligible for
said days off with pay. Following the death of someone in the employee's
immediate family, the employee shall notify the employer of the occurrence of
such death, the date of the funeral, and the location of the funeral. Upon his
return to work, verification of death may be requested by the Company.
Section 10 - SICK DAYS
The employer shall be required to pay three (3) sick days/personal
days per contract year per employee for each employee covered by this Agreement.
The pay per day shall be eight (8) hours pay at the employee's regular hourly
classification rate of pay. Sick days/personal days may be accumulated for the
contract year and paid for. Any unused days shall be paid to the employee on
each anniversary date of each contract year.
Sick days/personal days shall accrue at the rate of two (2) hours
per month of service for the first year of seniority. After the first
anniversary of employment, the three (3) days are available for use by the
employee, subject to the terms and conditions of this Section.
Section 11 - JURY DUTY AND/OR RESERVE DUTY
The Company agrees to pay each covered employee for jury duty and/or
reserve duty at eight (8) hours per day up to eighty (80) hours per year limit
at the employee's rate less such monies paid to said employee for jury duty paid
by the courts and/or reserve duty
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paid. If an employee is ordered to do jury duty and then is released during the
said paid eight (8) hours of any day said employee shall report back to work on
his regular job to finish out the day.
Section 12 - UNION LABEL - MODEL CLAUSE
It is hereby understood and agreed by the Company and the Union that
an application shall be made for the Union Label from the First General Vice
President of the United Brotherhood of Carpenters and Joiners of America to be
placed upon the Employer's products. It is understood and agreed that the Label
shall remain the property of the United Brotherhood of Carpenters and Joiners of
America, and shall be at all times in the possession of a member of the United
Brotherhood of Carpenters and Joiners of America; and that said Union Label
shall at no time be used in any manner that will be detrimental to the interests
and welfare of the members of the United Brotherhood. Use of said Label may be
withdrawn from the mill, shop, factory, or manufacturing establishment of the
Company at any time at the discretion of the International Union.
Section 13 - DISPUTES AND GRIEVANCE PROCEDURE
During the life of the Agreement there shall be no strike, work
stoppages or slow-downs on the part of the employees, no lockouts on the part of
the Company, but the laying off of employees resulting from discontinuance of
the Company's business, or any branch thereof, shall not be considered a
lockout. No employee shall interfere with, or refuse to work in connection with
the receiving,
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handling, processing or delivery of merchandise on the Company's premises. If an
employee violates any of the above provisions he may be discharged by the
Company. The Union and its responsible officers and agents agree to use prompt
and honest efforts to prevent or end any such illegal strike, work stoppage,
slow-downs or other interference with the operations of the Company.
Should differences arise between the Company and the Union with
reference to an interpretation or application of any of the terms or provisions
of this Agreement there shall be no suspension of work but an earnest effort
will be made to settle such differences promptly in the manner hereinafter
outlined. If an employee believes that he has a grievance over the
interpretation and application of this Agreement, he may take the matter up with
his Union Steward, who will attempt to resolve the matter with the employee and
his foreman. Nothing in this Section shall prevent an employee from discussing
any problem of any nature with his foreman should he choose to do so. If the
grievance cannot be settled in this manner, then the Union steward shall meet
with a Company representative designated by the manager. If the grievance cannot
be settled in this step within five (5) days it shall proceed to step number 3
at which time a Union representative shall meet with a Company representative
designated by the general manager. If the proceedings at this step are not
satisfactorily disposed of within ten (10) days, the aggrieved party may, in
writing, declare its intention to appeal to arbitration. In
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such event the Union shall choose one arbitrator and the Company shall choose
one arbitrator and the two together shall choose the third arbitrator. Any
decision by such third arbitrator shall be final and binding upon both parties.
The cost of the third arbitrator shall be shared equally by the parties. In
arriving at his decision, the arbitrator shall have no power to alter or amend
the terms of this Agreement and shall have only the right to interpret specific
provisions of this Agreement which are pertinent to the grievance; and no
decision of the arbitrator shall require the payment of a wage rate different
from those set forth in or established pursuant to the provisions of Section 6
of this Agreement.
Section 14 - DISCHARGE OF STEWARD
No steward shall be discharged by employer without immediately
notifying District Council Representative of the Kentucky State District
Council.
The respective steward will not be subject to the foregoing
provisions of seniority in regard to layoff provided, however, said steward is
qualified for the particular job or jobs remaining. Suitability shall be the
sole decision of management.
Section 15 - SENIORITY
Seniority is defined as the length of time an employee has been
continuously in the employ of the Company since his most recent date of hire.
Seniority shall be plant-wide in actions concerning
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job bidding. Seniority shall be plant-wide in actions concerning layoffs and
recall from layoff. Overtime shall be voluntary by seniority, qualifications,
and department, except that the Company may assign overtime in reverse order of
seniority, subject to qualifications, when there are insufficient volunteers to
complete the work scheduled by the Company.
No new employees will be hired until all laid off employees have
been given an opportunity to return to work if qualified for the particular job
available. In case of layoffs, if ability and experience are approximately
equal, seniority shall govern, as long as they are capable of performing the job
as determined by the Company.
If a vacancy occurs, and the Company elects to fill such vacancy, or
if a new job is created, a notice shall be posted within forty-eight (48) hours
after the vacancy occurs or the new job is created. Such notice shall be kept
posted for two (2) regularly scheduled work days and such jobs shall be open for
bids.
During the period of posting, the Company shall have the right,
without regard to seniority, to fill the job temporarily. Employees who bid for
the job shall submit their bids, and when ability and experience are
approximately equal, seniority shall govern the award as long as the bidder is
capable of performing the job as determined by the Company.
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The employee who is awarded the job shall have thirty (30) days at
his former rate of pay. If he then is qualified for the job, he will be given
that rate of pay, providing it is not lower than his former rate of pay.
If no qualified bids are filed, the Company may fill the job with
any consenting employee, or new hire.
Seniority lists shall be posted and made available as soon as
possible to officers of the Union upon signing of this Agreement. Employees
shall have ten (10) days in which to correct any differences in the posted date
of their seniority. After this ten (10) day period, the seniority list shall
stand as posted and shall remain posted. The Company agrees that a seniority
list will be posted once a year.
Section 16 - INSURANCE
The Company agrees to implement and continue in force for the term
of this Agreement the group insurance plan entitled Gold Seal II (Network);
provided, however, that the current employee contribution of $300.00 per year
toward the cost of group insurance shall continue for the term of this
Agreement. Said Gold Seal II (Network) coverage is subject to the following
conditions: (a) In the event that, during the term of this Agreement, the
Company establishes a medical care network in the Louisville area, the network
feature will apply to the plan provided for by this Section; and (b) The Gold
Seal II Annual Credit of $150.00 is waived. It is
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understood that employees may elect to continue coverage under the Gold Seal I
and Gold Seal III plans in accordance with the terms and conditions of those
plans.
The Company further agrees to provide Sickness and Accident benefits
of $125.00 per week non-occupational and $100.00 per week occupational for all
employees for the term of this Agreement. An employee entitled to weekly
disability benefits for non-occupational illness or injury will be required,
during his period of disability and in addition to the weekly disability benefit
payment, to take any earned but unused vacation time in excess of five (5) days.
The Company further agrees to provide life insurance coverage of
$12,000.00 for all employees of Adam Wholesalers, Inc.
In the event that any federal or state law, rule or regulation which
becomes effective during the term of this Agreement, alters, modifies, changes
or eliminates any aspect of the group insurance coverages, or any one of them,
provided hereunder (including, but not limited to, premiums, benefits,
conditions of eligibility, limitations, restrictions and exemptions from
coverage, and the taxability or deductibility of premiums), or otherwise
requires the Company to provide group health insurance coverage for its
employees on some basis other than that which the Company currently provides
group health insurance, then the Company shall be relieved of the obligation to
provide such insurance benefits hereunder and shall have the right, at the
discretion of the Company,
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unilaterally to implement such insurance coverage in accordance with either of
the following options: (1) at coverage levels comparable to the coverage levels
then provided under the Company's group health insurance plan, or (2) at monthly
group health insurance premium levels for individual and family coverage
comparable to the monthly group health insurance premium levels for individual
and family coverage then paid by the Company, but the obligation of the Company
to provide insurance coverage at comparable monthly premium levels shall be
limited to the amount that said premiums, or portions thereof, are allowed as a
deductible expense by the Company for federal and state tax purposes. The
Company agrees to meet and negotiate with the Union at the request of the Union
with respect to group health insurance in the event of any of the occurrences
set forth in the immediately preceding sentence. In the event that the Company
realizes a cost savings from any step taken pursuant to this paragraph, the
parties will discuss any distribution to be made of such cost savings. It is
understood and agreed that, notwithstanding any disagreement between the
parties, the no-strike provisions of Section 13 shall remain in full force and
effect during the entire term of this Agreement.
Section 17 - DISCRIMINATION
The Company, the Union, and all employees covered by this Agreement
agree that there shall be no discrimination against any employee or applicant
for employment on account of race, creed,
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color, national origin, sex, or handicap, it being the intention of the Company,
the Union and all employees covered by this Agreement to scrupulously comply
with all laws, Federal, State and Local, and Executive Orders which are
applicable to the Company or the Union.
Section 18 - TERMINATION
This Agreement shall become effective midnight July 21, 1998, and
shall continue in full force and effect through midnight July 21, 2001, and from
year-to-year thereafter unless written notice of a desire to cancel or modify
the Agreement is served by either party upon the other at least sixty (60) days
prior to date of expiration.
ADAM WHOLESALERS, INC. KENTUCKY STATE DISTRICT COUNCIL
OF CARPENTERS FOR AND ON BEHALF
OF LOCAL 2501
By /s/ Larry E. Martin
----------------------------- By /s/ Steve Barger
Larry Martin ------------------------------
General Manager Representative
By /s/ Brad Forbis
------------------------------
Committee Member
By /s/ Henry Lockett
------------------------------
Committee Member
By /s/ Rodger D. Foley
------------------------------
Committee Member
By /s/ Steven M. Becker
------------------------------
Committee Member
By /s/ [Union Representative]
------------------------------
Committee Member
/s/ Stuart A. Kirk
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EXHIBIT 3
AGREEMENT BETWEEN ADAM WHOLESALERS OF DAYTON, INC.
AND MILLMEN'S LOCAL 684 OF OHIO
CARPENTERS INDUSTRIAL COUNCIL AND
GREAT LAKES REGIONAL INDUSTRIAL COUNCIL
MAY 1,1998 TO APRIL 30, 2001
INDEX
-----
ARTICLE I RECOGNITION PAGE 1
ARTICLE II UNION SHOP PAGE 1
ARTICLE III MANAGEMENT RIGHTS PAGE 1
ARTICLE IV UNION ACTIVITY PAGE 2
ARTICLE V HOURS OF WORK PAGE 2
ARTICLE VI UNION RIGHT OF ACCESS TO PLANT PAGE 3
ARTICLE VII HOLIDAYS PAGE 3
ARTICLE VIII VACATIONS PAGE 4
ARTICLE IX SENIORITY PAGE 6
ARTICLE X LEAVE OF ABSENCE/JURY DUTY PAGE 7
ARTICLE XI FUNERAL LEAVE PAGE 8
ARTICLE XII GRIEVANCE PROCEDURE PAGE 8
ARTICLE XIII NO STRIKES, NO LOCKOUTS PAGE 9
ARTICLE XIV UNION STEWARDS PAGE 10
ARTICLE XV INTENTION/CONFORMITY TO LAW PAGE 10
ARTICLE XVI BULLETIN BOARDS/POSTING PAGE 10
ARTICLE XVII SHOP COMMITTEE PAGE 11
ARTICLE XVIII WAGE RATES PAGE 11
<PAGE>
ARTICLE XIX INSURANCE PAGE 12
ARTICLE XX DUES/INITIATION FEES CHECKOFF PAGE 12
ARTICLE XXI PENSION PLAN PAGE 13
ARTICLE XXII INDIVIDUAL RETIREMENT ACCOUNTS -
PAYROLL DEDUCTIONS PAGE 13
ARTICLE XXIII BONDING PAGE 13
ARTICLE XXIV SAFETY REQUIREMENTS PAGE 13
ARTICLE XXV DURATION OF AGREEMENT PAGE 13
EXHIBIT "A" WAGES
EXHIBIT "B" PENSION
EXHIBIT "C" ALCOHOL/DRUG ABUSE POLICY
<PAGE>
AGREEMENT
THIS AGREEMENT is entered into between ADAM WHOLESALERS OF DAYTON, INC.,
an Ohio corporation, with its principal place of business in Vandalia, Ohio,
hereinafter referred to as the "Company", and MILLMEN'S LOCAL 684 OF THE UNITED
BROTHERHOOD OF CARPENTERS AND JOINERS OF AMERICA, GREAT LAKES REGIONAL
INDUSTRIAL COUNCIL, hereinafter referred to as the "Union".
ARTICLE I. RECOGNITION.
The Union having been duly certified by the National Labor Relations
Board, under date of April 7, 1955, in Case Number 9-RC-2441, as amended May 11,
1976 in Case Number 9-AC-58, is recognized as the exclusive collective
bargaining representative of all employees employed by the Company at its
Vandalia, Ohio plant exclusive of office clerical employees, office janitors,
professional employees, guards and supervisors, as defined in the National Labor
Relations Act, with respect to rates of pay, wages, hours of employment and
other conditions of employment.
ARTICLE II. UNION SHOP.
The Company agrees that, as a condition of employment, all employees in
the bargaining unit represented by the Union shall, subject to the limitations
and conditions specified in the National Labor Relations Act, as amended, and in
particular Section 8(a)3 thereof, become and remain members in good standing of
the Union upon the 31st day following date of hire. The Company agrees to notify
the Union of the name, date of hire and payroll group classification of all new
employees covered by this Agreement.
Section 2. Supervisors are permitted to perform no bargaining unit work unless
more than 20% of the work force should become unavailable for any reason.
Section 3. In the event Bargaining unit members are promoted to management
and/or supervisory positions, as defined in the National Labor Relations Act, he
shall retain his position on the plant master seniority list no longer than a
period of 120 calendar days. Upon his return to the bargaining unit alter one
hundred and twenty (120) days the aforementioned employee shall be placed at the
last position on the plant wide seniority list.
ARTICLE III. MANAGEMENT RIGHTS.
The management of the Company and the direction of its working force,
including, but not limited to, the right to plan, direct and control plant
operations, hire, suspend or discharge for just cause, and to transfer or
relieve employees from employment because of lack of work, or for other
legitimate reasons, and the right to introduce new and improved production
methods, and to make,
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post and enforce reasonable shop rules which shall be fairly and uniformly
applied to all employees shall be vested exclusively in the Company, except as
restricted by this Agreement. The Company agrees to post said shop rules on the
Company bulletin board at least two weeks prior to being effective, unless a
rule involves health or safety.
ARTICLE IV. UNION ACTIVITY.
The Union agrees that, except as otherwise provided in this Agreement,
neither it nor the employees represented by it will conduct any union activity
on Company premises or time, without prior approval by the Company.
ARTICLE V. HOURS OF WORK.
Eight (8) hours of work per day shall constitute a scheduled day's work.
Forty (40) hours of work per week, consisting of five (5) days of eight (8)
hours each, beginning with Monday of each calendar week shall constitute a
regular scheduled work week. Right is reserved to the Company to work such
scheduled work days and work weeks as it determines advisable, subject as herein
provided. Nothing herein contained shall be construed as a guarantee of any
hours of work for any one day or any one work week.
The Company reserves the right to require overtime on any job, and the
most qualified employee in the department who performs the job regularly shall
be given the first opportunity to perform the overtime work, then the employee
with the most seniority in the department shall be given the opportunity to
perform overtime work. If more qualified employees in the department decline the
overtime work, then the Company will offer the overtime work by seniority to
qualified employee(s) in the plant. If more qualified employees in the
department are needed after the plant-wide offering, then qualified employees in
the department shall be required to perform the work in reverse order of
seniority. In all cases, the Company's sole discretion and judgment shall
determine if an employee is qualified to do the job. No employee will be
required to work more than ten (10) hours per day or more than fifty (50) hours
during the regular work week except on a voluntary basis. Saturday overtime
shall be offered plant wide on a voluntary basis by seniority. If more employees
are needed than volunteer for Saturday overtime then the Company may required
employees to work in reverse order of seniority. Employees shall be notified by
3:00 p.m. if they are required to work overtime.
Any time worked in excess of eight (8) hours in any one day shall be paid
at the rate of one and one-half (1 1/2) times the regular established hourly
rate of pay of the respective employee. Any time worked in excess of forty (40)
hours in any one workweek shall be paid for at the rate of one and one-half (1
1/2) times the regular established hourly rate of pay of the respective
employee. Overtime rate paid for hours in excess of eight (8) in any one day
shall be credited against overtime rate of pay required with respect to work
hours in excess of forty (40) in any one workweek.
Any time worked on a Saturday shall be considered as overtime hours and
shall be paid for at the rate of one and one-half (1 1/2) times the employee's
regular established hourly rate of pay, and
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any time worked on a Sunday shall be considered as overtime hours and shall be
paid at double the employee's regular established hourly rate of pay. "SATURDAY"
as herein used shall mean twenty-four (24) consecutive hours starting at
midnight Friday night or at the end of any regular shift constituting the fifth
regular workday shift in such workweek, whichever time is later. "SUNDAY" as
herein used shall mean twenty-four (24) consecutive hours starting at midnight
Saturday night or at the end of any regular shift constituting the sixth workday
of such workweek, whichever time is later. "SATURDAY" or "SUNDAY" pay in excess
of regular established hourly rate of pay shall be credited against overtime of
pay required for work hours in excess of forty (40) in any workweek. Only one
premium rate of pay, the highest, shall be applied to any work hours, and there
shall be no pyramiding of overtime on overtime.
Employees scheduled to work overtime for more than one (1) hour shall be
given a ten (10) minute break at the start/end of the overtime work period.
The Company will notice mandatory Saturday overtime no later than 10:00
a.m. on the Thursday prior thereto.
ARTICLE VI. UNION RIGHT OF ACCESS TO PLANT.
Duly authorized representatives of the Union shall have access to the
Company's plant at reasonable times during working hours, for legitimate Union
purpose, upon prior notification to the Company at its plant office.
ARTICLE VII. HOLIDAYS.
a. Holidays. The Company agrees to pay to employees covered by this
Agreement eight (8) hours straight time pay for each of the following holidays:
New Year's Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, the
day after Thanksgiving Day, Christmas Eve, Christmas Day, and the Employee's
Birthday or New Year's Eve at the option of an employee with at least two (2)
weeks notice to the Company.
To be entitled to receive such holiday pay, the employee shall have been
employed by the Company for at least thirty (30) calendar days prior to such
holiday and shall have worked the full scheduled workday immediately before and
the full scheduled workday immediately after such holiday unless the employee
was unable to so work the full scheduled workday before and/or the full
scheduled workday after such holiday on account of sickness, injury or
circumstances beyond the control of the employee. The Company shall have the
right to require the employee to submit reasonable proof of inability to work
due to sickness, injury or circumstances beyond the control of the employee.
The Company reserves the right to reschedule an employee's birthday
holiday at a time mutually agreeable between the Company and employee. Should
the date coincide with a legal holiday or vacation, it shall be rescheduled for
a mutually agreeable time.
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When any holiday covered by this Agreement falls on a Saturday or Sunday,
the day legally observed as such holiday shall be recognized as the holiday for
the purpose of this provision. When any such holiday occurs during an employee's
vacation time, the employee will receive holiday pay in addition to vacation
time pay.
If any employee is required to work on any of the above named holidays, he
shall be paid double his regular hourly rate of pay for work (minimum of four
(4) hours work), and in addition thereto shall receive the eight (8) hours of
holiday pay above provided.
Unworked holiday time shall be computed as "time worked" for purpose of
computing overtime pay, excepting, however, any such holiday falling on Saturday
or Sunday.
ARTICLE VIII. VACATIONS.
As used herein "Continuous Service" shall mean the number of years that an
employee has been employed by the Company computed from January 1 first
occurring after the date on which the employee was last hired by the Company.
Each employee who on January 1 of each year has Continuous Service for the
length of time set forth below and who has worked for the Company at least 1,600
hours during the twelve (12) month period immediately preceding said January 1
shall receive a vacation with pay as follows:
CONTINUOUS
SERVICE HOURS VACATION PERIOD VACATION
- ------------- --------------- --------
1 year but less than 3 years 1 week 40 hours
3 years or more 2 weeks 80 hours
10 years 3 weeks 120 hours
15 years or more 3 weeks, 1 day 128 hours
Each employee who has performed less than 1,600 hours of work for the
Company during the twelve (12) month period immediately preceding the January 1
vacation entitlement date shall receive a vacation with pay in accordance with
the following schedule:
1600 or more hours 100% of above schedule
1500 to 1599 hours 90% of above schedule
1400 to 1499 hours 80% of above schedule
1200 to 1399 hours 70% of above schedule
1000 to 1199 hours 60% of above schedule
800 to 999 hours 40% of above schedule
600 to 799 hours 30% of above schedule
400 to 599 hours 20% of above schedule
200 to 399 hours 10% of above schedule
0 to l99 hours none
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Each employee of the Company who has less than one year of Continuous
Service as of the January 1 first occurring after such employee's last date of
hire shall receive a proportionate part of one week's vacation with pay as set
forth above. Any vacation with pay taken by an employee with less than one year
of Continuous Service shall be scheduled after all employees with one year or
more Continuous Service have scheduled their vacations.
Vacation pay in lieu of time off shall be given for all fractional days of
vacation which an employee may be entitled to under the terms hereof.
For purposes of computation of vacation entitlement all hours paid,
regular, overtime and holiday, shall be counted as hours worked. Overtime hours
shall be counted as straight time hours for such computation.
All vacation pay shall be at the rate of the employee's regular
established straight time hourly rate in effect at the time such vacation is
taken.
In the event of termination of employment, the employee shall be entitled
to receive vacation pay which has accrued to date of termination in accordance
with the schedules set forth above. The Continuous Service as of date of
termination shall be the Continuous Service which the terminated employee had as
of the January 1 immediately preceding date of termination. The vacation
entitlement which an employee accrues from such January 1 to date of termination
shall be in addition to the vacation entitlement which the employee had accrued
as of the January 1 immediately preceding date of termination.
Each employee entitled to more than one week of vacation shall be
permitted to schedule one week of his vacation during the period from Memorial
Day through Labor Day, provided, however, in situations where no other
reasonable alternative exists the Company may, after consulting with the Union,
exercise the right to reschedule all or any part of the vacation of any employee
to some other time if, in the opinion of the Company, it is required for the
proper and efficient conduct of the Company's business. If an employee properly
has scheduled part of his vacation during the period from Memorial Day through
Labor Day and the Company determines that it is necessary to reschedule that
part of said vacation, the Company will attempt in good faith to reschedule that
part of said vacation at another time during the period from Memorial Day
through Labor Day if desired by the employee. The Company will also attempt to
give an employee as much advance notice of rescheduling as practical.
Should an employee lose time at work due to an illness or condition which
the Company deems to be work related, then the Company will consider such time
off as worked for vacation entitlement purposes.
The Company will post a vacation scheduling chart on the bulletin board
during the first two weeks of December of each year. While the vacation
scheduling chart is posted, employees may sign up on said chart for vacation
scheduling in one week intervals which they prefer for the following year, and
seniority of the employees will govern the preferences of the employees,
provided, however,
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in situations where no other reasonable alternative exists the Company may,
after consulting with the Union, exercise the right to reschedule all or any
part of the vacation of any employee to be taken at any other time if, in the
opinion of the Company, it is required for the proper and efficient conduct of
the Company's business. Should the Company reschedule, or if the Company
requires an employee to take all or any part of his vacation at a certain time
designated by the Company, the Company will give the employee at least a one
week notice prior to the start of the so designated vacation. Any employee who
does not indicate his preference on the vacation scheduling chart during said
period of time, unless prevented by illness from doing so, will lose his right
to exercise seniority in vacation scheduling. The Company will allow two (2)
employees per department off at any one time for vacations during the period
from January 1 to April 30 and October 1 to December 31. The company will allow
one (1) employee per department off at any one time for vacation during the
period from May 1 to September 30.
ARTICLE IX. SENIORITY.
Seniority of employees, except bona fide students working during time of
vacations from school as hereinafter provided, shall commence with the date of
last hiring, provided, however, that no employee shall acquire any seniority
rights for the first ninety (90) days of employment, but if employed for more
than ninety (90) days, seniority shall date back to the date of hiring.
Employees for the first ninety (90) days of employment shall be considered
probationary employees, and the Company shall, during such ninety (90) days of
employment, be entitled to terminate the employment of such employees without
regard to seniority status and in the Company's sole discretion. The Union
agrees not to intervene in such termination. A seniority list, revised monthly,
will be posted by the Company on the bulletin board.
Bona fide students working temporarily during vacation from school shall
be subject to the provisions of Article II of this Agreement, but shall not
obtain any seniority status. The Company agrees that at no time will such
student employees exceed one student per each ten (10) employees or major
fraction thereof.
In the event of a decrease in the working force due to lack of work,
employees having no seniority shall be the first to be laid off. Thereafter,
employees shall be laid off in the reverse order of their seniority, provided
the employees having the greater seniority are qualified to perform the work
available in a reasonably workmanlike manner. In the event of an increase in the
working force, employees laid off and having seniority status with the Company
shall be called back in order of respective seniority, provided the employees
having the greater seniority are qualified to perform the work available in a
reasonably workmanlike manner. Any deviation from application of seniority in
layoff shall be discussed in advance with the Shop Committee. The Company shall
determine whether an employee is qualified to perform the work available in a
reasonably workmanlike manner. Any claimed abuse of the discretion of the
Company in making this determination shall be a proper subject for grievance
procedure. Further, in the event of a decrease in the working force, the Company
will give an employee seventy-two (72) hours notice of layoff unless there are
unforeseen circumstances, an emergency or an interruption of business.
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Seniority status of an employee shall be terminated in the event of a
layoff for one (1) year, or in the event that an employee quits or is discharged
for just cause and the discharge is not reversed through grievance procedure, or
in the event an employee on layoff is recalled to work and fails to report for
work within three (3) days after receiving notice to report for work or in the
event an employee is absent from work for three (3) consecutive workdays without
justifiable cause and fails to report for work by the assigned work starting
time for the fourth (4th) consecutive day.
A notice to an employee on layoff to return to work shall be sufficient if
delivered by telegraph or registered mail to such employee's last known address
as shown on the books of the Company. It is the obligation of the employee to
keep the Company notified at all times of his correct address for receipt of
notice.
When an employee enters or is called into active Military Service or into
Military training in the Armed Forces of the United States, he shall be granted
a leave of absence for such Military Service and, upon termination of such
Military Service, he shall be reemployed, provided he has received an honorable
discharge and reports for work within ninety (90) days after termination of such
Military Service and complies with any and all other applicable Governmental
Laws or Regulations with respect to reemployment rights.
ARTICLE X. LEAVE OF ABSENCE/JURY DUTY.
Right is reserved to the Company to grant leaves of absence to employees
without affecting seniority status of such employees, unless such leave of
absence is used by the employee for the purpose of obtaining or seeking other
employment and, if such occurs, the employee's seniority status shall be
terminated forthwith. The Company agrees to provide the Union with a copy of any
leave of absence so granted by it.
Any employee selected for a position with the Union which takes him away
from his work with the Company shall, upon written request from the Union,
receive a leave of absence for the period of his services with the Union. Upon
his return from a short term Union Leave, the employee will be returned to the
position he held prior to beginning his leave of absence with full seniority
status. Upon the return of an employee from a long term Union Leave the employee
will be returned to a position with the Company, not necessarily the same
position he held previously, with full seniority status. In computing such
employee's seniority credits, such leaves of absence shall be credited as time
worked for all applicable purposes. Long term leaves covered by this clause will
be restricted to one employee at any one time for a period of up to one (1)
year, and short term leaves will be restricted to up to two (2) employees at any
one time for a period of up to two weeks. The Company may deny a short term
leave in the case of an extreme business hardship where no other reasonable
alternative exists.
An Employee who is required to serve on a jury shall notify the Company as
soon as he receives notice to report. Such an employee will be paid the
difference between the amount received for jury service and eight (8) hours pay
at the regular rate for each day he is required to serve that would otherwise
have been scheduled to work for a period not to exceed two (2) calendar weeks
per
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year. The employee, to be eligible for this payment, shall provide a statement
from the court showing the dates served and payment received. An employee
serving as a juror and released from service on or before 12:01 p.m. shall
report to work to complete the regular hours of work.
ARTICLE XI. FUNERAL LEAVE.
The Company shall grant three (3) day's pay (twenty-four (24) hours at
straight time) to an employee who is absent from work for the purpose of
attending a funeral of his spouse, son, daughter, mother, father, mother-in-law,
father-in-law, brother, sister, grandparent or grandchild, provided he attends
the funeral.
The Company shall grant two (2) day's pay (eight (8) hours at straight
time) to an employee who is absent from work for the purpose of attending a
funeral of his half-brother, half-sister, step-child, step-mother, step-father,
step-brother or step-sister, provided he attends the funeral.
ARTICLE XII. GRIEVANCE PROCEDURE.
As used herein, the term "grievance" shall mean a complaint by an employee
against the Company alleging failure to comply with the provisions of this
Agreement. Any grievance that might arise shall be handled in the following
manner:
Step 1. Within three (3) working days after occurrence of the event
giving rise to the grievance, the aggrieved employee shall
first discuss the matter with the Shop Superintendent, with or
without a Union Steward in attendance, as the aggrieved
employee chooses.
Step 2. If the matter is not resolved by the discussion referred to in
Step 1, then the grievance shall be reduced to writing, signed
by the aggrieved employee and presented to the Shop
Superintendent within three (3) working days after the
discussion referred to in Step 1. When the Shop Superintendent
receives the written grievance, he shall note the time and
date of receipt, together with his initials, on the face
thereof. Within three (3) working days after receipt of the
written grievance, the Company shall deliver its written
answer to the Union Steward. When the Union Steward receives
the written answer, he shall note the time and date of
receipt, together with his initials, on the face thereof.
Step 3. If the grievance is not resolved in Step 2, then the grievance
shall be referred in writing by the Union to the General
Manager of the Company within three (3) working days after
receipt of the Company's answer in Step 2, and, within five
(5) working days after it is so referred, a meeting shall be
held among the aggrieved employee, the Union Steward, a
business representative of the Union, the Shop Superintendent
and the General Manager of the Company or his authorized
representative. In the event the
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General Manager of the Company or a business representative of
the Union is unavailable to meet within five (5) working days
after the grievance has been so referred to the General
Manager, then the meeting at this Step may be delayed up to an
additional five (5) days. Within three (3) working days after
the Step 3 meeting, the Company shall deliver its written
answer to the Union Steward and shall mail a copy thereof to
the Union. When the Union Steward receives the Step 3 written
answer, he shall note the time and date of receipt, together
with his initials, on the face thereof.
Step 4. If the grievance is not resolved at Step 3, then the Union
shall have the right to require that the grievance be
submitted to arbitration as hereinafter provided.
If the Union elects to submit any grievance to arbitration, it
shall notify the Company in writing within thirty (30) days
after receipt of the Company's Step 3 answer and shall
immediately thereafter request the Federal Mediation and
Conciliation Service to submit a panel of not less than nine
arbitrators from which one impartial arbitrator shall be
selected. The selection of the arbitrator from the panel shall
be accomplished within ten (10) working days after receipt of
the panel. The Union and the Company shall alternately strike
one name from the panel until only one name remains. Any
request by the Union to the Federal Mediation and Conciliation
Service to furnish such panel shall be in writing, and a copy
thereof shall be mailed to the Company at the same time that
the original is mailed to the Federal Mediation and
Conciliation Service.
The decision of the arbitrator shall be final and binding upon
the Company, the Union, the aggrieved employee and any other
party to the matter. The arbitrator shall not render any
decision which extends, modifies, suspends, alters, adds to or
deletes from this Agreement. The expenses of arbitration shall
be shared equally by the Company and the Union.
The time limits set forth in this Article XII are mandatory and may be extended
only by mutual written agreement.
ARTICLE XIII. NO STRIKES. NO LOCKOUTS.
There shall be no strikes, slowdowns, lockouts or other work stoppage by
the Company or the Union or employees represented by the Union during the term
of this Agreement. The Company agrees that the Union shall not be responsible
for any unauthorized strike, slowdown or other work stoppage by the employees
represented by it, provided the Union uses its best effort to terminate any such
occurrence and will publicly state that such strike is unauthorized and uses its
best efforts in
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good faith to obtain the termination of any such unauthorized action by the
employees. The Company shall have the right to discharge any employee who
violates the provisions of this Article XIII.
ARTICLE XIV. UNION STEWARDS.
The Union may designate one (1) employee (per 8 hour shift) to act as
Union Steward for the administration of this Agreement on behalf of employees
represented by the Union. The Union Steward shall be allowed reasonable time
during working hours to perform the Steward's duties and, during the term of his
office, shall be placed at the top of the seniority list, over all other
employees, in regard to layoff and recall only. The Union Steward shall also be
excused from overtime work to attend the scheduled monthly Union meeting, if at
least seven (7) days advance notice is given.
ARTICLE XV. INTENTION/CONFORMITY TO LAW.
It is the intention and belief of the parties hereto that each of the
provisions of this Agreement complies with all applicable governmental laws,
rules and regulations, if any of the provisions of this Agreement shall be
declared invalid or inoperative by final order of any court or governmental
agency of competent jurisdiction, or if any provision of this Agreement shall
become invalid or inoperative due to enactment of new governmental laws, rules
or regulations, the Company and the Union agree to meet, upon written request
made by either party to the other for such meeting, and to negotiate in good
faith for the purpose of reaching agreement upon a mutually satisfactory
replacement for the provision or provisions which have been declared or become
invalid or inoperative as a result of any such final order or new governmental
law, rule or regulation.
ARTICLE XVI. BULLETIN BOARDS/POSTINGS.
The Company agrees to provide one (1) bulletin board located by or near
the time clock for use by the Union for notice to employees of Union activities.
Material to be posted by the Union on such bulletin board shall be approved by
the Company before posting, and approval shall not be unreasonably withheld.
Within three (3) workdays of a permanent position becoming open, the
Company shall post such opening on the bulletin board in writing. The notice of
the opening shall describe the principal duties associated with the current
vacancy and shall set forth which department vacation sign-up list will apply to
the opening. The notice shall remain posted for three (3) workdays before the
Company awards the position to any employee. Employees will be considered for
job openings who notify the Company of their desire to change classifications or
departments (Mill and Warehouse Departments) in writing during the three (3) day
posting period. The Company will then appoint the most senior employee who has
responded to the job posting. A ten (10) workday qualifying period will apply.
Within ten (10) workdays of being assigned the posted position, an employee may
decline the job and be returned to his regular position. On the tenth (10th)
working day of the trial period the Company shall return the employee to his
regular job if it has determined the employee has not proven the ability to do
the job. If no one has indicated an interest, the Company shall fill such
vacancy at its discretion. No employee may change classification or department
more than once per twelve (12)
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months. The Company will provide the Union Steward with a copy of all job
posting.
ARTICLE XVII. SHOP COMMITTEE.
The employees represented by the Union may designate a Shop Committee,
consisting of not more than three (3) members, to meet with Company
representatives with respect to this Agreement. Meetings shall be monthly unless
waived by mutual agreement.
At the request of the Shop Committee, and with the permission of the
Company, the Union Business Representative will be permitted to attend any
meeting called by either party.
ARTICLE XVIII. WAGE RATES.
During the term of this Agreement, the wage rates set forth in Exhibit
"A", attached hereto and made a part hereof, shall apply.
It is agreed that the Company, in its discretion, may designate employees
within the bargaining unit to act as Group Leaders. Such Group Leaders may
perform any work within the group to which such Group Leader is assigned. A
Group Leader shall receive a rate of pay thirty cents (30 (cents)) per hour
above the highest rate of pay received by any employee in such group.
The Company agrees to pay a night shift premium of twenty cents (20
(cents)) per hour for all work performed on a regular shift beginning at or
after five o'clock (5:00) p.m.
The Company agrees to provide a ten (10) minute rest period during the
regular morning shift hours and a ten (10) minute rest period during the regular
afternoon shift hours, the exact times for such rest periods to be designated by
the Company in its discretion as reasonably close to the middle of such shift
hours as the Company determines practicable without adversely affecting
production and operating efficiency.
Bona fide students employed temporarily by the Company during vacation
from school shall be paid at a rate of not less than 2/3 of the applicable wage
rate set forth in Exhibit "A" and shall not be entitled to receive any fringe
benefits, except as may otherwise be required by law. Such students who return
to work during vacation from school in succeeding years shall receive the wage
adjustments per hour as set forth below in lieu of eligibility for fringe
benefits available to regular, full time employees:
2nd year 75% of applicable rate in Exhibit "A"
3rd year 85% of applicable rate in Exhibit "A"
4th year 100% of applicable rate in Exhibit "A"
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ARTICLE XIX. INSURANCE.
During the term of this Agreement, the Company will provide employees
covered by this Agreement with insurance benefits under the Adam Flex Benefits
Program. Eligibility, deductibles, co-insurance, credits, options and benefits
and all other terms and conditions are set forth in the Adam Flex Benefits
Program which is incorporated herein by reference. Short term Sickness and
Accident weekly benefit increase from 7% per year of service to 15% per year of
service.
ARTICLE XX. DUES/INITIATION FEES CHECKOFF.
Section 1. The Company agrees to deduct from the pay of each employee covered by
this Agreement all periodic dues and initiation fees uniformly required by
Millmen's Local Union No. 684 and Great Lakes Regional Industrial Council, or
its successors, provided that the Company has received a proper, effective
written authorization, signed by the employee, that conforms in all respects
with the requirements of the National Labor Relations Act, as amended, and to
promptly remit the amount of said dues and initiation fees to Millmen's Local
Union No. 684 and Great Lakes Regional Industrial Council or its successors.
Section 2. No later than the day of the thirty-first day (31st) after employment
or after the execution of this Agreement which ever is later, every employee,
excluding office, clerical employees, foremen, assistant foremen and other
supervisory employees as defined in the National Labor Relations Act, as
amended, shall apply for membership in the Union, shall tender periodic dues and
initiation fees uniformly required and shall maintain membership therein as a
condition of employment accordance with the terms of the Labor-Management Act of
1947, as amended.
Section 3. Not withstanding the provisions of Article XX. Section 2, any
employee who is not a member of the Union on the date of this Agreement and any
new employee hired during the life of this Agreement, may not later than the
thirty-first (31st) day after employment or after the execution date of this
Agreement, whichever is later, in lieu of complying with Article XX. Section 1
above, but as a condition of continued employment, pay to the Union an initial
processing fee and monthly representation fee as a contribution towards the
Union's cost of negotiating and administering this agreement as the sole and
exclusive bargaining representative of all employees, members and non-members
alike, which initial processing fee shall not be more than the regular
initiation fee and which monthly representation fees shall not be more than the
regular membership dues.
Section 4. In the event any employee becomes delinquent in the payment of the
required dues or representation fee, the Company shall be given written notice
thereof by the Union, and if the affected employee remains delinquent, his/her
employment shall be terminated in violation of any relevance statute.
The Union and its successors shall indemnify and save harmless the Company
against any claims made on account of action taken by the Company in reliance
upon information, forms or instructions furnished by the Union in connection
with this Dues/Initiation Fees Checkoff provision.
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ARTICLE XXI. PENSION PLAN.
The Company agrees to pay the full cost of a Pension Plan for the benefit
of all employees covered by this Agreement, except student employees referred to
in Article XVIII hereof Said Pension Plan became effective on January 1, 1977,
shall be continued in full force and effect during the term of this Agreement,
and generally shall include provisions for the matters outlined in Exhibit "B"
attached hereto and made a part hereof.
NORMAL RETIREMENT BENEFIT
At the end of 3rd year of agreement: from $14.00 to $16.00
ARTICLE XXII. INDIVIDUAL RETIREMENT ACCOUNTS - PAYROLL DEDUCTION.
The Company agrees to establish a program pursuant to which the Payroll
Department of the Company, upon receipt of appropriate written authorization
from an employee, will deduct from the wages of such employee periodic
contributions to such employee's Individual Retirement Account. The amount of
the deductions shall be not less than $10 per week and shall be remitted monthly
by the Company to a financial institution located in the city of Dayton, Ohio,
which will be designated jointly by the Company and the Union to administer any
such Individual Retirement Accounts.
ARTICLE XXIII. BONDING.
The Company will provide bonding for any employee handling or carrying
money and/or checks.
ARTICLE XXIV. SAFETY REQUIREMENTS.
Each employee shall notice the Company of any unsafe working condition so
that the Company may take appropriate action to remedy a condition which is
agreed to be unsafe upon notice.
ARTICLE XXV. DURATION OF AGREEMENT.
This Agreement shall be effective from May 1, 1998, and shall remain in
full force and effect until midnight, April 30, 2001, and shall continue in full
force and effect from year to year thereafter unless either party notifies the
other party in writing of its intention to terminate the Agreement at least
sixty (60) days prior to April 30, 2001 or any anniversary date thereof.
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IN WITNESS WHEREOF, the parties have hereunto signed their names by their
duly authorized representatives as of the 1st day of May, 1998.
ADAM WHOLESALERS OF DAYTON, INC.
By /s/ Tom R. Ring July 20, 1998
-----------------------------------------
Tom R. Ring, Operations Manager
By /s/ Joseph A. Koenig
-----------------------------------------
Joseph A. Koenig, Attorney
MILLMEN'S LOCAL 684 OF THE UNITED
BROTHERHOOD OF CARPENTERS AND
JOINERS OF AMERICA, GREAT LAKES
REGIONAL INDUSTRIAL COUNCIL
By /s/ Michael E. Ulrich 7/20/98
-----------------------------------------
Michael E. Ulrich
Business Representative
COMMITTEEMEN
By /s/ William Collins
-------------------------------------------
William Collins, Committeeman
/s/ Ron Ladd 7-20-98
-------------------------------------------
Ron Ladd, Committeeman
/s/ Tony Mullins 7-20-98
-------------------------------------------
Tony Mullins, Committeeman
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EXHIBIT "A"
WAGES
Shift Premiums and Group Leader Premiums, where applicable, are payable in
addition to the following wage rates.
Wage Rate as of Wage Rate as of Wage Rate as of
May 1, 1998 May 1, 1998 May 1, 2000
----------- ----------- -----------
$11.70 $12.10 $12.55
New employees hired after May 1, 1991 will be hired at a rate of $2.00 per hour
less than scale and will be progressed to scale in consecutive increases of
25(cents) each at 90 day intervals until the applicable above wage rate is
attained.
A Signing Bonus of $2,250.0 will be paid to all non-probationary employees as of
the beginning of this Agreement.
<PAGE>
EXHIBIT "B"
OUTLINE OF
PENSION PLAN
EFFECTIVE DATE
January 1, 1977
ANNIVERSARY DATE
January 1 of each year
ELIGIBILITY REQUIREMENTS
All regular, full-time union employees (those employed for 1,000 or more
hours per year, except student employees) who have completed the ninety (90) day
probationary period and were under 60 years of age when employed by the Company.
NORMAL RETIREMENT DATE
The last day of the calendar month in which the participant's 65th
birthday occurs.
NORMAL RETIREMENT BENEFIT
Commencing at normal retirement date, a participant will receive for his
lifetime a monthly income of $14.00 times the number of years of his credited
service.
CREDITED SERVICE
a) All continuous service prior to May 1, 1976, computed to the nearest
1/4 year, will be recognized as credited service.
b) Continuous service after May 1, 1976 will be recognized as credited
service in accordance with the requirements of the Employee
Retirement Income Security Act of 1974 ("ERISA").
EARLY RETIREMENT
A participant may retire prior to his normal retirement date after:
a) Completing 10 years of credited service, and
b) Attaining age 55.
<PAGE>
He will be entitled to a deferred benefit commencing as of his normal
retirement date. The amount of his deferred benefits will be his normal
retirement benefit accrued to the date of early retirement based upon his
credited service as of his early retirement date.
In lieu of the deferred benefit to commence as of his normal retirement
date, the participant may elect to receive his benefits at an earlier date. The
amount of benefit payable at an earlier date will be the deferred benefit
determined above, reduced by 1/180th for each of the first sixty (60) months and
1/360th for each additional month by which his early retirement date precedes
his normal retirement date.
DISABILITY RETIREMENT
A participant who becomes totally and permanently disabled after
completing 10 years of credited service will be entitled to receive a disability
retirement benefit regardless of age. Payment of the disability retirement
benefit will be deferred during the period of time that the participant is
receiving disability benefits under any long-term disability program paid for by
the Company. The amount of the disability retirement benefit will be determined
in the same manner as the early retirement benefit except that if the disability
retirement date occurs more than one hundred twenty (120) months prior to the
participant's normal retirement date, the amount of the disability retirement
benefit will be further reduced by an actuarially determined amount for each
month in excess of one hundred twenty (120) months that the disability
retirement date precedes the normal retirement date.
VESTING
Vesting will be in accordance with applicable, current Federal law and
regulations.
JOINT ANNUITY FOR BENEFIT OF SURVIVING SPOUSE
Participants will have the option to elect, prior to retirement, to
receive a reduced benefit which will be paid during the lifetime of the
participant and then continue to be paid during the lifetime of the
participant's surviving spouse. The amount of the reduced benefit and the
conditions of the election of this option will be in accordance with the
provisions of ERISA.
TRUSTEE
All assets of the Pension Plan will be held in trust by a national bank or
by an insurance company. The Company will administer the Plan on a day-to-day
basis, but the trustee or insurance company will hold and account for the funds
and will make payment of all benefits, etc.
OTHER PROVISIONS
All provisions of the Plan will meet the requirements of ERISA. Amendments
to the Plan will be made from time to time as may be required to continue to
meet the requirements of ERISA. No changes will be made to the Plan during the
term of this Agreement which adversely affect any participant, except any such
change which is mandatory under applicable law.
<PAGE>
EXHIBIT C
ADAM WHOLESALERS OF DAYTON, INC.
ALCOHOL/DRUG ABUSE POLICY
OBJECTIVE:
To establish a safe and healthful environment for all employees by
eliminating hazards brought about by employee use of alcohol and/or drugs.
Alcohol and drug use constitutes a potential danger to the safety and
welfare of employees and results in loss of employee productivity and risk of
property loss or damage.
It is recognized that key elements in an alcohol/drug abuse program are
prevention, intervention and rehabilitation. Therefore, appropriate educational
efforts will be conducted with supervisors, union representatives and employees
concerning the nature and effects of alcohol/drug abuse procedures for
intervention including proper identification of job performance difficulties or
other behavioral evidence of substance abuse; referral procedures under the
policy; and in other related areas.
RELATIONSHIP TO EMPLOYEE ASSISTANCE PROGRAM:
Alcohol or drug addiction is an illness requiring medical treatment.
Therefore, the Company encourages employees to seek help for drug or alcohol
problems. We believe that seeking help before the problem becomes a disciplinary
matter is beneficial for both the employee and the company. For this reason, the
Company will maintain an Employee Assistance Program (EAP) which provides help
to employees who suffer from alcohol or drug abuse on a strictly confidential
basis. An employee's decision to seek assistance from the EAP will not be used
as the basis for disciplinary action.
Medical leaves of absence recommended by the EAP shall be granted for the
period of time specified by the EAP. Leaves of absence requested without EAP
contact or different from that recommended by the EAP shall be handled in a
manner consistent with the leave of absence policy. Insurance coverage covering
the treatment of Drug and Alcohol abuse shall be maintained by the Company.
Periodic training in EAP procedures shall be provided to supervisors,
union representatives and employees.
PROCEDURE:
I. Applicants for Employment
Applicants for employment, including re-hires, will be informed that an
initial alcohol/drug screening is mandatory; that they are required to agree in
writing to allow the results of such test to
<PAGE>
be furnished to and used by the company; and that a positive result shall
disqualify the applicant from employment.
II. Current Employees
A. Prohibitions
The following are strictly prohibited:
1. Reporting to work functionally impaired due to the influence
of intoxicants, illegal drugs, or controlled substances.
2. The use, possession, transfer of, or trafficking in,
intoxicants, illegal drugs, or controlled substances in any
amount or in any manner (i) on company premises or in company
vehicles at any time whether or not performing company
business, or (ii) while performing company business anywhere,
including off company property.
B. Searches
At times unannounced searches of company property for illicit
substances or alcohol may be conducted. This could include lockers,
storage areas, company vehicles, or rooms normally used to store
employee's personal property. No random searches of personal
property, autos, etc., are to be undertaken. Specific search of an
employee's person, personal property or automobiles shall be allowed
only after the issuance of search warrant by a court of proper
jurisdiction.
C. Drug/Alcohol Screening
1. Cause of Alcohol/Drug Screening
Alcohol/drug screening may be performed under the following
circumstances in order to provide a safety and healthy
environment for all employees. The policy does not include
random or mass testing.
a. An employee may be required to submit to alcohol/drug
screening where there exists a reasonable suspicion that
the employee is functionally impaired as provided under
Section II.A.1.
b. An employee may be required to submit to alcohol/drug
screening where there exists a reasonable suspicion that
the employee has violated the prohibitions in Section
II.A.2 of this policy.
c. An employee may be required to submit to alcohol/drug
screening
<PAGE>
where the employee is involved in a workplace related
accident in which a safety rule was violated by the
employee and the accident results in a reportable
workplace injury to the employee or others and where a
reasonable suspicion exists that the employee is
functionally impaired as provided under Section II.A.1.
d. Should an employee refuse to submit to alcohol/drug
screening under the foregoing circumstances, including
providing written consent, then that employee will be
subject to the policy as though he/she had tested
positive.
e. Testing under (a), (b) and (c) above must be authorized
by at least two (2) supervisory/managerial employees
after both have first observed the employee.
2. Administration of Alcohol/Drug Screening
a. The initial screen shall be performed by the immunoassay
(EMIT) method. Confirmation of any positive drug
screening will be made by gas chromotography/mass
spectrometry (GC-MS).
b. The testing facility will be certified by the National
Institute of Drug Abuse (NIDA). If the testing facility
loses certification, testing shall cease at that testing
facility and the Company will discuss alternative
testing facilities with the designated Union
representative prior to the resumption of testing. A
copy of the NIDA certification shall be provided to the
Union prior to any testing occurring.
c. Blood testing shall not be utilized.
d. Collection shall be supervised by a physician or health
care professional. Specimen containers shall be labeled
with a number and the donor's signature and shall be
closed with a tamper-proof seal initialed by the donor
and collecting agent. There will be no direct
observation of the donor while providing the urine
sample. The labeling shall be done in the employee's
presence and the union representative, if the employee
has requested union representation.
e. The donor shall remove outer garments and leave personal
belongings such as a purse or briefcase with the outer
garments (if any). The donor may retain his/her wallet.
A receipt for such will be provided by the collection
site if requested by the donor.
f. The specimen number and identifying information of the
donor shall
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be entered on a log and signed by the collection
technician in the presence of the employee and union
representative (if present) and the employee shall
initial the proper line on the log entry.
g. The volume of each sample shall be such that sufficient
amounts will remain for both confirmation testing and
independent testing by a lab designated by the
individual or union.
If an employee is unable to provide a sufficient sample
for testing, then the MRO shall refer the employee for a
medical evaluation to determine whether the employee was
genuinely unable to provide a specimen or was refusing
to provide a sample. The MRO shall make and report such
determination to the Company.
h. The sample for each employee shall be stored in a
scientifically acceptable manner.
i. All handlers and couriers of the sample must complete
entries and identify themselves on a proper chain of
custody form.
j. If the sample tests positive, the testing facility shall
retain a sufficient portion of the sample for
independent retesting and store that portion in a
scientifically acceptable manner for a minimum of one
hundred eighty (180) days.
k. The testing facility is prohibited from using samples
for any other purpose other than to test for the
substances specified.
l. The employer shall provide transportation for any
employee suspected of substance abuse, including to the
collection site and the employee's home.
m. Any attempt by an employee to alter or substitute a
sample shall be grounds for termination of employment.
n. A union representative (steward) shall accompany the
employee, if requested, to insure that the above
procedures are correctly followed.
3. Results of Drug Alcohol Screening
a. Due to legitimate privacy concerns, the Company seeks to
insure that drug testing results are reported and
maintained in an accurate and confidential manner. For
current employees, results shall be transmitted to a
Medical Review Officer (MRO), who shall be a licensed
physician familiar with drug testing procedures. The MRO
<PAGE>
will review the results of the screening, contact the
employee for further information if necessary (such as
current use of prescription drugs, etc.) And communicate
either a positive or negative result to designated
Company personnel. All such individuals are charged with
acting responsibly to maintain the confidentiality of
testing results.
b. Certain levels shown in Attachment "A" to this policy
establish a positive result. All results lower than
these levels will be reported as negative.
c. Except as provided below an employee who tests positive
shall be afforded the opportunities for appropriate
assistance, referral, treatment and after care under the
EAP. Failure to seek and receive these services or
failure to abide by the terms of the treatment plan
shall result in discipline including discharge. If cause
for testing was based on a reasonable suspicion of
possession, transfer of or trafficking as provided in
Section II.A.2 and the test is positive, then the
employee will be subject to discipline, including
termination, provided that the discipline is based on a
violation of the prohibitions in II.A.2. Otherwise such
an employee shall be referred to the EAP as provided
above.
d. An employee who seeks and receives assistance pursuant
to the provisions in Section (c) above and who completes
the treatment plan, shall, upon return to work, be
subject to up to three additional tests without further
cause for a period of one (1) year. If during that time,
an employee provides a positive sample, he/she may be
terminated. Further, if the employee is tested within
three years following his/her return to work pursuant to
Section C.1 above and the test is positive, then the
employee shall be terminated.
e. Any disputes which may arise over compliance by the
company with the policy will be resolved through the
grievance and arbitration provisions of the parties'
collective bargaining agreement. Disputes with
collection sites, testing laboratories or others
involved in the policy will be resolved through whatever
appropriate legal means are necessary.
<PAGE>
ATTACHMENT A
INITIAL AND CONFIRMATORY TEST LEVELS
INITIAL TEST LEVEL CONFIRMATORY TEST LEVEL
Benzodizepine 300 ng/ml 300 ng/ml
Methadone 300 ng/ml 300 ng/ml
Amphetamine 1000 ng/ml 500 ng/ml
Barbiturates 300 ng/ml 300 ng/ml
Cocaine 300 ng/ml 150 ng/ml
Methacholine 300 ng/ml 300 ng/ml
Opiates 300 ng/ml 300 ng/ml
Phencyclidine 25 ng/ml 25 ng/ml
Cannabinoids 100 ng/ml 15 ng/ml
Propoxyphene 300 ng/ml 300 ng/ml
Alcohol State of Ohio levels for State of Ohio levels for
Driving While Intoxicated Driving While Intoxicated
<PAGE>
EMPLOYEE DRUG CONSENT FORM
I, _____________________________________________________, am presently
employed by the _____________________________________. I hereby consent to
drug/alcohol screening test(s) (urinalysis) and I authorize the release of the
results and any interpretation of the test(s) to the (Company Name)
personnel. I understand that the test will reveal whether I have used alcohol or
have taken any drugs, including prescription drugs, over-the-counter drugs,
controlled substances, or any illegal drugs.
I hereby authorize _____________________________________ (name of testing
facility) to release to _______________________________________ (Company name)
personnel the results and any interpretation of the drug/alcohol screening
test(s) in order to determine whether I have violated __________________________
(Company name) policy on drug and alcohol use. It is understood that all
provisions of the ______________________________(Company name) policy on drug
and alcohol use will be followed.
I have read this consent and understand it. Further, I was asked whether I
had any questions about this consent and any questions which I had were
explained to my satisfaction the ________________________(Company name)
or____________________________ (testing facility).
- ----------------------------------- -------------------------------
Employee Name and Date Witness Name and Date
<PAGE>
EXHIBIT 4
AGREEMENT
BETWEEN
ADAM WHOLESALERS, INDIANAPOLIS, INC. OR ITS SUCCESSORS, (hereinafter referred to
as the "Employer" or "Company"), and the CHAUFFEURS, TEAMSTERS, WAREHOUSEMEN AND
HELPERS, LOCAL UNION NO. 135, of INDIANAPOLIS, INDIANA, affiliated with the
INTERNATIONAL BROTHERHOOD OF TEAMSTERS, CHAUFFEURS, WAREHOUSEMEN AND HELPERS OF
AMERICA, or its successors, (hereinafter referred to as the "Union").
For the Period
March 3, 1996 to and including February 26, 2000
<PAGE>
TABEL OF CONTENTS
ARTICLE 1 - UNION RECOGNITION ............................................... 1
ARTICLE 2 - UNION SECURITY .................................................. 1
ARTICLE 3 - MAINTENANCE OF STANDARDS ........................................ 2
ARTICLE 4 - WAGES ........................................................... 2
ARTICLE 5 - SEPARABILITY AND SAVINGS CLAUSE ................................. 2
ARTICLE 6 - SENIORITY ....................................................... 3
ARTICLE 7 - HOURS OF WORK ................................................... 6
ARTICLE 8 - VACATIONS ....................................................... 8
ARTICLE 9 - SHOP STEWARDS ................................................... 9
ARTICLE 1O - NO INTERRUPTIONS IN WORK ....................................... 10
ARTICLE 11 - GRIEVANCE PROCEDURE ............................................ 10
ARTICLE 12 - PROTECTION OF RIGHTS ........................................... 11
ARTICLE 13 - UNAUTHORIZED ACTIVITY .......................................... 12
ARTICLE 14 - MANAGEMENT CLAUSE .............................................. 12
ARTICLE 15 - TIME OFF TO VOTE ............................................... 13
ARTICLE 16 - SAFETY AND HEALTH .............................................. 13
ARTICLE 17 - INSURANCE CONTRACT ............................................. 13
ARTICLE 18 - WORK ASSIGNMENTS ............................................... 13
ARTICLE 19 - BONDS .......................................................... 14
ARTICLE 20 - INSPECTION PRIVILEGES .......................................... 14
ARTICLE 21 - EXAMINATIONS AND IDENTIFICATION FEES ........................... 14
i.
<PAGE>
ARTICLE 22 - DEFECTIVE EQUIPMENT AND
DANGEROUS CONDITIONS OF WORK ................................... 14
ARTICLE 23 - EMPLOYMENT AGENCY FEES ......................................... 15
ARTICLE 24 - EXAMINATION OF RECORDS ......................................... 15
ARTICLE 25 - COMPENSATION CLAIMS ............................................ 15
ARTICLE 26 - SANITARY CONDITIONS ............................................ 15
ARTICLE 27 - TRANSFER OF COMPANY TITLE OR INTEREST .......................... 15
ARTICLE 28 - JURY DUTY ...................................................... 15
ARTICLE 29 - PENSION ........................................................ 16
ARTICLE 3O - 401(K)PLAN ..................................................... 16
ARTICLE 31 - MISCELLANEOUS PROVISIONS ....................................... 16
ARTICLE 32 - DURATION OF AGREEMENT .......................................... 18
APPENDAGE "A" ............................................................... 20
APPENDAGE "B" ............................................................... 21
APPENDAGE "C" ............................................................... 26
APPENDAGE "D" ............................................................... 27
APPENDAGE "E" ............................................................... 28
ii.
<PAGE>
ARTICLE 1- UNION RECOGNITION
Section 1. The Company agrees to recognize and does hereby recognize the
Union, its agents, representatives, or successors, as the exclusive
representative and collective bargaining agency for all of the employees of the
Company as hereinafter defined: All full-time and regular part-time production
and maintenance employees including all truck drivers and warehouse employees of
the Employer's Indianapolis, Indiana establishment at 3333 Mesilla Court,
Indianapolis, Indiana 46226.
ARTICLE 2 - UNION SECURITY
Section 1. It is understood and agreed by and between the parties hereto
that as a condition of continued employment, all persons who are hereafter
employed by the Company in the unit which is the subject of this Agreement,
shall become members of the Union not later than the thirty-first (31st) day
following the beginning of their employment or the execution date of this
Agreement, whichever is the later; that effective from and after the
thirty-first (31st) day following the execution date of this Agreement, the
continued employment by the Company in said unit of persons who are already
members in good standing of the Union shall be conditioned upon those persons
continuing their payment of the periodic dues of the Union; and that the
continued employment of persons who were in the employ of Company prior to the
date of this Agreement and who are not now members of the Union shall be
conditioned upon those persons becoming members of the Union not later than the
thirty-first (31st) day following the execution date of this Agreement. The
failure of any person to become a member of the Union at such required times
shall oblige the Company upon written notice from the Union to such effect and
to the further effect that Union membership was available to such person on the
same terms and conditions generally available to other members, to forthwith
discharge such person. Further, the failure of any person to maintain his Union
membership in good standing as required herein shall, upon written notice to the
Company by the Union to such effect, obligate the Employer to discharge such
person.
Section 2. (a) The Company will neither negotiate nor make any agreements
for any of its employees in the bargaining unit covered hereby unless it
be through the duly authorized representative of the Union.
(b) The Company agrees that it will not sponsor or promote
financially or otherwise, any group, committee, or labor organization, for
the purpose of undermining the Union; nor will the Company interfere with,
restrain, coerce, or discriminate in any way against any of its employees
because of their membership or non-membership in the Union.
(c) When the Company needs additional employees, it shall give the
Union equal opportunity with all other sources to provide suitable
applicants.
1
<PAGE>
(d) The Company agrees to deduct each month, from the pay checks of
all employees, who are covered by this Agreement, all periodic dues and
initiation fees owing to the Union by the employees, provided, however,
that an employee shall have signed and submitted a written authorization
for such action on the part of the Company; such written authorization
shall conform to and be in accordance with all applicable Federal and
State Laws.
All monies deducted by the Company shall be forwarded to the President of
the Union. It is understood and agreed that any monies collected by the Company
for the Union will be taken out of the first (1st) pay period of each month for
the current month and remitted to the Union within fifteen (15) days.
ARTICLE 3 - MAINTENANCE OF STANDARDS
The Company agrees that all conditions of employment relating to wages,
hours of work, overtime differentials and general working conditions, shall be
maintained at not less than the highest standards of the Company in effect at
the time of the signing of this Agreement, and the conditions of employment
shall be improved wherever specific provisions for improvement are made
elsewhere in this Agreement.
ARTICLE 4 - WAGES
Wages shall be paid according to Appendage "A" attached hereto and made a
part of this Contract.
ARTICLE 5 - SEPARABILITY AND SAVINGS CLAUSE
If any Article or Section of this contract or of any Riders thereto should
be held invalid by operation of law or by any tribunal of competent
jurisdiction, or if compliance with or enforcement of any Article or Section
should be restrained by such tribunal pending a final determination as to its
validity, the remainder of this contract and of any Rider thereto, or the
application of such Article or Section to persons or circumstances other than
those as to which it has been held invalid or as to which compliance with or
enforcement of has been restrained, shall not be effected thereby.
In the event that any Article or Section is held invalid or enforcement of
or compliance with which has been restrained, as above set forth, the parties
affected thereby shall enter into immediate collective bargaining negotiations,
upon the request of the Union, for the purpose of arriving at a mutually
satisfactory replacement for such Article or Section during the period of
invalidity or restraint. If the parties do not agree on a mutually satisfactory
replacement, either party shall be permitted to all legal or economic recourse
including the right to strike in support of its demands notwithstanding any
provision in this contract to the contrary.
2
<PAGE>
ARTICLE 6 - SENIORITY
Section 1. Seniority rights for employees shall prevail and shall apply to
layoffs, job bidding, overtime assignment and vacation scheduling consistent
with the other terms of this Agreement. It is understood that seniority shall be
plant-wide within the bargaining unit.
Section 2. Seniority shall be defined as the length of continuous service
within the bargaining unit from the last date of hire. The term "continuous
service" shall be construed so that absence due to illness, accident, family
deaths or similar occurrences, or layoffs due to slack work, shall not cause a
break in continuity, subject to the other terms of this Agreement.
Section 3. The list of employees rated according to seniority is attached
hereto and made a part of this Agreement. The Company will supply the Union
Office and Shop Steward with a list of all additions or deductions from the
seniority list. The seniority list shall be posted on the bulletin board. Any
controversy over seniority standing of any employee on the seniority list shall
be submitted to the Grievance Procedure.
Section 4. New regular employees shall obtain seniority after ninety (90)
days of employment; however, if the Company changes a supplemental employee to a
regular employee, he shall obtain seniority after sixty (60) days of employment
as a regular employee.
New regular employees who complete the probationary period set forth above
shall have seniority from their most recent date of hire without a break in
service, which will include continuous prior service as a supplemental employee.
In case of layoffs, the Company shall lay off such new employees before
putting into effect the seniority policy, as stated herein. New employees may be
laid off, transferred or dismissed with or without cause during the probationary
period.
Section 5. Any employee transferred from another division, department or
bargaining unit of the Company not covered by this Agreement into the bargaining
unit covered by this Agreement shall start with new seniority. An employee
transferred from the bargaining unit to a non-bargaining unit position within
the Company will retain and continue to accumulate seniority for three (3)
months if transferred back into the bargaining unit by the Company, but will
thereafter lose seniority.
Section 6. Layoffs will be by plant-wide seniority, provided that the
employee exercising seniority has the basic qualifications to perform the
particular work available in a normal and average manner. The Company may lay
off employees on a temporary basis by seniority within the classification and on
the shift involved for the first two (2) full working days of a work reduction,
but no employees will be laid off out of seniority for more than two (2) full
working days during the term of this Agreement if the employee has the basic
qualifications to perform the particular work available in a normal and average
manner. It is agreed that the Company may
3
<PAGE>
establish a regular four (4) day workweek consisting of thirty-two (32) hours
per week, effective only between January 1 and March 1 and in lieu of any
additional layoffs during this period.
When it becomes necessary to lay off employees, the Company will notify
the Shop Steward of the names of the employees to be laid off. The Shop Steward
will not communicate this information to anyone, but shall use this information
only for the purpose of checking the seniority list and of consulting with
Management whet there appears to be reason to disagree with the selection of
employees to be laid off.
Section 7. An employee shall be deemed to have lost his seniority rights
under this Agreement for the following:
(a) Discharge under the Uniform Rules (Appendage "B") or Voluntary
Quit.
(b) Employee fails to report for work within ten (10) working days
after notice of recall is sent by certified mail to the employee's last
known address. It is the employee's responsibility to keep the Company
notified of any change of address.
(c) Has been continuously laid off for twelve (12) months, provided,
however, that in cases of proven sickness an employee shall be continued
on the seniority list until able to return to work, not to exceed
twenty-four (24) months.
(d) Retirement.
Section 8. Any employee desiring leave of absence from employment shall
secure written permission from both the Union and the Employer. Failure to
comply with this section shall result in the complete loss of seniority rights
of the employee involved. Inability to work because of proven sickness or injury
shall not result in the loss of seniority rights, except pursuant to Section 7,
above. The Company will comply with applicable State and Federal laws concerning
maternity leave.
Any employee elected or appointed as an official of the Union or an
elected delegate to any labor convention necessitating a leave of absence shall
be granted a leave of absence without pay and be guaranteed re-employment at the
end of such period, with the same seniority rating as when the leave of absence
was granted.
It is understood that leaves of absence will not be granted for taking
employment elsewhere and an employee who engages in gainful employment elsewhere
during a leave of absence shall lose his status as an employee.
Section 9. Regular employees who leave the service of the Company to enter
that of the United States Armed Forces, or are drafted in the service of the
U.S. Maritime Commission, or who are drafted by the United States Government for
civilian service, will upon their return,
4
<PAGE>
within ninety (90) days from release from such service with an honorable
discharge be granted all seniority rights as if continuously employed by the
Company during such service.
Such persons will be rehired by the Company to take the place of other
persons employed by the Company who have less seniority. Under no circumstances
will this clause be construed so as to require the Company to increase the
number of its employees beyond those actually needed.
Section 10. Job Bidding. When a permanent actual vacancy occurs within a
job classification in the bargaining unit covered by this Agreement, the Company
shall post a notice on the bulletin board for three (3) working days, announcing
the vacancy in that job classification. Any employee with seniority may bid for
the vacancy, if such employee has the basic qualifications and ability to
perform the work involved; provided however, that an employee who has
successfully bid pursuant to this provision shall not be permitted to bid on any
other equal- or lower-rated job for a period of one (1) year. It is agreed that
the vacancy created by an employee who has been awarded a permanent vacancy
pursuant to this posting procedure shall also be posted, but that no additional
vacancies created thereby shall be posted. Such successive bidding will be
completed within sixty (60) days. If more than one employee bids for a permanent
vacancy, then the employee with the highest ranking seniority and the basic
qualifications to perform the work shall be transferred into the classification
involved, not later than seven (7) working days following the conclusion of the
posting period. The Shop Steward will receive a copy of all completed job bids.
Any employee awarded a permanent vacancy pursuant to this section shall be
given a trial period not to exceed ten (10) working days. The trial period may
be terminated by the Employer in the event that the employee is obviously unable
to perform the work required in a normal and average manner. An employee
disqualified under this provision will be reassigned to the employee's former
job classification.
This section shall not apply to the assignment or removal of employees
from "lead man" designation.
Section 11. Notwithstanding Article 2, Section 1, supplemental employees
(seasonal and casual employees) shall be required to comply with Article 2,
Section 1, after 90 days of continuous employment. Supplemental employees will
be paid according to the wage rates set forth in Appendage "A." Supplemental
employees will not be eligible for other benefits set forth in the Agreement
including, but not limited to, Article 6, Seniority; Article 7, Hours of Work;
Article 8, Vacations; Article 17, Insurance Contract; Article 31, Miscellaneous
Provisions.
Seasonal employment will generally correspond with the Company's
construction-related business season. Any supplemental employee who is employed
for more than seven (7) continuous months will be changed to a regular employee.
5
<PAGE>
ARTICLE 7 - HOURS OF WORK
Section 1. The Company agrees that the standard hours of work shall be
eight (8) hours per day or forty (40) hours per week, and that the work week
shall start on Monday and end on Friday, except as provided in Article 6,
Section 6. All work in excess of eight (8) hours per day or forty (40) hours per
week shall be considered as overtime, and employees shall be paid at the rate of
time and one-half for working such overtime periods. Time and one-half shall be
paid for all work performed on Saturdays. Overtime shall not be paid twice for
the same hours. All employees shall be paid weekly on Friday of the week
following close of week in which work was performed.
Section 2. Call-in Pay Period. Employees who are called in for work
outside the regular schedule shall receive at least four (4) hours work or pay
therefor, at the appropriate hourly rate.
Section 3. Reporting Pay. All regular employees who report for work shall
receive eight (8) hours work or pay at the regular hourly rate, unless such
employees have been duly notified not to report, or unless the Company is unable
to conduct normal operations due to causes beyond its control.
Section 4. Overtime. Weekday overtime shall be offered according to
seniority among the employees in the classification on the shift who have
regularly performed the work during straight time hours, and shall be required
by reverse seniority if necessary. Weekend and Holiday overtime shall be offered
according to seniority within the classification and shift, and shall be
required by reverse seniority if necessary. If additional employees are needed,
the work will be offered according to seniority among the remaining employees in
the bargaining unit who are able to do the work in a normal and average manner,
and shall be required by reverse seniority if necessary.
It is understood, however, with regard to weekend or Holiday overtime in
the Material Handler/Receiver classification, such work will be offered
according to seniority among employees who have regularly performed the work
during the preceding work week, then Unit Assemblers, then Drivers, and shall be
required by reverse seniority by classification in the order listed above if
necessary.
The Shop Steward shall be given a list of employees working overtime as
soon as possible.
It is understood that an employee who is temporarily transferred to work
in a different classification will continue to be treated as part of his
original classification for the purpose of weekend and holiday overtime. Weekday
overtime will be offered to employees who regularly perform the work during
straight-time hours, which will include employees transferred to perform such
work from a different classification.
6
<PAGE>
Section 5. Any employee receiving more than the scale of wages herein
shall not suffer a reduction in wage, and shall also receive the increase
established by this Agreement during the life of this Agreement.
Section 6. All work performed on Sunday or on a holiday shall be paid for
at double time, except during annual inventory when the employee shall be paid
at one and one-half times (1-1/2) the regular straight time rate. In such
circumstances, the employee will also receive holiday pay if otherwise eligible.
All employees who have been employed for more than sixty (60) days shall
receive eight (8) hours pay at their regular hourly wage rate for the following
days without working on such days: New Year's Day, Memorial Day, Fourth of July,
Labor Day, Thanksgiving Day, Day After Thanksgiving, Christmas Eve, Christmas
Day, provided the employee has worked his regularly scheduled work day
immediately before and immediately after said holiday, unless the employee is
unable to work on account of proven illness, or unless his absence is mutually
agreed to. Should any of the holidays fall on Sunday, the day observed by decree
or proclamation shall be considered the legal holiday. Holidays which fall on
Saturday will be observed on either Friday or Monday, depending on the
requirements of the business.
In addition to the holidays provided above, an employee will be allowed
one holiday to be taken on the employee's birthday, or if the birthday falls on
a weekend, on the work day nearest the employee's birthday. The employee must
notify the supervisor the week before the birthday holiday.
Section 7. Whenever an employee is required to do work which is in a
classification at a lower rate of pay, said employee shall be paid his regular
rate of pay unless down graded on a permanent basis. Also, when an employee in a
lower rated job classification works for more than one (1) hour in a higher
rated classification during a work day, he shall be paid the rate of pay
corresponding to that classification for hours worked therein.
The Employer will not discriminate against or in favor or any employee in
making temporary transfers or work assignments within a classification.
Temporary transfers will be made by the Employer with due regard to seniority as
well as qualifications of available employees and the nature of the work
required. Any employee at the Employer's request will perform such work
assigned, which may include but is not limited to work in the normal course of
business, painting, remodeling, cleaning, inventorying, repairing, testing, and
beautifying.
Section 8. The Company agrees to provide a ten (10) minute rest period
during regular morning shift hours and a ten (10) minute rest period during the
regular afternoon shift hours, the exact times for such rest periods to be
designated by the Company in its discretion as reasonably close to the middle of
such shift hours as the Company determines practical without adversely affecting
production and operating efficiency.
7
<PAGE>
ARTICLE 8 - VACATIONS
Section 1. In order to earn vacation, each of the following requirements
must be satisfied:
(a) The employee must be employed on January 1;
(b) The employee must have worked at least fourteen hundred (1400)
hours during the preceding calendar year; and,
(c) The employee must have completed one (1) full year of vacation
service credit on January 1 to earn two (2) weeks of vacation with pay;
and ten (10) full years of vacation service credit on January 1 to receive
three (3) weeks of vacation with pay.
An employee's vacation service credit will begin on the January 1
following his date of hire; however, on said January 1, an employee will earn up
to a maximum of one (1) week vacation with pay, pro-rated for his first partial
year based on weeks actually worked since his date of hire. (The defined
vacation service credit of employees with seniority in the bargaining unit on
the effective date of this Agreement is set forth in Appendage "D.")
Section 2. An employee's vacation will be scheduled during the year
following the January 1 on which it is earned. No more than one (1) vacation
will be earned in any calendar year.
Section 3. Except as specifically provided in Sections 4 and 5, below, all
vacations earned must be taken by employees and no employee shall be entitled to
vacation pay in lieu of vacation except, however, any employee who has been laid
off before he has worked his fourteen hundred (1400) hours in the calendar year,
or who has worked less than fourteen hundred (1400) hours due to bona fide
illness or injury, shall be entitled to the vacation pay earned on a pro rata
basis provided he has worked his first (1st) full year.
Section 4. Vacation Scheduling. Employees may schedule no more than two
(2) weeks of vacation from April 1 to October 31 of each calendar year. Only one
(1) employee in the Driver Classification may be released for vacation for any
week. Up to two (2) employees in the Unit Assembler Classification and Material
Handler/Receiver Classification may be released for any week, but not more than
a total of three (3) employees in both classifications combined.
Between December 1 and January 15 of each year, employees may turn in
sealed bids to select available weeks for their vacation on the basis of
seniority. Employees may indicate a first choice and a second choice for each
vacation week. After January 15, conflicts in the bids will be resolved by
seniority and the vacation schedule will posted by February 1. Vacation weeks
not scheduled by bidding prior to January 15 may be scheduled on a "first come
first served" basis with thirty (30) days advance notice. Employees may request
individual vacations days, with at least ten (10) days prior
8
<PAGE>
notice except in the case of proven emergency. An employee who has bid for a
full week of vacation will always have precedence over employees who schedule
vacation after January 15.
Employees who wish to take vacation in January are encouraged to do so by
advance notification and mutual agreement. In the event a scheduled vacation
falls on a holiday, the employee may schedule an additional day of vacation, or
may elect pay in lieu of that holiday, at the time the vacation week is
scheduled. If an employee bids into a different classification resulting in a
conflict in the vacation schedule, that employee must reschedule vacation to an
open date. Any employee eligible for three (3) weeks of vacation may elect pay
in lieu of vacation for up to one (1) week of vacation with ten (10) days prior
notice.
Section 5. Vacation pay shall be based on the employee's regular hourly
rate of pay for a forty (40) hour week. An employee shall receive all earned
vacation pay the day before leaving for vacation.
ARTICLE 9 - SHOP STEWARDS
The Employer recognizes the right of the Union to designate a Shop Steward
and an Alternate from the Employer's seniority list. The Alternate Steward may
act in place of (but not in addition to) the Shop Steward from the plant.
The authority of the Shop Steward and the Alternate so designated by the
Union shall be limited to, and shall not exceed, the following duties and
activities:
1. The investigation and presentation of grievances with his employer or
the designated company representative in accordance with the provisions of the
collective bargaining agreement:
2. The transmission of such messages and information, which shall
originate with, and are authorized by the Local Union or its officers, provided
such messages and information:
(a) have been reduced to writing, or,
(b) if not reduced to writing, are of a routine nature and do not
involve work stoppages, slow downs, refusal to handle goods, or any other
interference with the Employer's business.
The Shop Steward and Alternate have no authority to take strike action, or
any other action interrupting the Employer's business, except as authorized by
official action of the Union.
The Employer recognizes these limitations upon the authority of the Shop
Steward and Alternate, and shall not hold the Union liable for any unauthorized
acts. The Employer in so recognizing such limitations shall have the authority
to impose proper discipline, including
9
<PAGE>
discharge, in the event the Shop Steward has taken unauthorized strike action,
slow down or work stoppage in violation of this Agreement.
ARTICLE 10 - NO INTERRUPTIONS IN WORK
Section 1. The Union and its members, individually and collectively, will
not, during the life of this Agreement, encourage, cause, permit, or take part
in any strike, picketing, sit-down, stay-in, slow-down, or other curtailment of
work or interference with production in or about the Company's plant or
premises.
Correlative with this provision, the Company will not engage in a lock-out
during the term of this Agreement.
ARTICLE 11 - GRIEVANCE PROCEDURE
Section 1. Should differences arise between the Company and the Union or
any employee of the Company covered hereunder, as to the meaning or application
of the provisions of this Agreement, such differences shall be settled in the
following manner:
Step 1. The aggrieved employee or employees shall record their
grievance on a grievance blank and present the same to the Shop Steward.
The Shop Steward will then attempt to settle the grievance with the
foreman or immediate supervisor of the employee as soon as possible but in
no event later than five (5) days from the knowledge of the facts giving
rise to the grievance. The Shop Steward shall be advised by the employee's
immediate supervisor within two (2) working days after submission of the
written grievance as to the terms upon which the Company is willing to
adjust the grievance.
Step 2. If no satisfactory adjustment is agreed upon in Step 1, the
grievance shall be referred by the Shop Steward to the Assistant Manager
of the Company or some other executive officer of the Company, with
authority to act, who shall review the alleged grievance and offer a
decision within three (3) working days after receipt of the grievance.
Step 3. If no satisfactory adjustment is agreed upon in Step 2 the
grievance shall be referred by either the Union or the Employer or both,
to the Joint Committee, hereinafter described, for mediation. Such
references shall be made by either party upon request, in writing. Upon
receipt of any such notice of grievance the Employer shall select one (1)
member of said Committee, and the Union shall select one (1) member of
said Committee, and the two (2) members so selected shall comprise a
grievance committee for such dispute. Said grievance committee shall
within ten (10) days exert every effort to mediate and adjust the
grievance.
Step 4. If no settlement of the grievance is reached in the
foregoing Steps, the matter shall be submitted to arbitration if either
party shall so request in writing within
10
<PAGE>
thirty (30) days after the Company's decision provided for in Step 3. Such
written request for arbitration shall be directed to the Federal Mediation
and Conciliation Service, and a copy of the request served on the other
party within such thirty (30) day period. The Federal Mediation and
Conciliation Service shall be requested to submit the names of nine (9)
disinterested persons qualified and willing to act as impartial
arbitrators. From such list, the Company and the Union shall alternately
strike until one name remains on the list and he shall be designated as
the impartial arbitrator. The decision of the arbitrator shall be final
and binding upon the Parties. The Executive Board of the Local Union shall
have the right to determine whether or not the employees grievance is
qualified to be submitted for arbitration by the Union.
Section 2. Any grievance involving discharge must be presented within five
(5) days from the date of the discharge.
Section 3. The expenses and the fee of the arbitrator, shall be borne
equally by the Company and the Union. If any witnesses are called the Union and
Company will pay their own witnesses' expenses.
Section 4. The arbitrator may interpret the Agreement and apply it to the
particular case presented to him, but he shall, however, have no authority to
add to, subtract from, or in any way modify the terms of this Agreement or any
agreements made supplementary hereto. The arbitrator shall hand down his
decision within thirty (30) days.
Section 5. The Shop Steward shall be permitted to leave his work to
investigate and adjust grievances of any employee within his jurisdiction, after
first notifying the supervision in charge, and provided there is not
interruption in the Employer's business. This shall be without loss of pay to
the Shop Steward. It is also understood, however, that this privilege shall be
subject to reasonable limitations by the Employer.
Section 6. It is agreed by the parties that there shall be no pre-striking
of qualified arbitrators at any time either prior to or during the term of this
Agreement.
ARTICLE 12 - PROTECTION OF RIGHTS
Section 1. Picket Line. It shall not be a violation of this Agreement, and
shall not be cause for discharge or disciplinary action, in the event an
employee refuses to enter upon any property involved in a lawful primary labor
dispute or refuses to go through or work behind any lawful primary picket lines
including the lawful primary picket line of Unions party to this Agreement and
including lawful primary picket lines at the Employer's place of business.
Section 2. Struck Goods. It shall not be a violation of this Agreement and
it shall not be cause for discharge or disciplinary action if any employee
refuses to perform any service which his employer performs by arrangement with
an employer or person whose employees are on
11
<PAGE>
strike, and which service, but for such strike, would be performed by the
employees of the Employer or persons on strike.
Section 3. Grievances. Within five (5) working days of filing of grievance
claiming violation of this Article, the parties to this Agreement shall proceed
to the final Step of the Grievance Procedure, without taking any intermediate
Steps, any other provision of this Agreement to the contrary notwithstanding.
ARTICLE 13 - UNAUTHORIZED ACTIVITY
It is understood and agreed that the Union shall have no financial
liability for acts of its members or agents which are unauthorized and which the
Union cannot control. It is agreed, however, that in the event of any such
unauthorized action, the Union shall, upon receiving notice thereof, urge its
members to return to work, if there should be a work stoppage, and just as soon
as practical, address a letter to the Company notifying the Company that the
action of the Union members or agents is unauthorized.
The Company shall be privileged to discipline employees responsible for
such unauthorized activities without violation of the terms of this Agreement,
subject, however, to the grievance and arbitration provisions of this Agreement.
In order that the Company may be apprised of the officer of the Union
empowered to authorize strikes, work stoppages, or actions which will interfere
with the activities required of employees under this contract, it is understood
and agreed that only the President of the Union has the power or authority to
authorize any such action or give the orders or directions necessary to carry
out any such action.
ARTICLE 14 - MANAGEMENT CLAUSE
The Management of the plant and the direction of the working forces, the
type of products to be manufactured, the location of plants, the schedules of
production, the methods, processes, and means of manufacturing, the
establishment of work and production standards or the revision thereof, and of
reasonable rules and regulations for the conduct of employees, and the
enforcement thereof, and the supervision of the work, together with the right to
hire, discharge, promote, demote, transfer, layoff, or assign work, or in any
other manner effectuate a change in the status of an employee, is the exclusive
function of management, subject only to the limitations as spelled out in this
Agreement.
Uniform Rules and Regulations are attached to and made a part of this
Agreement as Appendage B. Such Rules and Regulations shall prevail in the
application and interpretation of this Article.
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ARTICLE 15 - TIME OFF TO VOTE
On election days in which national, state or county officials are to be
elected, employees shall be given time off to vote to the extent required by
law. On our Union election day occurring every three (3) years, in which local
Union officials are to be elected the employees shall be given one and one-half
(1 1/2) hours off with pay to vote. It is understood that employees taking time
off shall actually vote, and that the Company may specify the hour of voting.
ARTICLE 16 - SAFETY AND HEALTH
Section 1. The Company shall continue to make reasonable provisions for
the safety and health of its employees at the plant during the hours of
employment. Protective devices or equipment necessary to properly protect
employees from injury shall be provided by the Company.
Section 2. A Safety Committee shall be established consisting of two (2)
employee representatives selected by the Union and two (2) Company
representatives. The Safety Committee shall meet once each three (3) months for
the purpose of a plant tour to inspect the plant, followed by a meeting to
discuss findings of the tour.
ARTICLE 17 - INSURANCE CONTRACT
During the term of this Agreement, the Company will provide employees
covered by this Agreement with insurance benefits under the Adam Flex Benefits
Program. Eligibility, deductibles, co-insurance, credits, options and benefits
and all other terms and conditions are set forth in the Adam Flex Benefits
Program which is incorporated herein by reference.
Life insurance for individuals who retired prior to 1993 will be
maintained at the level in effect during the 1990-93 Agreement.
The Employer will also provide a sickness and accident program providing
One Hundred Eighty Dollars ($180.00) per week disability income for
non-occupational accident or sickness, which benefits shall begin after eight
(8) days' disability for a period of twenty-six (26) weeks, subject to carrier's
regulations.
ARTICLE 18 - WORK ASSIGNMENTS
The Employer agrees to respect the jurisdictional rules of the Union and
shall not direct or require employees, or persons other than the employees in
the bargaining units here involved, to perform work which is recognized as the
work of the employees in said units.
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ARTICLE 19 - BONDS
Should the Employer require any employee to give bond, cash bond shall not
be compulsory, and any premium involved shall be paid by the Employer.
ARTICLE 20 - INSPECTION PRIVILEGES
Authorized agents of the Union shall have access to the Employer's
establishment during working hours for the purpose of adjusting disputes.
The agent shall identify himself to Management and he shall not interrupt
the normal procedure of production.
ARTICLE 21 - EXAMINATIONS AND IDENTIFICATION FEES
Section 1. Physical, mental or other examinations required by a government
body or the Employer shall be promptly complied with by all employees, provided,
however, the Employer shall pay for all such examinations. The Employer shall
not pay for any time spent in the case of applicants for jobs but shall be
responsible to other employees for all time spent at the place of examination or
examinations.
The Company reserves the right to select its own medical examiner or
physician, and the Union may, if it believes an injustice has been done an
employee, have said employee reexamined at the Union's expense.
Section 2. Should the Employer find it necessary to require employees to
carry or record full personal identification, such requirement shall be complied
with by the employees. The cost of such personal identification shall be borne
by the Employer.
ARTICLE 22 - DEFECTIVE EQUIPMENT AND
DANGEROUS CONDITIONS OF WORK
No employee shall be compelled to take out equipment that is not
mechanically sound and properly equipped to conform with all applicable city,
state and federal regulations.
All equipment which is refused because it is not mechanically sound or
properly equipped shall be appropriately tagged so that it cannot be used by any
other drivers until the maintenance department has adjusted the complaint.
Under no circumstances will an employee be required or assigned to engage
in any activity involving dangerous conditions of work or danger to person or
property or in violation of any
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<PAGE>
applicable statute of Court Order, or in violation of a Government regulation
relating to safety of person or equipment.
ARTICLE 23 - EMPLOYMENT AGENCY FEES
If employees are hired through an employment agency, the Employer is to
pay the employment agency fee.
ARTICLE 24 - EXAMINATION OF RECORDS
The Local Union and Joint Committee shall have the right to examine time
sheets and any other records pertaining to the computation of compensation of
any individual or individuals whose pay is in dispute.
ARTICLE 25 - COMPENSATION CLAIMS
The Employer agrees to cooperate toward the prompt settlement of employee
on-the-job injury claims when such claims are due and owing. The Employer shall
provide Workmen's Compensation protection for all employees even though not
required by state law.
ARTICLE 26 - SANITARY CONDITIONS
The Employer agrees to maintain a clean, sanitary washroom having hot and
cold running water and clean toilet facilities.
ARTICLE 27 - TRANSFER OF COMPANY TITLE OR INTEREST
This Agreement shall be binding upon the parties hereto, their successors,
administrators, executors and assigns. In the event an entire operation is sold,
leased, transferred or taken over by sale, transfer, lease, assignment,
receivership or bankruptcy proceeding, such operation shall continue to be
subject to the terms and conditions of this Agreement for the life thereof.
ARTICLE 28 - JURY DUTY
An employee in the bargaining unit who is called for jury duty service
shall advise the Company in advance, and if required to serve on a jury, the
employee shall, upon presentation of satisfactory evidence of such jury service
and compensation received therefor, be compensated by the Company for the
difference between jury duty compensation and the employee's normal
straight-time earnings up to a maximum of five (5) working days per contract
year.
Any employee called for jury service shall return to work immediately if
not selected, or when released from service.
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ARTICLE 29 - PENSION
Effective April 1, 1983, the Company has established a pension plan
providing a retirement benefit based on years of credited service. Effective
March 30, 1987, the retirement benefit was Four Dollars ($4.00) per month per
year of credited service for eligible employees who retired after April 1, 1986,
in accordance with the terms and conditions of the plan agreement. Eligible
employees who retire after an effective date set forth below will receive the
retirement benefit indicated. Employees who have retired prior to an effective
date will not receive the higher benefit effective after such date.
Retirement For Employees Who
Effective Benefit Retire After
--------- ---------- -----------------
2/29/88 $ 5.00 2/29/88
2/27/89 $ 7.00 2/27/89
3/03/90 $ 8.00 3/03/90
3/02/91 $ 8.50 3/02/91
2/29/92 $ 9.00 2/29/92
3/03/96 $10.00 3/03/96
3/02/97 $11.00 3/02/97
3/01/98 $12.00 3/01/98
2/28/99 $14.00 2/28/99
The pension plan agreement and all other related agreements will be
drafted in compliance with existing federal and state law. The pension plan will
credit all continuous past service of employees on the Company's active payroll
on April 1, 1983. Any dispute concerning a present, future or retired employee
over eligibility, credited service, benefits or other matters covered by the
plan shall be resolved solely in accordance with the terms of the pension plan
agreement.
ARTICLE 30 - 401(k) PLAN
Bargaining unit employees will be entitled to participate in a 401(k)
Personal Retirement Savings Plan established by the Employer.
ARTICLE 31 - MISCELLANEOUS PROVISIONS
Section 1. The Company will provide a bulletin board near the time clock
for the Union to post notice of Union meetings, etc.
Section 2. Discrimination. The Company agrees that it will not
discriminate against an employee or applicant for employment for or on account
of his affiliation or activities with the Union, or in any other manner which
constitutes a violation of applicable Federal nondiscrimination law.
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Section 3. In case of death of mother, mother-in-law, father,
father-in-law, brother, sister, husband, wife or child the Company will grant a
leave of absence with pay from day of death until and including day after the
funeral, not to exceed three (3) working days, provided the employee attends the
funeral services. Leave for death of an employee's Grandparents will be allowed
on the same basis not to exceed one (1) day if the funeral is inside Indiana;
not to exceed three (3) days if the funeral is outside Indiana. The Company may
ask for proof of death.
Section 4. Drivers shall not be allowed to haul any heavy merchandise,
tools, or equipment in the cab of the tractors.
Section 5. No driver shall be allowed to work until they have been off
duty for ten (10) hours.
Section 6. In cases of emergency employees shall be allowed to leave the
premises immediately after notifying his supervisor.
Section 7. If an employee is required by the Company to attend school or
safety meetings, shall be paid for the time spent in such activity at the rate
he would have been earning under this Agreement if he had been working. An
employee who attends school voluntarily or under a voluntary plan set up by the
Company shall not be paid for the time spent in said voluntary attendance.
Section 8. In cases of any breakdowns out of town, the Employer shall pay
the following expenses: Hotel bills, meals, transportation and wages for all
time spent with equipment, unless such breakdown be caused clearly by the fault
or neglect of employee.
Section 9. Whenever there is a charge account and where said account is
sanctioned by the Employer, drivers shall not be held for the validity,
bankability or genuineness of checks, drafts, signatures of endorsements thereon
or counterfeit money received by the driver in payment from the customers,
unless such driver or drivers be instructed not to accept such checks or drafts.
Section 10. No employee shall be held responsible for damage done to
trucks operated by him or merchandise under his charge, except where such
employee is clearly neglectful or at fault.
Section 11. No employee shall be required to work through his lunch
period.
Section 12. At extra men are to be paid at the completion of his work.
Section 13. In case of sickness or injury, the employee shall receive his
former position upon recovery and return to duty, but only if he is physically
fit and able to perform his regular work to the satisfaction of his Employer. To
determine physical fitness, it is agreed that the services of a reputable
physician shall be secured, such physician to be agreed upon by the Union and
the Employer.
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Section 14. Employees shall be required to use all safety devices and
follow all safety procedures prescribed by the Employer and a failure to do so
shall be cause for appropriate disciplinary action.
Section 15. Each employee shall provide the Company with a current mailing
address and telephone number. Failure to provide this information, or to keep it
current, will result in loss of recall rights, overtime rights, reporting or
call-in pay, or any other rights or benefits provided by this Agreement which
might require notice by the Employer to an employee.
Section 16. The Company agrees to make payroll deductions as authorized by
an employee in writing and in accordance with applicable law, for the purpose of
deposit with the individual employee's account with the Finance Center Federal
Credit Union. Deductions will be made on a weekly basis and will be submitted to
the Finance Center Federal Credit Union monthly within seven (7) days following
the close of each month.
Section 17. The Company agrees to furnish a copy of the Agreement to all
non-probationary employees. Each employee receiving a copy of said Agreement
will be required by the Company to sign a receipt for the Agreement which will
be furnished by the Company. The shift steward will be responsible for
distribution of the Agreement and will obtain a properly dated and signed
receipt from each recipient, said receipt to be returned to the plant manager of
the Company.
ARTICLE 32 - DURATION OF AGREEMENT
Section 1. This Agreement shall be in full force and effect from March 3,
1996, to and including February 26, 2000, and shall continue from year to year
thereafter unless written notice of desire to cancel or terminate the Agreement
is served by either party upon the other at least sixty (60) days prior to
date of expiration.
Section 2. Where no such cancellation or termination notice is served and
the parties desire to continue said Agreement but also desire to negotiate
changes or revisions in this Agreement, either party may serve upon the other a
notice at least sixty (60) days prior to February 26, 2000, or February 26 of
any subsequent contract year, advising that such party desires to revise or
change terms or conditions of such Agreement.
Section 3. Revisions agreed upon or ordered shall be effective as of
February 27, 2000, or February 27 of any subsequent contract year. The
respective parties shall be permitted all legal or economic recourse to support
their requests for revisions if the parties fail to agree thereon.
Section 4. In the event of an inadvertent failure by either party to give
the notice set forth in Sections 1 and 2 of this Article, such party may give
such notice at any time prior to the termination or automatic renewal date of
this Agreement. If a notice is given in accordance with
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the provisions of this Section, the expiration date of this Agreement shall be
the sixty-first (61st) day following such notice.
The mailing address of the Union is 1233 Shelby Street, Indianapolis,
Indiana, 46203.
The mailing address of the Company is 3333 Mesilla Court, Indianapolis,
Indiana, 46226.
Dated and executed this 2nd day of April, 1996.
FOR THE COMPANY FOR THE UNION
ADAM WHOLESALERS, CHAUFFEURS, TEAMSTERS,
INDIANAPOLIS, INC. WAREHOUSEMEN & HELPERS,
LOCAL UNION NO. 135
/s/ F. Ronald Pauley /s/ Danny Barton
- ------------------------ ----------------------
/s/ Charlie Humphries
---------------------
/s/ Thomas E. Steele
--------------------
/s/ John V. Nash
----------------
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APPENDAGE "A"
Wage Rates
The minimum hourly rates for the classifications of work covered by this
Agreement shall be as follows, except as discussed below:
3/03/96 3/02/97 3/01/98 2/28/99
------- ------- ------- -------
Truck Drivers $12.15 $12.45 $12.75 $13.15
Unit Assemblers $12.00 $12.30 $12.60 $13.00
Material Handlers/
Receivers $12.00 $12.30 $12.60 $13.00
A new employee (hired on or after March 3, 1996) shall be paid not less
than Seven Dollars and Fifty Cents ($7.50) per hour starting rate. New employees
shall receive not less than a thirty cent ($.30) per hour increase each three
months until reaching the full regular hourly rate of the classification to
which he is assigned.
A shift differential of twenty cents ($.20) per hour shall be paid for any
shift other than the regular day shift.
Employees designated as "leadmen" by the Company shall be paid twenty
cents ($.20) per hour over the highest rated classification he leads.
Supplemental employees shall be paid not less than Five Dollars and Fifty
Cents ($5.50) per hour during the life of this Agreement.
If it is necessary under federal law to obtain approval before putting
into effect the increased wage rates and/or fringe benefits during the second
and/or third years of this Agreement, the parties will cooperate fully in this
effort. In addition, if the approval is not received until after the anniversary
date of the Agreement, the amount approved will be paid retroactively. If part
of the settlement is disallowed, but is subsequently permitted by law, that part
will be put into effect at such later time, but not retroactively.
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APPENDAGE "B"
Uniform Rules & Regulations
The following rules and regulations and the penalties to be charged for
their violation are placed in effect with the approval of the Union and Company
so that all employees may know what duties are required of them in the general
conduct of the Company's business.
The Company reserves the right, upon proper notification of the Union, to
revise the Rules and Regulations listed herein. And the Union has the right to
contest, through the grievance procedure, the reasonableness of any such
revision by the Company.
1. ACCIDENTS
(a) Major Chargeable First Offense - Subject to Discharge
(b) Minor Chargeable - First Offense - Reprimand
Less than $5,000 Second Offense - 3 Day Layoff
cumulative damages Third Offense - Subject to Discharge
to all persons and/or
property involved
(c) Failure to report First Offense - Reprimand
all accidents Second Offense - Subject to Discharge
promptly and per-
sonal injury or
major accident
immediately
(d) Failure to exercise First Offense - 3 day layoff
proper care in Second Offense - 1 week layoff
handling air hose Third Offense - Subject to Discharge
and other hazardous
equipment
2. EQUIPMENT
(a) Failure to report First Offense - Reprimand
mechanically Second Offense - 3 day layoff
defective conditions Third Offense - Subject to Discharge
of equipment
(b) Willful damage to First Offense - Subject to Discharge
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Company equipment or
property
3. CONDUCT
(a) Drinking or the First Offense - Subject to Discharge
possession or use of
alcohol or illegal
drugs on duty or on
Company property
(b) Drinking or the use First Offense - loss of day
of illegal drugs Second Offense - 1 week layoff
prior to reporting Third Offense - Subject to Discharge
for duty where
employee's condition
is such that it may
affect the proper
performance of his
duties
(c) Failure to pass a First Offense - Subject to Discharge
drug test/screen
imposed by DOT
regulations
Note: An employee who is subject to discharge under this rule will be
given one opportunity to enroll (at the employee's expense or covered by
insurance if applicable) in a mutually agreeable drug rehabilitation
program. If the employee successfully completes the program within the
time schedule accepted at the outset of the program, the employee will be
reinstated with time off from work treated as a medical leave. Any
subsequent failure to pass a drug test/screen or any other drug-related
violation will be grounds for discharge without recourse to
rehabilitation.
(d) Discourtesy to First Offense - Verbal reprimand
customers with written record to employee
Second Offense - Written reprimand
Third Offense - 3 day layoff
Fourth Offense - Subject to Discharge
(e) Failure to punch First Offense - Reprimand
time card Second Offense - 3 day layoff
22
<PAGE>
Third Offense - Subject to Discharge
(f) Punching time card First Offense - Subject to Discharge
of another employee
(g) Employees must be in First Offense - Reprimand
their assigned place Second Offense - 3 day layoff
and ready for work Third Offense - Subject to Discharge
at their scheduled
starting time
including rest
periods, otherwise
valid cause must be
shown
(h) Disobeying of order First Offense - Reprimand
from qualified Second Offense - 3 day layoff
personnel Third Offense - Subject to Discharge
(i) Inaccurate loading First Offense - Reprimand
and unloading or Second Offense - 3 day layoff
checking, or Third Offense - Subject to Discharge
careless handling
resulting in damage
to, or loss of
freight
(j) Filing of false or First Offense - Subject to Discharge
incomplete employ-
ment application
(k) Employees will be First Offense - Reprimand
allowed on the Second Offense - 3 day layoff
premises only during Third Offense - Subject to Discharge
their respective
working hours.
Employees when
finished work shall
leave the premises.
(l) Fighting (Aggressor) First Offense - Subject to Discharge
(m) Dishonesty First Offense - Subject to Discharge
23
<PAGE>
(n) Recklessness First Offense - Subject to Discharge
resulting in serious
accident
(o) Carrying of un- First Offense - Subject to Discharge
authorized pas-
sengers or illegal
weapons
(p) Gross insubordina- First Offense - Subject to Discharge
tion
(q) Horseplay, practical First Offense - Verbal reprimand
jokes, scuffling, with written record to employee
running or throwing Second Offense - Written Reprimand
things
Third Offense - 3 day layoff
Fourth Offense - Subject to Discharge
4. REPORTS
(a) Failure to make out First Offense - Reprimand
reports Subsequent - 3 day layoff
Offenses
(b) Failure to advise First Offense - Reprimand
department head of Subsequent - 3 day layoff
any change of Offenses
address
5. ATTENDANCE
(a) Absent for three Voluntary Quit
successive working
days without
notification
(b) Failure to notify First Offense - Reprimand
authorized Company Second Offense - 3 day layoff
personnel before his Third Offense - Subject to Discharge
regular show up time
when unable to report
for duty
24
<PAGE>
s
(c) Reporting late for First Offense - Reprimand
work, without a Second Offense - Second Reprimand
valid cause
Third Offense - Loss of day
Fourth Offense - 3 day layoff
Fifth Offense - Subject to Discharge
(d) Absent one or two First Offense - Reprimand
successive work days Second Offense - 1 day layoff
without notice. Third Offense - 3 day layoff
Penalty will not Fourth Offense - Subject to Discharge
apply when satisfac-
tory proof is given
that notification by
employee was not
possible
(e) Chronic unexcused First Offense - Subject to Discharge
absenteeism
6. MISCELLANEOUS
(a) Penalty for three minor offenses Subject to 3
in a 60 day period (See Note #l) Day Layoff
(b) Penalty for three major offenses Subject to
(See Note #2) Discharge
Each minor offense against any employee's record that is over nine (9)
months old shall be forgiven and the employee's record wiped clean.
Each major offense against any employee's record that is over nine (9)
months old shall be forgiven and the employee's record wiped clean.
The forgiveness period shall be one (1) year for violation of Rules 5(b),
5(c), and 5(d).
Note 1: A minor offense is defined as one for which the penalty is a
reprimand.
Note 2: A major offense is defined as one for which the penalty is
disciplinary time off.
These rules do not supersede violations specifically outlined in the body
of the collective bargaining agreement.
25
<PAGE>
APPENDAGE "C"
Driver Route Assignments
A tentative route schedule will be posted on the Thursday before the first
full week of each calendar quarter, listing available routes or route
combinations for the following month by general destination or area served, and
showing the starting time. Drivers will be permitted to bid their preference for
available driving assignments in accordance with their seniority. It is
understood that the driving schedule may subsequently be changed, routes may be
added or subtracted or rerouted, and drivers my be reassigned routes or portions
thereof, due to customer demands, weather conditions, absenteeism, or other
factors.
To be qualified to bid on a "country run" generally outside Marion and
adjacent counties) a driver must be qualified to operate all available
equipment. Drivers qualified for "country runs" may also bid on city or local
runs if there are enough remaining qualified drivers for other runs.
Driver Meal Allowances
Lunch. Each driver assigned to a scheduled bid run may take a one-half
hour paid lunch break.
Dinner. Each driver assigned to a scheduled bid run whose run requires
that the driver work past 8:00 p.m. may take a one-half hour paid supper break.
Overnight. Drivers assigned to overnight runs will receive a meal
allowance ($3.50 breakfast, $4.00 lunch, $5.00 dinner) and forty dollars ($40)
lodging allowance for each overnight stay. Breakdowns will continue to be
covered by Article 31, Section 8.
26
<PAGE>
APPENDAGE "D"
Vacation Service Credit
Effective March 3,1996
Vacation Service Credit
Name Seniority (Date/Total)
---- --------- -----------------------
Wm. Freitag 01-06-71 1-1-71 25 years
K. Trabue 01-31-72 1-1-72 24 years
L. Mauer 03-20-72 1-1-72 24 years
R. Callon 04-18-73 1-1-73 23 years
C. Breeden 11-29-73 1-1-73 23 years
R. Howard 04-17-74 1-1-74 22 years
R. Breeden 07-09-75 1-1-75 21 years
T. Steele 02-19-76 1-1-76 20 years
R. Martin (LOA) 05-03-77
F. Tate 04-30-84 1-1-84 12 years
R. Polk 09-16-85 1-1-85 11 years
B. Thompson 06-01-87 1-1-88 8 years
D. Portis 03-09-88 1-1-89 7 years
J. Nash 07-05-88 1-1-89 7 years
R. Gulley 03-06-89 1-1-90 6 years
W. Ditchley 05-29-89 1-1-90 6 years
D. Sleeth 05-24-90 1-1-91 5 years
M. Baxter 02-22-93 1-1-94 2 years
M. Rukaj 02-14-94 1-1-95 1 year
M. Zwilling 02-21-94 1-1-95 1 year
J. Tate 05-16-94 1-1-95 1 year
S. Naughle 07-05-94 1-1-95 1 year
T. Mathis 07-08-94 1-1-95 1 year
J. Wainscott 12-05-94 1-1-95 1 year
D. Slear 02-20-95 1-1-96 0 year
T. Cross 02-27-95 1-1-96 0 year
C. White 03-06-95 1-1-96 0 year
L. Boyd 03-22-95 1-1-96 0 year
G. Ditchley 05-01-95 1-1-96 0 year
J. Williams 09-15-95 1-1-96 0 year
S. Kemp 10-09-95 1-1-96 0 year
J. Pounds 10-18-95 1-1-96 0 year
R. Smith 10-30-95 1-1-96 0 year
27
<PAGE>
APPENDAGE "E"
Notice of Temporary Recall Procedure
This notice will set forth a procedure for immediate recall of seniority
employees if short-term work becomes available on day-to-day basis during a
period of indefinite work reduction. It is possible that short-term work needs,
such as unusual loading schedules, unexpected deliveries or customer orders,
will occur. Normally, such needs have been covered by supplemental employees.
The Company is obligated to offer this work to seniority employees on layoff
before any supplemental employees are hired, and this letter will set forth an
understanding concerning the proper procedure to do so. Supplemental employees
or seniority employees who are called in for short-term work assignments under
this procedure will not be permitted to work more than twenty-four (24) hours in
any week, nor will the Company utilize supplemental or seniority employees for
an overall total of more than 24 hours per week for more than four (4)
consecutive weeks in any contract year.
Step 1. Before the layoff, the Company will obtain from each laid-off
employee a current telephone number at which the employee can
be immediately reached. Laid-off employees must notify the
Company of any change in this telephone number.
Step 2. If short-term work becomes available, laid-off employees will
be called by seniority and will be offered the available work.
Unless they are given formal notice of recall, seniority
employees may decline such short-term work assignments. An
employee who cannot be reached at the telephone number on
record will be deemed to have declined that short-term work
assignment, but will be called for any future short-term work
assignments. The Company will attempt to reach an employee for
at least two hours if the short-term work assignment is known
prior to the day it is available, and only on the day it is
available.
28
<PAGE>
Step 3. If all the employees on layoff decline a short-term work
assignment, the Company will notify the Union and will give
the Union equal opportunity with all other sources to provide
suitable supplemental employees.
Step 4. In the event of a general upturn in business which requires a
recall of seniority employees on layoff, the employees will be
given formal notice of recall by certified mail under Article
6, Section 7.
It is understood that the Company will not utilize supplemental employees
for short-term work assignments if a four (4) day workweek has been scheduled
under Article 6, Section 6. However, in this situation, seniority employees who
are on their scheduled day off under a four (4) day workweek, and any seniority
employees laid off as such, may be called for additional short-term work
necessary on that particular day, subject to this procedure.
Laid off employees who accept a short-term work assignment offered under
this procedure will not be entitled to reinstatement of coverage under the
Company's insurance programs or pension plan, but a short-term assignment will
break the employee's period of continuous layoff under Article 6, Section 7(c)
(Loss of Seniority). A short-term assignment will count as hours of work for
vacation eligibility under Article 8, Section 1(c)(1400 hour minimum), and such
employees will be entitled to premium pay for any actual work on a holiday, and
for holiday pay if a holiday occurs during a short-term assignment and if the
employee is otherwise qualified under Article 7, Section 6 (work on the
employee's scheduled day before and after the holiday).
29
<PAGE>
EXHIBIT 5
CONTRACT
BETWEEN
ADAM WHOLESALERS OF CINCINNATI, INC.
UNITED BROTHERHOOD OF CARPENTERS AND JOINERS
OF AMERICA, AFL-CIO,
LOCAL UNION 415, INDUSTRIAL,
OHIO CARPENTERS INDUSTRIAL COUNCIL
GREAT LAKES REGIONAL INDUSTRIAL COUNCIL
November 21, 1995
<PAGE>
TABLE OF CONTENTS
PAGE
----
ARTICLE I. RECOGNITION ............................................... 1
ARTICLE II. PURPOSE .................................................. 1
ARTICLE III. MANAGEMENT RIGHTS ....................................... 1
ARTICLE IV. UNION ACTIVITY ........................................... 2
ARTICLE V. HOURS OF EMPLOYMENT ....................................... 2
ARTICLE VI. UNION RIGHTS TO ACCESS TO PLANT .......................... 2
ARTICLE VII. HOLIDAYS - FUNERAL DAYS - PERSONAL DAYS - JURY DUTY ..... 3
ARTICLE VIII. VACATIONS .............................................. 5
ARTICLE IX. LEAVE OF ABSENCE ......................................... 6
ARTICLE X. SENIORITY ................................................. 6
ARTICLE XI. GRIEVANCE PROCEDURE ...................................... 9
ARTICLE XII. NO STRIKES, NO LOCKOUTS ................................. 10
ARTICLE XIII. UNION STEWARD AND SHOP COMMITTEE ....................... 11
ARTICLE XIV. CONFORMITY TO LAW ....................................... 11
ARTICLE XV. BULLETIN BOARDS .......................................... 12
ARTICLE XVI. UNION SHOP .............................................. 12
ARTICLE XVII. SENIORITY OF UNION STEWARD ............................. 12
ARTICLE XVIII. CALL IN WORK .......................................... 12
ARTICLE XIX. WAGES ................................................... 13
ARTICLE XX. INSURANCE BENEFITS ....................................... 14
ARTICLE XXI. HEALTH & WELFARE ........................................ 14
ARTICLE XXII. PENSION PLAN ........................................... 15
ARTICLE XXIII. MANAGEMENT AND SHOP COMMITTEES ........................ 16
ARTICLE XXIV. CHECK-OFF .............................................. 16
<PAGE>
ARTICLE XXV. UNION LABEL ............................................. 16
ARTICLE XXVI. CLASSIFICATION OF EMPLOYEES ............................ 17
ARTICLE XXVII. EQUAL EMPLOYMENT OPPORTUNITY .......................... 17
ARTICLE XXVIII. DURATION ............................................. 17
<PAGE>
AGREEMENT
This Agreement made and entered into this 21st day of November 1995 by and
between Adam Wholesalers of Cincinnati, Inc., their successors or assigns,
(hereinafter known as the Company), and the United Brotherhood of Carpenters and
Joiners of America, AFL-CIO, Local Union No. 415, Industrial, Great Lakes
Regional Industrial Council (hereinafter known as the Union).
ARTICLE I. RECOGNITION
Section 1. The Company recognizes the Union as the sole and exclusive bargaining
agent concerning wages, rates of pay, hours of employment and other conditions
of employment of all production and maintenance employees, excluding the
supervisory, guards, and such other employees as those terms are defined in the
Labor Management Relations Act of 1947 as amended.
ARTICLE II. PURPOSE
Section 1. The purpose of this Agreement is to provide terms and conditions of
employment of the employees covered by this Agreement and to promote harmonious
relations between the Company and its employees and means for settlement of any
disputes which may arise between them.
ARTICLE III. MANAGEMENT RIGHTS
Section 1. Except as specifically limited or specifically restricted by the
terms of this Agreement, the Company retains all traditional rights of
management, including, but not limited to, the management of the business and
the direction of its working force, including, but not limited to, the right to
hire, transfer, assign and/or change work assignments to make special work
assignments, promote, suspend, discipline for just cause, discharge for just
cause, establish reasonable rules and regulations governing the attendance,
conduct, performance or ability of employees to perform their work, establish
safety and health standards and mechanisms to ensure compliance with those
standards, (including a reasonable drug and alcohol testing and reasonable
discipline policy), relieve employees due to lack of work or for other
legitimate reasons, maintain discipline and efficiency of all employees, to
determine bonuses, if any, for employees.
Section 2. It is further agreed that the Company shall be the exclusive judge
of, and have final decision in, all matters pertaining to the products or
fabrications to be designed, manufactured, acquired, produced, installed,
repaired, or warehoused; the location of or re1ocation of all plants or
operations or relocation of, additions to and remodeling of same; the methods,
means and processes of designing, producing, acquiring, manufacturing,
repairing, installing or warehousing all products or fabrica-
<PAGE>
tions; the location of the place of work for employees; production schedules;
number of employees and specific employees assigned to a particular operation;
the materials to be used of handled, purchased or made; any change of existing
methods or facilities; the control and the regulation of all equipment and
property of the Company.
ARTICLE IV. UNION ACTIVITY
Section 1. The Union agrees that neither it nor any employee represented by it
will conduct any Union activity on the Company premises or time without prior
approval of the Company.
ARTICLE V. HOURS OF EMPLOYMENT
Section 1. Eight (8) hours shall constitute a day's work; such work to be
performed between 7:00 AM and 5:30 PM, Monday through Friday. However, the
Company reserves the right to schedule a regular eight hours' work between 10:00
AM and 9:00 PM with 72 hours notice to the employees. This does not guarantee an
employee eight (8) hours work on any day when business conditions do not warrant
it. The Company will not schedule any shift of less than four (4) hours.
Section 2. All work performed in excess of eight (8) hours in any day and all
work performed outside of hours specified in Section 1 be deemed overtime and
shall be paid for at the rate of time and one-half (1 1/2) the employee's
regular rate of pay. The overtime rate shall apply only to hours worked in
excess of forty (40) when the employee has any absence in the regularly
scheduled work week.
Vacation, holidays, personal days, or any other paid hours as provided for in
this contract shall be considered as time worked in computing the total number
of hours worked in any week.
Section 3. All work performed on Sundays, that is after 12:00 Midnight Saturday
until regular starting time Monday morning, shall be two (2) times the regular
employee's rate of pay.
ARTICLE VI. UNION RIGHTS TO ACCESS TO PLANT
Section 1. Duly authorized representatives of the Union may have access to the
Company's plant at reasonable times during working hours for legitimate Union
purposes and upon prior notification to the Company at its plant office.
- 2 -
<PAGE>
ARTICLE VII. HOLIDAYS - FUNERAL DAYS - PERSONAL DAYS - JURY DUTY
HOLIDAYS
Section 1. The following days shall be deemed paid holidays:
1. New Year's Day 5. Thanksgiving Day
2. Memorial Day 6. Day after Thanksgiving
3. Fourth of July 7. Christmas Eve
4. Labor Day 8. Christmas Day
9. Employee's Birthday
(Note: Employee to
notify management in
work week previous to
birthday.)
Section 2. If an employee is required to work on any of the above named
holidays, he shall be paid his regular established straight time rate of pay for
such work; in addition, he shall receive the eight (8) hours of holiday pay
above provided. In the event such holiday should fall on a premium time day, the
employee shall be paid premium time for hours worked, plus eight (8) hours for
the holiday.
Section 3. Unworked holiday time is to be considered as "time worked" solely for
the purpose of computing work hours in such work week as to which overtime rate
of pay is applicable.
Section 4. No work shall be required of any employee by the Company on Labor
Day, except for protection of life and property.
Section 5. All employees covered by this Agreement shall receive holiday pay for
all holidays which occur within a medical or disability leave of absence for a
period not to exceed three (3) months, or the length of service, whichever is
less.
Service 6. In the event a holiday falls on Saturday, the holiday shall be
celebrated the preceding Friday. In that event, the employee shall be paid at
the end of shift Thursday. In the event the holiday falls on Sunday, the holiday
shall be celebrated on the following Monday. The only exception to the above
shall be set by the Federal Monday Holiday Act.
Section 7. To qualify for holiday pay, the employee shall work the full
scheduled day preceding and the full scheduled day following the holiday or the
day celebrated as such, unless the employee was unable to so work the full
scheduled workday before and/or the full scheduled workday after such holiday on
account of sickness, injury, or circumstances beyond the control of the
employee. The Company shall have the right to require the employee to submit
reasonable proof of inability to work due to sickness, injury, or circumstances
beyond the control of the employee.
- 3 -
<PAGE>
FUNERAL DAYS
Section 1. The Company sympathizes with any employee who suffers a death in his
family. In the event an employee suffers a death in his immediate family as
defined hereafter, the Company shall grant the employee up to three (3)
regularly scheduled work days off (not to exceed a total of six (6) days for any
employee during any one calendar year), with eight hours (8) pay at employee's
regular straight time rate of pay for each of the days, to attend the funeral.
Funeral leave terminates the day of the funeral or the day following if
extensive travel is required.
Section 2. By the term "Immediate Family" shall be defined as:
1. Employee's Current Spouse 7. Parent-In-Law
2. Child 8. Step-Parent
3. Parent 9. Step-Child
4. Brother 10. Step-Brother
5. Sister 11. Step-Sister
6. Grandparent 12. Grandchild
The employee must attend the funeral in order to be eligible for said days off
with pay. Following the death of someone in the employee's immediate family, the
employee shall notify the employer of the occurrence of such death, the date of
the funeral, and the location of the funeral. Upon his return to work,
verification of death may be requested by the Company.
PERSONAL OR SICK DAYS
Section 1. The employer shall be required to pay three (3) personal or sick days
per contract year per employee for each employee covered by this Agreement. The
pay per day shall be eight (8) hours pay at the employee's regular hourly
classification rate of pay. Personal or sick days may be accumulated for the
contract year and paid for. Any unused days shall be paid employee on each
contract year.
Section 2. New employees accrue no personal or sick days for the first year of
employment. After the first anniversary of employment, three (3) days are
available for use at the employee's discretion.
Section 3. EMPLOYEES SHALL TAKE EARNED PERSONAL DAYS AS DESIRED BY THE
EMPLOYEES. ANY EMPLOYEE WANTING TO USE AN EARNED PERSONAL DAY SHALL EITHER
ARRANGE WITH MANAGEMENT IN ADVANCE TO TAKE THE PERSONAL DAY OR NOTIFY MANAGEMENT
NOT LATER THAN 8:15 A.M. OF THE DAY THAT THE EMPLOYEE WANTS TO USE AS A PERSONAL
DAY.
- 4 -
<PAGE>
JURY DUTY
Section 1. Any employee who is required to serve on a jury shall notify
management as much in advance of the date he is to report as possible. Such an
employee will be paid the difference between the amount received for jury
service and eight (8) hours pay at his basic classification rate for each day he
is required to serve that he would otherwise have been scheduled to work for a
period not to exceed eight (8) calendar weeks per year, except in unusual
circumstances. The employee, to be eligible for this payment, shall provide a
statement from the Court showing the dates served and the payment received. An
employee serving jury duty and then released on or before 12:01 PM shall report
to work to complete the regular hours of work.
ARTICLE VIII. VACATIONS
Section 1. Employees shall be granted vacations in accord with the following
schedule. All hours to be paid at the employee's regular hourly rate of pay.
1 Year Seniority (Employment) -- Forty (40) Hours
3 Years Seniority (Employment) -- Eighty (80) Hours
15 Years Seniority (Employment) -- One Hundred Twenty (120) Hours
20 Years Seniority (Employment) -- One Hundred Sixty (160) Hours
(Not applicable to employees hired
since November 22, 1985)
A. Vacations to be scheduled as follows:
April 1 thru September 30 October 1 thru March 31
4 Weeks 2 2
3 Weeks 1 2
2 Weeks 1 1
1 Week - 1
B. Those employees of the Company, who formerly worked at Dor-Win, Inc.
shall have Dor-Win, Inc. seniority added to their present and future
seniority with Adam Wholesalers of Cincinnati, Inc. This added
seniority shall apply toward vacation seniority only.
C. NEW EMPLOYEES (Employees hired since November 22, 1985)
1 Year Seniority (Employment) -- Forty (40) Hours
3 Years Seniority (Employment) -- Eighty (80) Hours
15 Years Seniority (Employment) -- One Hundred Twenty (120) Hours
- 5 -
<PAGE>
D. Vacations to be scheduled as follows:
April 1 thru September 30 October 1 thru March 31
3 Weeks 1 2
2 Weeks 1 1
1 Week - 1
Section 2. Employee shall be eligible for earned vacation upon anniversary date
with the Company. Vacation shall be taken at such time and in such rotation so
as not to interfere with the Company's normal operation. Employee's vacation
period, whenever possible, shall be granted to the employee who has the greatest
length of seniority with the Company. Further seniority shall govern as to the
period for employee's vacation.
Section 3. IF THE EMPLOYEE REQUESTS THE PAY AND PROVIDES TIMELY NOTICE TO THE
COMPANY, THE EMPLOYEE'S VACATION PAY SHALL BE PAID TO THE EMPLOYEE ON THE PAYDAY
IMMEDIATELY BEFORE THE WEEK(S) OF VACATION. WHEN AN EMPLOYEE WANTS TO USE ANY
EARNED VACATION DAY(S), THE EMPLOYEE SHALL GIVE AT LEAST TWENTY-FOUR (24) HOURS'
NOTICE TO THE COMPANY, WHICH CAN REASONABLY LIMIT, IN ORDER TO MAINTAIN NORMAL
OPERATIONS, THE NUMBER TAKING VACATION ON ANY GIVEN DAY(S) TO ONE EMPLOYEE IN
EACH CLASSIFICATION. SENIORITY SHALL CONTROL WHEN TWO (2) OR MORE EMPLOYEES IN
THE SAME CLASSIFICATION WANT TO TAKE VACATION AT THE SAME TIME.
Section 4. Should an employee be required to work after vacation has been
approved, he shall receive his vacation pay plus one and one-half (1 1/2) times
his regular rate of pay for work performed except that when employee desires to
work in lieu of vacation, he must make such request in writing to the Company
and if granted, shall receive earned vacation pay plus regular hourly rate for
work performed. In the event an employee does not file a written request or has
not had his vacation approved then canceled by the Company, the employee will be
entitled to any unused vacation pay, to be paid at the end of each calendar
year.
Section 5. When an employee is separated for any reason except just cause, he
shall receive his accrued vacation pay and one twelfth (1/12th) for each month
of earned vacation period in accordance with the schedule in Section 1. Vacation
shall not accrue during lay-off or leave of absence, including disability or
medical leave, for the purpose of this Section.
ARTICLE IX. LEAVE OF ABSENCE
Section 1. Employees may be granted leaves of absence without effect on their
seniority for good and legitimate reasons. Such leaves of absence must be made a
matter of record.
- 6 -
<PAGE>
ARTICLE X. SENIORITY
Section 1. Seniority of employees shall commence with the date of last hiring,
however, no employee shall acquire any seniority rights for the first ninety
(90) calendar days of employment, but if employed for more than ninety (90)
calendar days, seniority shall date back to the date of hiring. Employees for
the first ninety (90) calendar days of employment shall be considered
Probationary Employees and the Company shall, during such ninety (90) calendar
days of employment, be entitled to terminate the employment of such employees
without regard to seniority status at the Company's discretion. A Seniority
List, revised at least every three (3) months, will be posted by the Company on
the bulletin board. The grievance procedure shall not be applied to a
Probationary Employee nor shall it be used to his benefit.
Section 1a. The Company shall have the right to employ student workers at a rate
not less than $1.00 per hour below the stated starting wage. The Company agrees
that at no time will such student employees exceed one student per each five (5)
employees or major fraction thereof. The maximum length of employment of a
student worker shall be 960 hours in any one year. The student worker shall be
required, as a condition of continued employment, to obtain a permit from the
Union after ninety (90) calendar days of employment. Student workers shall have
the same status as a Probationary Employee.
Section 1b. The Company shall have the right to employ temporary workers. The
Company agrees that at no time will the number of such temporary workers exceed
one temporary worker for each five employees or major fraction thereof. The
maximum length of employment of a temporary worker shall be 960 hours during any
one calendar year. The temporary workers shall be required, as a condition of
continued employment, to obtain a permit from the Union after sixty (60)
calendar days of continuous employment. Temporary workers shall have the same
status as a Probationary Employee.
Section 2. When the Company deems that a second shift becomes necessary all
regular employees of the Company, who have the seniority and ability, shall bid
on these said shift jobs before any new employees or probationary period
employees are permitted to be awarded the same jobs.
Section 3. In the event of a decrease in the working force due to lack of work,
employees having no seniority shall be the first to be laid off and thereafter
employees shall be laid off in the inverse order of their seniority, provided
the employees having the greater seniority are qualified, in the opinion of the
Company, to do work available in a reasonable workman-like manner. In the
- 7 -
<PAGE>
event of an increase of working force, employees laid off and having seniority
status with the Company shall be called back in order of their respective
seniority and shall be entitled to be recalled to work before new employees
without any seniority status are employed, provided the employees having such
seniority status are qualified, in the opinion of the Company, to perform the
available work in a reasonable workman-like manner.
Section 4. Any claimed abuse of the discretion of the Company in making the
above mentioned determination shall be a proper subject for grievance procedures
and any deviation from application of seniority in lay-off or recall to work
shall be first explained by the Company to the Union Shop Committee.
Section 5. Seniority status of an employee shall be terminated in the event of
lay-off after eighteen (18) months, or length of employment, whichever is less,
or in the event that an employee quits or is discharged for just cause and the
discharge is not reversed through grievance procedures, or in the event the
employee on lay-off is recalled to work and fails to report for work within
eight (8) days after mailing of a certified letter notifying the employee to
report for work.
Section 6. It is the obligation of the employee to keep the Company informed at
all times of his correct address for receipt of notice, and a notice to an
employee on lay-off to return to work shall be sufficient if delivered by
telegram or deposited by certified mail in the United States mail addressed to
such employee at his last known address as shown on the books of the Company.
Section 7. THE EMPLOYER AND THE UNION AGREE TO COMPLY WITH THE REQUIREMENTS OF
THE UNIFORMED SERVICES EMPLOYMENT AND REEMPLOYMENT RIGHTS ACT AND THE FAMILY AND
MEDICAL LEAVE ACT AS THOSE LAWS MAY IMPACT THE SENIORITY STATUS AND REEMPLOYMENT
RIGHTS OF EMPLOYEES TAKING LEAVES UNDER THOSE FEDERAL LAWS.
Section 8. PROMOTIONS, NEW JOB OPENINGS, AND TRANSFERRING SHALL BE AWARDED
ACCORDING TO PLANT SENIORITY AND PROVEN ABILITY IN THE OPINION OF THE COMPANY.
TO ENABLE EMPLOYEES TO BE CROSS-TRAINED AND TO DEMONSTRATE ABILITY TO PERFORM
DUTIES THAT THEY ARE INTERESTED IN PERFORMING ON A REGULAR BASIS, THE COMPANY
WILL MAINTAIN IN THE WAREHOUSE OFFICE A LIST FOR EMPLOYEES TO SIGN THEIR NAMES
AND STATE THE DUTIES THAT THEY EITHER WANT TO LEARN TO PERFORM OR TO DEMONSTRATE
THEIR ABILITY TO PERFORM, AND THE COMPANY WILL MAKE A REASONABLE GOOD-FAITH
EFFORT TO USE SUCH EMPLOYEES IN COVERING EXISTING POSITIONS AND IN DEVELOPING
SKILLS OF SUCH EMPLOYEES TO USE NEW TECHNOLOGY THAT MAY BE INTRODUCED BY THE
COMPANY. WHEN MORE THAN ONE EMPLOYEE WANTS PARTICULAR CROSSTRAINING, THE
EMPLOYER, IN SELECTING THE EMPLOYEE(S), SHALL GIVE DUE CONSIDERATION TO
EMPLOYEES' LENGTH OF SERVICE, WORK HISTORY,
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<PAGE>
EDUCATION, PRIOR TRAINING, ATTENDANCE, AND AVAILABILITY, AND TO THE NEEDS OF THE
EMPLOYER. ANY CLAIMED ABUSE OF THE DISCRETION OF THE COMPANY IN MAKING THIS
DETERMINATION SHALL BE A PROPER SUBJECT FOR THE GRIEVANCE PROCEDURE.
Section 9. When a job opening or vacancy occurs, or an employee quits, and the
Company elects to fill the vacancy, a notice shall be posted immediately on the
plant bulletin board and the employees desiring the job shall express their
desire by signing the notice and the job shall be awarded according to plant
seniority and proven ability in the opinion of the Company. Any claimed abuse of
the discretion of the Company in making this determination shall be a proper
subject for the Grievance Procedure. Jobs shall be awarded to the employees
within five (5) working days from date of acceptance of bids for said jobs. This
determination shall be posted within one working day after an employee has been
awarded the posted job.
Section 10. Overtime shall be given to employees in the classification that is
working overtime. In the event no employees are available in classification,
overtime shall be according to plant seniority and ability.
Section 11. No unreasonable amount of overtime shall be performed while any
employees are on lay-off status.
Section 12. When employees with seniority status are on lay-off status, student
workers, temporary workers, and supervisors will not be used to perform any type
of work normally done by bargaining unit employees except if the Company needs
immediate workers and has made a reasonable effort to contact all employees who
are on lay-off status but cannot fill the need, the Company can use student
workers, temporary workers, supervisors, or any combination thereof, to perform
such work.
ARTICLE XI. GRIEVANCE PROCEDURE
Section 1. A grievance is defined as any dispute concerning the interpretation
of application of this Agreement. All grievances between the Union or any
employees and the Employer shall be handled in the following manner:
Step One: Any employee having a grievance shall first present it
to his immediate foreman, and if not resolved, after first
receiving said foreman's permission shall then present it to the
immediate shift steward who shall then present it to the
immediate foreman in the presence of the aggrieved employee and
they shall make every reasonable effort to effect a satisfactory
settlement.
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<PAGE>
The above actions must take place within three (3) working days
of the occurrence of the alleged grievance.
Step Two: If the grievance remains unsettled from Step One,
within three (3) working days, it shall be reduced to writing on
a grievance form provided by the Union, signed by the aggrieved
and the immediate shift steward and presented to the Plant
Superintendent. The grievance form shall state:
1. Date of alleged grievance.
2. Facts of alleged grievance.
3. Witnesses, if any.
4. Article and Section of Agreement alleged to have been
violated.
5. Requested remedy.
After making every reasonable effort to settle the grievance
with the immediate shift steward, aggrieved and/or witness; the
Plant Superintendent shall, within three (3) working days, reply
in writing to the grievance with his decision and reasons.
Step Three: In the event no settlement is reached in Step Two of
the grievance procedure, the grievance shall be taken up by an
Employer official and one or more Business Agents of the
Industrial Council, (plus aggrieved and/or witness if mutually
agreed upon). This meeting shall take place within five (5)
working days of Step Two decision, and/or time mutually agreed
on.
Step Four: IF NO SETTLEMENT OF THE GRIEVANCE IS REACHED AT THE
STEP THREE MEETING, THE EMPLOYER SHALL GIVE ITS WRITTEN ANSWER
TO THE GRIEVANCE WITHIN TEN (10) WORKING DAYS AFTER THE STEP
THREE MEETING. IF THE UNION WANTS TO SUBMIT THE MATTER TO
ARBITRATION, THE UNION MUST GIVE WRITTEN NOTICE TO THE EMPLOYER
WITHIN THIRTY-ONE (31) CALENDAR DAYS AFTER RECEIVING THE
EMPLOYER'S WRITTEN ANSWER TO THE STEP THREE MEETING.
THE EMPLOYER AND THE UNION SHALL ENDEAVOR TO AGREE UPON AN
ARBITRATOR. IF THEY ARE UNABLE TO AGREE UPON AN ARBITRATOR
WITHIN SEVEN (7) CALENDAR DAYS AFTER THE UNION REQUESTS
ARBITRATION, THE REPRESENTATIVES OF THE EMPLOYER AND THE UNION
SHALL ALTERNATELY REMOVE NAMES FROM THE PERMANENT PANEL UNTIL
ONE NAME REMAINS. THE ARBITRATORS AGREED UPON BY THE UNION AND
THE EMPLOYER TO SERVE ON THE PERMANENT PANEL DURING THE TERM OF
THIS AGREEMENT ARE BARBARA W. DOERING, ALVIN L. GOLDMAN , JONAS
B. KATZ, FRANK A. KEENAN, AND JOHN J. MURPHY, WHO ARE QUALIFIED
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<PAGE>
IMPARTIAL ARBITRATORS APPROVED AND LISTED BY THE FEDERAL
MEDIATION AND CONCILIATION SERVICE.
It shall be the function of the arbitrator to make a decision in
a case of alleged violation of a specific Article and Section of
this Agreement. He shall have no power to add to, subtract from,
disregard, alter, or modify any of the terms of this Agreement.
The decision of the arbitrator shall be final and binding of the
Company, Union and any employee or employees involved.
The fees and expenses of the Arbitrator shall be shared equally
by the Company and the Union. All other expenses shall be borne
by the party incurring them and neither party shall be
responsible for expenses of witnesses called by the other.
Section 2. Grievances must be taken up promptly, and no grievance will be
considered or discussed which is presented in Step One later than three (3)
working days after it has occurred. Any grievance not processed from Step to
Step within the time limits therein prescribed shall be deemed settled on the
basis of the Employer's and/or Union's last answer.
ARTICLE XII. NO STRIKES, NO LOCKOUTS
Section 1. There shall be no strikes, slowdowns, lockouts or other work
stoppages by the Company or the Union or employees represented by the Union
during the term of this Agreement. The Company agrees that the Union shall not
be responsible for any unauthorized strikes, slowdowns, or work stoppages by the
employees represented by it, provided that the Union uses its best efforts to
terminate any such occurrence, and publicly states that such strike is
unauthorized and uses its best efforts in good faith to obtain the termination
of any such unauthorized action by employees, and it is mutually agreed that any
employee proven participant in such unauthorized action shall be subject to
immediate dismissal by the Company and such dismissal shall not constitute a
grievance under the terms of this Agreement.
ARTICLE XIII. UNION STEWARD AND SHOP COMMITTEE
Section 1. It is agreed that the Union may designate one (1) employee to act as
Steward for the administration of this Agreement on behalf of the employees
represented by the Union.
Section 2. It is agreed that the Union may designate a Shop Committee consisting
of not more than three (3) in number of the
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<PAGE>
employees covered by this Agreement for the administration of this Agreement on
behalf of the employees represented by the Union provided, however, that the
representatives of the Union shall also have the right to administer this
Agreement.
Section 3. The employee designated by the Union as Shop Steward for the Union
shall receive fifteen cents (15 (cents)) per hour more than his regular rate,
commencing November 9, 1970, it being the understanding by the parties that
there shall be only one Shop Steward designated by the Union for employees
covered by this Agreement.
Section 4. There shall be a Steward for committeeman in the plant during all
working hours who shall be responsible for the interest of the employees.
Section 5. If the Company deems a second shift necessary for Company operation,
the Union shall then be allowed one more Committeeman should no Committeeman or
Steward referred to in Section 1 and 2 of this Article be working on said shift.
ARTICLE XIV. CONFORMITY TO LAW
Section 1. It is agreed that this Agreement shall be considered amended so as to
comply with all applicable governmental laws, rules, and regulations now or
hereafter in effect during the term of this Agreement.
ARTICLE XV. BULLETIN BOARDS
Section 1. The Company agrees to provide one (1) bulletin board located at or
near the time clock for use by the Union for notice to the employees of Union
activities. Material to be posted by the Union on such bulletin board must be
approved by the Company and the Union Representative.
ARTICLE XVI. UNION SHOP
Section 1. The Company agrees that, as a condition of employment, all employees
in the Bargaining Unit represented by the Union herein, shall be subject to the
limitations and conditions specified in the National Labor Relations Act, as
amended, and the Labor Management Act of 1947, as amended, and in particular
Section 8 (a) 3 thereof, become and remain members of the Union within sixty
(60) calendar days after the execution date of this Agreement or within sixty
(60) days after date of hire, whichever time is later, provided, however, that
no employee shall be discriminated against with respect to employment by the
Company, if the Company has reason to believe that membership in the Union was
denied such employee for any reason other than the failure of such employee to
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<PAGE>
pay or tender payment of periodic dues, assessments and initiation fees
uniformly required as a condition of membership in such Union. The Company
agrees to notify the Union of the names and dates of hiring of new employees.
ARTICLE XVII. SENIORITY OF UNION STEWARD
Section 1. The employee designated as Steward by the Union shall, during his
term of office, be placed at the head of the seniority list and shall hold
seniority over all other employees during such time provided the Steward has the
proven ability to perform the work required in the opinion of the Company.
ARTICLE XVIII. CALL IN WORK
Section 1. Each employee reporting for work at his designated work starting time
shall receive four (4) hours work or pay in lieu thereof as minimum pay for such
workday unless such employee is notified by the Company not to report for work
at least eight (8) hours before the employee's scheduled work starting time, or
unless in case of emergency or breakdown or casualty interruption of Company's
business beyond the control of the Company. This does not apply to men who, on
their own, leave after starting time.
ARTICLE XIX. WAGES
Section 1. There shall be a starting rate of not less than Six Dollars and Fifty
Cents ($6.50) per hour for all new employees. After a probationary period of
ninety (90) calendar days, each new employee shall receive an increase in pay of
not less than fifty cents (50 (cents)) per hour. Thereafter, all new employees
shall receive an increase of twenty cents (2O (cents)) per hour on the Monday
next following each of February 22, May 22 and August 22, and shall receive the
same increase as all other employees are entitled to receive under this
Agreement on November 22. All new employees shall be a full scale no later than
three (3) years from their date of hire.
Section 2. Classifications
EFFECTIVE EFFECTIVE EFFECTIVE EFFECTIVE
11/22/95 11/22/96 11/22/97 11/22/98
-------- -------- -------- --------
Millmen $11.77 $12.13 $12.49 $12.85
Receiving &
Shipping $11.77 $12.13 $12.49 $12.85
Clerk
Truck Driver $11.77 $12.13 $12.49 $12.85
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<PAGE>
Section 3. A thirty (30) minute unpaid lunch break shall be granted each
employee of the Company. The exact time for such lunch period to be designated
by the Company in its discretion as reasonably close to the middle of such shift
hours as the Company determines practicable without adversely affecting
production and operating efficiency. The Company shall post the lunch schedule.
Section 4. The Company agrees to provide a ten (10) minute rest period during
regular morning shift hours and a ten (10) minute rest period during the regular
afternoon shift hours, the exact times for such rest periods to be designated by
the Company in its discretion as reasonably close to the middle of such shift
hours as the Company determines practicable without adversely affecting
production and operating efficiency.
Section 5. The Company shall continue to provide the current lunchroom
facilities for the employees. It shall be a mutual responsibility, both Company
and employee, to maintain the room in a sanitary manner.
Section 6. The Company shall provide coffee at two times each day, before the
regular scheduled starting time and at the scheduled lunch break. There shall be
no eating or drinking in the warehouse or at the work-stations at any time other
than before the work day begins, at the lunch break, or at the scheduled 10
minute breaks.
ARTICLE XX. INSURANCE BENEFITS
Section 1. The employer agrees to pay and bear the cost and expense for each
employee covered by this Agreement at least the insurance benefits listed below.
The Company shall make application immediately upon the execution hereof and the
insurance coverage at the expense of the Company shall become effective when the
policies are issued.
A.
Section 1. Life insurance of at least thirteen thousand five hundred dollars
($13,500.00) per each employee; reduced to one thousand dollars ($1,000.00) at
age seventy (70). Effective January 1, 1993, the amount of life insurance will
be raised to twice the employee's gross earnings at the Company during the prior
calendar year as shown by the W-2 form. For eligible new employees, the amount
of the life insurance will be twice the employee's current hourly rate times
2080 hours.
Section 2. Accidental Death and Dismemberment of at least thirteen thousand five
hundred dollars ($13,500.00), eliminated at age seventy (70) or retirement,
whichever occurs first. Coverage shall be twenty-four (24) hours a day and shall
apply if death or
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<PAGE>
dismemberment occurs within ninety (90) days of the accident and is a direct
result of said accident.
SECTION 3. Weekly Indemnity: 1st day accident
8th day of illness up to
27 weeks.
Non-Occupational: at least $175.00 per week
Occupational: at least $125.00 per week
SECTION 4. Long-term disability benefits shall be provided as described in
the Adam Flex Benefits program, with the Company-provided program benefits
starting after an employee is unable to work for 180 consecutive days and
with the plan paying benefits of 60% of the employee's regular earnings,
provided that the amount is reduced by any Social Security, workers'
compensation, or other payments which the employee may receive.
ARTICLE XXI. HEALTH & WELFARE
SECTION 1. Effective January 1, 1993, employees shall be offered the
opportunity to select among the health-care options in the Adam Flex Benefits
program. The Company agrees to bear the expense of comprehensive medical care
coverage for the individual employee participating in Gold Seal I, Gold Seal
II or Gold Seal III programs. Eligibility, deductibles, co-insurances,
credits, options and benefits shall be as described in the Adam Flex Benefits
program.
SECTION 2. Married employees and formerly-married employees with dependent
children may participate in the family plan options under the Adam Flex
Benefits program effective January 1, 1993, with family coverage under Gold
Seal I, Gold Seal II and Gold Seal III available at no cost to the employee
during 1993. In 1994 and 1995, a participating employee electing Gold Seal I
shall bear any costs established for all other family plan participants in
Gold Seal I, but family coverages shall be available in 1994 and 1995 under
Gold Seal II and Gold Seal III programs at no cost to the employee.
Eligibility, deductibles, co-insurances, credits, options and benefits shall
be as described in the Adam Flex Benefits program.
SECTION 2a. The Company further agrees to waive all waiting periods on
pre-existing conditions, including maternity, for employees enrolled on
November 22, 1988.
<PAGE>
Section 3. When an employee ceases to be actively engaged in work by reason
of sickness or injury of any kind, or by reason of lay-off due to lack of
work, the Employer shall continue those policies as specified in Sections 1
and 2 for a period of three (3) months of service, whichever is less, after
the month in which said employee shall cease to be engaged in work for the
Employer for reasons aforementioned.
Section 4. It is agreed by the Union that the employees' health and welfare
herein above listed may be brokered out to others than the carrier herein
mentioned, but all coverage shall be exactly the same as above better the
existing coverage.
ARTICLE XXII. PENSION PLAN
Section 1. All employees shall be covered in the Pension Plan known as
Pension Plan No. 002 between Local Union No. 415 and Adam Wholesalers of
Cincinnati, Inc.
Section 2. The Pension Plan administration, copy of Plan, etc., shall be the
sole responsibility of the Employer.
Section 3. The Company agrees to pay the full cost of a Pension Plan for the
benefit of all employees covered by this Agreement. Said Pension Plan to take
effect November 9, 1979 and General Provisions outlined Exhibit A of this
Agreement.
Section 4. In addition to the Pension Plan described in this Article of
Incorporation provide effective January 1, 1993 a 401(k) program which shall
be the same program offered to all management and salaried employees of the
Company.
ARTICLE XXIII. MANAGEMENT AND SHOP COMMITTEES
Section 1. A Safety Committee consisting of two (2) employees designated by
the Union and two (2) salaried managers chosen by the Company shall meet on
Company premises on working time for one (1) hour in the morning of the
first or second Friday of each month to address safety and sanitation issues
and to make recommendations to the Company for developing, implementing and
enforcing safety procedures and practices, Safety and sanitation problems can
be presented anonymously in writing to the Safety Committee by any employee.
ARTICLE XXIV. CHECK-OFF
Section 1. Check-off authorization: It is understood and agreed between the
Employer and the Union that the Employer will deduct current Local No. 415
monthly dues, Initiation Fees, Fines and Assessments and the Carpenters
Industrial Council dues from
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<PAGE>
the paycheck of all employees who have signed proper legal authorization forms
for such deductions and who are covered by this Agreement. Monthly local union
dues (payable in advance) will be deducted on the first full pay period of the
current month, after check-off authorization cards are received by the Company.
The Ohio Carpenters Industrial Council dues will also then be deducted in the
first full pay period for hours actually worked in the preceding month
(exclusive of overtime). The local's monthly dues shall be remitted to the
Financial Secretary-Treasurer of the Local Union. The Ohio Carpenters Industrial
Council dues shall be remitted to the Secretary-Treasurer of the Ohio Carpenters
Industrial Council.
Section 2. Indemnification of Company: The Union will indemnify the Company
against any liability arising out of such deductions based upon the
authorizations and lists furnished by the Union.
ARTICLE XXV. UNION LABEL
Section 1. It is hereby understood and agreed by the Employer and the Union that
an application shall be made for the Union Label to the First General Vice
President of the United Brotherhood of Carpenters and Joiners of America. If the
application is approved, and the Union Label is issued by the United Brotherhood
of Carpenters and Joiners of America to be placed upon the Employer's products,
it is understood and agreed that the Label shall remain in the property of the
United Brotherhood of Carpenters and Joiners of America, and shall be at all
times in the possession of a member of the United Brotherhood of Carpenters and
Joiners of America; and that said Union Label shall at no time be used in any
manner that will be detrimental to the interest and welfare of the members of
the United Brotherhood. Use of said Label may be withdrawn from the mill, shop,
factory, or manufacturing establishment of the Employer at any time at the
discretion of the International Union.
ARTICLE XXVI. CLASSIFICATION OF EMPLOYEES
Section 1. Article XIX, Section 2 of this Agreement lists three (3)
classifications for employees. A list of all present employees and their
respective classifications shall be made a part of this contract. List shall be
known as Exhibit B. Exhibit B shall be shown on the last page of this contract.
ARTICLE XXVII. EQUAL EMPLOYMENT OPPORTUNITY
Section 1. Neither the Company nor the Union shall discriminate against any
applicant or employee because of race, color, sex, religion, national origin,
disability, or age (if 18 or older).
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<PAGE>
Section 2. The use of any words of the masculine gender (he, his, him, etc.) in
this Agreement is intended to apply equally to all employees and other persons,
male and female alike.
ARTICLE XXVIII. DURATION
This Agreement shall become effective on the 22nd day of November 1995 and shall
remain in effect through the 21st day of November 1999 and thereafter shall
automatically renew for periods of one (1) year unless sixty (60) days prior to
the 21st day of November 1999, or any anniversary date thereafter, one of the
parties gives written notice to the other party of a desire to terminate
Agreement and negotiate a new Agreement.
COMPANY: UNION:
ADAM WHOLESALERS OF
CINCINNATI, INC.
/s/ Robert A. Mathes, Jr. /s/ Gary Crist
- ------------------------------- -------------------------------
Robert A. Mathes, Jr. Gary Crist
Business Agent, Great Lakes
Regional Industrial Council
WITNESS: NEGOTIATING COMMITTEE
/s/ Tracy Ritze /s/ Terry Lovell
- ------------------------------- -------------------------------
Tracy Ritze Terry Lovell, Steward
/s/ Donald Merz
-------------------------------
Don Merz
/s/ John Barnes
-------------------------------
John Barnes
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<PAGE>
EXHIBIT A
OUTLINE OF PROVISIONS OF
ADAM WHOLESALERS OF CINCINNATI, INC.
LOCAL UNION NO. 415 INDUSTRIAL PENSION PLAN
EFFECTIVE: November 9, 1979
ELIGIBILITY REQUIREMENTS:
All regular full-time Union employees of the Company.
NORMAL RETIREMENT:
Normal retirement shall mean the date on which a participant shall have
attained age 65 and earned a minimum of 10 years of service. Years of service
shall include time with the Company or time with Thurner Enterprises. However,
consideration of time with Thurner Enterprises shall apply only to those
employees active at the Company on or before November 10, 1982.
NORMAL RETIREMENT BENEFITS:
EFFECTIVE NOVEMBER 22, 1995, THE BASE SHALL BE TWELVE DOLLARS ($12.00).
NORMAL RETIREMENT DATE:
The first day of the calendar month in which the participant's SIXTY-FIFTH
(65TH) birthday occurs.
DISABILITY RETIREMENT ELIGIBILITY:
At any age and ten (10) years of seniority or service mentioned above.
(Must be eligible for Disability Benefits under Social Security Act).
VESTING:
Participants with five (5) years or more credited service will be one
hundred percent (100%) vested in their accrued benefits.
JOINT ANNUITY FOR BENEFIT OF SURVIVING SPOUSE:
Participants will have the option to elect, prior to retirement, to
receive a reduced benefit which will be paid during the lifetime of the
participant and then continue to be paid during the lifetime of the
participant's surviving spouse. The amount of the reduced benefits and the
conditions of the election of this option will be in accordance with the
provisions of ERISA.
<PAGE>
TRUSTEE:
All assets of the Pension Plan will be held in Trust by a national bank or
by an insurance company. The Company will administer the plan on a day-to-day
basis, but the Trustee or insurance company will hold an account for the funds
and will make payment of all benefits, etc.
OTHER PROVISIONS:
All provisions of the Plan will meet the requirements of ERISA. Amendments
to the Plan will be made from time to time as may be required to continue to
meet the requirements of ERISA. No changes will be made to the Plan during the
term of this Agreement, NOVEMBER 22, 1995 THROUGH NOVEMBER 21, 1999, which
adversely affect any participant, except any such change which is mandatory
under applicable law.
<PAGE>
EXHIBIT 6
COLLECTIVE BARGAINING AGREEMENT BETWEEN
ADAM WHOLESALERS
AND
TEAMSTERS LOCAL UNION NO. 676
August 9, 1996 through August 8, 1999
<PAGE>
INDEX
PAGE
----
SCOPE OF AGREEMENT ...................................................... 1
STEWARDS ................................................................ 3
ABSENCE ................................................................. 4
CHECK OFF ............................................................... 5
SENIORITY ............................................................... 5
MAINTENANCE OF STANDARDS ................................................ 7
INSPECTION OF PAYROLL RECORDS ........................................... 9
DISCHARGE OR SUSPENSION ................................................. 9
SEPARATION OF EMPLOYMENT ................................................ 11
FIDELITY BONDS .......................................................... 11
EQUIPMENT ............................................................... 12
UNIFORMS ................................................................ 12
ACCIDENTS ............................................................... 12
SAFETY VIOLATIONS ....................................................... 13
REVOCATION OF LICENSE ................................................... 13
MISCELLANEOUS PAY PROVISIONS ............................................ 14
POSTING OF NOTICES ...................................................... 15
NO STRIKE-NO LOCKOUT .................................................... 15
MANAGEMENT SECURITY ..................................................... 15
i
<PAGE>
WAGES AND HOURS ......................................................... 16
DISCRIMINATION .......................................................... 16
DAMAGE CAUSED BY EMPLOYEE ............................................... 16
VISITATION OF EMPLOYER'S PREMISES ....................................... 17
SAVINGS AND SEPARABILITY CLAUSE ......................................... 17
PRESERVING WORK OPPORTUNITY ............................................. 17
GRIEVANCE AND ARBITRATION PROCEDURE ..................................... 18
VACATIONS ............................................................... 19
HOLIDAYS ................................................................ 21
OVERTIME AND GUARANTEED PAY ............................................. 22
HEALTH AND WELFARE ...................................................... 23
ADAM WHOLESALERS PENSION PLAN ........................................... 23
LEASED EQUIPMENT ........................................................ 24
DINNER MONEY ............................................................ 24
DRIVERS' LICENSES AND FEES .............................................. 24
WAGE RATES .............................................................. 25
VACANCIES AND NEW JOBS .................................................. 26
CREDIT UNION ............................................................ 26
SAFETY COMMITTEE ........................................................ 27
TERM OF AGREEMENT ....................................................... 27
ii
<PAGE>
THIS AGREEMENT made by and between ADAM WHOLESALERS ("Employer"), and
TEAMSTERS LOCAL UNION NO. 676, Affiliated with the International Brotherhood of
Teamsters, AFL/CIO ("Union"), WITNESSETH:
1. SCOPE OF AGREEMENT
1.1 Recognition and Classifications Covered: The Employer recognizes the Union
as the exclusive representative of all employees in the following
classifications: Drivers, Shippers, Shopworkers and Working Leaders.
1.2 Successors and Assigns: This Agreement shall be binding upon the parties
hereto, their successors and assigns. If an entire operation is sold,
leased, transferred, or taken over by sale, transfer, lease, assignment,
receivership, or bankruptcy proceedings, such operation shall continue to
be subject to the terms and conditions of this Agreement for the life
thereof. On the sale, transfer, or lease of an individual run or runs,
only the specific provisions of this Contract, excluding supplements or
other conditions, shall prevail. The Employer shall not use any leasing
devise to a third party to evade this Contract. The Employer shall give
notice of the existence of this Agreement to any purchaser, transferee,
lessee, or assignee of the operation covered by this Agreement or any part
thereof. Such notice shall be in writing with a copy to the Union and
shall be given within five days of the execution of sale, lease or
assignment papers. If the Employer fails to give said notice and/or fails
to require the purchaser, the transferee, or lessee to assume the
obligations of this Contract, the Employer shall be liable to the Union
and to the employees for all damages sustained as a result of such
failure.
1.3 Union Shop: All employees who are members of the Local Union on the date
of execution of this Agreement shall remain members of the Local Union in
good standing as a
<PAGE>
condition of employment. All employees who are not members of the Local
Union and all employees who are hired hereafter shall become and remain
members in good standing of the Local Union as a condition of employment
on and after the 31st day following the beginning of their employment.
1.4 Probationary Employee: An employee shall be a probationary employee until
he has worked for the Employer at least ninety calendar days, during which
time no fringe benefits shall be payable. The employment of a probationary
employee may be terminated by the Employer for any reason, and such
termination shall not be subject to the grievance procedure. Upon
completion of his probationary period, the employee's seniority shall
revert to his date of hire.
1.5 Hiring New Employees: The Union may refer job applicants in response to
the Employer's request. If an applicant is not satisfactory, the Employer
may, at its option, request a replacement. The Employer may hire new
employees from any source but agrees to give preference to employees with
experience.
1.6 Notification The Employer shall promptly notify the Shop Steward of the
employment of any person who under this Agreement is required to be a
member of the Union. Upon notice from the Union that an employee who has
been employed for more than thirty days has failed to tender the periodic
dues and initiation fees uniformly required as a condition of acquiring
and retaining membership in the Union, and upon demand of the Union, the
Employer shall discharge such employee. The Employer may not discharge or
discipline for the purpose of evading this Agreement or discriminating
against Union members.
2
<PAGE>
1.7 Maximum Union Security: Employer agrees that the Union will be entitled to
receive the maximum Union security which may be lawfully permissible, and
this Agreement shall be considered modified to the extent of any change in
the National Labor Relation Act during the term of this Agreement.
1.8 Blacklist: Employer shall not establish or create a so-called "Blacklist"
nor in any way become a party to the establishing of such a "Blacklist"
that may have for its purpose the prevention of any member of the Union
obtaining employment with the Employer.
2. STEWARDS
2.1 Appointment and Duties: The Employer recognizes the right of the Union to
designate Shop Stewards and alternates from the Employer's seniority list.
The authority of Shop Stewards and alternates so designated by the Union
shall be limited to and shall not exceed the following: (1) The
investigation and presentation of grievances; (2) The collection of dues;
(3) The transmission of messages and information authorized by the Local
Union. Shop Stewards and alternates have no authority to take strike
action or any other action interrupting the Employer's business, except as
authorized by official action of the Union. The Employer recognizes these
limitations upon the authority of Shop Stewards and their alternates and
shall not hold the Union liable for any unauthorized acts. In so
recognizing such limitations, the Employer shall have the authority to
impose proper discipline (including discharge) upon any Shop Steward or
alternate who has taken unauthorized strike action, or any other action
interrupting the Employer's business, in violation of this Agreement.
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2.2 Seniority of Shop Stewards: Shop Stewards so designated by the Union shall
be granted super seniority for the purposes of assuring adequate
representation of the bargaining unit, i.e., for layoff and recall.
3. ABSENCE
3.1 Time Off for Union Activities: The Employer agrees to grant the necessary
and reasonable time off, without discrimination or loss of seniority and
without pay, to any employee designated by the Union in writing to the
Employer to act as an elected Union Officer, Business Agent, Organizer or
to attend a Labor Convention.
3.2 Leave of Absence: An employee who desires a leave of absence must secure
written permission from both the Union and the Employer. The maximum leave
shall be for thirty days, but may be extended for like periods upon the
written consent of both the Union and the Employer. During the leave of
absence period, the employee shall not engage in any other gainful
employment, and for violation of this provision, the employee shall lose
all seniority rights.
3.3 Pay for Time Lost: Whenever the Shop Steward is required to attend a
grievance hearing or negotiation meeting attended by representatives of
the Employer and Union, he shall be compensated by the Employer for all
lost earning opportunities or time lost subject to a maximum of 8 hours
straight time pay.
3.4 Death in the Family: Upon the death of a member of an employee's immediate
family, the employee shall be entitled to a maximum of three days off with
pay for the purpose of attending services for the deceased. The three days
pay is to compensate the employee for any time lost Monday through Friday
because of such death. The employee must submit
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to the Employer a Death Certificate as proof of such death. This Section
shall not apply to any employee who has not been on the seniority list for
a period of at least three months. Immediate family shall include the
employee's spouse, child, mother, father, sister, brother, mother-in-law
and father-in-law.
3.5 Jury Duty: If an employee is required to serve Jury Duty, the Employer
shall supplement his Jury Duty compensation on a weekly basis by an amount
sufficient to total forty hours pay at the straight time rate of his job
classification.
4. CHECK OFF
4.1 Written Authorization: Upon receipt of proper written authorization of an
employee, the Employer shall deduct from the wages due such employee, on
the first pay day of each month, his Union initiation fee and monthly
dues, in such amounts as may, from time to time, be fixed by the Union in
accordance with its Constitution and By-Laws.
4.2 Payment by Employer: The Employer shall forward the aggregate amount of
such deduction promptly each month to the Union.
5. SENIORITY
5.1 Lay-off and Recall: Plant wide seniority shall prevail at all times for
layoffs and recalls, provided employees have the ability to do the
available jobs. Plant-wide seniority shall prevail with respect to
Saturday and Sunday overtime work; departmental seniority shall prevail
for daily overtime work.
5.2 Job Posting: Each job that becomes vacant shall be posted and the primary
function of the job will be stated. The posting shall remain open to
bidding for at least three working days before being filled. The most
qualified bidder shall be awarded the job. Qualifications
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include appropriate and reasonable tests, and a bidder's capability of
meeting the physical and mental requirements of the job. When
qualifications for the job are relatively equal, the employee with the
greatest seniority will be given preference.
5.3 Seniority Rank and Posting: Each January, Employer shall submit to the
Union in writing and post in a conspicuous place a Seniority List. The
name of each employee hired after said posting shall be added to this list
and shall be made known to the Union.
5.4 Loss of Seniority: Seniority shall be broken and an employee's name
removed from the seniority list for any one or more of the following
reasons: (a) Discharge for just cause; (b) Voluntary quit; (c) Failure to
respond to notice of recall; or (d) Lay-off for three years or more. Any
employee who is absent because of illness or injury shall accumulate
seniority for the purpose of determining his place on the seniority list.
5.5 Lay-off Notice: The employer shall notify the Shop Steward in advance of a
lay-off or recall. All employees shall be given a two-day notice of
lay-off by posting on the Company bulletin board.
5.6 Notification of Recall: When recalling laid-off employees, the Employer
shall send a telegram or certified mail letter to the employee's last
known address (as indicated on the Employer's records) and the employee
shall have five days within which to notify the Employer that he will
return to work, and one week following said notification to return to
work. If the employee fails to report by the end of the one week period,
he shall lose all seniority rights under this Agreement. Anything to the
contrary notwithstanding, an employee shall have up to two weeks to return
to work if at the time of receiving recall notification the employee is
working another full-time job.
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5.7 Merger: If the Employer absorbs the business of another company or is a
party to a merger or a consolidation, the seniority of the employees
absorbed or affected thereby shall be determined by mutual agreement
between the Employer and the Union. In the absence of agreement, the
matter shall be submitted to arbitration.
5.8 Military Service: If any regular employee volunteers for, or is called to
active military service in the Armed Forces of the United States, such
employee shall not, during the period of such service, lose his seniority
rights as herein provided. Upon his discharge from such service, he shall
be offered his former position or one of like status provided he: (a)
received a Certificate of Honorable Discharge; (b) is still qualified to
perform the duties of his position; and (c) applied for reinstatement
within 90 days after such discharge. An employee shall receive a written
leave of absence from the employer when leaving for military service.
5.9 If drivers are working in the warehouse for any reason and it becomes
necessary for the Employer to make a delivery or pick-up during the day,
such drivers will be given the opportunity to make the delivery or pick-up
according to seniority.
6. MAINTENANCE OF STANDARDS
6.1 Extra Contract Agreements: The Employer shall not enter into any
agreements with its employees, individually or collectively, which in any
way conflicts with the terms and provisions of this Agreement. Any such
Agreement shall be null and void.
6.2 New Equipment or Operations: The parties agree to negotiate rates
governing new types of equipment and/or operations for which rates of pay
are not established by this
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Agreement. Rates agreed upon, or in the absence of agreement, awarded by
an arbitrator, shall be effective as of the date said equipment or
operation is put into use.
6.3 Protection of Rights: It shall not be a violation of this Agreement and an
employee shall not be subjected to discharge or disciplinary action if he
refuses to enter upon any property involved in a primary labor dispute, or
refuses to cross or work behind any primary picket line, including a
picket line of the Union, and including a primary picket line at the
Employer's place of business.
6.4 Struck Goods: Recognizing that many individual employees covered by this
contract may have personal convictions against aiding the adversary of
other workers, and recognizing the propriety of individual determination
by an individual workman as to whether he shall perform work, labor or
service which he deems contrary to his best interests the parties
recognize and agree that; it shall not be a cause for discharge or
disciplinary action if any employee refuses to perform any service which,
but for the existence of a controversy between a labor union and any other
person (whether party to this Agreement or not), would be performed by the
employees or such person. Likewise, it shall not be a violation of this
Agreement and it shall not be a cause of discharge or disciplinary action
if any employee refuses to handle any goods, or equipment transported,
interchanged, handled or used by any carrier or other person, whether a
party to this Agreement or not, at any of whose terminals or places of
business there is a controversy between such carrier, or person, or its
employees on the one hand and a labor union on the other hand and such
rights may be exercised where such goods, or equipment are being
transported, handled or used by the originating, interchanging or
succeeding carriers or persons, whether
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parties to this Agreement or not. The Employer agrees that it will not
cease or refrain from handling, using, transporting or otherwise dealing
in any of the products of any other employer or cease doing business with
any other person, or fail in any obligation imposed by Motor Carrier's Act
or other applicable law, as a result of individual employees exercising
their rights under this Agreement or under law but the Employer shall
notwithstanding any other provisions in this Agreement when necessary,
handle, use, transport or otherwise deal in such products and continue
doing such business by use of other employees, (including management and
representatives), other carriers, or by any other method it deems
appropriate or proper.
7. INSPECTION OF PAYROLL RECORDS
7.1 Whenever a complaint is made concerning the wages of an employee, the
Union shall have the right to inspect the payroll records and time cards
of the affected employee during the grievance procedure.
8. DISCHARGE OR SUSPENSION
8.1 No employee shall be discharged or otherwise disciplined without just
cause. Nothing shall prohibit the Union from investigating any dismissal
or suspension and from resorting to the grievance procedure.
8.2 If an arbitrator in a discharge case orders reinstatement of the
discharged employee, he shall have full discretion to award or not award
back pay, but Employer shall not receive any credit for wages or
compensation earned by the employee while he was out of Employer's employ.
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8.3 Grievances concerning dismissal or suspension shall be given preference
over all other pending grievances and shall be promptly heard.
8.4 Except in the case of immediate dismissal for just cause, an employee
shall not be dismissed for his first offense but shall receive at least
one written warning. Cause for dismissal without first discussing the
matter with a business agent shall be the following: (a) Calling or
participating in any unauthorized strike, work stoppage, or walk-out. (b)
Drunkenness, drinking during working hours (including lunch time), or
being under the influence of liquor or drugs during working hours
(including lunch time). (c) Theft or dishonesty. (d) Unprovoked assault on
his Employer's representative during working hours. (e) Carrying
unauthorized passengers in Employer's vehicle. (f) Smoking in prohibited
areas. In each instance, Employer shall promptly notify the Union of
action taken, in writing. A dismissal or suspension shall not be subject
to grievance or arbitration unless the Union shall have notified the
Employer in writing of its intention to do so within two weeks of the
dismissal or suspension. In interpreting previous agreements, there have
been difficulties over whether or not Employer may dismiss employees for
slow-downs or for bringing in freight and not bringing it in. The parties
hereby agree that these matters are cause for suspension pending the
grievance procedure, but not for immediate dismissal.
8.5 Company Rules: The Employer shall have the right to make reasonable work
rules and regulations subject to the Union's right to grieve, provided the
Union's input is solicited by the Company and that the Union have no less
than 30 days notice prior to the effective date of any such rules and
regulations.
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8.6 Warning notices and offenses in an employee's record shall be removed
after six months.
9. SEPARATION OF EMPLOYMENT
9.1 Paychecks of employees who are discharged or who quit, will be processed
and sent from corporate headquarters in Cincinnati, Ohio.
10. FIDELITY BONDS
10.1 The Employer may require an employee to furnish a fidelity bond if the
Employer pays the premium. The primary obligation to procure the bond
shall be on the Employer. The Employer shall have the right to require
each applicant for a job (other than temporary) to fill out a job
application and a bond application. In the case of an employee hired on or
after July 31st, 1984, if Employer cannot arrange for a bond through its
regular bonding company, the Employer shall notify the employee and the
Union in writing and the employee shall have thirty days in which to
secure a bond satisfactory to the Employer. During the thirty days, the
employee shall be afforded the opportunity of working in some non-bondable
work, if available. If the employee secures a bond satisfactory to
Employer within the said thirty day period, only the standard premium
shall be paid by Employer and the excess premium must be paid by the
employee. A standard premium is that premium paid by the Employer for
bonds applicable to other employees in similar classifications. If the
employee fails to secure said bond within said thirty day period his
employment shall cease. Should the bond of an employee hired after July
31, 1984, be cancelled, the employee shall be suspended without pay.
During the thirty days following such suspension the employee will be
given the opportunity to secure a bond satisfactory to the Employer. If
the employee secures a bond satisfactory to the Employer within said
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thirty days, the employee shall be returned to his job with seniority
rights restored. Only the standard premium of said bond shall be paid by
the Employer. My excess premium above this standard premium is to be paid
by the employee. If the employee fails to secure a bond satisfactory to
the Employer within said thirty day period his employment shall cease.
11. EQUIPMENT
11.1 An employee shall not be compelled to take out equipment that is not
mechanically sound, properly equipped, and in conformity with all
applicable laws and regulations. Equipment which is refused because not
mechanically sound, properly equipped, or in conformity with all
applicable laws and regulations shall be appropriately tagged so that it
cannot be used by any other driver until the defect is corrected.
11.2 Dangerous Conditions of Work: Under no circumstances will an employee be
required to engage in any activity involving a dangerous condition of
work. The term "dangerous condition of work" does not relate to the type
of cargo hauled or handled.
12. UNIFORMS
12.1 Employer shall furnish and maintain uniforms, at no cost to employees, if
required by the Employer.
13. ACCIDENTS
13.1 Reporting Accidents: Any employee involved in an accident shall
immediately report same and any physical injury sustained. When required
by the Employer, the employee shall make out an accident report in writing
on a form furnished by the Employer and shall turn in all available names
and addresses of witnesses to the accident. The employee shall
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receive a copy of his accident report. Failure to comply with this
provision shall subject an employee to disciplinary action by the
Employer.
14. SAFETY VIOLATIONS
14.1 Whenever an employee is required to operate overloaded equipment and is
penalized because of such overload, the Employer shall pay for all fines,
penalties and damages assessed against or suffered by the employee,
including overtime for delay and/or lost earning opportunity.
15. REVOCATION OF LICENSE
15.1 If an employee loses his driver's license because of a violation of any
law by the Employer, the Employer shall provide suitable and continued
employment for such employee at not less than his regular earnings at the
time of the revocation of his license for the entire period of such
revocation, and the employee shall suffer no loss of seniority.
15.2 If an employee loses his driver's license due to his own negligence, his
job and seniority shall be protected for a period of nine months in any
one calendar year. If an employee loses his driver's license for more than
9 months, his job may be bid immediately but the employee may bid on any
other job that opens within the nine months after his loss of license. The
Employer may assign the employee to other work if available and if the
Union and the Employer consent to same.
15.3 Riders: No driver shall knowingly allow anyone to ride in or on his truck
except by express authorization of the Employer.
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16. MISCELLANEOUS PAY PROVISIONS
16.1 Time of Payment: All regular employees shall be paid in full each week. No
more than one week's pay shall be held on an employee. All other employees
shall be paid at the end of their working periods.
16.2 Pay Day Falling on a Holiday: When the regular pay day falls on a holiday,
the Employer shall pay the employees on the regular work day immediately
preceding the holiday, whenever possible.
16.3 Gross Earnings and Deductions: Each employee shall be provided with a
statement of gross earnings and an itemized statement of all deductions.
16.4 Injury on the Job: An employee who sustains injuries which are compensable
under the Worker's Compensation Act and which prevent him from performing
his job shall sustain no loss of pay for the balance of the day on which
he is injured. Ability to perform work shall be determined by the doctor's
or hospital's report.
16.5 Supplemental Workers Compensation Pay: The Employer shall continue its
past practice of paying all regular straight time hours of employment lost
by an employee who is injured on the job for the day on which the injury
occurs. In addition, the Employer shall pay all regular straight time
hours of employment lost by the employee as a result of such an injury for
up to two additional, consecutive days following the day on which the
injury occurs, provided the Employer's doctor certifies that the employee
is in fact unable to work because of such injury.
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17. POSTING OF NOTICES
17.1 The Employer shall permit the Union to post on its bulletin board notices
of Union meetings and the like.
18. NO STRIKE-NO LOCKOUT
18.1 There shall be no strikes (sympathetic or otherwise), work stoppages,
slowdowns, lockouts, or any other interruptions of the Employer's
operations, or threats thereof, for any reason whatsoever, during the term
of this Agreement. There shall be no lockouts, for any reason whatsoever,
during the term of this Agreement.
18.2 The Union expressly reserves the right to call a strike at the Employer's
place or places of business whenever it ascertains that the Employer is
not complying with the wage, hour, work-week guarantee, holiday, vacation
provisions hereof, or any other economic provisions of this Agreement. The
Union shall give the Company at least 48 hours' written notice of its
intention to strike hereunder. Should any strike take place, it shall in
no way be construed or contended as being in violation of this Agreement,
and no suit or claim for damages shall be instituted or initiated by the
Employer against the Union, its representatives or members by reason of
such strike, nor shall it be a requirement that the Union submit such
violation to arbitration.
19. MANAGEMENT SECURITY
19.1 The Union recognizes that the Employer must operate efficiently and
economically if it is to be able to meet rising costs of operation,
including the rates of pay and working conditions of members of the Union.
Accordingly, Union shall cooperate with the Employer to the end that its
business may be operated efficiently, and the Union shall not
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interfere in any way with the Employer's right to operate and manage it's
business, provided that nothing herein will permit the Employer to violate
any of the terms and conditions of this Agreement.
20. WAGES AND HOURS
20.1 General: The Employer shall be entitled to "a day's work for a day's pay."
20.2 Overtime Pay: Except as otherwise specifically provided elsewhere in this
Agreement, no employee shall be entitled to overtime pay except for
overtime actually worked.
21. DISCRIMINATION
21.1 There shall be no discrimination by the Employer against its employees
because of their union activity, nor shall there be any discrimination by
the Employer or the Union against any employee because of race, religion,
color, creed, sex, age, physical handicap, or nationality in the placement
and retention of employment, or in the hours, wages and working conditions
of the employees.
21.2 The words "employee" and "employees" and all references herein to the
masculine gender shall be deemed to include both the masculine and
feminine gender thereof.
22. DAMAGE CAUSED BY EMPLOYEE
22.1 An employee shall not be required to pay for loss or damage to merchandise
or equipment unless it shall be proven that such loss or damage was caused
entirely by said employee's gross negligence or improper act. No deduction
shall be made from an employee's pay at any time for loss or damage.
22.2 All matters arising under the preceding Section 22.1 shall be first
disposed of between the Employer and the Union before any penalty shall be
imposed.
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23. VISITATION OF EMPLOYER'S PREMISES
23.1 Upon reasonable notice to the Employer, a representative of the Union
shall have the right (a) to meet with a representative of the Employer at
the Employer's premises at a time convenient to the parties, or (b) to
visit such portion of the Employer's premises as are used by employees.
24. SAVINGS AND SEPARABILITY CLAUSE
24.1 Nothing contained in this Agreement shall require the Union or the
Employer to do anything that violates the law. All of the clauses of this
Agreement shall be severable. Any clause which is prohibited by, invalid
under, or in contravention of any operable Federal or State law shall be
null and void, but the remaining clauses shall continue in full force and
effect for the term of this Agreement and any renewal thereof. The parties
shall in good faith attempt to replace any such null and void clause with
a clause which conforms with the law. If, during the term of this
Agreement or any renewal thereof, any such null and void clause becomes
legal or permissible by legislative enactment, a subsequent decision of
the Courts, or otherwise, such null and void clause shall automatically
again become part of this Agreement.
25. PRESERVING WORK OPPORTUNITY
25.1 For the purpose of preserving work and job opportunities, the Employer
shall not subcontract, transfer, lease, assign or convey, in whole or in
part, to any other plant, person or non-unit employees, any work or
services presently performed or hereafter assigned to the collective
bargaining unit, unless otherwise provided in this Agreement.
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26. GRIEVANCE AND ARBITRATION PROCEDURE
26.1 A grievance is defined to mean any dispute arising out of the
interpretation or application of this Agreement. A grievance shall be
handled as follows:
STEP ONE - The Union Shop Steward shall discuss the matter with the
Employer's representative, and every effort shall be made to reach a
mutually satisfactory solution.
STEP TWO - If no solution can be reached at STEP ONE within three
working days, the Union Shop Steward shall refer the matter to a Union
Business Agent and the Business Agent shall discuss the matter with the
Employer's representative in an endeavor to adjust it amicably.
STEP THREE - If no solution can be reached at STEP TWO within
fourteen calendar days of the occurrence of the grievance, the matter
shall be submitted to the American Arbitration Association for selection
of an arbitrator in accordance with the rules of such Association. The
arbitrator shall render his decision within twenty-four days. The fee of
the arbitrator and of the Association shall be borne equally by the
Employer and the Union.
26.2 The parties agree that a grievance shall not be subject to the grievance
and arbitration provisions of this Agreement unless it is reduced to
writing and delivered to the Employer by the Union within two weeks of the
occurrence of the grievance.
26.3 Time Limits: The time limits of this Section are of the essence. If a
party fails to meet said time limits with respect to any grievance, it
shall be deemed to have been settled in favor of the other party.
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26.4 Limitation on Arbitrator's Authority: The arbitrator shall have no power
to add to, subtract from, or modify the terms of this Agreement.
27. VACATIONS
27.1 Vacation Notice: A vacation notice shall be posted at least ninety days
prior to the commencement of a vacation period. Employees shall have the
right to select vacation weeks according to their seniority, except that
not more than 11 total employees, 4 shop workers, 3 truck drivers, and 4
warehousemen shall be on vacation at one time; provided that during the
period between Christmas and New Years when the Company conducts its
year-end inventory, such right shall be subject to the availability of
qualified employees to make such inventory; and provided further that the
Company will allow more than three (3) truck drivers to be on the vacation
in any given work week if the operational needs of the Company are not
adversely impacted.
27.2 Vacation Periods: Winter vacation time shall run from January 1st through
April 30, and November 1st through December 31st. Summer vacation time
shall run from May 1st through October 31st. Those employees who are
entitled to two or three weeks of vacation may take only one vacation week
in the summer period. Those employees who are entitled to four or five
weeks vacation may take only two vacation weeks in the summer period.
These two vacation weeks may be taken consecutively.
27.3 Vacation Time: Employees shall be entitled to vacation weeks based
upon the following schedule:
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Years of Continuous Weeks of Vacation
Employment by Employer Entitlement
- ---------------------- -----------
One year but less than three One Week
Three years but less than ten Two Weeks
Ten years but less than fifteen Three Weeks
Fifteen years but less than twenty-three Four Weeks
Twenty-three or more Five Weeks
27.4 The vacation entitlement of an employee shall be determined as of his
anniversary date and vacation shall be taken within the year following the
employee's anniversary date.
27.5 Vacation Pay: For each one week of vacation entitlement, an employee shall
be paid two percent of his prior calendar years earnings or forty hours
of straight time pay, whichever is greater. If a holiday falls within his
vacation week or weeks, the employee shall be paid holiday pay at the time
he is paid his vacation pay.
27.6 The first two weeks of an employee's vacation entitlement must be taken by
an employee and not worked. However, any employee who is entitled to more
than two weeks vacation may, assuming the Employer has work available,
elect to work his vacation time in excess of two weeks and if he desires
to do so he shall give the Company no less than 30 days advance notice.
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28. HOLIDAYS
28.1 Time Worked on Holiday: Time worked on a holiday shall be paid at double
time, except as to employees whose regular shift starts on a holiday
evening or ends on a holiday morning. Thirty-two hours shall constitute a
work week in which a holiday falls, and time and one-half shall be paid
for hours worked in excess of thirty-two hours in such a week.
28.2 Holiday Schedule: The following are recognized as holidays under this
Agreement: Labor Day, Thanksgiving, Day after Thanksgiving, Christmas Eve,
Christmas Day, New Year's Eve, New Year's Day, Good Friday, Memorial Day
and Independence Day.
28.3 In addition to the above scheduled holidays, each employee shall be
entitled to three (3) personal holidays, each of which may be taken upon
no less than one day's notice to the Employer; provided, however, that a
request for a personal holiday may be denied by the Employer if the taking
of the personal holiday will interfere with the Employer's operations. The
Employer agrees to notify the employee of its decision to grant or deny a
request for a personal holiday within 72 hours of the request being made.
In addition, an employee may elect to designate a day on which the
employee has been unable to work due to sickness as a personal holiday. At
the end of each contact year, an employee shall be paid for any unused
personal holidays.
28.4 Holiday Pay Entitlement: To be entitled to holiday pay, an employee must
work (unless he is sick) the scheduled day before and the scheduled day
after the holiday and further, must have been employed for at least ninety
calendar days or more prior to such holiday.
28.5 Holiday Pay: Holiday pay consists of eight hours straight time pay.
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29. OVERTIME AND GUARANTEED PAY
29.1 An employee shall be paid time and one-half for hours worked on a
Saturday, and double time for hours worked on a Sunday.
29.2 An employee shall be paid time and one-half for hours worked in excess of
eight hours per day, or forty hours per week.
29.3 Call-in Pay: An employee shall be guaranteed four hours pay on Saturday if
called to work.
29.4 In any week in which a regular employee covered by this Agreement is
called to work and reports to work, he shall be guaranteed eight hours of
work each day from Monday through Friday of that week. If such work is not
made available, he shall nevertheless be paid a 40-hour guaranteed work
week at his regular hourly rate of pay unless the following conditions
prevail: (a) The employee shall fail to report to work during any day in
that week for any reason, including illness. He shall be paid only for
such work as he has performed. (b) Fire, flood, any other casualty, strike
or any reason beyond the control of the Company, shall make the employee's
work not available. The Company shall then pay only for such work actually
performed by the employee in that week. (c) If a paid holiday shall be
made available to each employee and he shall be paid at regular rates for
eight hours' work in each of four days in that week subject to the other
exceptions in this Section. (d) Any employee who does not perform any work
during the week shall not be entitled to any wages.
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29.5 The loading of a truck must be completed at the end of each day by the
employee charged with loading responsibility; provided, however, such
employee shall not be required to work more than two hours overtime to
accomplish such loading.
29.6 The following procedure shall be followed with respect to overtime work
(other than that covered by Section 29.5): When the Employer desires
overtime work, an overtime sign-up sheet shall be posted in order that
employees may volunteer for such work. Overtime work shall be assigned on
the basis of seniority to those employees who have signed the overtime
sign-up sheet. If no employees sign, or if the number of employees who
sign is insufficient to perform the overtime work available, the overtime
work shall be assigned to employees in the inverse order of seniority. The
Employer will accommodate the wishes of employees as much as possible in
the assignment of overtime but reserves the right to assign overtime in
the inverse order of seniority on a strict basis, if necessary.
30. HEALTH AND WELFARE
30.1 The employees shall be entitled to hospitalization, surgical, life
insurance and disability benefits upon such coverages and upon such terms
and conditions as set forth in the Employer's Flex Plan, which benefits
shall be provided at the sole expense of the Employer. The Employer shall
have the right to substitute health plans if the employees, after a
presentation as to the pros and cons of each plan, so elect.
31. ADAM WHOLESALERS PENSION PLAN
31.1 The Employer shall contribute to the Adam Wholesalers Pension Plan, a
defined benefit pension plan, such amount as may be required to provide
all employees hired on or after
23
<PAGE>
August 1, 1984 (a) a monthly benefit level of $25.00 per year of service
with a maximum of 30 years, (b) service credit for each such employee from
date of hire, and (c) vesting after the fifth year, and to provide to
employees hired prior to August 1, 1984 (a) a monthly benefit level of
$25.00 per year of service with a maximum of 30 years, (b) service credit
for each such employee beginning August 1, 1990, and (c) immediate
vesting.
32. LEASED EQUIPMENT
32.1 A non-bargaining unit driver shall not operate leased equipment unless and
until all available drivers on the seniority list are working.
33. DINNER MONEY
33.1 The Company shall continue the past practice of paying dinner money to its
employees. An employee scheduled to start on or before 6:30 a.m. shall
receive dinner money of $5.00.
34. DRIVERS' LICENSES AND FEES
34.1 The Employer shall continue the past practice of paying the drivers'
license fee of each regular full time driver employed by the Company.
34.2 All drivers shall be required to have a New Jersey Commercial Driven
License (Trailer Qualified) before the expiration of this contract. All
drivers hired on and after August 1, 1993 shall be required to have such
license.
24
<PAGE>
35. WAGE RATES
35.1 The Employer shall pay wages in accordance with the following schedule to
all employees hired prior to August 9, 1996 who have reached the top rate
of their job classifications:
<TABLE>
<CAPTION>
EFFECTIVE DATES IN EFFECT AT END
CLASSIFICATIONS 8/9/96 8/9/97 8/9/98 OF PRIOR CONTRACT
- --------------- ------ ------ ------ -----------------
<S> <C> <C> <C> <C>
DRIVERS $13.01 $13.43 $13.82 $12.56
SHIPPERS $13.01 $13.43 $13.82 $12.56
SHOP WORKERS $13.01 $13.43 $13.82 $12.56
WORKING LEADERS $13.36 $13.78 $14.17 $12.91
</TABLE>
35.2 The following wage progression schedules shall be applicable to all
employees hired subsequent to August 1, 1987, in the entry level
classification:
<TABLE>
<CAPTION>
IN EFFECT AT END
EFFECTIVE DATES OF PRIOR CONTRACT
--------------- -----------------
8/9/96 8/9/97 8/9/98
------ ------ ------
<S> <C> <C> <C> <C>
Hire Rate $6.70 $7.12 $7.51 $6.25
After 30 days $7.20 $7.62 $8.01 $6.75
After 3 months $7.55 $7.97 $8.36 $7.10
After 6 months $7.90 $8.32 $8.71 $7.45
After 9 months $8.25 $8.67 $9.06 $7.80
After 1 year $8.60 $9.02 $9.41 $8.15
After 1 year 3 months $8.95 $9.37 $9.76 $8.50
After 1 year 6 months $9.30 $9.72 $10.11 $8.85
After 1 year 9 months $9.60 $10.02 $10.41 $9.15
After 2 years $9.95 $10.37 $10.76 $9.50
After 2 years 3 months $10.30 $10.72 $11.11 $9.95
After 2 years 6 months $10.60 $11.02 $11.41 $10.15
After 2 years 9 months $10.95 $11.37 $11.76 $10.50
After 3 years Top rate of Top rate of Top rate of Top rate of
classification classification classification classification
</TABLE>
The foregoing schedule shall not apply to a newly-hired driver. Such
newly-hired driver shall be paid twenty-five cents ($.25) per hour below
the applicable driver's rate during his/her 90 day probationary period.
With the exception of a newly hired driver as aforesaid, no employee shall
be paid less than the rate required in accordance with the
25
<PAGE>
above wage schedule; however, the Company has the right to evaluate
employees and to grant merit increases in excess of the rates in the wage
schedule. The above progression schedules reflect the same
across-the-board hourly wage increases as in Article 35.1.
35.3 The Employer shall have the sole right to choose the employees whom it
desires to hold Working Leader jobs and agrees to consider seniority where
qualifications of employees are equal in its judgment. The Employer shall
have the right to increase the rate of any given Working Leader up to an
additional thirty-five ($0.35) cents per hour, as the Company may
determine on a merit basis within its sole discretion, from time to time.
The Working Leader shall have no right to hire, fire or recommend
disciplinary action with respect to any other bargaining unit employee.
The Employer agrees to limit the number of Working Leaders to eight.
35.4 Shift Differential: An employee who works a shift which begins after 12:00
Noon shall be entitled to payment of an additional twenty cents per hour.
36. VACANCIES AND NEW JOBS:
36.1 The Employer shall post each vacancy or new job for three consecutive
working days. Jobs shall be awarded on the basis of seniority and ability.
36.2 When circumstances cause the Employer to use a supervisor to drive a
truck, he must be accompanied by a top rated union employee.
37. CREDIT UNION
37.1 The Employer agrees to permit employees to make payroll deductions for
payment to the Certain-Teed Waco Federal Credit Union provided employees
furnish the Employer with a signed authorization. Any such deduction will
be remitted to the Credit Union by Corporate Headquarters at least once a
month. Employee participation in the Certain-Teed
26
<PAGE>
Waco Federal Credit Union is conditioned upon six consecutive months of
employment by the Employer.
38. SAFETY COMMITTEE
38.1 The Company and the Union shall form a Safety committee which will be
comprised of Company representatives and three employee members appointed
by the union.
38.2 The Committee shall meet monthly provided there are matters which require
discussion.
39. TERM OF AGREEMENT
39.1 This Agreement shall be in full force and effect from August 9, 1996 until
and including August 8, 1999, and shall continue in force from year to
year thereafter unless and until either party notifies the other in
writing sixty days prior to the end of the original term or prior to the
end of any subsequent renewal year of its intention to revise or terminate
this Agreement.
IN WITNESS WHEREOF, the parties have executed this collective bargaining
agreement as of this __ day of _____________, l996.
FOR THE EMPLOYER: FOR THE UNION
/s/ Frank Kelly Jr. /s/ Frank DiFulvio
- ------------------------ ---------------------------
/s/ Ernie Martino 10-15-96
---------------------------
/s/ Ray Lucas 10-15-96
---------------------------
---------------------------
---------------------------
---------------------------
27
<PAGE>
EXHIBIT 7
AGREEMENT
BY AND BETWEEN
ADAM WHOLESALERS OF TOLEDO, INC.
AND
MILLMEN'S LOCAL UNION NO. 1359
(U.B.OF C. & J. OF A.)
AFFILIATED WITH
THE GREAT LAKES
REGIONAL INDUSTRIAL COUNCIL
EFFECTIVE MAY 1, 1997 TO APRIL 30, 2000
<PAGE>
TABLE OF CONTENTS
PAGE
ARTICLE OF AGREEMENT 5
ARTICLE I - RECOGNITION 5
Section 1. Recognition
Section 2. New employees
ARTICLE II - PURPOSE OF AGREEMENT 5
Section 1. Purpose
Section 2. Employees to work in efficient manner
Section 3. Non-discrimination
ARTICLE III - UNION SECURITY 6
Section 1. Security
Section 2. Union visitation
ARTICLE IV - MANAGEMENT RIGHTS 6
Section 1. Management rights
ARTICLE V - CHECK-OFF OF UNION DUES 6
Section 1. Check-off
Section 2. Indemnification
ARTICLE VI - WORKING HOURS, HOLIDAYS 7
& OVERTIME
Section 1. Normal work day and work week.
Section 2. Overtime
Section 3. Holidays and eligibility
Section 4. Labor Day
Section 5. Probationary employees (overtime)
Section 6. Celebration of holidays
ARTICLE VII - SCALE OF WAGES, HOLIDAYS 8
AND INSURANCE
Section 1. Wage schedule, bonuses, shipping/relief drivers, Teamsters
lead persons
Section 2. Temporary transfers
Section 3. Job bidding procedure
Section 4. Reporting and call-in procedure
Section 5. Payday
Section 6. Insurance
Section 7. Insurance Continuation
2
<PAGE>
ARTICLE VIII - VACATIONS 11
Section 1. Vacation schedule, calculation of length of service
Section 2. Continuous service, minimum work requirements
Section 3. Holidays during vacation
Section 4. Vacation due upon separation from Company
Section 5. Scheduling of vacations
ARTICLE XI - SENIORITY 12
Section 1. Purpose of seniority, determining length of
seniority, probationary employees,
posting of seniority list
Section 2. Loss of seniority
Section 3. Leaves of absence
Section 4. Use of bulletin boards
Section 5. Overtime work scheduling
ARTICLE X - GRIEVANCE PROCEDURE 14
Section 1. Grievance and arbitration procedure
ARTICLE XI - LEARNER RATES, ETC. 15
Section 1. Learner wage schedule
Section 2. Temporary employees
Section 3. Probationary employees
Section 4. Shop steward
Section 5. New employees
Section 6. Examination of pay records
ARTICLE XII - NO STRIKE CLAUSE 16
Section 1. No strikes during term of the Agreement
ARTICLE XIII - COMPLIANCE WITH STATE AND 16
FEDERAL LAWS
Section 1. First aid, state liability insurance, social security
ARTICLE XIV - UNION LABEL 17
Section 1. Union label
ARTICLE XV - OUTSIDE WORK ETC. 17
Section 1. Work performed outside factory
ARTICLE XVI - SEVERABILITY, DUTY TO NEGOTIATE, ETC. 17
Section 1. Severability
Section 2. Duty to negotiate
Section 3. Complete agreement
3
<PAGE>
ARTICLE XVII - PENSIONS 18
Section 1. Pension schedule
ARTICLE XVIII - JURY DUTY 18
ARTICLE XIX - BEREAVEMENT 18
ARTICLE XX - SAFETY AND HEALTH COMMITTEE 19
ARTICLE XXI - LENGTH OF CONTRACT 20
MEMORANDUM OF UNDERSTANDING 21
APPENDIX A INSURANCE COVERAGE 22
LETTER OF UNDERSTANDING (AIDS) 23
4
<PAGE>
ARTICLE OF AGREEMENT
THIS AGREEMENT, made and entered into by and between Adam Wholesalers of
Toledo, Inc., 830 North Westwood, Toledo, Ohio, hereinafter referred to as the
"Company" or the "Employer," and/or its successor or assign, and the United
Brotherhood of Carpenters and Joiners of America, as represented by The Great
Lakes Regional Industrial Council and Millmen's Local 1359 of Carpenters
affiliated with the AFL-CIO, hereinafter referred to as the "Union." Wherever in
this Agreement "man" or "him" or their related pronouns may appear, either as
words or parts of words, they have been used for representative purposes and are
meant to include both female and male sexes.
ARTICLE I
RECOGNITION
Section 1. The Company recognizes the Union as the exclusive bargaining
agency for all Millworkers, Shipping Clerks, Material Handlers, Sweepers and
Learners but excluding Management, Supervisors, Office Sales, Clerical, Truck
Drivers and Salespersons.
Section 2. The Company will furnish a new employee with a copy of the
Company Rules and Regulations, introduce the employee to the Steward within two
(2) days and explain the insurance benefits and starting pay.
ARTICLE II
PURPOSE OF AGREEMENT
Section 1. It is the intent and purpose of the parties hereto that this
Agreement will supersede all previous and existing agreements, to promote and
improve harmonious and efficient relationship between the employees and the
Company, to provide for the operation of the Employer's plant under conditions
which will further, to the fullest extent possible, the economic welfare of the
Company and its employees, quality and quantity of output, protection of
property, economy of operations, cleanliness of the plant and to set forth the
rates of pay, hours of work and conditions of employment.
Section 2. Employees, parties to this Agreement, shall perform their work
in an efficient and workmanlike manner.
Section 3. The terms of this Agreement shall apply equally to all
employees of the Company regardless of race, color or creed, sex, national
origin or religious belief.
5
<PAGE>
ARTICLE III
UNION SECURITY
Section 1. All employees of the Company covered by this Agreement must, at
the end of thirty (30) calendar days, join and remain members of the Union as a
condition of employment and all new employees hired, except summer help, must,
at the end of thirty (30) calendar days after the date of employment, join and
remain members of the Union as a condition of employment subject to the terms of
the Labor Management Relations Act of 1947 as now constituted, or amended, and
also subject to any successor law of the LMRA of 1947.
Section 2. Union Visitation: The Service Representative of the Union, or
his assignee, may visit the Employers plant at reasonable times for the purpose
of investigating and adjusting complaints or grievances arising under this
Agreement; provided that he first reports to and secures permission from the
manager or person in charge of the Employer's plant. No group meetings shall be
held on the premises of the employer without his consent. No meeting shall be
held by Employer with employees after working hours without compensation as
overtime pay, providing meeting is called by Employer.
ARTICLE IV
MANAGEMENT RIGHTS
Section 1. The management of the plant and the direction of the working
force, including the right to suspend or discharge for proper cause, and the
right to determine personnel needs in relation to work schedules, and the
quality of workmanship needed, is exclusively with the Company, provided that
the Union rights set forth in this Agreement, including the use of the grievance
procedure and arbitration, shall not be curtailed.
ARTICLE V
CHECK OFF OF UNION DUES
Section 1. Check off Authorization: It is understood and agreed between
the Employer and the Union that the Employer will deduct current Millmen's Local
Union No. 1359 monthly dues and the Great Lakes Regional Industrial Council's
dues from the paycheck of all employees who have signed proper legal
authorization forms for such deductions and who are covered by this Agreement.
Monthly local union dues (payable in advance) will be deducted on the first full
pay period of the current month. The Great Lakes Regional Industrial Council
dues will also be deducted in this first full pay period for hours worked in the
preceding month. The Local's monthly dues shall be remitted to the Financial
Secretary-Treasurer of the Local Union. The Great Lakes Regional Industrial
Council dues shall be remitted to the Secretary-Treasurer of The Great Lakes
Regional Industrial Council.
6
<PAGE>
Section 2. Indemnification of Company: The Union will indemnify the
Company against any liability arising out of such deductions based upon the
authorizations and lists furnished by the Union.
ARTICLE VI
WORKING HOURS, HOLIDAYS OR OVERTIME
Section 1. Except as hereinafter provided, the normal workweek shall
consist of a calendar week of five (5) consecutive days from Monday through
Friday. Eight (8) hours (between the hours of 6:00 a.m. and 5:00 p.m.) shall
constitute a normal working day, and forty (40) hours shall constitute a normal
workweek. There will be a ten (10) minute paid break in the morning and a ten
(10) minute paid break in the afternoon. There will be a thirty-five (35) minute
unpaid lunch break midway through the work shift. For each two (2) hour period
an employee works beyond eight (8) hours, he shall receive a ten (10) minute
paid break in the first hour of such overtime period.
Section 2. Time and one-half shall be paid on all hours worked or parts of
hours worked in excess of forty (40) in any one week. For overtime calculation
purposes, all hours for which an employee is compensated shall be credited
against the forty (40) hours on a straight time basis. Double time shall be paid
for work performed on Sundays and on holidays specified herein. If a paid
holiday is worked, an employee shall be paid double time for the hours worked
plus the regular holiday pay.
The Company will not schedule long days and short weeks for the purpose of
undermining the overtime provisions of this Section.
Section 3. For overtime purpose under Section 2 of this Article, the
following are recognized holidays:
Day before New Year's Day
New Year's Day
Memorial Day
Fourth of July
Labor Day
Thanksgiving Day
Day after Thanksgiving Day
Christmas Eve
Christmas Day
7
<PAGE>
In order to be eligible for holiday pay, any employee who has completed
his probationary period shall receive his straight time hourly rate of pay for
eight (8) hours work, provided that the employee works the full scheduled normal
working day preceding and the full scheduled normal working day following a
holiday; however, those employees whose absence or tardiness on the day
preceding a holiday or on the day following a holiday is excused by the manager,
or by the person designated by him, for illness or good cause shall receive pay
for the holiday.
Section 4. No work shall be performed on Labor Day except to save life or
property.
Section 5. Probationary employees shall participate in overtime work only
when:
A. They have completed their probationary period; or
B. The entire shop works, or
C. Regular employees refused overtime or cannot be contacted.
Section 6. For overtime purpose under Section 3 of this Article, the
listed holidays shall be celebrated on those days reported by the Toledo Area
Chamber of Commerce as being preferred for celebration by the majority of Toledo
area employers.
ARTICLE VII
SCALE OF WAGES, HOLIDAYS AND INSURANCE
Section 1. The following classifications and scale of wages shall be in
full force and effect under this Agreement:
Minimum Hourly Rates of Pay
- --------------------------------------------------------------------------------
Classification 5/1/97 5/1/98 5/1/99
- --------------------------------------------------------------------------------
Red Circle (hired prior to 5/1/82) 12.15 12.35 12.55
Mill 11.90 12.25 12.55
Shipping 11.50 12.00 12.55
Shipping/Driver 11.50 12.00 12.55
Sweepers 7.86 7.86 7.86
The Shipping/Relief Driver will receive the Regular Teamster's Driver
Rate, subject to the Learner Rate schedule of such Shipping/Relief Driver if
applicable, when driving.
8
<PAGE>
If a Shipping/Relief Driver drives three (3) days or more per week on a
regular scheduled basis for 12 consecutive weeks or more, he will become a
member of the Teamsters Union and qualify as a full time driver.
Teamsters will be allowed to work on the dock on an occasional basis or on
a day for which no run is scheduled.
If any Local 1359 bargaining unit member is laid off no Teamster will work
in the warehouse. If any Teamster is laid off no Local 1359 bargaining unit
member will drive truck.
The Company shall have the right to designate lead persons within the
foregoing classifications. Employees designated as lead persons shall receive
premium of thirty cents ($.30) per hour in addition to their classification rate
while serving in such capacity. Employees designated as lead persons shall have
no authority to hire and fire or to discipline employees, but shall be
responsible for assisting supervision with relaying work assignments,
maintaining the work schedule, training fellow workers, checking for product
quality and such other related duties as may be assigned by the Company.
Section 2. When an employee is temporarily transferred by the Company from
one classification to another within the bargaining unit, he shall be paid
his/her regular rate or the rate of the classification to which he is
transferred, whichever is higher, for all time spent in the classification as a
temporary. The Company shall first seek volunteers to be transferred, asking in
order of seniority of those who have the skill and ability to perform the work.
If no one volunteers to be transferred, the Company may then require the least
senior employee who has the skill and ability to do the work, to be transferred.
Unless otherwise mutually agreed between the Company and the Union, temporary
transfers shall not extend beyond sixty (60) calendar days.
Section 3. Job Bidding Procedures:
Within three (3) workdays of a permanent position becoming open, the
Company shall post such opening on the bulletin board in writing. The notice of
the opening shall describe the principal duties associated with the current
vacancy and shall set forth which department vacation sign-up list will apply to
the opening. The notice shall remain posted for three (3) workdays before the
Company awards the position to any employee. Employees will be considered for
job openings who notify the Company of their desire to change classifications or
departments (Mill and Warehouse Departments) in writing during the three (3) day
posting period. The Company will then appoint the most senior employee who has
responded to the job posting. A ten (10) workday qualifying period will apply.
Within ten (10) workdays of being assigned the posted position an employee may
decline the job and be returned to his regular position. If no one has indicated
an interest, the Company shall fill such vacancy at its discretion. No employee
may change classification or department more than once per nine (9) months. The
Company will provide the Union Steward with a copy of all job postings.
9
<PAGE>
Section 4. Reporting and Call-in:
(A) Reporting Time:
On a standard workday as defined in Article VI of this Agreement, unless
instructed not to report before leaving home, employees reporting for work who
ring in and are not permitted to work shall receive four (4) hours' pay.
On a standard work day as defined in Article VI of this Agreement, if an
employee is put to work and without his request is released by the Company
before completing one-half (1/2) day's work, he shall be paid one-half (1/2)
day's pay; provided, however, that employees may leave the premises or be
released by the Company due to inclement weather conditions or emergency
conditions not reasonably controllable, or because of an act of God.
(B) Call-In Time:
Any employee called to work on Saturdays, Sundays or holidays, and without
his request is released by the Company before completing four (4) hours work,
shall be paid four (4) hours straight time at his regular hourly rate, plus any
applicable overtime premium for hours actually worked.
Section 5. Pay day shall be weekly and employees shall be paid between
their lunch period and quitting time on pay days, and in no case shall more than
one (1) week's pay be held back. Any employee who is laid off or discharged
shall receive all wages due him on the next pay day. Any employee who quits on
his own volition shall receive all wages due him on the next pay day.
Section 6. The Company will provide an insurance program known as the Adam
Flex Benefits Plan (the "Plan") for each full-time employee (and his dependents)
covered by this Agreement after the conclusion of his probationary period. The
Plan shall include, at Company cost, insurance coverage for life, accidental
death and dismemberment, weekly sickness and accident ($200 per week effective
first day of non-occupational accident and eighth day of personal illness for a
maximum of 26 weeks), long-term disability, and comprehensive health (Option 2,
Gold Seal II). The deductibles, co-insurances, and out-of-pocket annual maximums
for Option 2, Gold Seal II (the current levels of which are set forth in
Appendix A to this Agreement) may be changed at the discretion of the Company,
but the cumulative effect of any such changes on in network coverage on Option
2, Gold Seal II shall not increase the out-of-pocket maximums for family
coverage by more than ten percent (10%) in any calendar year and shall not
increase the out-of-pocket maximums for single coverage by more than ten percent
(10%) in any calendar year. The Plan shall also include voluntary vision care,
voluntary dental care, a voluntary health care reimbursement account, a
voluntary dependent care reimbursement account and a voluntary premium
conversion program. The Plan shall also include two additional comprehensive
health options (Option I, Gold Seal I and Option 3, Gold Seal III), the cost and
credits for enrollment in same, as well as
10
<PAGE>
the deductibles and co-insurance provisions of which, may be changed at the
discretion of the Company during the life of this Agreement.
Temporary and part-time employees shall not participate in the foregoing
benefits.
The Company may change coverage or contract with carriers other than those
currently providing coverage, so long as the plan remains substantially similar,
but not necessarily equal to or the same as the coverage provided at the start
of this Agreement. Any change in coverage which is not substantially similar to
that provided at the start of this Agreement must be discussed in good faith
with the Union prior to implementation. The Union will be given the opportunity
to present viable alternatives to the Company to attempt to avoid or reduce cost
increases to its members. If no agreement is reached, and the Company implements
provisions which the Union maintains are not substantially similar to the
coverage provided at the start of this Agreement, the Union may utilize the
grievance and arbitration procedure in order to resolve the disagreement.
Section 7. When an employee ceases to be actively engaged in work for the
Employer due to a sickness or injury leave, the Employer shall continue
insurance coverage as set forth in Section 6 of this Article for a period of
nine (9) months or length of service, whichever is less, after the month in
which said employee shall cease to be engaged in work for the Employer for the
aforementioned reasons.
ARTICLE VIII
VACATIONS
Section 1. Vacation Schedule: All full time regular employees covered by
this Agreement who have been in the employ of the Company for the periods
specified below, shall receive a vacation as indicated in the following
schedule:
Length of Continuous Service
No. of Years No. of Vacation Hours
- ---------------------------- ---------------------
1 40 hours
3 80 hours
10 120 hours
11
<PAGE>
Length of continuous service shall be figured from January 1 to December
31, and employees shall be eligible for the vacation due them on January 1st of
each year. For vacation calculation purposes, employees hired prior to May 1,
1991 shall be considered as having a full year of service for the first calendar
year in which employed. Employees hired after May 1, 1991 shall be considered as
having a full year of service for the first calendar year in which employed
after completing that first calendar year, if hired prior to July 1. Employees
hired after May 1, 1991 shall not receive credit for service for the first
calendar year in which employed if hired on or after July 1 of that year, but
shall receive a prorated vacation in the calendar year beginning on January 1
following their date of hire.
Section 2. "Continuous service" as used herein means that such employee
must have remained on the active payroll of the Company for such period, but
authorized time off for sickness, layoff, accidents or any leave of absence
granted in writing by the Employer shall not be interpreted to affect or
interrupt such continuity of service. To be eligible for a fully paid vacation,
an employee must have worked a minimum of seventy-five percent (75%) of the
scheduled hours of the plant during the calendar year. In cases where a regular
employee has been laid off due to lack of business or has been off on a
disability leave, including FMLA leave or Workers' Compensation leave, and has
not worked seventy-five percent (75%) of the scheduled hours, eligibility for a
paid vacation shall be determined on a proportional basis as follows:
Scheduled hours worked by employee
----------------------------------
2000 hours
Section 3. If a holiday should fall during a vacation period of an
employee entitled to a vacation with pay, it is understood that the employee
shall receive his full vacation pay and time off, in addition to the holiday pay
and time off of eight (8) hours at straight time, plus an additional day of
vacation.
Section 4. No more than one vacation will be earned in any twelve (12)
month period. If for any just cause an employee desires to quit or is discharged
from the employment of said Employer after one (1) full year of service, it is
understood and agreed that such an employee shall be entitled to his vacation
pay proportioned so that his earned vacation can be determined from January 1 to
his expiration date with the Company.
12
<PAGE>
Section 5. The time of the vacation shall be by agreement with the Company
as set forth in the following manner. Once per year in January, the Company
shall post a vacation sign-up list in each department (Interior Door, Steel
Door, Andersen, Receiving, Loading). Employees shall select their desired time
off by plant seniority within their department. The Company shall award
vacation time in accordance with the employees' requests unless more than one
(1) employee from the same department requests the same vacation time. In the
case where more than one (1) employee requests the same vacation time, then the
employee with the most seniority shall be awarded the requested time, and the
other(s) shall select another time. Employees who do not choose their vacation
time during the month of January will not be allowed to bump a less senior
employee from his scheduled vacation time, but will receive vacation time on a
first-come, first-served basis. The company shall not restrict the amount of
earned vacation time an employee may take consecutively during any one (1)
period, except that employees may not take more than two (2) weeks of their
earned vacation during the period May 1 through October 31, inclusive. Other
than this limitation and the case of more than one (1) employee from the same
department requesting the same time, the Company shall not restrict any time of
the year [excluding inventory for up to two (2) weeks per year] from use for
vacations. Vacation days will not be substituted for absences related to
sickness or personal business unless requested in writing by the employee, up to
five (5) days per year.
ARTICLE IX
SENIORITY
Section 1. The principle of seniority shall be observed by the Employer so
far as reducing or adding to the working force. Seniority shall be determined on
the basis of the length of continuous service with the Company beginning with
the date of employment. The designated union representative will be furnished an
up-to-date seniority list. He will also be furnished promptly the names and
dates of all additions to or deletions from, and the reason for the deletion
from the seniority roster. Seniority of employees employed on the same day will
be determined by the starting time recorded on the timecard. Probationary
employees shall have no seniority; but after completion of their probationary
period, their seniority shall be determined from the date of hire. Seniority
list shall be posted on the bulletin board.
When the Company determines that it needs to reduce the work force, it
will first allow employees to volunteer for the layoff. If more employees
volunteer for the layoff than the Company intends to select, then the most
senior employees who have volunteered will be allowed. If there are an
insufficient number of volunteers, then the least senior employees in the plant
shall be laid off. Volunteers are subject to recall voluntarily by order of
seniority when the Company again increases the work force. If an insufficient
number of employees volunteer to return in response to a recall notice,
employees who have the skill and ability to do the work available may be
required to return in inverse order of seniority. At any time after six (6)
weeks on layoff, a volunteer
13
<PAGE>
may return to work by giving notice of his intention to return at least seven
(7) workdays in advance of his return date. If the Company still requires a
reduced work force, it will lay off the least senior employee in the plant to
replace the returning volunteer. The Company shall give a five (5) workday
notice of any nonvoluntary layoff.
Section 2. An employee shall lose his seniority for any of the following
reasons:
(a) Resignation or quit
(b) Discharge for proper cause
(c) In the event of a layoff for eighteen (18) months
(d) In the event of an employee on layoff is recalled to work and fails to
report for work within three (3) days after receiving notice. A notice to an
employee on layoff to return to work shall be sufficient, if delivered by
telegraph or registered mail, to such employee's last known address as shown on
the books of the Company. It is the obligation of the employee to keep the
Company notified at all times of his correct address for receipt of notice.
Employee must supply an emergency address if going out of town. An employee who
is absent from his regular address because of an illness, vacation or any
emergency and fails to receive recall notice thereby, shall not lose his
seniority under this Article, providing that within forty-eight (48) hours of
his return to his regular address following such illness, vacation or emergency,
he makes written contact with the Employer and asserts his seniority rights. The
date the letter is postmarked shall be considered first day of notice.
(e) After one year in the case of a bargaining unit member accepting a
management position or a position in the Teamster bargaining unit with the
Company.
Section 3. The Employer will, on written request, grant an employee a
leave of absence for good cause, not to exceed thirty (30) days, unless unusual
circumstances merit a longer leave, without loss of seniority rights. Employment
elsewhere during such leave of absence shall automatically cancel seniority
rights. Leaves of absence may be extended by mutual agreement between the Union
and the Employer. Any employee selected to a Union position or as a Union
delegate will, on request from the Union, be granted leave of absence by the
Employer for the duration of the employee's tenure as Union officer or Union
delegate, [not to exceed one (1) year]. All leaves of absence shall be
conditioned upon giving of sufficient notice to make arrangements for handling
the work of the employee receiving the leave.
Section 4. The Union shall have the right to the use of the Company's
bulletin boards for the purpose of posting notices of Union meetings and
recreational activities.
14
<PAGE>
Section 5. Overtime Work: Overtime work during the week (Monday through
Friday) except Shipping/Relief Driver and Janitors shall be shared equally by
all bargaining unit members. All bargaining unit members shall be required to
remain at work until all work assigned for that day has been completed.
Employees who request to not work overtime may be released by the Company. After
the normal eight (8) hour day has been completed, the Company may reassign
employees as needed in accordance with Article VII, Section 2.
Saturday overtime work shall be on a voluntary basis. Employees wishing to
volunteer for Saturday overtime shall sign a list posted by the Company once per
week. The Company shall select employees from the list by order of seniority and
ability to perform the work. If a sufficient number of employees is not obtained
by such offers, the overtime work may be assigned by the Company to the least
senior qualified employees on a plant-wide basis, provided that no employee
shall be required to work more than one (1) Saturday in a single month.
Saturdays worked on a voluntary basis shall be treated the same as Saturdays
worked by assignment for the purpose of the latter limitation.
ARTICLE X
GRIEVANCE PROCEDURE
Section 1. All grievances between the Union or any employee and the
Employer shall be handled in the following manner:
Step One: Any employee having a grievance shall, within three (3) working
days of its occurrence, first present it to the Union Steward who shall then
present it to a management official in the presence of the aggrieved employee,
and shall make every reasonable effort to effect a satisfactory settlement
Step Two: If the grievance remains unsettled, it shall be reduced to
writing on a grievance form provided by the Union, signed by the aggrieved
employee and the Union Steward, and presented to a management official. The
aggrieved employee, the Union Steward, and the management official shall then
make every reasonable effort to effect a satisfactory settlement. If the
grievance is not settled in forty-eight (48) hours, a meeting time will be
scheduled for the third step of the grievance procedure.
Step Three. In the event no settlement is reached in Step Two of the
grievance procedure, the grievance shall be taken up by the Plant Manager or his
designee, and one or more business agents of the Regional Council. It is agreed
that these representatives of the Union and the Company shall meet within seven
(7) days after being notified of an appeal to this third step of the grievance
procedure.
15
<PAGE>
Step Four. If no settlement of the grievance is effected within ten (10)
days of the meeting of the Union and Company officials under Step Three of the
grievance procedure, either the Employer or the Union shall have the right to
submit the matter for arbitration with the Toledo Labor-Management-Citizens
Committee or the U.S. Mediation and Conciliation Service. In either event, the
decisions of the arbitrator shall be final and binding upon all parties in the
dispute, provided however, that in no event shall any decisions of the
arbitrator change, add to or detract from any of the terms of this Agreement.
The cost of the arbitrator shall be equally shared by the Union and management
ARTICLE XI
LEARNER RATES, ETC.
Section 1. The rates for Learners shall be as follows:
1st year -- 80% of Journeymen's rate
2nd year -- 90% of Journeymen's rate
3rd year -- 95% of Journeymen's rate
4th year -- 100% of Journeymen's rate
Section 2. The Company shall have the right to hire temporary employees
during peak business demand to supplement its regular work force, but such
temporary employees shall not perform overtime work unless it has been refused
by regular permanent employees. Such temporary employees shall be paid seventy
percent (70%) of the rate for the Shipping classification, but not be entitled
to any of the fringe benefits provided in this Agreement for regular permanent
employees. Temporary employees are to be used between May 1st and October 31.
Any temporary employee so hired who works beyond October 31st shall be subject
to all provisions of this Agreement. No such temporary employees shall be hired
when any regular employee is on layoff due to lack of work or is scheduled to
work less than forty (40) hours per week due to lack of work. Time spent as a
temporary employee during the one (1) year previous to being hired as a regular,
full-time employee shall be credited solely toward an employee's probationary
period but shall not be counted as time worked for any other purpose. The
employee's date of hire for seniority purposes shall be adjusted backward from
his actual date of hire as a regular, full-time employee by the amount of time
so credited.
Section 3. Excepting temporary employees and notwithstanding the Union
membership provisions of this Agreement, there shall be a sixty (60) day
probationary period for all new employees, during which period the Employer
shall have sole authority and right to discharge any person who, in the opinion
of the Employer, does not qualify for the job assigned. Said right to discharge
may be exercised at any time within the probationary period.
16
<PAGE>
Section 4. There shall be a Shop Steward, and, in his absence, an
alternate, representing the Union, whose duties shall be to see that the members
of the Union are in good standing and to help maintain harmonious relations
between the Company, the Union and the employees. The Shop Steward, or his
alternate, shall be permitted such time during normal working hours as is
reasonably necessary to check and register new employees, to act as custodian of
the union label and to perform the usual duties of a steward with the least
possible interference with his job. The Shop Steward shall be given preferred
seniority during the period of his stewardship, and shall be treated as having
the longest service of any employee covered by this Agreement, for purposes of
layoff and recall only.
Section 5. The Company will furnish the Shop Steward with a list of all
new employees classified as Learners and department working in.
Section 6. The Shop Steward or Business Agent of the Union may upon
request examine the pay of any employee subject to this agreement to ascertain
if any or all employees are receiving full pay scale or applicable overtime
rate.
ARTICLE XII
NO STRIKE CLAUSE
Section 1. The Union on its own behalf and/or behalf of the employees
which it represents agrees that there shall be no strikes, sympathetic or
otherwise, walkouts, slowdowns or work stoppages of any nature authorized by the
Union or its members during the term of this Agreement. The Union or its agents
shall not be liable for any breach of this clause by reason of any strike,
walkouts, slowdown or work stoppages not authorized or ratified by the Union. In
the event of a strike, walkout, slowdown or work stoppage by one or more
employees, not authorized by the Union, the Union within twenty-four (24) hours
after notice thereof from the Employer shall announce that such action is
without its authority, shall notify all employees participating therein to
return to work, and cooperate with the Company in taking whatever other steps
are necessary to assure a resumption of work.
ARTICLE XIII
COMPLIANCE WITH STATE AND FEDERAL LAWS
Section 1. Employer agrees to provide first-aid facilities for employees,
to maintain State Liability Insurance, and to comply with the Social Security
Act.
Section 2. Employer agrees to comply with the provisions of the
Occupational Safety and Health Act and lawful regulations promulgated thereto.
17
<PAGE>
ARTICLE XIV
UNION LABEL
Section 1. An application shall be made for the Union Label to the first
General Vice President of the United Brotherhood of Carpenters and Joiners of
America. If the application is approved, and the Union Label is issued by the
United Brotherhood of Carpenters and Joiners of America to be placed upon the
Employer's products, the Label shall remain the property of the United
Brotherhood of Carpenters and Joiners of America, and shall be at all times in
the possession of a member of the United Brotherhood of Carpenters and Joiners
of America; and said Union Label shall at no time be used in any manner that
will be detrimental to the interest and welfare of the members of the United
Brotherhood. Use of said Label may be withdrawn from the mill, shop, factory or
manufacturing establishment of the Employer at any time at the discretion of the
international Union.
ARTICLE XV
OUTSIDE WORK
Section 1. When an employee is required to perform work outside the
factory, he shall receive the prevailing carpenter's scale of wages paid for
such work, except on service calls confined entirely to correcting errors.
ARTICLE XVI
SEVERABILITY, DUTY TO NEGOTIATE, ETC
Section 1. Severability: If any Article or Section of this Agreement or of
any rider thereto should be held invalid by operation of law or by any tribunal
of competent jurisdiction, or if compliance with or enforcement of any Article
or Section should be restrained by such tribunal pending a final determination
as to its validity, the remainder of this Agreement and any rider thereto, or
the application of such Article or Section to persons or circumstances other
than those as to which it has been held invalid or as to which compliance with
or enforcement of has been restrained, shall not be affected thereby.
Section 2. Duty to Negotiate: In the event that any Article or Section is
held invalid or enforcement of, or compliance with which, has been restrained,
as above set forth, the parties affected thereby shall enter into prompt
collective bargaining negotiations, upon the request of the Union or the
Company, for the purpose of arriving at a lawful and mutually satisfactory
replacement for such Article or Section during the period of invalidity or
restraint.
18
<PAGE>
Section 3. Complete Agreement: Except where otherwise provided for in this
Agreement, the Company shall not be obligated to bargain collectively with the
Union during the term of this Agreement on any matter pertaining to wages, hours
or other terms and conditions of employment.
ARTICLE XVII
PENSION
Section 1. The Company shall contribute to the State Carpenters' Pension
Fund, Cleveland, Ohio, the sum of One Dollar and Fifteen Cents ($1.15) per hour
for all hours worked (including driving truck) for each employee covered by this
Agreement who has been on the payroll thirty (30) days or more, and was hired on
or after May 1, 1982, which contribution amount shall be increased to One Dollar
and Twenty Cents ($1.20), effective with the first full payroll period after May
1, 1998.
The Company shall contribute to the State Carpenters' Pension Fund,
Cleveland, Ohio, the sum of one Dollar and Sixty Cents ($1.60) per hour for all
hours worked (including driving truck) for each employee hired prior to May 1,
1982. The Union may divert a portion of the wage increase to the Pension Plan.
ARTICLE XVIII
JURY DUTY
Section 1. When a regular employee is summoned for jury duty, the Company
will reimburse him for losses in regular wages which occur as a result of
serving on jury. Such reimbursement will be the difference between the pay
received for jury duty and his pay for the regularly scheduled hours of work. It
shall be a condition of the foregoing that an employee report to work whenever
he is excused from jury duty during his normal work hours.
19
<PAGE>
ARTICLE XIX
BEREAVEMENT
Section 1. In the event of the death of a permanent employee's spouse,
parent, stepparent, child, stepchild, brother or sister, such employee shall be
granted up to three (3) days' leave, with pay at his regular straight time
hourly rate for eight (8) hours per day, to arrange and attend the funeral.
Any employee who is absent from work because of the death of a
grandparent, grandchild, half-brother, half-sister, step-brother, step-sister,
mother-in-law or father-in-law, will be granted up to eight (8) straight hours'
pay during the normal workweek, provided he attends the funeral.
ARTICLE XX
SAFETY AND HEALTH COMMITTEE.
Section 1. The Company and Union shall establish a Joint Safety Committee,
to be composed of one (1) employee selected by the Union and one (1)
representative of the Company.
The Committee shall meet once per month at a mutually agreeable time to
discuss safety and health issues and make recommendations to correct problems.
Proper minutes shall be kept of the monthly meetings and the meetings may
include a tour of the plant to identify hazards. Safety and health hazards may
be reported on forms provided by the Company at any time by any employee.
20
<PAGE>
ARTICLE XXI
LENGTH OF CONTRACT
Section 1. This Agreement shall take effect as of May 1, 1997 and shall
continue through April 30, 2000 and thereafter from year to year unless
terminated or amended at the option of either party upon written notice to the
other, not less than sixty (60) days prior to any such termination date.
Signed this 27th day of May, 1997.
ADAM WHOLESALERS OF GREAT LAKES REGIONAL
TOLEDO, INC. INDUSTRIAL COUNCIL
/s/ John P. McArthur /s/ Michael E. Ulrich
- ------------------------------ ------------------------------
- ------------------------------ MILLMEN'S LOCAL NO. 1359
/s/ Richard Y. Tanner
------------------------------
WAGE COMMITTEE
/s/ William E. Yinneman
------------------------------
/s/ Christian C. Schwarz
------------------------------
------------------------------
21
<PAGE>
MEMORANDUM OF UNDERSTANDING
BY AND BETWEEN
ADAM WHOLESALERS OF TOLEDO, INC.
(hereinafter the "Company")
AND
THE UNITED BROTHERHOOD OF CARPENTERS
AND JOINERS OF AMERICA
(hereinafter the "Union")
It is understood and agreed by and between the Company and the Union that
the following bargaining unit employees shall be granted one hundred and sixty
(160) hours of vacation per year: James Smith, William Amato, John Lackner,
Daniel Kruzel, James Malaska, and Joseph Jockett, Jr. Except for the above
amount of vacation, all other terms, conditions, and procedures contained in
Article VIII of the Collective Bargaining Agreement shall apply.
Signed this 27th day of May, 1997.
ADAM WHOLESALERS OF THE UNITED BROTHERHOOD
TOLEDO, INC. OF CARPENTERS AND JOINERS
OF AMERICA
/s/ John P. McArthur /s/ Michael E. Ulrich
- ------------------------------ ------------------------------
/s/ Richard L. Tanner
- ------------------------------ ------------------------------
22
<PAGE>
APPENDIX A
================================================================================
Option 1 Option 2 Option 3
Medical Gold Seal I Gold Seal II Gold Seal III
- --------------------------------------------------------------------------------
Network Non-Network
Deductible
Individual $400 $175 $ 400 $ 500
Family $600 $300 $1,000 $1,500
Per Hospital Admission n/a n/a $ 250 n/a
Coinsurance 80/20% 90/10% 70/30% 80/20%
- --------------------------------------------------------------------------------
Coinsurance Limit
Individual $2,500 $3,750 $3,000 $ 5,000
Family $5,000 $7,500 $9,000 $10,000
- --------------------------------------------------------------------------------
Out-of-pocket
Annual Maximum
Individual $ 900 $ 550 $1,300 $2,000
Family $1,600 $1,050 $3,700 $4,500
- --------------------------------------------------------------------------------
Plan Maximum $1,000,000 $1,000,000 $1,000,000 $1,000,000
- --------------------------------------------------------------------------------
Prescription Card $15 $15 $15 $15
- --------------------------------------------------------------------------------
Mail Order Pharmacy $20 $20 $20 $20
- --------------------------------------------------------------------------------
Cost Management
Hospital PAR Yes Yes Yes Yes
Second Surgical Opinion Managed Managed Managed Managed
--if required, covered at 100% 100% 100% 100%
- --------------------------------------------------------------------------------
Mental Health and Substance
Abuse Calendar Year Max.
--Inpatient $10,000 $10,000 $10,000 $10,000
--Outpatient $ 1,000 $ 1,000 $ 1,000 $ 1,000
COMBINED LIFETIME
MAXIMUM $25,000 $25,000 $25,000 $25,000
================================================================================
Covered medical expenses include such items as:
Hospital Expense Outpatient Surgery
Emergency Room Care X-Ray and Lab Expenses
Ambulance Expense Radiation Therapy Expense
Pre-Admission and Post-Discharge Testing Nursing Expense
Physician's Expenses Mental and Nervous Conditions
Surgical and Anesthesia Expense Home Health Care Benefits
Mammograms and Prostate Exams Human Organ Tissue Transplants
<PAGE>
LETTER OF UNDERSTANDING
BY AND BETWEEN
ADAM WHOLESALERS OF TOLEDO, INC.
AND
THE UNITED BROTHERHOOD OF CARPENTERS
AND JOINERS OF AMERICA
April 29, 1997
Mr. Michael E. Ulrich
Business Representative
Millmen's Local No. 1359, UBCJA
5743 Sandy Creek Road
Sylvania, Ohio 43560
Re: Adam Wholesalers of Toledo, Inc./
Millmen's Local Union No. 1359
Dear Mr. Ulrich:
During our recent labor contract negotiations, there was discussion
regarding insurance coverage for Acquired Immune Deficiency Syndrome ("AIDS")
under the Company's health insurance program. In the course of that discussion,
certain understandings were reached.
The AIDS Plan Benefit Maximum of $25,000 will be eliminated. The
condition known as AIDS shall be covered under the health insurance program on
the same terms and conditions as other illnesses and disabilities.
We trust that this letter accurately sets forth the understandings
reached with regard to this matter in our recent negotiations. If so, we would
ask that you sign the enclosed copy of this letter and thereby acknowledge your
assent to this understanding.
FOR ADAM WHOLESALERS OF TOLEDO, INC.
By
-------------------------------------
Timothy C. McCarthy
FOR MILLMEN'S LOCAL UNION NO. 1359
By
-------------------------------------
Michael E. Ulrich
24
<PAGE>
EXHIBIT 8
AGREEMENT
by and between
ADAM WHOLESALERS OF TOLEDO, INC.
and
TEAMSTERS UNION LOCAL NO. 20, affiliated
with the INTERNATIONAL BROTHERHOOD OF
TEAMSTERS, CHAUFFEURS, WAREHOUSEMEN
AND HELPERS
Effective May 1, 1997 to April 30, 2001
<PAGE>
TABLE OF CONTENTS
Page
----
ARTICLE I - RECOGNITION ........................................... 1
ARTICLE II - UNION SECURITY CLAUSE ................................. 2
ARTICLE III - CHECK-OFF OF DUES, INITIATION FEES AND CREDIT UNION ... 2
ARTICLE IV - HOURS OF WORK AND PAY DAY ............................. 3
ARTICLE V - DISCHARGE CLAUSE ...................................... 3
ARTICLE VI - PREMIUM PAY ........................................... 4
ARTICLE VII - RATES OF PAY .......................................... 5
ARTICLE VIII - VACATIONS ............................................. 5
ARTICLE IX - REPRESENTATION ........................................ 6
ARTICLE X - GRIEVANCE PROCEDURE ................................... 7
ARTICLE XI - SENIORITY ............................................. 9
ARTICLE XII - SUPERVISORY EMPLOYEES ................................. 11
ARTICLE XIII - LEAVES OF ABSENCE ..................................... 12
ARTICLE XIV - SAFETY AND HEALTH ..................................... 12
ARTICLE XV - HEALTH AND WELFARE .................................... 12
ARTICLE XVI - PENSION ............................................... 13
ARTICLE XVII - MISCELLANEOUS PROVISIONS .............................. 14
ARTICLE XVIII - PROTECTION OF RIGHTS .................................. 16
ARTICLE XIX - SAVINGS CLAUSE ........................................ 17
ARTICLE XX - TERMINATION ........................................... 18
APPENDIX A
APPENDIX B
<PAGE>
EFFECTIVE DATE: May 1, 1997 EXPIRATION DATE: May 1, 2001
AGREEMENT
THIS AGREEMENT, made and entered into as of the 1st day of May,
1997, in the City of Toledo, County of Lucas, State of Ohio, by and between the
ADAM WHOLESALERS OF TOLEDO, INC., hereinafter referred to as the "Employer," and
the Teamsters, Chauffeurs, Warehousemen and Helpers Union Local No. 20, Toledo,
Ohio affiliated with the INTERNATIONAL BROTHERHOOD OF TEAMSTERS, CHAUFFEURS,
WAREHOUSEMEN AND HELPERS, hereinafter called the "Union." Wherever in this
Agreement "man" or "him," or their related pronouns may appear, either as words
or part of words, they have been used for representative purposes and are meant
to include both female and male sexes.
WITNESSETH:
The parties hereto, in consideration of the mutual benefits to be
derived from collective bargaining and for the purpose of securing closer
cooperation among and between the Employer and the employees and in
consideration of the promises, obligations and undertakings of each party, as
herein contained, agree as follows:
ARTICLE I
RECOGNITION
Section 1. The Employer agrees to recognize, and does hereby
recognize the Union, its agents, representatives, or successors, as the
exclusive bargaining agency for all of the truck drivers and helpers of the
Employer except supervisory and office employees and those employees that are
excluded under the National Labor Relations Act as amended.
Section 2. The Employer will neither negotiate nor make collective
bargaining agreements for any of its employees in the bargaining unit covered
hereby unless it be through duly authorized representatives of the Union.
Section 3. The Employer agrees that it will not sponsor or promote
financially or otherwise any labor group or organization, for the purpose of
undermining the Union; nor will it interfere with, restrain, coerce, or
discriminate against, any of its employees in connection with their membership
in the Union.
<PAGE>
ARTICLE II
UNION SECURITY CLAUSE
Section 1. It is understood and agreed by and between the parties
hereto that as a condition of continued employment, all persons who are
hereafter employed by the Employer in the Unit which is the subject of this
Agreement shall become members of the Union not later than the thirty-first
(31st) day following the beginning of their employment or the execution date of
this Agreement, whichever is the later; that the continued employment by the
Employer in said unit of persons who are already members in good standing of the
Union shall be conditioned upon those persons continuing their payment of the
periodic dues of the Union; and that the continued employment of persons who
were in the employ of the Employer prior to the date of this Agreement and who
are not now members of the Union shall be conditioned upon those persons
becoming members of the Union not later than the thirty-first (31st) day
following the execution date of this Agreement. The failure of any persons to
become a member of the Union at such required times or to remain a member shall
obligate the Employer, upon written notice from the Union to such effect, to
forthwith discharge such person provided that Union membership was available to
such person on the same terms and conditions generally available to other
members.
Section 2. It is understood and agreed that the Company shall have a
probationary period of thirty (30) calendar days which may be extended by
written request, for an additional period of thirty (30) calendar days, however,
the employee shall be paid the full wage scale after having completed his first
thirty (30) calendar days of employment. In the event he continues his
employment after the probation period or extension thereof his seniority date
shall revert to his first day of hire.
ARTICLE III
CHECK-OFF OF DUES, INITIATION FEES AND CREDIT UNION
Section 1. It is understood and agreed between the Employer and the
Union that the Employer will deduct any back unpaid Union dues and initiation
fees from the paycheck of all employees who have signed proper legal
authorizations for such deductions and who are covered by this Agreement, on the
first pay day of the month for which current Union dues (payable in advance) and
initiation fees are due to the Union. The Employer further agrees to remit to
the Secretary-Treasurer of the Union, before the fifteenth (15th) day of that
month, all Union dues and initiation fees so deducted from the paychecks of the
employees covered by this Agreement.
-2-
<PAGE>
Section 2. The Employer agrees to deduct from the pay of the
employees upon written and legal authorization by such employee any monies for
the Credit Union and remit same to Credit Union by separate check.
Section 3. The Employer agrees to deduct from the pay of employees
who give such authorization in writing voluntary contributions to DRIVE. DRIVE
shall notify the Employer of the amounts designated by each contributing
employee that are to be deducted from his/her paycheck on a weekly basis for all
weeks worked. The phrase "week worked" excludes any week other than a week in
which the employee earned a wage. The Employer shall transmit to DRIVE National
Headquarters on a monthly basis, in one check, the total amount deducted along
with the name of each employee on whose behalf a deduction is made, the
employee's Social Security number and the amount deducted from the employee's
paycheck. The International Brotherhood of Teamsters shall reimburse the
Employer annually for the Employer's actual cost for the expenses incurred in
administering the weekly payroll deduction plan. This DRIVE deduction
authorization shall be changed no more frequently than once each year.
ARTICLE IV
HOURS OF WORK AND PAY DAY
Section 1. It is agreed that the normal hours of work shall be eight
(8) hours per day and forty (40) hours per week, and that the work week shall
start on Monday and end on Friday.
Section 2. Pay day shall remain as at present. Should a pay day fall
on a holiday, it shall be advanced to the next preceding day, not a holiday.
ARTICLE V
DISCHARGE CLAUSE
Section 1. No member of the bargaining unit shall be discharged or
suspended or taken out of service of the Employer, except for proven dishonesty,
drug addiction or being under the influence of alcoholic beverages during
working hours, without first being given a hearing by the Employer with a
business agent of the Union present at such hearing. If agreement cannot be
reached then the Employer may take such action as he deems necessary but same
shall be subject to the Grievance Procedure. However, if after having called the
Union for the purpose of having a hearing and no agent is available, within
three (3) working days,
-3-
<PAGE>
then the Employer may temporarily suspend the employee without liability until
said hearing can be held.
ARTICLE VI
PREMIUM PAY
Section 1. All work in excess of forty (40) hours per week shall be
considered overtime and shall be paid at the rate of time and one-half (1-1/2)
the regular rate of pay. For overtime calculation purposes, all hours for which
an employee is compensated shall be credited against the forty (40) hours on a
straight time basis.
Section 2. Sunday and holiday work shall be paid at the rate of
double (2) the regular rate of pay.
Section 3. It is agreed that the following named holidays shall be
considered paid holidays: Day before New Year's Day, New Year's Day, Memorial
Day, Independence Day, Labor Day, Thanksgiving Day, the day after Thanksgiving
Day, the last regular working day before Christmas Day and Christmas Day.
Employee shall receive eight (8) hours straight time pay, provided that the
employee must work the last regular work day before a holiday and the first
regular work day after the holiday to receive said holiday pay. Any employee
excused by the General Manager, or by a person designated by him, off because of
injury or proven illness shall receive pay for holidays as though he had worked.
This pay shall be in addition to pay for any time worked on the holidays in
accordance with Section 2 above.
Section 4. Any regular employee who reports for work on a regularly
scheduled work day without previous notice not to report shall be guaranteed
four (4) hours' work or pay. Any regular employee requested to report for work
on Saturdays, Sundays, or holidays, shall be guaranteed four (4) hours' work or
pay at the rate applicable for that day.
Section 5. Overtime shall not be paid twice (2) for the same hours.
Section 6. All regular employees who are required to start work
after 3:00 p.m., or required to work the greater part of a day after 3:00 p.m.,
shall be paid ten cents ($.10) an hour as additional compensation.
-4-
<PAGE>
ARTICLE VII
RATES OF PAY
The regular wage scale to be paid by the Employer to the employees
working under this Agreement as hereinafter specified, shall be shown on
Appendix A, attached hereto and made a part hereof.
ARTICLE VIII
VACATIONS
Section 1. Eligibility for an employee's first vacation (one week)
and for each increase in vacation (his first two weeks' vacation) will be
determined as of January 1 of each year. During their first year of hire,
employees who do not qualify for full vacation shall receive pro rata vacation
pay.
Section 2. Employees covered by this Agreement who have worked sixty
percent (60%) or more of the total working days during the calendar year shall
receive a vacation of forty (40) hours with pay of two percent (2%) of their
prior year's federal form W-2 earnings.
Employees who have worked three (3) consecutive years and sixty
percent (60%) or more of the total working days of the calendar year entitling
them to the vacation shall be eligible for a vacation of eighty (80) hours with
pay of four percent (4%) of their prior year's federal form W-2 earnings.
Employees who have worked ten (10) consecutive years and sixty
percent (60%) or more of the total working days of the calendar year entitling
them to a vacation shall be eligible for a vacation of one hundred twenty (120)
hours with pay of six percent (6%) of their prior year's federal form W-2
earnings.
Section 3. One (1) week of an employee's earned vacation shall be
mandatory and taken at a time mutually agreed upon between the Employer and
employee. No more than two (2) weeks' vacation may be taken during the busy
season except by mutual agreement between the Employer and the employee
involved. Vacations earned but not taken shall be paid to employees at the end
of the next to last pay period of the calendar year.
Section 4. Regular employees who have been absent on leave of
absence or absent due to illness, of more than six (6) months' duration,
military service or temporary layoff, so that they were not present for work the
full year previous to their anniversary date, shall receive in the next
succeeding year a
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<PAGE>
pro rata share of the vacation for which they qualify under Section 1 and 2
above. Absence due to illness of less than six (6) months' duration shall not be
counted against vacations. The vacations shall be prorated on the basis of
one-twelfth (1/12) of the vacation period each month or part of a month the
employee worked the preceding year. Any vacation so computed resulting in a
fraction of a day shall be rounded off to the next whole day.
Section 5. Vacation pay will be computed on a basis of two percent
(2%) of employees' prior year's federal form W-2 earnings for each week of
vacation to which they are entitled.
Section 6. If prior to receiving the vacation to which he is
entitled, an employee dies, or leaves the service of the Employer, he or his
legal representative shall receive the vacation pay to which such employee is
entitled.
Section 7. Except as provided in Section 3 of this Article,
employees shall receive their vacation pay in full on the last day prior to
their vacations.
Section 8. If a paid holiday occurs during an employee's vacation he
shall be paid for eight (8) hours at his straight time rate or be given one (1)
additional day's vacation.
ARTICLE IX
REPRESENTATION
Section 1. The Union shall be represented by a Shop Steward.
Section 2. The Steward may meet as often as necessary and reasonable
to consider grievances; no steward shall be transferred from his department
without consultation and agreement with the Union.
Section 3. Stewards: The Employer recognizes the right of the Union
to designate plant stewards and alternates from the Employer's seniority list.
The authority of job Stewards and alternates so designated by the
Union shall be limited to and shall not exceed the following duties and
activities:
1. The investigation and presentation of grievances with his
Employer or the designated Company representative in
accordance with the provisions of the collective bargaining
agreement
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2. The transmission of such messages and information which shall
originate with, and are authorized by the Local Union, or its
officers, provided such messages and information:
(a) have been reduced to writing, or;
(b) if not reduced to writing, are of a routine nature and
do not involve work stoppages, slow downs, refusal to
handle goods, or any other interference with the
Employer's business.
Job Stewards and alternates have no authority to take strike action
or any other action interrupting the Employer's business, except as authorized
by official action of the Union.
The Employer recognizes these limitations upon the authority of job
Stewards and their alternates, and shall not hold the Union liable for any
unauthorized acts. The Employer in so recognizing such limitations shall have
the authority to impose proper discipline, including discharge, in the event the
Shop Steward has taken unauthorized strike action, slow down, or work stoppage
in violation of this Agreement.
ARTICLE X
GRIEVANCE PROCEDURE
Should differences arise between the Employer and the Union or any
employee of the Employer as to the meaning or application of the provisions of
this Agreement, such differences shall be settled in the following manner:
Section 1. The aggrieved employee or employees shall take their
grievances up with the foreman in charge of their department. Employees shall
have the Shop Steward present on any grievance. If a satisfactory settlement is
not effected with the foreman within one (1) working day, the employee shall
submit such grievance to the Union in writing and a copy of said grievance to be
given or served upon the Employer.
Section 2. Thereafter, the matter shall be referred in writing by
the Union to the General Manager of the Company of some other executive officer
of the Company with authority to act, who shall review the alleged grievance and
offer a decision within five (5) working days after receipt of same, and shall
give his answer in writing.
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<PAGE>
Section 3. If no agreement has yet been reached, the Employer and
the Union agree to submit the matter to arbitration and to accept the decision
of the majority of an arbitration board, consisting of one (1) member selected
by the Employer and one (1) member selected by the Union and the third selected
by the two arbitrators nominated as above. Such arbitration may be demanded by
either party to this Agreement by notice in writing. It shall be incumbent upon
both parties to nominate failure of the two arbitrators nominated as above to
agree upon the third arbitrator, both parties agree to ask the Executive
Secretary of the Labor Management Citizens Committee of Greater Toledo to submit
the names of five (5) public members of the panel for consideration as the
arbitrator. The Employer and the Union agree to alternately strike names from
the list until only one (1) remains, this public member shall be the third
member of the arbitration. The right to strike the first name from the list
shall be determined by lot in a manner chosen by the arbitrators named by the
Employer and the Union. The expense of the third Arbitrator selected shall be
borne equally by the Employer and the Union.
Section 4. Prior to the decision of the final step of the Grievance
Procedure, there shall be no strikes or lockouts. The decision of the arbitrator
shall be final and binding. However, in the event that either party refuses to
abide by the decision of the Board of Arbitration or refuses to submit a
grievance to arbitration, then the other party shall have full recourse to all
economic or legal action to support such decision. Arbitration shall be limited
to matters concerning the interpretation or application of provisions of this
Agreement. Willful violation of the wage scale provision shall not be subject to
arbitration.
Section 5. If such claim, dispute or controversy is not submitted to
the Grievance Procedure within fifteen (15) days after the happening (or
knowledge thereof) giving rise thereto, such claim, dispute, or controversy
shall be considered as barred and completely disposed of both from the
standpoint of the Union and the affected employee or employees. However, appeal
from discharge must be made in writing with a copy to the Employer and one to
the Union within three (3) working days.
Section 6. In the event the Executive Board of the Union, the
Executive Board of Joint Council No. 44, the General Executive Board of the
International Brotherhood of Teamsters, Chauffeurs, Warehousemen and Helpers of
America (hereinafter referred to as "IBT"), the general president of the IBT,
the International Convention of the IBT or a panel appointed by the Executive
Board of Joint Council No. 44, the General Executive
-8-
<PAGE>
Board of the IBT, the general president of the IBT, or the International
Convention of the IBT, or any agency or court decides that an employee's
grievance was improperly withdrawn from the grievance procedure by the Union,
the grievance shall be reinstated to the grievance procedure at the step from
which it was withdrawn. This Agreement shall apply to all grievances arising
under the grievance procedure provided in this Agreement, or presently being
appealed to the Executive Board of the Union, the Executive Board of Joint
Council No. 44, the General Executive Board of the IBT, the general president of
the IBT, the International Convention of the IBT, or a panel appointed by the
Executive Board of the Union, the Executive Board of Joint Council No. 44, the
General Executive Board of the IBT, the general president of the IBT or the
International Convention of the IBT, as well as to all grievances filed in the
future.
Section 7. Any Shop Steward shall be permitted to leave his work to
investigate and adjust grievances of any employee within his jurisdiction.
The Steward or any authorized officer or representative of Local No.
20 shall have free access to the plant during working hours so that he may
contact stewards or members, investigate grievances, and promote smooth
operation of the contracts. No time or pay will be lost during regular working
hours, by the Shop Steward while performing his duties or investigating
grievances. The Shop Steward shall be paid for all time spent on grievances with
management arising under or out of this Agreement.
ARTICLE XI
SENIORITY
Section 1. Seniority will be determined on the basis of the length
of continuous service with the Employer. Beginners shall acquire seniority after
thirty (30) days employment or as extended which shall be computed as provided
in Article II, Section 1, of this Agreement. Seniority of steadily employed
beginners shall date back to the beginning of their steady employment.
Section 2. In case of layoffs, the Employer will first lay off
beginners and shall then lay off those regular employees, with the least
seniority. Rehiring shall be according to seniority providing the senior
employee has the ability to perform the work required. It shall be the duty of
all employees to keep the Employer informed as to his current address and
telephone number.
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<PAGE>
Section 3. In the event it becomes necessary to reduce the working
force, the youngest man or men in seniority may be notified before the end of
the work day on Friday that his or their services will not be needed the
following week. In the event his or their services are again needed, he or they
shall be recalled to work on the basis that if more than one employee shall have
been laid off, the youngest man or men in seniority shall be considered to be
permanent lay-off and the man having the greatest amount of seniority shall be
considered on temporary layoff.
Section 4. Employees shall lose their seniority if:
1. They shall quit;
2. They are discharged for just cause;
3. If after forty-eight (48) hours' notice by telegraph or
registered mail to their last known address, they fail
to report for work, unless such failure is excused by
extenuating circumstances.
Section 5. Any time a run becomes permanently vacant it shall be
posted for three (3) work days. After the said three (3) work days the run will
be awarded to the most senior bidder. If no one bids for the vacancy, the
Company may assign the bid to the least senior employee.
Whenever the Company changes the runs such runs shall be posted for
bid for three (3) work days. After the said three (3) work days the runs shall
be awarded to the most senior bidders. If no one bids for a run, the Company may
assign the run to the least senior employee.
Section 6. An employee who is unable to work because of temporary
sickness or temporary disability shall continue to accumulate seniority during
the period of his illness or disability.
Section 7. An employee absent upon a leave of absence as authorized
herein shall continue to accumulate seniority during the period of this absence.
Section 8. Vacation period preferences are to be determined
according to seniority and are to be scheduled so as not to interfere with
efficient operations of the Employer.
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<PAGE>
Section 9. All work entitling an employee to premium pay shall be
distributed as evenly as possible within each job classification, beginning at
the top of the seniority list for that job classification and proceeding down
said list thereafter.
Section 10. Regular employees who leave the service of the Employer
to enter that of the United States Armed Forces, or the service of the U.S.
Maritime Commission, or who are drafted by the United States Government for
civilian services, will, upon their return, within ninety (90) days from release
from such service, be granted all seniority rights as if continuously employed
by the Employer during such service. Such persons will be rehired by the
Employer to take the place of other persons employed by the Employer who have
less seniority.
ARTICLE XII
SUPERVISORY EMPLOYEES
Section 1. Supervisory employees shall not perform work covered by
the listed classification and ordinarily assigned to regular employees covered
by this Agreement.
Section 2. The Employer agrees to respect the jurisdictional rules
of the Union and shall not direct or require its employees or other persons,
other than employees in the bargaining unit here involved, to perform work which
is recognized as the work of the employees in said unit except to cover absences
or extra runs on a particular day. The Union also recognizes the fact that the
management, office employees and sales personnel must be allowed to show
products to customers and the Union will not object to their performing this
function, even though such action may involve physically moving of some products
to properly show such products. Employees of other employers not covered in the
Bargaining Unit may only perform work around their own vehicles. The Union also
agrees that it will not object to the Employer allowing Management and Sales
Trainees to work in the warehouse and yard in order to become familiar with its
products; provided said Sales Trainees are not used to defeat the overtime
provisions of this Agreement, nor shall they be used to prevent the hiring of
additional employees into the Bargaining Unit. Said Trainees shall not be used
in excess of fifty percent (50%) of their working hours in a four (4) week
period on work covered by this Agreement.
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<PAGE>
ARTICLE XIII
LEAVES OF ABSENCE
Section 1. Any employee elected or appointed as an official of the
Union or delegate to any labor activity, necessitating a leave of absence, shall
be granted a leave of absence without pay and be guaranteed re-employment at the
end of such period, if he is entitled to it according to his seniority, as
though he had been continuously employed. Such leave of absence shall be granted
to not more than one (1) employee during the busy season.
Section 2. Leaves of absence for reasons other than illness shall be
only granted upon approval of the Union and the Employer.
Section 3. Leaves of absence shall be in writing, in triplicate and
signed by the Employer, and the Union, one (1) copy shall, be retained by the
Employer, one (1) copy by the employee, and one (1) copy by the Union.
ARTICLE XIV
SAFETY AND HEALTH
Section 1. The Employer shall continue to make reasonable provisions
for the safety and health of its employees at the plant during the hours of
employment. Protective devices on equipment necessary to properly protect
employees from injury shall be provided by the Employer. The Employer shall
provide clean lunch rooms and rest rooms with water for all employees.
Section 2. It is agreed by the Employer that any employee who may be
injured during the course of his day's employment shall be paid a minimum of
eight (8) hours' pay for that day, if such injury required him to leave his job.
ARTICLE XV
HEALTH AND WELFARE
Section 1. The Employer will provide an insurance program known as
the Adam Flex Benefits Plan (the "Plan") for each full-time employee (and his
dependents) covered by this Agreement after the conclusion of his probationary
period. The Plan shall include, at Company cost, insurance coverage for life,
accidental death and dismemberment, weekly sickness and
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<PAGE>
accident ($235 per week effective May 1, 1997, $240 per week effective May 1,
1998, $245 per week effective May 1, 1999 and $250 per week effective May 1,
2000, effective first day of nonoccupational accident and eighth day of personal
illness for a maximum of 26 weeks), long-term disability and comprehensive
health (Option 2, Gold Seal II). The deductibles, co-insurances, and
out-of-pocket annual maximums for Option 2, Gold Seal II (the current levels of
which are set forth in Appendix B to this Agreement) may be changed at the
discretion of the Company, but the cumulative effect of any such changes on
in-network coverage on Option 2, Gold Seal II shall not increase the
out-of-pocket maximums for family coverage by more than ten percent (10%) in any
calendar year and shall not increase the out-of-pocket maximums for single
coverage by more than ten percent (10%) in any calendar year. The Plan shall
also include voluntary vision care, voluntary dental care, a voluntary health
care reimbursement account, a voluntary dependent care reimbursement account and
a voluntary premium conversion program. The Plan shall also include two
additional comprehensive health options (Option 1, Gold Seal I and Option 3,
Gold Seal III), the cost and credits for enrollment in same, as well as the
deductibles and co-insurance provisions of which, may be changed at the
discretion of the Company during the life of this Agreement.
Temporary and part-time employees shall not participate in the
foregoing benefits.
The Company may change coverage or contract with carriers other than
those currently providing coverage, so long as the plan remains substantially
similar, but not necessarily equal to or the same as the coverage provided at
the start of this Agreement. Any change in coverage which is not substantially
similar to that provided at the start of this Agreement must be discussed in
good faith with the Union prior to implementation. The Union will be given the
opportunity to present viable alternatives to the Company to attempt to avoid or
reduce cost increases to its members. If no agreement is reached, and the
Company implements provisions which the Union maintains are not substantially
similar to the coverage provided at the start of this Agreement, the Union may
utilize the grievance and arbitration procedure in order to resolve the
disagreement.
ARTICLE XVI
PENSION
Section 1. The Employer shall contribute to the Central States,
Southeast and Southwest Areas Pension Fund the
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following sums per week for each regular, full-time employee covered by this
Agreement who has been on the payroll thirty (30) days or more:
Effective Date Amount of Contribution
- -------------- ----------------------
May 1, 1997 $69 per week
May 1, 1998 $79 per week
May 1, 1999 $83 per week
May 1, 2000 $85 per week
Said contributions are made under Schedule B of said Fund. There shall be no
other pension fund under this Agreement for operations under this Agreement.
Section 2. By the execution of this Agreement, the Employer
authorizes the Employer's Associations which are parties hereto, to enter into
appropriate trust agreements necessary for the administration of such Fund, and
to designate the Employer Trustees under such agreement, hereby waiving all
notice thereof and ratifying all actions already taken or to be taken by such
Trustees within the scope of their authority.
Section 3. If an employee is absent because of illness or
off-the-job injury and notifies the Employer of such absence, the Employer shall
continue to make the required contributions for a period of four (4) weeks. If
an employee is injured on the job, the Employer shall continue to pay the
required contributions until such employee returns to work; however, such
contributions shall not be paid for a period of more than twelve (12) months. If
an employee is granted a leave of absence, the Employer shall collect from said
employee, prior to the leave of absence being effective sufficient monies to pay
the required contributions into the Pension Fund during the period of absence.
Section 4. Employees who work either temporarily or in cases of
emergency under the terms of this Agreement shall not be covered by the
provisions of this Article.
Section 5. Notwithstanding anything herein contained, it is agreed
that in the event any Employer is delinquent at the end of the period in a
payment of his contributions to the Central States Southeast, Southwest Areas
Pension Fund created under this Agreement, in accordance with the rules and
regulations of the Trustees of such Fund, after an officer of the Union has
given seventy-two (72) hours' notice to the Employer of such delinquency in
Pension payments, the Union shall have the right to take such action as they
deem necessary until such delinquent payments are made, and it is further agreed
that in the event such action is taken, the
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Employer shall be responsible to the employees for all losses resulting
therefrom.
Employers who are delinquent also must pay all attorney fees and
costs of collections.
ARTICLE XVII
MISCELLANEOUS PROVISIONS
Section 1. The Employer agrees to furnish bulletin boards in each
unit.
The Union shall have the right to post Union notices or notices of
social gatherings on the bulletin boards.
Section 2. It is agreed that the Company will not ask the employees
to work overtime on any regular or special meeting night of the Union. The Union
shall advise the Employer of the time of any such regular or special meeting is
to take place.
Section 3. The Steward shall have top ranking seniority during his
term of office, irrespective of actual length of service, for the purpose of
layoff and recall only.
Section 4. Members of the bargaining unit employed by the Employer
shall immediately report to their employer in writing, all defects of equipment
and all accidents together with the names and addresses of all witnesses to
accidents.
Section 5. The Employer shall not require members of the bargaining
unit to take out on the streets or highways, any vehicle not equipped with the
safety appliances prescribed by law, or any vehicle that is not in a safe
operating condition.
Section 6. When a regular employee is required to perform jury duty,
the Employer will reimburse him for losses in regular wages which occur as a
result of serving on the jury. Such reimbursement will be the difference between
the pay received for jury duty and his pay for the regularly scheduled hours of
work. When the employee has completed jury duty each day, he promptly shall call
the Employer to determine if he should report to work that day.
Section 7. The Company shall have the right to hire seasonal (May 1
through October 31) and/or temporary part-time employees to supplement its
regular work force at a pay rate to be determined by the Employer. Such
employees shall not be entitled to any of the fringe benefits provided in this
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Agreement for regular employees. No such seasonal or temporary part-time
employee shall be hired when any regular employee is on layoff due to lack of
work or is scheduled to work less than forty (40) hours per week due to lack of
work. Such employees, however, shall be given first consideration for job
vacancies covered by this Agreement.
Section 8. If a Shipping/Relief Driver drives three (3) days or more
per week on a regular scheduled basis for twelve (12) consecutive weeks or more,
he will become a member of the Teamsters Union and qualify as a full time
driver.
Teamsters will be allowed to work on the dock on an occasional basis
or on a day for which no run is scheduled. If any Millman is laid off no
Teamster will work in the warehouse. If any Teamster is laid off no Millman will
drive truck.
Section 9. In the event of the death of a permanent employee's
spouse, parent, child, brother or sister, such employee shall be granted up to
three (3) days' leave, with pay at his regular straight-time hourly rate for
eight (8) hours per day, to arrange and attend the funeral.
Any employee who is absent from work because of the death of a
grandparent, grandchild, half-brother, half-sister, step-child, step-mother,
step-father, step-brother, step-sister, mother-in-law or father-in-law, will be
granted up to eight (8) straight hours leave with pay during the normal work
week, provided he attends the funeral.
ARTICLE XVIII
PROTECTION OF RIGHTS
Section 1. Picket Line: It shall not be a violation of this
Agreement, and shall not be cause for discharge or disciplinary action, in the
event an employee:
(a) Refuses to enter upon any property of his Employer involved in
a lawful primary labor dispute or refuses to go through or
work behind any lawful primary picket line at his Employer's
places of business, including picket lines of Unions parties
to this Agreement; or
(b) Refuses to go through or work behind any picket line,
including picket lines of Unions parties to this Agreement, at
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the places of business of any other Employer where the
employees of such Employer are engaged in a strike ratified or
approved by the Union of such employees whom such Employer is
legally required to recognize.
Section 2. Struck Goods: It shall not be a violation of this
Agreement and it shall not be cause for discharge or disciplinary action if any
employee refuses to perform any service which his Employer performs by
arrangement with an Employer or person whose employees are on strike, and which
service, but for such strike, would be performed by the employees of the
Employer or persons on strike.
Section 3. Grievances: Within five (5) days of filing of a grievance
claiming violation of this Article, the parties to this Agreement shall proceed
to the final step (Article X, Section 4) of the Grievance Procedure, without
taking any intermediate steps, any other provision of this Agreement to the
contrary notwithstanding.
Section 4. Sympathetic Action: In the event of a labor dispute
between any Employer or Union, party to this Agreement, during the course of
which such Union engages in lawful economic activities which are not in
violation of this Agreement, then any other affiliate of the International
Brotherhood of Teamsters, Chauffeurs, Warehousemen and Helpers of America having
any agreement with such Employer shall have the right to engage in lawful
economic activity against such Employer in support of the Union which is party
to this Agreement notwithstanding anything to the contrary in the Agreement
between such Employer and such other affiliate.
ARTICLE XIX
SAVINGS CLAUSE
Section 1. If any Article or Section of this Agreement or any rider
thereto should be held invalid by operation of law or by any tribunal of
competent jurisdiction, or if compliance with or enforcement of any Article or
Section should be restrained by such tribunal pending a final determination as
to its validity, the remainder of this Agreement and of any rider thereto, or
the application of such Article or Section to persons or circumstances other
than those as to which it has been held invalid or as to which compliance with
or enforcement of has been restrained, shall not be affected thereby.
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Section 2. In the event that any Article or Section is held invalid
or enforcement of or compliance with which has been restrained, as above set
forth, the parties affected thereby shall enter into prompt collective
bargaining negotiations, upon the request of the Union or the Employer, for the
purpose of arriving at a lawful and mutually satisfactory replacement for such
Article or Section during the period of invalidity or restraint.
ARTICLE XX
TERMINATION
This Agreement shall take effect as of the 1st day of May, 1997 and
shall continue through the 30th day of April, 2001, and thereafter from year to
year unless terminated or amended at the option of either party upon written
notice to the other, not less than sixty (60) days prior to any such termination
date.
IN WITNESS WHEREOF, the parties hereto have signed and executed
this Agreement this day of , 1997.
ADAM WHOLESALERS OF TOLEDO, TEAMSTERS UNION LOCAL NO. 20
INC. affiliated with the INTERNA-
TIONAL BROTHERHOOD OF
TEAMSTERS, CHAUFFEURS,
WAREHOUSEMEN AND HELPERS OF
AMERICA
By
------------------------ ----------------------------
John P. McArthur
----------------------------
----------------------------
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APPENDIX A
This Appendix is attached to and becomes a part of the Collective
Bargaining Agreement in accordance with Article VII of the Agreement between the
Adam Wholesalers of Toledo, Inc. and Teamsters Local Union No. 20. This
Agreement is effective May 1, 1994.
MINIMUM WAGE RATES
Effective Effective Effective Effective
CLASSIFICATION 5-1-97 5-1-98 5-1-99 5-1-00
- -------------- --------- --------- --------- ---------
TRUCK DRIVERS $12.40 $12.70 $13.00 $13.40
NEW HIRE PROGRESSION
New employees hired on or after May 1, 1994 into the Truck Driver
classification shall receive eighty percent (80%) of the above classification
rate for their first ninety-one (91) days of employment, eighty-five (85%) of
the above classification rate for their second ninety-one (91) days of
employment, ninety percent (90%) of the above classification rate for their
third ninety-one (91) days of employment, ninety-five percent (95%) of the above
classification rate for their fourth ninety-one (91) days of employment and one
hundred percent (100%) of the above classification rate thereafter. For the sole
purpose of application of this new hire progression rate, employees who leave
the Millmen's Local No. 1359 bargaining unit with the Company to become regular
Truck Drivers in this bargaining unit shall be credited with all Company
service.
<PAGE>
APPENDIX B
================================================================================
Option 1 Option 2 Option 3 Opti
Medical Gold Seal I Gold Seal II Gold Seal III No cov
- --------------------------------------------------------------------------------
Network Non-Network
Deductible
Individual $400 $175 $ 400 $ 500
Family $600 $300 $1,000 $1,500
Per Hospital
Admission n/a n/a $ 250 n/a
Coinsurance 80/20% 90/10% 70/30% 80/20%
- --------------------------------------------------------------------------------
Coinsurance Limit
Individual $2,500 $3,750 $3,000 $ 5,000
Family $5,000 $7,500 $9,000 $10,000
- --------------------------------------------------------------------------------
Out-of-Pocket
Annual Maximum
Individual $ 900 $ 550 $1,300 $2,000
Family $1,600 $1,050 $3,700 $4,500
- --------------------------------------------------------------------------------
Plan Maximum $1,000,000 $1,000,000 $1,000,000 $1,000,000
- --------------------------------------------------------------------------------
Prescription Card $15 $15 $15 $15
- --------------------------------------------------------------------------------
Mail Order Pharmacy $20 $20 $20 $20
- --------------------------------------------------------------------------------
Cost Management
Hospital PAR Yes Yes Yes Yes
Second Surgical
Opinion Managed Managed Managed Managed
-if required,
covered at 100% 100% 100% 100%
- --------------------------------------------------------------------------------
Mental Health and
Substance Abuse
Calendar Year Max.
- Inpatient $10,000 $10,000 $10,000 $10,000
- Outpatient $ 1,000 $ 1,000 $ 1,000 $ 1,000
COMBINED LIFETIME
MAXIMUM $25,000 $25,000 $25,000 $25,000
================================================================================
Covered medical expenses include such items as:
Hospital Expense Outpatient Surgery
Emergency Room Care X-Ray and Lab Expenses
Ambulance Expense Radiation Therapy Expenses
Pre-Admission and Post-Discharge Testing Nursing Expense
Physician's Expenses Mental and Nervous Condition
Surgical and Anesthesia Expense Home Health Care Benefits
Mammograms and Prostate Exams Human Organ Tissue Transplant
<PAGE>
EXHIBIT 9
AGREEMENT
ADAM WHOLESALERS, INC.
INDEX OF ARTICLES
1996-1999
PAGE
ARTICLE I RECOGNITION 1 & 2
ARTICLE II REPRESENTATION 2
ARTICLE III HOURS OF WORK 2 - 4
ARTICLE IV VACATIONS 4 & 5
ARTICLE V SENIORITY 5 & 6
ARTICLE VI GRIEVANCE PROCEDURE 7 & 8
ARTICLE VII HEALTH AND WELFARE 8
ARTICLE VIII JOB STEWARDS 8
ARTICLE IX PICKETING CLAUSE AND
NO STRIKE CLAUSE 9
ARTICLE X MISCELLANEOUS PROVISIONS 9 - 11
ARTICLE XI JOB LABOR STANDARDS AND JOB SECURITY 11
ARTICLE XII UNAUTHORIZED UNION ACTIVITY 11 & 12
ARTICLE XIII WAGES 12 & 13
ARTICLE XIV PENSION 13 & 14
ARTICLE XV SAVINGS CLAUSE 14
ARTICLE XVI D.R.I.V.E. DEDUCTIONS AND CHECKOFF 14
ARTICLE XVII FUNERAL LEAVE 15
ARTICLE XVIII MANAGEMENT RIGHTS 15
ARTICLE XIX TERMINATION 15 - 17
<PAGE>
AGREEMENT
ADAM WHOLESALERS, INC.
1996-1999
THIS AGREEMENT, DATED THE 1ST DAY OF MAY, 1996, BY AND BETWEEN ADAM
WHOLESALERS, INC., OR ITS SUCCESSORS, LOCATED IN ST. LOUIS, MISSOURI,
HEREINAFTER CALLED THE "COMPANY", PARTY OF THE FIRST PART, AND THE CONSTRUCTION,
BUILDING MATERIAL, ICE AND COAL, LAUNDRY AND DRY CLEANING, MEAT AND FOOD
PRODUCTS DRIVERS, HELPERS, WAREHOUSEMEN, YARDMEN, SALESMEN AND ALLIED WORKERS,
LOCAL UNION NO. 682, AFFILIATED WITH THE INTERNATIONAL BROTHERHOOD OF TEAMSTERS,
OR ITS SUCCESSORS, PARTY OF THE SECOND PART, HEREINAFTER REFERRED TO AS THE
"UNION", FOR THE PURPOSE OF ESTABLISHING RATES OF PAY, WAGES, HOURS OF WORK, AND
CONDITIONS OF EMPLOYMENT TO BE OBSERVED BETWEEN THE PARTIES HERETO.
ARTICLE I - RECOGNITION
SECTION 1. THE COMPANY AGREES TO RECOGNIZE, AND DOES HEREBY
RECOGNIZE, THE UNION, ITS AGENTS, REPRESENTATIVES OR SUCCESSORS, AS THE
EXCLUSIVE BARGAINING AGENCY FOR ALL OF THE EMPLOYEES OF THE COMPANY AS HEREIN
DEFINED.
SECTION 2. THE TERM "EMPLOYEE" AS USED IN THIS AGREEMENT SHALL
INCLUDE ALL TRUCK DRIVERS AND TRUCK LOADERS AND WAREHOUSE LABORERS.
SECTION 3. THE EMPLOYER WILL NEITHER NEGOTIATE NOR MAKE COLLECTIVE
BARGAINING AGREEMENTS FOR ANY OF ITS EMPLOYEES IN THE BARGAINING UNIT COVERED
HEREBY UNLESS IT BE THROUGH DULY AUTHORIZED REPRESENTATIVES OF THE UNION.
SECTION 4. THE COMPANY AGREES THAT IT WILL NOT SPONSOR OR PROMOTE,
FINANCIALLY OR OTHERWISE, ANY GROUP OR LABOR ORGANIZATION FOR THE PURPOSE OF
UNDERMINING THE UNION, NOR WILL IT INTERFERE WITH, RESTRAIN, COERCE, OR
DISCRIMINATE AGAINST ANY OF ITS EMPLOYEES IN CONNECTION WITH THEIR MEMBERSHIP IN
THE UNION.
SECTION 5. IT IS UNDERSTOOD AND AGREED BY AND BETWEEN THE PARTIES
HERETO THAT AS A CONDITION OF CONTINUED EMPLOYMENT ALL PERSONS WHO ARE HEREAFTER
EMPLOYED BY THE EMPLOYER IN THE UNIT WHICH IS THE SUBJECT OF THIS AGREEMENT
SHALL BECOME MEMBERS OF THE UNION NOT LATER THAN THE THIRTY-FIRST (31ST) DAY
FOLLOWING THE BEGINNING OF THEIR EMPLOYMENT OR THE EXECUTION DATE OF THIS
AGREEMENT, WHICHEVER IS THE LATER; THAT THE CONTINUED EMPLOYMENT BY THE EMPLOYER
IN SAID UNIT OF PERSONS WHO ARE ALREADY MEMBERS IN GOOD STANDING OF THE UNION
SHALL BE CONDITIONED UPON THOSE PERSONS CONTINUING THEIR PAYMENT OF THE PERIODIC
DUES OF THE UNION; AND THAT THE CONTINUED EMPLOYMENT OF PERSONS WHO WERE
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IN THE EMPLOY OF THE EMPLOYER PRIOR TO THE DATE OF THIS AGREEMENT AND WHO ARE
NOT NOW MEMBERS OF THE UNION SHALL BE CONDITIONED UPON THOSE PERSONS BECOMING
MEMBERS OF THE UNION NOT LATER THAN THE THIRTY-FIRST (31ST) DAY FOLLOWING THE
EXECUTION DATE OF THIS AGREEMENT.
THE FAILURE OF ANY PERSON TO BECOME A MEMBER OF THE UNION AT SUCH
REQUIRED TIME SHALL OBLIGATE THE EMPLOYER, UPON WRITTEN NOTICE FROM THE UNION TO
SUCH EFFECT AND TO THE FURTHER EFFECT THAT UNION MEMBERSHIP WAS AVAILABLE TO
SUCH PERSON ON THE SAME TERMS AND CONDITIONS GENERALLY AVAILABLE TO OTHER
MEMBERS, TO FORTHWITH DISCHARGE SUCH PERSON. FURTHER, THE FAILURE OF ANY PERSON
TO MAINTAIN HIS UNION MEMBERSHIP IN GOOD STANDING AS REQUIRED HEREIN SHALL, UPON
WRITTEN NOTICE TO THE EMPLOYER BY THE UNION, TO SUCH EFFECT, OBLIGATE THE
EMPLOYER TO DISCHARGE SUCH PERSON.
ALL BARGAINING UNIT EMPLOYEES WILL BE PUT TO WORK BEFORE ANY LEASED
WORKERS OR OTHER CONTRACT PEOPLE OR OTHER TEMPORARY WORKERS ARE ENGAGED FOR
WORK, PROVIDED, SAID EMPLOYEES ARE QUALIFIED TO PERFORM THE AVAILABLE WORK.
ARTICLE II - REPRESENTATION
THE UNION SHALL BE REPRESENTED BY A SHOP STEWARD TO BE SELECTED IN
ANY MANNER DETERMINED BY THE UNION. IT SHALL BE HIS DUTY TO SEE THAT THE TERMS
AND CONDITIONS OF THIS CONTRACT ARE LIVED UP TO BY BOTH EMPLOYER AND HIS
EMPLOYEES. HE SHALL NOT HAVE AUTHORITY TO CALL ANY STRIKES OR WORK STOPPAGES. IN
THE EVENT OF A LAYOFF, HE SHALL BE THE LAST MAN LAID OFF IN THE BARGAINING UNIT.
ARTICLE III - HOURS OF WORK
SECTION 1. THE COMPANY AGREES EXCEPT FOR THE SECOND AND THIRD
SHIFTS, THAT THE WORKING TIME FOR DRIVERS SHALL START BETWEEN THE HOURS OF 6:00
A.M. AND NOT LATER THAN 8:00 A.M., AND THE STARTING TIME FOR OUT OF TOWN RUNS
SHALL BE BETWEEN THE HOURS OF 5:00 A.M. AND NOT LATER THAN 8:00 A.M., AND THE
STARTING TIME FOR WAREHOUSEMEN SHALL START BETWEEN THE HOURS OF 6:00 A.M. AND
NOT LATER THAN 8:00 A.M. ON EVERY DAY INCLUDING SATURDAYS, SUNDAYS AND HOLIDAYS.
ANY TIME WORKED PRIOR TO THE EARLIEST STARTING TIME SHALL BE PAID AT THE
OVERTIME RATE OF PAY. NOT LESS THAN ONE-HALF (1/2) HOUR AND NOT TO EXCEED ONE
(1) HOUR SHALL BE ALLOWED FOR LUNCH DURING THE DAY.
EIGHT (8) HOURS OF WORK SHALL BE GUARANTEED TO ALL TRUCK DRIVERS AND
HELPERS STARTING TO WORK ON ANY DAY MONDAY THROUGH FRIDAY ALSO INCLUDING SUNDAYS
AND HOLIDAYS, ON SATURDAYS ONLY FIVE (5) HOURS OF WORK SHALL BE GUARANTEED,
EXCEPT IN THE CASE OF TARDINESS OR LEAVING OF HIS OWN ACCORD, IN WHICH CASE HE
WILL BE PAID FOR ACTUAL TIME WORKED.
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SECTION 2. IT IS AGREED THAT THE STANDARD HOURS OF WORK SHALL BE
EIGHT (8) HOURS PER DAY OR FORTY (40) HOURS PER WEEK, AND THAT THE WORK WEEK
SHALL START ON MONDAY AND END ON FRIDAY. ALL WORK IN EXCESS OF EIGHT (8) HOURS
PER DAY AND FORTY (40) HOURS PER WEEK SHALL BE CONSIDERED AS OVERTIME AND
EMPLOYEES SHALL BE PAID AT THE RATE OF TIME AND ONE-HALF (1 1/2) FOR WORKING
SUCH OVERTIME PERIODS. ALL HOURS IN EXCESS OF FIFTY-SIX (56) HOURS PER WEEK
SHALL BE PAID AT THE RATE OF DOUBLE TIME.
TIME AND ONE-HALF SHALL BE PAID FOR ALL WORK PERFORMED ON SATURDAYS
EXCEPT IN THE CASE WHERE MORE THAN FIFTY-SIX (56) HOURS HAVE BEEN WORKED, IN
WHICH CASE SHALL BE PAID AT THE RATE OF DOUBLE TIME. OVERTIME SHALL NOT BE PAID
TWICE FOR THE SAME HOURS. ALL EMPLOYEES SHALL BE PAID ON FRIDAY OF EACH WEEK,
`UNLESS OTHERWISE MUTUALLY AGREED TO BETWEEN EMPLOYEES AND EMPLOYER.
SECTION 3. EMPLOYEES WHO SHALL REPORT FOR WORK NOT HAVING BEEN
NOTIFIED ON THE PRECEDING DAY OR PRIOR THERETO NOT TO REPORT, SHALL RECEIVE AT
LEAST EIGHT (8) HOURS WORK OR PAY THEREFOR AT THE REGULAR HOURLY RATE.
IT IS UNDERSTOOD THAT THE EIGHT (B) HOUR GUARANTEE IN SECTION 1
ABOVE AND IN THIS SECTION REQUIRE THE EMPLOYEE TO WORK EIGHT (8) HOURS IF
OFFERED WORK BY THE EMPLOYER; THIS INCLUDES DRIVERS WHO WILL BE REQUIRED TO WORK
IN THE WAREHOUSE TO FILL OUT THEIR EIGHT (8) HOUR DAY IF REQUESTED BY THE
COMPANY.
SECTION 4. ALL WORK PERFORMED ON SUNDAY SHALL BE PAID FOR AT DOUBLE
TIME. ALL WORK PERFORMED ON HOLIDAYS, HEREINAFTER NOTED, SHALL BE PAID FOR AT
TRIPLE TIME.
ALL EMPLOYEES AFTER SIXTY (60) WORKING DAYS OF CONTINUOUS EMPLOYMENT
SHALL RECEIVE EIGHT (8) HOURS PAY AT THEIR REGULAR HOURLY RATE FOR THE FOLLOWING
HOLIDAYS WITHOUT WORKING ON SUCH DAYS:
NEW YEAR'S DAY PERSONAL HOLIDAY
MEMORIAL DAY THANKSGIVING DAY
FOURTH OF JULY DAY AFTER THANKSGIVING
LABOR DAY CHRISTMAS DAY
TO BE ELIGIBLE FOR THE ABOVE HOLIDAY PAY, AN EMPLOYEE MUST HAVE
WORKED ON THE SCHEDULED WORKING DAY BEFORE AND THE SCHEDULED WORKING DAY AFTER
THE HOLIDAY, UNLESS EXCUSED BY THE COMPANY.
ANY EMPLOYEE AFTER SIXTY (60) DAYS OF CONTINUOUS EMPLOYMENT WHO IS
LAID OFF THROUGH NO FAULT OF HIS OWN, WITHIN FIVE (5) WORKING DAYS BEFORE A
DESIGNATED HOLIDAY, SHALL BE PAID FOR SUCH HOLIDAY.
THE PERSONAL HOLIDAY IS TO BE TAKEN DURING THE PERIOD BETWEEN LABOR
DAY AND MAY 1 EACH YEAR, UNLESS OTHERWISE MUTUALLY AGREED TO BY THE COMPANY AND
EMPLOYEE. IN ADDITION, THE DAY TAKEN BETWEEN LABOR DAY
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AND MAY 1 SHALL ALSO BE BY MUTUAL AGREEMENT OF THE EMPLOYER AND EMPLOYEE. THE
DAY SELECTED SHALL ALSO BE BY SENIORITY IF THERE IS A CONFLICT BETWEEN EMPLOYEES
AND THE DAY IS TO BE SELECTED AT THE TIME OF VACATION SELECTION. FINALLY, ONLY
ONE EMPLOYEE IS TO BE OFF ON THE PERSONAL HOLIDAY AT ANY ONE TIME, EXCEPT IF
OTHERWISE MUTUALLY AGREED BY THE EMPLOYER AND EMPLOYEE.
ON ELECTION DAYS IN WHICH NATIONAL, CITY, STATE OR COUNTY OFFICIALS
ARE TO BE NOMINATED OR ELECTED, EMPLOYEES SHALL BE GIVEN TIME OFF WITH PAY FOR
HOURS OF WORK MISSED, SO THAT THEY MAY HAVE A PERIOD OF THREE (3) CONTINUOUS
HOURS IN WHICH TO VOTE, BETWEEN THE TIME OF OPENING AND CLOSING THE POLLS,
PROVIDED SUCH TIME IS REQUESTED A DAY BEFORE AND THAT THE EMPLOYEES ARE
REGISTERED AND ELIGIBLE VOTERS, AND PROVIDED FURTHER, THAT THE COMPANY MAY
SPECIFY THE HOURS DURING WHICH SUCH EMPLOYEE MAY ABSENT HIMSELF.
SECTION 5. ANY PART OF ONE-FOURTH (1/4) HOUR WORKED BY AN EMPLOYEE
BEFORE HIS REGULAR STARTING TIME, OR AFTER HIS REGULAR QUITTING TIME, AT THE
DIRECTION OF THE SUPERVISOR, SHALL CONSTITUTE A FULL ONE-FOURTH (1/4) HOUR AND
SHALL BE PAID FOR AT THE RATE OF TIME AND ONE-HALF (l 1/2). ALL OVERTIME SHALL
BE VOLUNTARY ON THE PART OF THE WAREHOUSE EMPLOYEES, EXCEPT THAT WAREHOUSE
EMPLOYEES AGREE TO WORK OVERTIME WHEN REQUESTED BY THE COMPANY TO LOAD TRUCKS
FOR THE NEXT DAY'S DELIVERY.
WHEN OVERTIME WORK IS NECESSARY FOR DRIVERS, SUCH OVERTIME WILL BE
DISTRIBUTED AS EQUALLY AS PRACTICABLE AND BY ROTATION AMONG EMPLOYEES WITHIN THE
CLASSIFICATION IN ACCORDANCE WITH SENIORITY WITHIN THE CLASSIFICATION AS IN THE
PAST. HOWEVER, WHEN A DRIVER IS OUT ON HIS RUN, SAID DRIVER IS TO COMPLETE HIS
RUN EVEN IF IT EXTENDS INTO OVERTIME. WHEN OVERTIME WORK IS NECESSARY IN THE
WAREHOUSE, SUCH OVERTIME WILL BE ROTATED AS IN THE PAST AMONG THE WAREHOUSE
EMPLOYEES.
WHEN THE COMPANY REQUIRES OVERTIME IN THE WAREHOUSE, IT WILL FIRST
BE OFFERED TO QUALIFIED VOLUNTEERS STARTING WITH THE MOST SENIOR AMONG THE
WAREHOUSE EMPLOYEES. IF THERE ARE NOT SUFFICIENT QUALIFIED VOLUNTEERS, THEN THE
MOST JUNIOR QUALIFIED WAREHOUSEMEN WILL BE REQUIRED TO WORK STARTING WITH THE
LEAST SENIOR AND GOING UP THE SENIORITY LIST UNTIL THE REQUIRED COMPLEMENT IS
FILLED.
SECTION 6. ALL OVER-THE-ROAD DRIVERS SHALL BE ADVANCED $75.00. THE
DRIVERS SHALL BE RESPONSIBLE FOR THE MONEY AND RECEIPTS. A REASONABLE AMOUNT FOR
LODGING, DINNER AND BREAKFAST WILL BE PAID FOR DRIVERS WHO REMAIN OUT OVER NIGHT
AS IN THE PAST. TO BE PAID FOR MEALS UNDER THIS ARTICLE, PROPER RECEIPTS ARE TO
BE FURNISHED THE COMPANY NO LATER THAN THE FOLLOWING DAY.
ARTICLE IV - VACATIONS
SECTION 1. THE EMPLOYER AGREES THAT IT WILL ATTEMPT TO ACCOMODATE
THE PREFERENCE OF THE EMPLOYEE AS FAR AS IS POSSIBLE, WHEN SCHEDULING VACATIONS
AND THE EMPLOYER MUST GIVE AT LEAST THIRTY (30)
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DAYS NOTICE TO THE EMPLOYEE IF HE WANTS HIM TO TAKE HIS VACATION AT A SPECIAL
TIME AND THE EMPLOYEE SHALL DO LIKEWISE TO THE EMPLOYER. THE ABOVE PROVISIONS
ARE SUBJECT TO THE FOLLOWING: IF AN EMPLOYEE IS ENTITLED TO ONE (1) WEEK OF
VACATION, IT CAN BE SCHEDULED BETWEEN LABOR DAY AND APRIL 30, UNLESS OTHERWISE
MUTUALLY AGREEABLE BETWEEN THE EMPLOYER AND EMPLOYEE. IF AN EMPLOYEE IS ENTITLED
TO TWO (2) WEEKS VACATION, ONE (1) WEEK CAN BE SCHEDULED BETWEEN MAY 1 AND LABOR
DAY. IF AN EMPLOYEE IS ENTITLED TO THREE (3) WEEKS VACATION, TWO (2) WEEKS OF IT
CAN BE SCHEDULED BETWEEN MAY 1 AND LABOR DAY. IF AN EMPLOYEE IS ENTITLED TO FOUR
(4) WEEKS VACATION, THREE (3) WEEKS OF IT CAN BE SCHEDULED BETWEEN MAY 1 AND
LABOR DAY.
SECTION 2. EMPLOYEES HAVING ONE (1) YEAR'S SENIORITY SHALL RECEIVE
ONE (1) WEEK'S VACATION WITH PAY. EMPLOYEES HAVING THREE (3) YEARS' SENIORITY
SHALL RECEIVE TWO (2) WEEKS' VACATION WITH PAY. EMPLOYEES HAVING TEN (10) YEARS'
SENIORITY SHALL RECEIVE THREE (3) WEEKS' VACATION WITH PAY. EMPLOYEES HAVING
SEVENTEEN (17) YEARS' SENIORITY SHALL RECEIVE FOUR (4) WEEKS' VACATION WITH PAY.
SECTION 3. VACATION PAY SHALL BE FIGURED AT THE EMPLOYEE'S REGULAR
STRAIGHT TIME HOURLY RATE EARNED BY SUCH EMPLOYEE PRIOR TO STARTING HIS
VACATION, AND SHALL BE COMPUTED AT FORTY (40) HOURS. VACATION PAY SHALL BE PAID
ON THE DAY PRIOR TO VACATION.
SECTION 4. IT IS ALSO AGREED THAT WHENEVER A HOLIDAY FALLS WITHIN AN
EMPLOYEE'S VACATION PERIOD, SUCH EMPLOYEE SHALL BE GRANTED AN ADDITIONAL DAY OF
VACATION.
SECTION 5. ANY EMPLOYEE AFTER ONE (1) YEAR'S SENIORITY LEAVING THE
SERVICE OF THE COMPANY SHALL RECEIVE ALL ACCUMULATED VACATION BENEFITS. ALL
BENEFITS TO BE COMPUTED ON FULL CALENDAR MONTHS.
SECTION 6. ALL EMPLOYEES SHALL RECEIVE AND TAKE TIME OFF FROM WORK
IN ACCORDANCE WITH THEIR VACATION SCHEDULE, UNDER PENALTY OF LOSING VACATION
TIME AND WAGES THEREOF.
SECTION 7. NO MORE THAN ONE BARGAINING UNIT EMPLOYEE CAN BE ON
VACATION AT ANY ONE TIME EXCEPT IF THE COMPANY ALSO AGREES TO ALLOW ANOTHER
EMPLOYEE OFF FOR VACATION AT THE SAME TIME.
SECTION 8. ALL EMPLOYEES, IN 6RDER TO BE ELIGIBLE FOR EITHER A ONE
(1) WEEK, TWO (2) WEEK, THREE (3) WEEK, OR FOUR (4) WEEK VACATION, MUST HAVE
BEEN EMPLOYED FOR A MINIMUM OF FIFTEEN HUNDRED (1500) HOURS IN THE TWELVE (12)
MONTH PERIOD PRECEDING THEIR ANNIVERSARY DATE, EXCEPT FOR ON-THE-JOB ACCIDENT.
IF NOT, THEY WILL RECEIVE A VACATION PERIOD AND VACATION PAY ON A PRO-RATED
BASIS.
ARTICLE V - SENIORITY
SECTION 1. IN ALL CASES OF DECREASING AND INCREASING THE WORKING
FORCES OR FOR PROMOTIONS, THE ONLY FACTOR TO BE CONSIDERED WILL
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BE THE LENGTH OF CONTINUOUS SERVICE WITH THE COMPANY AS LONG AS THE EMPLOYEE(S)
ARE QUALIFIED TO PERFORM THE AVAILABLE WORK.
SECTION 2. IT IS UNDERSTOOD THAT SENIORITY SHALL BE PLANT-WIDE
WITHIN THE BARGAINING UNIT.
SECTION 3. THE LIST OF EMPLOYEES RATED ACCORDING TO SENIORITY IS
ATTACHED HERETO AND MADE A PART OF THIS AGREEMENT. THE COMPANY WILL SUPPLY THE
UNION OFFICE WITH A LIST OF ALL ADDITIONS OR DEDUCTIONS FROM THE SENIORITY LIST.
SECTION 4. BEGINNERS SHALL OBTAIN SENIORITY AFTER COMPLETING A
NINETY (90) DAYS OF WORK PROBATIONARY PERIOD. IN CASE OF LAYOFFS, THE COMPANY
SHALL LAY OFF SUCH BEGINNERS BEFORE PUTTING INTO EFFECT THE SENIORITY POLICY, AS
STATED ABOVE. BEGINNERS, AFTER HAVING FULFILLED NINETY (90) DAYS' WORK OF WORK,
SHALL DATE THEIR SENIORITY FROM THE DATE THEY WERE FIRST EMPLOYED. ANYTHING TO
THE CONTRARY IN THIS AGREEMENT NOTWITHSTANDING, NO PROBATIONARY EMPLOYEE WILL BE
ENTITLED TO FRINGE BENEFITS OR FRINGE BENEFIT .PAYMENTS MADE ON THEIR BEHALF
UNDER THIS CONTRACT DURING THE PROBATIONARY PERIOD EXCEPT AS OTHERWISE PROVIDED
IN ARTICLE XIV (PENSION) AND THE COMPANY SHALL HAVE THE RIGHT TO DISCHARGE SUCH
EMPLOYEE AT ITS DISCRETION AND WITHOUT RECOURSE BY THE UNION, EMPLOYEE OR
EMPLOYEES.
SECTION 5. AN EMPLOYEE SHALL BE CONTINUED ON THE SENIORITY LIST OF
THE COMPANY FOR A PERIOD OF TWELVE (12) MONTHS FROM THE DATE OF HIS LAYOFF,
PROVIDED, HOWEVER, THAT IN CASES OF PROVEN SICKNESS OR ACCIDENT HE SHALL BE
CONTINUED ON THE SENIORITY LIST FOR A PERIOD OF TWELVE (12) MONTHS, EXCEPT FOR
ON THE JOB INJURY WHEREIN HE SHALL BE CONTINUED ON THE SENIORITY LIST FOR A
PERIOD OF EIGHTEEN (18) MONTHS.
SECTION 6. ANY EMPLOYEE ELECTED OR APPOINTED AS AN OFFICIAL OF THE
UNION OR DELEGATE TO ANY LABOR ACTIVITY, NECESSITATING A LEAVE OF ABSENCE, SHALL
BE GRANTED A LEAVE OF ABSENCE FOR TWELVE (12) MONTHS WITHOUT PAY AND BE
GUARANTEED RE-EMPLOYMENT AT THE END OF SUCH PERIOD, WITH THE SAME SENIORITY AS
THOUGH HE HAD BEEN CONTINUOUSLY EMPLOYED, AS LONG AS HE IS ABLE TO PERFORM THE
WORK.
SECTION 7. REGULAR EMPLOYEES WHO LEAVE THE SERVICE OF THE COMPANY TO
ENTER THAT OF THE UNITED STATES ARMED FORCES, OR THE SERVICE OF THE U.S.
MARITIME COMMISSION, OR WHO ARE DRAFTED BY THE UNITED STATES GOVERNMENT FOR
CIVILIAN SERVICE, WILL UPON THEIR RETURN, WITHIN NINETY (90) DAYS FROM RELEASE
FROM SUCH SERVICE BE GRANTED ALL SENIORITY RIGHTS AS IF CONTINUOUSLY EMPLOYED BY
THE COMPANY DURING SUCH SERVICE. SUCH PERSONS WILL BE REHIRED BY THE COMPANY TO
TAKE THE PLACE OF OTHER PERSONS EMPLOYED BY THE COMPANY WHO HAVE LESS SENIORITY.
UNDER NO CIRCUMSTANCES WILL THIS ARTICLE BE CONSTRUED AS TO REQUIRE
THE COMPANY TO INCREASE THE NUMBER OF ITS EMPLOYEES BEYOND THOSE ACTUALLY
NEEDED.
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ARTICLE VI - GRIEVANCE PROCEDURE
SHOULD DIFFERENCES ARISE BETWEEN AN EMPLOYER AND THE UNION OR ANY
EMPLOYEE OF SUCH EMPLOYER, AS TO THE MEANING OR APPLICATION OF THE PROVISIONS OF
THIS AGREEMENT, SUCH DIFFERENCES SHALL BE SETTLED IN THE FOLLOWING MANNER:
SECTION 1. MEDIATION-EMPLOYEE-FOREMAN: AGGRIEVED EMPLOYEE OR
EMPLOYEES SHALL TAKE THEIR GRIEVANCE UP WITH THE FOREMAN IN CHARGE OF THEIR
DEPARTMENT. EMPLOYEES MAY HAVE THE SHOP STEWARD PRESENT ON ANY GRIEVANCE. IF A
SATISFACTORY SETTLEMENT IS NOT EFFECTED WITH THE FOREMAN WITHIN ONE (1) WORKING
DAY, THE EMPLOYEE SHALL SUBMIT SUCH GRIEVANCE TO THE SHOP STEWARD, IN WRITING.
TO BE TIMELY FILED, SUCH WRITTEN GRIEVANCE MUST BE FILED WITH THE COMPANY
WITHIN FIVE (5) DAYS AFTER THE EMPLOYEE KNEW OR SHOULD HAVE KNOWN OF THE
OCCURRENCE GIVING RISE TO THE GRIEVANCE.
SECTION 2. MEDIATION-STEWARD-MANAGER: IF NO SATISFACTORY
ADJUSTMENT IS AGREED UPON, THE MATTER SHALL BE REFERRED BY THE SHOP STEWARD TO
THE GENERAL MANAGER OF THE EMPLOYER, OR SOME OTHER EXECUTIVE OFFICER OF THE
COMPANY WITH AUTHORITY TO ACT, WHO SHALL REVIEW THE ALLEGED GRIEVANCE AND OFFER
A DECISION WITHIN FIVE (5) WORKING DAYS AFTER THE RECEIPT OF SAME.
SECTION 3. INVESTIGATION - STEWARD: ANY SHOP STEWARD SHALL BE
PERMITTED TO LEAVE HIS WORK TO INVESTIGATE AND ADJUST GRIEVANCES OF ANY EMPLOYEE
WITHIN HIS JURISDICTION AFTER FIRST NOTIFYING THE FOREMAN IN CHARGE. UPON
ENTERING A DEPARTMENT OTHER THAN HIS OWN, IN THE FULFILLMENT OF HIS DUTIES, THE
SHOP STEWARD SHALL NOTIFY THE FOREMAN OF THAT DEPARTMENT OF HIS PRESENCE AND
PURPOSE. THE SHOP STEWARD SHALL HAVE FREE ACCESS TO THE PLANT DURING WORKING
HOURS, SO THAT HE MAY INVESTIGATE GRIEVANCES AND PROMOTE SMOOTH OPERATIONS OF
THE CONTRACT. NO TIME OR PAY WILL BE LOST DURING REGULAR WORKING HOURS BY THE
SHOP STEWARD WHILE PERFORMING HIS DUTIES OR INVESTIGATING GRIEVANCES IF NOT
ABUSED.
SECTION 4. UNION REPRESENTATIVE-GENERAL MANAGER: IN CASE NO
SETTLEMENT IS THEN AGREED UPON, THE WHOLE MATTER SHALL BE TAKEN UP THEN BETWEEN
THE REPRESENTATIVES OF THE UNION AND THE GENERAL MANAGER OR SOME OTHER EXECUTIVE
OFFICER OF THE EMPLOYER DULY DESIGNATED BY THE EMPLOYER WITH AUTHORITY TO ACT.
THEY SHALL HAVE TEN (10) WORKING DAYS TO REACH A DECISION UNLESS MORE TIME IS
EXTENDED BY MUTUAL CONSENT.
SECTION 5. ARBITRATION: IF NO AGREEMENT HAS YET BEEN REACHED AFTER
THE ABOVE PROCEDURES AND THE UNION DESIRES TO PURSUE THE GRIEVANCE FURTHER, THE
UNION SHALL GIVE THE EMPLOYER WRITTEN NOTICE WITHIN TEN (10) DAYS AFTER THE STEP
IN SECTION 4 HAS BEEN COMPLETED. UPON RECEIPT OF THE UNION'S REQUEST FOR
ARBITRATION, THE EMPLOYER AND THE UNION HEREBY AGREE TO SUBMIT THE MATTER TO
ARBITRATION, AND TO ACCEPT THE DECISION OF THE IMPARTIAL ARBITRATOR. IT SHALL BE
INCUMBENT UPON BOTH PARTIES TO NOMINATE AN ARBITRATOR WITHIN TEN (10) DAYS AFTER
SUCH NOTICE IS GIVEN. IF THEY FAIL TO AGREE UPON SAID ARBITRATOR WITHIN
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SAID TEN (10) DAYS, THEY SHALL JOINTLY PETITION THE FEDERAL MEDIATION AND
CONCILIATION SERVICE TO SUBMIT A LIST OF SEVEN (7) ARBITRATORS FROM WHICH THE
COMPANY AND UNION SHALL SELECT THE IMPARTIAL ARBITRATOR BY ALTERNATIVE STRIKES.
THE SIDE TO STRIKE FIRST SHALL BE SETTLED BY LOT. EITHER PARTY SHALL HAVE THE
RIGHT TO REJECT THE PANEL AND REQUEST A NEW PANEL. THE EXPENSE OF THE ARBITRATOR
SELECTED OR APPOINTED SHALL BE BORNE EQUALLY BY THE COMPANY AND THE UNION. THE
ARBITRATOR SHALL HAVE NO POWER TO ADD TO, SUBTRACT FROM OR MODIFY ANY OF THE
TERMS OF THIS AGREEMENT.
SECTION 6. ANY EMPLOYEE WHO IS REINSTATED AFTER DISCHARGE WILL BE
RETURNED TO WORK AT THE SAME RATE OF PAY AND WITHOUT LOSS OF SENIORITY AND THE
DETERMINATION OF WHETHER BACK PAY IS TO BE AWARDED IS TO BE DETERMINED BY THE
ARBITRATOR OR IF SETTLED, IS TO BE DETERMINED BY THE PARTIES.
ARTICLE VII - HEALTH AND WELFARE
THE COMPANY WILL PROVIDE ALL UNIT EMPLOYEES THE SAME BENEFITS AND
ELIGIBILITY FOR MEDICAL AND HOSPITALIZATION COVERAGE AS THE COMPANY PROVIDES FOR
ITS SALARIED NON UNIT EMPLOYEES WITH THE UNIT EMPLOYEES BEING SUBJECT TO THE
SAME PREMIUM CONTRIBUTION FORMULA REGARDING THAT PORTION OF PREMIUM FOR
EMPLOYEE AND DEPENDENT COVERAGE PAID BY EMPLOYEES THAT IS IN EFFECT FOR THE
COMPANY'S SALARIED EMPLOYEES.
THE EMPLOYER WILL NOT BE OBLIGATED TO PAY THE MEDICAL AND
HOSPITALIZATION PREMIUM CONTRIBUTIONS FOR ANY MONTH THAT AN EMPLOYEE DOES NOT
WORK EXCEPT AS FOLLOWS:
THE EMPLOYER AGREES THAT WHERE AN EMPLOYEE CEASES ACTIVE WORK DUE TO
LAYOFF OR TEMPORARY SUSPENSION OF THE EMPLOYER'S BUSINESS, THAT IT SHALL
CONTINUE TO MAKE THE PREMIUM PAYMENTS FOR THE HEALTH, LIFE AND SICKNESS AND
ACCIDENT PLANS FOR THE EMPLOYEE AND HIS DEPENDENTS, BUT NOT TO EXCEED ONE (1)
MONTH FOLLOWING THE MONTH IN WHICH THE LAYOFF OCCURS.
IF AN EMPLOYEE IS ABSENT BECAUSE OF ILLNESS OR OFF-THE-JOB INJURY
AND NOTIFIES THE EMPLOYER OF SUCH ABSENCE, THE EMPLOYER SHALL CONTINUE TO MAKE
THE REQUIRED CONTRIBUTIONS FOR A PERIOD OF ONE (1) MONTH. IF AN EMPLOYEE IS
INJURED ON THE JOB, THE EMPLOYER SHALL CONTINUE TO PAY THE REQUIRED
CONTRIBUTIONS UNTIL SUCH EMPLOYEE RETURNS TO WORK; HOWEVER, SUCH CONTRIBUTIONS
SHALL NOT BE PAID FOR A PERIOD OF MORE THAN SIX (6) MONTHS. IF AN EMPLOYEE IS
GRANTED A LEAVE OF ABSENCE, THE EMPLOYER SHALL COLLECT FROM SAID EMPLOYEE, PRIOR
TO LEAVE OF ABSENCE BEING EFFECTIVE, SUFFICIENT MONIES TO PAY THE REQUIRED
CONTRIBUTIONS FOR MEDICAL AND HOSPITALIZATION INSURANCE PREMIUMS DURING THE
PERIOD OF ABSENCE.
ARTICLE VIII - JOB STEWARDS
THE EMPLOYER RECOGNIZES THE RIGHT OF THE UNION TO DESIGNATE JOB
STEWARDS AND ALTERNATES.
THE AUTHORITY OF JOB STEWARDS AND ALTERNATES SO DESIGNATED BY THE
UNION SHALL BE LIMITED TO, AND SHALL NOT EXCEED, THE FOLLOWING DUTIES AND
ACTIVITIES:
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1. THE INVESTIGATION AND PRESENTATION OF GRIEVANCES IN ACCORDANCE
WITH THE PROVISIONS OF THE COLLECTIVE BARGAINING AGREEMENT;
2. THE COLLECTION OF DUES WHEN AUTHORIZED BY APPROPRIATE LOCAL UNION
ACTION;
3. THE TRANSMISSION OF SUCH MESSAGES AND INFORMATION WHICH SHALL
ORIGINATE WITH, AND ARE AUTHORIZED BY THE LOCAL UNION OR ITS OFFICERS, PROVIDED
SUCH MESSAGES AND INFORMATION;
(A) HAVE BEEN REDUCED TO WRITING, OR,
(B) IF NOT REDUCED TO WRITING, ARE OF A ROUTINE NATURE AND DO NOT
INVOLVE WORK STOPPAGES, SLOW DOWNS, REFUSAL TO HANDLE GOODS, OR ANY OTHER
INTERFERENCE WITH THE EMPLOYER'S BUSINESS.
JOB STEWARDS AND ALTERNATES HAVE NO AUTHORITY TO TAKE STRIKE ACTION,
OR ANY OTHER ACTION INTERRUPTING THE EMPLOYER'S BUSINESS, EXCEPT AS AUTHORIZED
BY OFFICIAL ACTION OF THE UNION.
THE EMPLOYER RECOGNIZES THESE LIMITATIONS UPON THE AUTHORITY OF JOB
STEWARDS AND THEIR ALTERNATES, AND SHALL NOT HOLD THE UNION LIABLE FOR ANY
UNAUTHORIZED ACTS. THE EMPLOYER IN SO RECOGNIZING SUCH LIMITATIONS SHALL HAVE
THE AUTHORITY TO IMPOSE PROPER DISCIPLINE, INCLUDING DISCHARGE, IN THE EVENT THE
SHOP STEWARD HAS TAKEN UNAUTHORIZED STRIKE ACTION, SLOW DOWN, OR WORK STOPPAGE
IN VIOLATION OF THIS AGREEMENT, SUBJECT TO ARTICLE VI.
ARTICLE IX - PICKETING CLAUSE
THERE SHALL BE NO SLOW DOWNS, PICKETING, BOYCOTTS, CESSATION OF
WORK, STRIKES, INTERFERENCE WITH THE BUSINESS OF THE COMPANY OR OTHER DISRUPTIVE
ACTIVITIES BY EITHER EMPLOYEES OR THE UNION FOR ANY REASON WHATSOEVER DURING THE
TERM OF THIS AGREEMENT. THE COMPANY SHALL NOT LOCK OUT ITS EMPLOYEES.
IT SHALL NOT BE A VIOLATION OF THIS AGREEMENT, AND IT SHALL NOT BE
CAUSE FOR DISCHARGE OR DISCIPLINARY ACTION IN THE EVENT AN EMPLOYEE REFUSES TO
ENTER UPON ANY PROPERTY INVOLVED IN A PRIMARY LABOR DISPUTE, OR REFUSES TO GO
THROUGH OR WORK BEHIND ANY PRIMARY PICKET LINE, INCLUDING THE PRIMARY PICKET
LINE OF ANY UNION PARTY TO THIS AGREEMENT AND INCLUDING PRIMARY PICKET LINES AT
THE EMPLOYER'S PLACES OF BUSINESS.
ARTICLE X - MISCELLANEOUS PROVISIONS
SECTION 1. UPON NOTIFYING MANAGEMENT, AUTHORIZED AGENTS OF THE UNION
SHALL HAVE ACCESS TO THE COMPANY'S ESTABLISHMENT DURING WORKING HOURS FOR THE
PURPOSE OF ADJUSTING DISPUTES, INVESTIGATING WORKING CONDITIONS, COLLECTION OF
DUES, AND ASCERTAINING THAT THE AGREEMENT IS BEING ADHERED TO, PROVIDING
HOWEVER, THAT THERE IS NO INTERRUPTION OF THE FIRM'S WORKING SCHEDULE.
9
<PAGE>
SECTION 2. THE COMPANY AGREES TO FURNISH A BULLETIN BOARD, AND THE
UNION SHALL HAVE THE RIGHT TO POST UNION NOTICES OR NOTICES OF SOCIAL GATHERINGS
ON THE BULLETIN BOARDS FURNISHED BY THE COMPANY.
SECTION 3. THE COMPANY AGREES THAT IT WILL NOT DISCRIMINATE AGAINST
ANY EMPLOYEE OR APPLICANT FOR EMPLOYMENT AND OR ON ACCOUNT OF HIS AFFILIATION OR
ACTIVITIES WITH THE UNION OR BECAUSE OF RACE, CREED, COLOR, SEX, AGE OR NATIONAL
ORIGIN.
SECTION 4. IT IS AGREED THAT THE COMPANY WILL NOT ASK EMPLOYEES TO
WORK OVERTIME ON ANY REGULAR OR SPECIAL MEETING NIGHT OF THE UNION, PROVIDED
SUCH MEETINGS ARE LIMITED TO THREE (3) IN ANY ONE MONTH, EXCEPT BY MUTUAL
AGREEMENT BETWEEN THE COMPANY AND THE UNION.
SECTION 5. IF THE EMPLOYER REQUIRES THEIR EMPLOYEES TO WEAR SPECIFIC
WEARING APPAREL, THEY SHALL FURNISH SAME WITHOUT COST TO THE EMPLOYEES AND THE
WEARING APPAREL SHALL BEAR THE UNION LABEL.
SECTION 6. THE COMPANY AGREES THAT THE UNION SHALL HAVE THE RIGHT TO
AFFIX NO MORE THAN THREE (3) TEAMSTERS UNION SERVICE SIGNS ON ALL EQUIPMENT
UNDER THE JURISDICTION OF TEAMSTERS LOCAL UNION NO. 682.
SECTION 7. DRIVERS SHALL BE REQUIRED TO MAKE STORE DOOR
AND/OR BUILDING CONSTRUCTION SITE DELIVERY.
SECTION 8. HEAVY OR BULKY MATERIAL ADDED TO THE TRUCK AFTER THE
TRUCK LOAD HAS BEEN MADE UP AND WHICH INTERFERES WITH THE UNLOADING OF THE
PREVIOUSLY LOADED DELIVERIES, SUCH HEAVY OR BULKY MATERIAL SHALL BE DELIVERED
FIRST.
SECTION 9. SHOULD THE COMPANY REQUIRE ANY EMPLOYEE TO GIVE BOND, ANY
PREMIUM INVOLVED SHALL BE PAID BY THE COMPANY.
SECTION 10. WHENEVER AN EMPLOYEE IS UNABLE TO COMPLETE HIS DAY'S
WORK BECAUSE OF INJURY IN THE LINE OF DUTY, HE IS TO RECEIVE EIGHT (8) HOURS'
PAY FOR THAT DAY.
WHEN AN EMPLOYEE IS REQUIRED TO GO TO THE DOCTOR DURING WORKING
HOURS BECAUSE OF INJURY ARISING OUT OF HIS EMPLOYMENT, AND WOULD THEREBY LOSE
WORKING TIME, SUCH VISIT SHALL BE ON COMPANY TIME.
SECTION 11. WHEN EMPLOYEES COVERED BY THIS AGREEMENT ARE CALLED UPON
FOR JURY SERVICE, THEY SHALL ADVISE THEIR FOREMAN OR FORELADY UPON RECEIPT OF
SUCH CALL, AND, IF TAKEN FROM THEIR WORK FOR SUCH SERVICE, SHALL BE PAID EIGHT
(8) HOURS' PAY AT THEIR REGULAR HOURLY RATE FOR EACH DAY OF ABSENCE, LESS ANY
JURY PAY. SUCH PAY BY THE EMPLOYER SHALL NOT EXCEED TEN (10) WORK DAYS LOST PER
CALENDAR YEAR.
SECTION 12. THE PARTIES AGREE DOCK GUARDS WILL BE FURNISHED BY
EMPLOYER.
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<PAGE>
SECTION 13. AN EMPLOYEE MUST PROVIDE A DOCTOR'S STATEMENT
SATISFACTORY TO THE COMPANY IF OFF WORK BECAUSE OF A CLAIMED INJURY OR ILLNESS,
IF REQUESTED BY THE COMPANY. IT IS NOT THE INTENT OF THE COMPANY TO MAKE SUCH
REQUEST UNLESS THE EMPLOYEE HAS AN ATTENDANCE PROBLEM OR THE EMPLOYEE IS OFF FOR
ILLNESS OR INJURY FOR THREE (3) WORKING DAYS OR MORE OR THE COMPANY SUSPECTS
ABUSE.
SECTION 14. FOR EMPLOYEES TO BE OR REMAIN QUALIFIED AS DRIVERS THEY
MUST HAVE A VALID CDL, BE IN COMPLIANCE OR MEET ALL DOT RULES, REGULATIONS AND
STANDARDS AND THE APPLICABLE STATE LAWS, HAVE A SATISFACTORY DRIVING RECORD AND
BE ABLE TO OBTAIN STANDARD INSURANCE RATES.
ARTICLE XI - JOB LABOR STANDARDS AND JOB SECURITY
SECTION 1. THE TERMS AND PROVISIONS OF THIS ARTICLE HAVE BEEN
NEGOTIATED AND AGREED UPON BY AND BETWEEN THE PARTIES FOR THE PURPOSE OF
PROVIDING COVERED EMPLOYEES WITH THE MAXIMUM JOB SECURITY AND STEADY EMPLOYMENT
WARRANTED BY THE EMPLOYER'S BUSINESS, AND FOR THE ADDITIONAL PURPOSE OF
PROVIDING AGAINST THE DIMINUTION OF THIS UNION'S ESTABLISHED WAGE SCALES AND
WORKING CONDITIONS WHICH MAY RESULT IF PERSONS OUTSIDE OF THE BARGAINING UNIT
HERE INVOLVED OR OUTSIDE OF OTHER SIMILAR BARGAINING UNITS ARE FREE TO DO LIKE
WORK FOR LESS.
SECTION 2. THE EMPLOYER SHALL NOT DIRECT, REQUIRE OR KNOWINGLY
PERMIT ANY OF ITS EMPLOYEES WHO ARE NOT INCLUDED WITHIN THE BARGAINING UNIT
COVERED BY THIS AGREEMENT TO DO OR PERFORM ANY OF THE WORK WHICH IS DONE OR
PERFORMED BY THOSE WITHIN THIS BARGAINING UNIT. NOR SHALL OWNERS, EMPLOYERS,
THOSE HAVING A PROPRIETARY INTEREST IN THE BUSINESS, OR PERSONS OUTSIDE OF THIS
BARGAINING UNIT, BE DIRECTED, REQUIRED OR KNOWINGLY PERMITTED TO DO OR PERFORM
ANY OF SAID WORK.
SECTION 3. THE EMPLOYER AGREES TO REFRAIN FROM KNOWINGLY EMPLOYING
THE SERVICES OF ANY PERSON WHO DOES NOT OBSERVE THE WAGES, HOURS AND CONDITIONS
OF EMPLOYMENT ESTABLISHED BY THIS COLLECTIVE BARGAINING AGREEMENT ON WORK
COVERED BY THIS AGREEMENT.
ARTICLE XII - UNAUTHORIZED ACTIVITY
IT IS UNDERSTOOD AND AGREED THAT THE UNION SHALL HAVE NO FINANCIAL
LIABILITY FOR ACTS OF ITS MEMBERS OR AGENTS WHICH ARE UNAUTHORIZED AND WHICH THE
UNION CANNOT CONTROL. IT IS AGREED, HOWEVER, THAT IN THE EVENT OF ANY SUCH
UNAUTHORIZED ACTION, THE UNION SHALL, UPON RECEIVING NOTICE THEREOF, USE ALL
REASONABLE MEANS TO END SAID CONDUCT, INCLUDING BUT NOT LIMITED TO USING ALL
RESOURCES AVAILABLE UNDER ITS CONSTITUTION AND BY-LAWS AND BY LETTER OR
TELEGRAM WITH A COPY TO THE COMPANY, IMMEDIATELY ORDERING SAID EMPLOYEES TO
RETURN TO WORK AND TO CEASE ENGAGING IN ANY VIOLATION OF THE NO STRIKE
OBLIGATION AND NOTIFYING THE COMPANY THAT THE ACTION OF THE UNION MEMBERS OR
AGENTS IS UNAUTHORIZED.
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<PAGE>
THE COMPANY SHALL BE PRIVILEGED TO DISCIPLINE EMPLOYEES RESPONSIBLE
FOR SUCH UNAUTHORIZED ACTIVITIES WITHOUT VIOLATION OF THE TERMS OF THIS
AGREEMENT, SUBJECT, HOWEVER, TO THE GRIEVANCE AND ARBITRATION PROVISIONS OF THIS
AGREEMENT.
IN ORDER THAT THE COMPANY MAY BE APPRISED OF THE OFFICER OF THE
UNION EMPOWERED TO AUTHORIZE STRIKES, WORK STOPPAGES, OR ACTIONS WHICH WILL
INTERFERE WITH THE ACTIVITIES REQUIRED OF EMPLOYEES UNDER THIS AGREEMENT, IT IS
UNDERSTOOD AND AGREED THAT ONLY THE TOP ADMINISTRATIVE OFFICERS OF THE UNION HAS
THE POWER OR AUTHORITY TO AUTHORIZE ANY SUCH ACTIONS OR GIVE THE ORDERS OR
DIRECTIONS NECESSARY TO CARRY OUT ANY SUCH ACTION.
ARTICLE XIII - WAGES
A. FOR EMPLOYEES HIRED ON OR BEFORE APRIL 30, 1984, THEY SHALL
RECEIVE THE FOLLOWING WAGES:
EFFECTIVE PER HOUR: 5/1/96 5/1/97 5/1/98
------ ------ ------
TRUCK DRIVER $15.385 $15.635 $15.935
LOADERS $ 15.30 $ 15.55 $ 15.85
LABORERS $ 15.01 $ 15.26 $ 15.56
B. FOR EMPLOYEES HIRED AFTER APRIL 30, 1984, THEY SHALL RECEIVE THE
FOLLOWING WAGES:
EFFECTIVE PER HOUR: 5/1/96 5/1/97 5/1/98
------ ------ ------
TRUCK DRIVERS $11.38 $11.73 $12.13
LOADERS $11.30 $11.65 $12.05
LABORERS $11.01 $11.36 $11.76
SHOULD THE COMPANY APPOINT A BARGAINING UNIT EMPLOYEE AS A LEADMAN,
THE LEADMAN SHALL BE A WORKING LEADMAN AND THE LEADMAN SHALL BE PAID A FIFTY
CENTS (.50(CENTS)) PER HOUR PREMIUM ABOVE THE TOP CLASSIFICATION RATE. NOTHING
CONTAINED HEREIN SHALL REQUIRE THE COMPANY TO FILL THE POSITION AND THE PERSON
IN THIS CLASSIFICATION SHALL BE APPOINTED BY THE COMPANY IN ITS SOLE DISCRETION.
SHOULD THE COMPANY REQUIRE LABORERS TO FILL WILL CALLS AND/OR LOAD
TRUCKS, THAT IS PERFORM LOADER'S WORK, THE FOLLOWING SHALL APPLY:
THE COMPANY WILL CONTINUE TO ROTATE ON A DAILY BASIS WHICH LABORER
WILL INITIALLY BE ASSIGNED WILL CALLS. SAID LABORER MAY ALSO BE ASSIGNED TO LOAD
TRUCKS. THE COMPANY CAN ALSO ASSIGN ADDITIONAL LABORERS TO DO WILL CALLS AND/OR
LOAD TRUCKS WHEN LABORERS PERFORM
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<PAGE>
LOADERS WORK AS SET FORTH ABOVE, THEY SHALL BE PAID LOADERS WAGES ONLY FOR THE
TIME SPENT PERFORMING LOADERS WORK WITH A FIFTEEN (15) MINUTE PER DAY MINIMUM
BEING PAID IF A LABORER PERFORMS ANY SUCH LOADERS WORK.
ALL EMPLOYEES STARTING WORK ON THE SECOND SHIFT SHALL RECEIVE TWENTY
CENTS (.2O CENTS) PER HOUR OVER AND ABOVE SCALE OF WAGES. EMPLOYEES STARTING
WORK ON THE THIRD SHIFT SHALL RECEIVE THIRTY CENTS (.30 CENTS) PER HOUR OVER
AND ABOVE THE REGULAR SCALE OF WAGES.
ANY EMPLOYEE RECEIVING MORE THAN THE SCALE OF WAGES SHOWN ABOVE
SHALL NOT SUFFER A REDUCTION AFTER THE SIGNING OF THIS AGREEMENT AND SHALL
RECEIVE ALL INCREASES THAT WILL BE RECEIVED BY EMPLOYEES WORKING AT THE MINIMUM
OF THE SCALE SO THAT EXISTING DIFFERENTIALS WILL BE MAINTAINED.
TEMPORARY EMPLOYEES, WHO SHALL ONLY DO CLEAN-UP WORK, SHALL BE PAID
NO LESS THAN SIX DOLLARS ($6.00) PER HOUR AND WILL NOT RECEIVE OR BE ELIGIBLE
FOR FRINGE BENEFITS.
ARTICLE XIV - PENSION
EFFECTIVE MAY 1, 1996, THE EMPLOYER SHALL CONTRIBUTE TO A PENSION
FUND FOR EACH EMPLOYEE COVERED BY THIS AGREEMENT WHO HAS BEEN ON THE PAYROLL
THIRTY (30) DAYS OR MORE, THE SUM OF SEVENTY NINE DOLLARS ($79.00) PER WEEK.
EFFECTIVE MAY 1, 1997, THIS CONTRIBUTION SHALL BE EIGHTY THREE
DOLLARS ($83.00) PER WEEK, PER ELIGIBLE EMPLOYEE. EFFECTIVE MAY 1, 1998, THIS
CONTRIBUTION SHALL BE EIGHTY FIVE DOLLARS ($85.00) PER WEEK, PER ELIGIBLE
EMPLOYEE.
EMPLOYEES RECEIVING ANY COMPENSATION IN ANY WEEK FROM THE EMPLOYER
SHALL HAVE HIS PENSION CONTRIBUTION PAID FOR THAT WEEK.
THIS FUND SHALL BE THE CENTRAL STATES, SOUTHEAST AND SOUTHWEST AREAS
PENSION FUND.
THERE SHALL BE NO OTHER PENSION FUND UNDER THIS CONTRACT FOR
OPERATIONS UNDER THIS CONTRACT OR FOR OPERATIONS UNDER THE SOUTHEAST AND
SOUTHWEST AREAS CONTRACTS TO WHICH EMPLOYER'S WHO ARE PARTY TO THIS CONTRACT ARE
ALSO PARTIES.
IF AN EMPLOYEE IS ABSENT BECAUSE OF ILLNESS OR OFF-THE-JOB INJURY
AND NOTIFIES THE EMPLOYER OF SUCH ABSENCE, THE EMPLOYER SHALL CONTINUE TO MAKE
THE REQUIRED CONTRIBUTIONS FOR A PERIOD OF FOUR (4) WEEKS. IF AN EMPLOYEE IS
INJURED ON THE JOB, THE EMPLOYER SHALL CONTINUE TO PAY THE REQUIRED
CONTRIBUTIONS UNTIL SUCH EMPLOYEE RETURNS TO WORK, HOWEVER, SUCH CONTRIBUTIONS
SHALL NOT BE PAID FOR A PERIOD OF MORE THAN SIX (6) MONTHS. IF AN EMPLOYEE IS
GRANTED A LEAVE OF ABSENCE, THE EMPLOYER SHALL COLLECT FROM SAID EMPLOYEE, PRIOR
TO THE LEAVE OF ABSENCE BEING EFFECTIVE SUFFICIENT MONIES TO PAY THE REQUIRED
CONTRIBUTIONS INTO THE PENSION FUND DURING THE PERIOD OF ABSENCE.
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<PAGE>
NOTWITHSTANDING ANYTHING HEREIN CONTAINED IT IS AGREED THAT IN THE
EVENT ANY EMPLOYER IS DELINQUENT AT THE END OF A PERIOD IN THE PAYMENT OF HIS
CONTRIBUTIONS TO THE PENSION FUND CREATED UNDER THIS CONTRACT, IN ACCORDANCE
WITH THE RULES AND REGULATIONS OF THE TRUSTEES OF SUCH FUNDS, THE EMPLOYEES OR
THEIR REPRESENTATIVES, AFTER THE PROPER OFFICIAL OF THE LOCAL UNION SHALL HAVE
GIVEN SEVENTY-TWO (72) HOURS' NOTICE TO THE EMPLOYER OF SUCH DELINQUENCY IN
PENSION PAYMENTS, SHALL HAVE THE RIGHT TO TAKE SUCH STRIKE ACTION AS THEY DEEM
NECESSARY UNTIL SUCH DELINQUENT PAYMENTS ARE MADE IF THERE IS NO BONA FIDE
DISPUTE AS TO WHETHER SUCH-PAYMENT IN THE AMOUNT CLAIMED IS DUE.
ARTICLE XV - SAVINGS CLAUSE
SECTION 1. IF ANY ARTICLE OR SECTION OF THIS CONTRACT IS INVALID
UNDER THE LAW, THEN SUCH ARTICLE OR SECTION SHALL BE MODIFIED TO COMPLY WITH THE
REQUIREMENTS OF THE LAW, OR SHALL BE RENEGOTIATED FOR THE PURPOSE OF ADEQUATE
REPLACEMENT. IF SUCH NEGOTIATIONS SHALL NOT RESULT IN A MUTUALLY SATISFACTORY
AGREEMENT, THE UNION SHALL BE PERMITTED ALL LEGAL OR ECONOMIC RECOURSE.
SECTION 2. IF ANY OF THE TERMS AND CONDITIONS OF THIS AGREEMENT ARE
IN VIOLATION OF ANY STATE OR FEDERAL LAW OR COURT DECISION OR DECREE, THEN TO
THE EXTENT OF ANY VIOLATION, THIS AGREEMENT SHALL BE NULL AND VOID AND SUBJECT
TO RENEGOTIATION. IF ANY PORTION OF THIS AGREEMENT IS DECLARED ILLEGAL, IT SHALL
NOT IN ANY WAY AFFECT THE REMAINING PROVISIONS OF THE AGREEMENT.
ARTICLE XVI - D.R.I.V.E. DEDUCTIONS AND CHECKOFF
SECTION 1. D.R.I.V.E. THE COMPANY WILL RECOGNIZE A LAWFUL, VOLUNTARY
EMPLOYEE AUTHORIZATION FOR A DRIVE DEDUCTION FROM WAGES. THE DRIVE DEDUCTION
SHALL BE MADE WEEKLY AND REMITTED WITHIN 30 DAYS TO NATIONAL DRIVE, C/0
INTERNATIONAL BROTHERHOOD OF TEAMSTERS, 25 LOUISIANA AVENUE, N.W., WASHINGTON,
D.C. 20001. THE UNION SHALL REIMBURSE THE COMPANY FOR ONLY THE COMPANY'S ACTUAL
COST FOR THE EXPENSE INCURRED HEREBY.
SECTION 2. CHECK OFF UPON RECEIPT OF WRITTEN AUTHORIZATION AS
PROVIDED IN THE LABOR-MANAGEMENT RELATIONS ACT OF 1947, THE EMPLOYER AGREES TO
DEDUCT ALL INITIATION FEES AND DUES WHICH THE PROPER OFFICIALS OF THE UNION MAY
CERTIFY TO THE EMPLOYER, AND TO REMIT TO THE PROPER UNION OFFICIALS. A DUPLICATE
LIST OF SUCH MONIES CHECKED OFF WILL BE GIVEN TO THE SHOP STEWARD. THE UNION
SHALL GIVE THE EMPLOYER A CERTIFICATION OF SUCH FEES AND DUES ON OR BEFORE THE
FIRST DAY OF EACH MONTH, AND THE EMPLOYER AGREES TO MAKE THE DEDUCTION SO
INDICATED FROM THE PAY OF THE EMPLOYEES, FROM THE SECOND PAY DAY OF EACH MONTH.
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<PAGE>
ARTICLE XVII - FUNERAL LEAVE
IN CASE OF DEATH OF AN EMPLOYEE'S MOTHER, FATHER, BROTHER, SISTER,
HUSBAND, WIFE, CHILD, MOTHER-IN-LAW OR FATHER-IN-LAW, THE COMPANY WILL GRANT
TO SAID EMPLOYEE WHO HAD ONE YEAR OR MORE OF SERVICE WITH THE COMPANY, A LEAVE
OF ABSENCE WITH PAY FROM DAY OF DEATH UNTIL AND INCLUDING DAY OF THE FUNERAL,
NOT TO EXCEED THREE (3) CALENDAR DAYS. IN CASE OF DEATH OF EMPLOYEE'S
GRANDMOTHER, GRANDFATHER, GRANDCHILD, BROTHER-IN-LAW OR SISTER-IN-LAW, THE
COMPANY WILL GRANT TO SAID EMPLOYEE THE DAY OF THE FUNERAL WITH PAY. IN ORDER TO
BE PAID UNDER THIS PROVISION, PROOF OF DEATH AND ATTENDANCE AT THE FUNERAL MUST
ALSO BE FURNISHED TO THE COMPANY UPON REQUEST.
ARTICLE XVIII - MANAGEMENT RIGHTS
THE UNION RECOGNIZED THAT ANY AND ALL RIGHTS CONCERNED WITH THE
MANAGEMENT OF THE BUSINESS AND THE DIRECTION OF THE WORKING FORCES ARE
EXCLUSIVELY THAT OF THE COMPANY EXCEPT WHERE EXPRESSLY AND SPECIFICALLY
MODIFIED, LIMITED AND RESTRICTED BY THE PROVISIONS OF THIS AGREEMENT. SUCH
FUNCTIONS INCLUDE, BUT ARE NOT LIMITED TO, THE RIGHT TO SELECT AND HIRE, TO
ASSIGN WORK AND EMPLOYEES, TO TRANSFER FROM JOB TO JOB, TO PROMOTE TO A BETTER
POSITION, TO SUSPEND, DEMOTE, DISCIPLINE, OR DISCHARGE FOR CAUSE, TO ESTABLISH
AND MAINTAIN RULES GOVERNING EMPLOYEES' CONDUCT, WORK AND APPEARANCE, TO
DETERMINE THE NUMBER OR COMPLEMENT OF EMPLOYEES REQUIRED IN ANY FUNCTION OR ON
ANY JOB, TO RELIEVE EMPLOYEES FROM DUTY BECAUSE OF LACK OF WORK OR OTHER
REASONS, THE RIGHT TO SET WORK SCHEDULES AND STARTING TIMES OR TO CHANGE
SCHEDULES AND STARTING TIMES ALREADY SET, THE RIGHT TO STUDY, DETERMINE, AND
REGULATE THE METHODS, QUANTITY AND QUALITY OF WORK, THE RIGHT TO ESTABLISH
INCENTIVE PAY PLANS, THE RIGHT TO REQUIRE AND ASSIGN OVERTIME, THE RIGHT TO
DETERMINE THE LEVEL OF KNOWLEDGE AND THE AMOUNT AND TYPE OF EDUCATION REQUIRED
AS A CONDITION OF EMPLOYMENT OR CONTINUED EMPLOYMENT, THE RIGHT TO DETERMINE THE
EXTENT TO WHICH A DEPARTMENT OR OPERATION SHALL BE OPERATED, THE RIGHT TO CLOSE
OR SHUT DOWN ANY PART OR ALL OF THE OPERATIONS OR TO MOVE THE SAME, THE RIGHT TO
CHANGE METHODS OR PROCEDURES OR TO TRANSFER WORK TO OTHER FACILITIES OR TO USE
ANY EQUIPMENT OR TO SUBCONTRACT, THE RIGHT TO INTRODUCE NEW OR IMPROVED
EQUIPMENT, PRODUCTS, PROCEDURES OR FACILITIES, THE RIGHT TO DETERMINE THE
METHODS AND MEANS OF DISTRIBUTION OF PRODUCTS, AND THE RIGHT TO DETERMINE ALL
METHODS OF SELLING, MARKETING AND ADVERTISING PRODUCTS, INCLUDING PRICING. THE
COMPANY SHALL BE FREE TO EXERCISE ITS RIGHTS TO PURCHASE AND USE ANY MATERIALS,
SPECIAL SUPPLIES, PRODUCTS, EQUIPMENT OR OTHER PRODUCTS AND SERVICES WHICH IT
MAY DESIRE.
ARTICLE XIX - TERMINATION OF AGREEMENT
THIS AGREEMENT SHALL BECOME EFFECTIVE ON THE 1ST DAY OF MAY, 1996
AND SHALL REMAIN IN FULL FORCE AND EFFECT UNTIL THE 30TH DAY OF APRIL, 1999, AND
EACH YEAR THEREAFTER, UNLESS WRITTEN NOTICE OF TERMINATION OR DESIRED
MODIFICATION IS GIVEN AT LEAST SIXTY (60) DAYS PRIOR TO ANY YEARLY EXPIRATION
DATE BY EITHER OF THE PARTIES HERETO.
15
<PAGE>
SHOULD NOTICE OF TERMINATION OR DESIRED MODIFICATION BE GIVEN IN THE
MANNER PROVIDED FOR ABOVE, THE PARTIES DESIRING THE SAME SHALL:
1. OFFER TO MEET AND CONFER WITH THE OTHER PARTY FOR THE PURPOSE OF
NEGOTIATING A NEW CONTRACT OR A CONTRACT CONTAINING THE PROPOSED MODIFICATIONS.
2. NOTIFY THE FEDERAL MEDIATION AND CONCILIATION SERVICE WITHIN
THIRTY (30) DAYS AFTER SUCH NOTICE OF THE EXISTENCE OF SUCH A DISPUTE, AND
SIMULTANEOUSLY THEREWITH NOTIFY ANY STATE AGENCY ESTABLISHED TO MEDIATE DISPUTES
WITHIN THE STATE, PROVIDED NO AGREEMENT HAS BEEN REACHED BY THAT TIME.
3. CONTINUE IN FULL FORCE AND EFFECT WITHOUT RESORTING TO STRIKE OR
LOCKOUT, ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT FOR A PERIOD OF SIXTY
(60) DAYS AFTER SUCH NOTICE IS GIVEN OR UNTIL THE EXPIRATION DATE OF THIS
CONTRACT WHICHEVER OCCURS LATER.
IN THE PROCESS OF BARGAINING IN GOOD FAITH, FOR A NEW CONTRACT OR A
CONTRACT CONTAINING DESIRED MODIFICATIONS, THE PARTIES RECOGNIZE THE FACT THAT
IT MAY BE NECESSARY TO CONTINUE THEIR NEGOTIATIONS AFTER THE DATE UPON WHICH
THIS AGREEMENT LEGALLY TERMINATES AND IN ORDER TO PROVIDE FOR THEIR DUTIES AND
OBLIGATIONS FOR THE PERIOD OF TIME BETWEEN THE TERMINATION DATE OF THIS CONTRACT
AND THE DATE UPON WHICH THEY CONCLUDE A NEW CONTRACT OR ONE CONTAINING THE
DESIRED MODIFICATIONS IT IS UNDERSTOOD AND AGREED AS FOLLOWS:
1. THE PARTIES SHALL CONTINUE TO BARGAIN AND NEGOTIATE IN GOOD FAITH
IN AN EFFORT TO REACH A COMPLETE AGREEMENT AND UNDERSTANDING COVERING THE TERMS
AND PROVISIONS OF A NEW CONTRACT TO TAKE THE PLACE OF THIS ONE OR A CONTRACT
CONTAINING THE DESIRED MODIFICATIONS, AND SUCH NEGOTIATIONS SHALL CONTINUE UNTIL
EITHER A COMPLETE AGREEMENT AND UNDERSTANDING IS REACHED OR UNTIL EITHER OR BOTH
PARTIES CONCLUDE THAT IT IS NOT PROBABLE THAT FURTHER NEGOTIATIONS WILL RESULT
IN AN AGREEMENT.
2. ALL OF THE TERMS AND PROVISIONS OF THIS CONTRACT SHALL BE
CONTINUED IN FULL FORCE AND EFFECT AND EXTENDED FROM THE TERMINATION DATE HEREOF
TO SUCH TIME AS THE PARTIES EITHER ENTER INTO A NEW AGREEMENT OR AGREEMENT
CONTAINING THE DESIRED MODIFICATIONS, OR TERMINATE FURTHER NEGOTIATIONS IN THE
MANNER ABOVE MENTIONED.
3. SHOULD THE PARTIES REACH AN AGREEMENT UPON THE TERMS AND
PROVISIONS OF A NEW CONTRACT OR A CONTRACT CONTAINING THE DESIRED MODIFICATIONS,
AT A TIME SUBSEQUENT TO THE TERMINATION DATE OF THIS CONTRACT, THEN, IN SUCH
EVENT ALL OF THE TERMS AND PROVISIONS OF THE NEW CONTRACT, OR THE CONTRACT
CONTAINING THE DESIRED MODIFICATIONS, SHALL BE MADE RETROACTIVE TO THE
TERMINATION OF THIS CONTRACT IF THERE IS NO STRIKE.
16
<PAGE>
THE POST OFFICE ADDRESS OF ADAM WHOLESALERS, INC. IS 13679 RIDER
TRAIL NORTH, EARTH CITY, MISSOURI, 63045.
THE POST OFFICE ADDRESS OF THE UNION 15 5730 ELIZABETH AVENUE, ST.
LOUIS, MISSOURI 63110.
IN WITNESS WHEREOF, THE PARTIES HERETO HAVE SIGNED AND EXECUTED THIS
AND SEVERAL OTHER COPIES HERETO, THE DAY AND YEAR FIRST ABOVE WRITTEN.
ADAM WHOLESALERS, INC. CONSTRUCTION, BUILDING MATERIAL,
ICE AND COAL, LAUNDRY AND DRY
BY /s/ George E. Henderson CLEANING, MEAT AND FOOD PRODUCTS
--------------------------------- DRIVERS, HELPERS, WAREHOUSEMEN,
YARDMEN, SALESMEN AND ALLIED
WORKERS, LOCAL UNION NO. 682,
AFFILIATED WITH THE INTERNATIONAL
BROTHERHOOD OF TEAMSTERS
BY /s/ William A. Ferris
--------------------------------------
PRESIDENT
17
<PAGE>
MEMORANDUM OF AGREEMENT
This memorandum of agreement is entered into this 13th day May, 1999 between
Teamsters Local No. 682, St. Louis, Missouri (the "Union") and Morgan Products
Ltd.(the "Company").
WHEREAS, the Union and the Company have bargained in good faith over the terms
of a successor agreement to the agreement between the parties, which expired by
its terms at 11:59 p.m. on April 30, 1999; and
WHEREAS, the parties have had the opportunity to bargain over all aspects of the
terms and conditions of employment concerning the members of the bargaining unit
represented by Union;
It is hereby agreed between the parties as follows:
The current agreement between the parties shall be extended for one year,
effective May 1, 1999 and expiring at 11:59 p.m. on April 30, 2000, and will be
unchanged except as specifically set forth below:
1. The Date of the preamble is amended to read "This agreement, dated the
1st Day of May, 1999, by and between Morgan Products, Ltd., or its
successors, located in St. Louis, Missouri".
2. Article III, Section 3 is amended to read as follows: Employees who
shall report for work not having been notified on the preceding day or
prior thereto not to report, shall receive at least eight (8) hours
work or pay therefor at the regular hourly rate, except for Acts of God
or other circumstances beyond the control of management.
3. Amend Article VI, section to correct typographical error: "within five
(5) working days" to read "within five (5) working days.
4. The Wages Rates in Article XIII will be retroactive back to May 1, 1999
and shall be increased as follows:
A. For employees hired on or before April 30, 1984, they shall
receive the following wages:
<TABLE>
<CAPTION>
5/1/99
<S> <C>
Truck Driver $16.185
Loaders $16.10
Laborers $15.81
</TABLE>
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<PAGE>
B. For employees hired after April 30, 1984, they shall receive the
following wages:
<TABLE>
<CAPTION>
5/1/99
<S> <C>
Truck Drivers $12.43
Loaders $12.35
Laborers $12.06
</TABLE>
5. Additionally, each employee in the bargaining unit shall receive a net
one time payment of $100 no later than the second payroll period
following the ratification of the agreement.
6. Article XVII - Funeral Leave is amended to read as follows: "In case of
death of an employee's mother, father, brother, sister, husband, wife,
child, grandchild, mother-in-law or father-in-law, the company will
grant to said employee who had one year or more of service with the
company, a leave of absence with pay from day of death until and
including day of the funeral, not to exceed three (3) calendar days. In
case of death of employee's grandmother, grandfather, spouse's
grandmother, spouse's grandfather, brother-in-law or sister-in-law,
the Company will grant to said employee the day of the funeral with
pay. In order to be paid under this provision, proof of death and
attendance at the funeral must also be furnished to the company upon
request."
7. Article XIX - termination of Agreement is amended to read as follows:
"This agreement shall become effective on the 1st day of May, 1999 and
shall remain in full force and effect until the 30th day of April,
2000, and each year thereafter, unless written notice of termination or
desired modification is given at least sixty (60) days prior to any
yearly expiration date by either of the parties hereto."
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<PAGE>
This Memorandum of Agreement is subject to ratification by the membership,
approval by the President of the Union, and approval by the Company's Board of
Directors. The Bargaining Committee of the Union hereby agrees to recommend and
to support ratification of this agreement by the members.
/s/ R.J. "Duck" Wurst V.P. /s/ Darrell Olson
- ------------------------------ -----------------------------
R.J. "Duck" Wurst Darrell Olson
/s/ Tom Welby /s/ Michael VanDervort
- ------------------------------ -----------------------------
Tom Welby Michael VanDervort
/s/ Jim Langley /s/ Greg Pritchett
- ------------------------------ -----------------------------
Jim Langley Greg Pritchett
20
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EXHIBIT 10
COLLECTIVE BARGAINING AGREEMENT
BETWEEN
CARPENTERS' DISTRICT COUNCIL OF GREATER ST. LOUIS
AND
ADAM WHOLESALERS, INC.
EFFECTIVE:
MAY 1, 1998 --- APRIL 30, 2001
<PAGE>
INDEX
ARTICLE NO. PAGE NO.
- ----------- --------
PREAMBLE .......................................................... 1
I UNION RECOGNITION ................................................. 1
II RECOGNITION OF COMPANY RIGHTS ..................................... 2
III HOURS OF WORK - SHIFT WORK ........................................ 2
IV OVERTIME .......................................................... 3
V WAGES AND CLASSIFICATIONS ......................................... 4
VI HOLIDAYS .......................................................... 6
VII VACATIONS ......................................................... 8
VIII JURY PAY .......................................................... 10
IX SENIORITY ......................................................... 11
X STRIKES AND LOCKOUTS .............................................. 12
XI GRIEVANCE PROCEDURE ............................................... 13
XII SHOP STEWARDS ..................................................... 14
XIII HEALTH AND SAFETY ................................................. 14
XIV UNION LABEL ....................................................... 14
XV TOOL SHARPENING ................................................... 15
XVI HEALTH AND WELFARE ................................................ 15
XVII EMPLOYER'S LIABILITIES ............................................ 16
XVIII INJURIES .......................................................... 16
XIX EMPLOYEE'S PENSION TRUST FUND ..................................... 17
XX WAGES, EXPENSES AND PROCEDURES FOR
CORRECTING SHOP ERRORS ON JOB SITE ............................... 17
XXI TEMPORARY ASSIGNMENT .............................................. 18
XXII ACCESS OF PREMISES TO UNION REPRESENTATIVE ........................ 18
XXIII DELINQUENCY CLAUSE ................................................ 18
XXIV AGREEMENT SHALL CONFORM WITH LAW .................................. 19
XXV FUNERAL LEAVE ..................................................... 19
XXVI LEAVES OF ABSENCE ................................................. 19
XXVII NEW EQUIPMENT ..................................................... 19
XXVIII SHOW UP TIME ...................................................... 20
XXIX DUES CHECKOFF ..................................................... 20
XXX EFFECTIVE DATE AND DURATION OF AGREEMENT .......................... 20
SIGNATURE SHEET ................................................... 21
<PAGE>
AGREEMENT
This Agreement made and entered into this 1st day of May, 1998, between
Adam Wholesalers, Inc., its successors, and assigns, Party of the First Part,
hereinafter called the Employer, and the Carpenters' District Council of St.
Louis & Vicinity, affiliated with the United Brotherhood of Carpenters and
Joiners of America, AFL-CIO, Party of the Second Part, hereinafter called the
Union.
WITNESSETH:
In consideration of the mutual benefits accrued and to accrue and of the
Agreements set forth hereinafter, the parties hereto agree as follows:
ARTICLE I
UNION RECOGNITION
The Company recognizes the Union as the sole collective bargaining agency
for all employees of the Employer wherever the same are situated within the
territorial jurisdiction of the Carpenters' District Council of St. Louis &
Vicinity, with the exception of office employees, clerical employees, employees
covered by written contract with other unions, and supervisory employees, with
the authority to hire, promote, discharge, or otherwise effect changes in the
status of employees or effectively recommend such action except as hereinafter
provided. For the purposes of this Agreement, working foremen shall not be
considered as supervisory employees, but shall be considered as within the group
represented by the Union. The Company agrees that it will not discharge or in
any manner discriminate against any employee for, or on account of, his
membership or activity in the Union.
It is understood and agreed by and between the parties hereto that, as a
condition of continued employment, all persons who are hereafter employed by the
Employer in the unit which is the subject of this Agreement shall make
application and become a member of the Union on or after thirty (30) days from
the date of their employment or the effective date of this clause, whichever is
the later, and that from and after the thirtieth (30th) day following the
effective date of this clause, the continued employment by the Employer in said
unit of persons who are already members in good standing of the Union shall be
conditioned upon those persons continuing their payments of the periodic dues of
the Union. The failure of any person to make application to and become a member
of the Union to such effect and to the further effect that Union membership was
available to such person on the same terms and conditions generally available to
other members to forthwith discharge such person; provided, however, that the
Employer shall not be required to discharge or otherwise discriminate against
any employee for non-membership in the Union if, (1) the Employer has reasonable
grounds for believing that such membership was not available to the
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employee on the same terms and conditions generally applicable to other members,
or (2) if the Employer has reasonable grounds for believing that membership was
denied or terminated for reasons other than the failure of the employee to
tender the periodic dues and the initiation fees uniformly required as a
condition of acquiring or retaining membership.
ARTICLE II
RECOGNITION OF COMPANY RIGHTS
The management of the business and the direction of the working force is
the responsibility of the Company, including the right to hire, transfer,
promote, demote, maintain quality and efficient operation, the right to hire new
employees and to direct the working force, to discipline, suspend, discharge,
transfer or terminate employees because of lack of work, in accordance with
"Seniority Clause." require employees to observe Company rules and regulations,
to decide the number and location of its plants, products to be manufactured,
and methods and schedules of production, including the means and processes of
manufacturing, to introduce new or improved methods or facilities, to extend,
limit or curtail its operation when in its sole discretion it may deem it
advisable to do so, the right to establish or modify incentive pay or bonus
plans, and the right to establish an Illegal Substance and Alcohol Abuse Policy;
providing, however, that none of the powers herein reserved to the Company shall
be used for purposes of discrimination against any member of the Union, or be
inconsistent with the terms of this contract.
Only one member of a partnership or one officer of a corporation may work
with tools or machines.
The Union agrees that the work to be done by members of the Union under
this contract, shall be as, when and where determined and designated by the
Employer and shall be efficiently performed by the members of the Union,
provided the work is such as comes reasonably within the classification
customarily given to similar work generally done by craftsmen of this Union.
ARTICLE III
HOURS OF WORK - SHIFT WORK
Eight (8) hours' work in any day shall constitute a regular day for the
first five (5) days of the week, Monday through Friday, between the hours of
7:00 a.m. and 5:30 p.m., unless otherwise mutually agreed upon between the
Employer and the Union. Forty (40) hours of work, Monday through Friday, shall
constitute a week's work. There shall be a regular pay day for all employees at
least once a week and no more than five (5) days' pay shall be held back. A
check stub shall accompany employees' pay checks and must include all deductions
made.
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When shift work is required, it shall be for no less than five (5) days,
and those employees working second or third shift shall receive no less than
fifteen cents ($.15) per hour above the regular rate of pay for the class of
work performed.
Due to the possibility of injury, there shall be no less than two (2)
employees working a given shift.
ARTICLE IV
OVERTIME
For the purposes of this Article, the regular work day consists of eight
(8) hours' work, and the regular work week consists of Monday through Friday.
All hours worked by the employees covered by this Agreement in excess of
eight (8) hours and not exceeding ten (10) hours in any work day, shall be paid
for at the rate of one and one-half (1-1/2) times the employee's regular
straight time rate of pay. Any work performed in excess of ten (10) hours in any
regular work day shall be paid for at the rate of two (2) times the employee's
regular straight time rate of pay.
All work performed on Saturday which does not exceed eight (8) hours shall
be paid for at the rate of one and one-half (1-1/2) times the employee's regular
straight time rate of pay and any work performed on Saturday in excess of eight
(8) hours shall be paid for at the rate of two (2) times the employee's regular
straight time rate of pay.
In fixing the work week and the regular hours of employment at eight (8)
hours per day, it is with the distinct understanding that nothing herein
contained and nothing contained elsewhere in this Agreement, shall be construed
as a guarantee of hours of work per day or per week, or of days of work per
week, or per month.
All work performed by production employees on Sunday shall be paid for at
two (2) times the employee's regular straight time rate of pay.
All work done by production employees on holidays named in Article VI
shall be paid for at two (2) times the employee's regular straight time rate of
pay, and in addition his holiday pay.
All maintenance work done by any employee covered by this Agreement in any
time period in excess of the regular work day, or in any time period in excess
of the regular work week, or on Saturday, Sunday, or on any holiday, shall be
paid for at the rate of one and one-half (1-1/2) times the employee's regular
straight time rate of pay, and, if on a holiday he shall receive in addition,
his holiday pay.
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In no event shall overtime be paid on overtime as herein defined. No
employee shall receive overtime pay twice for the same hours worked, or overtime
and premium pay under this Article for the same hours worked. When an employee
is entitled to statutory overtime under the provisions of any law and also to
overtime or premium pay under this Article, either by reason of the fact that
his employment is in excess of the regular work week or on any one of the
holidays herein designated, he shall be paid the larger of the two, but not
both.
When the Company requires overtime work on a job, then the employee who
performs the job regularly with the most seniority will be given the first
opportunity to perform the overtime work; if the employee who performs the job
regularly with the most seniority refuses overtime work, the next qualified
employee with the most seniority in the department will be given the opportunity
to the overtime work and so on repeating the process.
If all employees refuse the overtime, then starting with the most junior
qualified employee, the required number of employees shall work the overtime. An
employee who, on an isolated occasion, has a reasonable conflict will be
excused.
Notice of Saturday and Sunday overtime will be given at the end of the
shift on Thursday when the Company is able to do so.
The company will give employees notice of daily overtime to be worked at
the end of their regular shift by giving such notice by 1:00 p.m. of that day
when the Company is able to do so. The company will give employees notice of
daily overtime to be worked prior to the beginning of their regular shift by
giving such notice by the end of their shift the preceding day when the Company
is able to do so.
ARTICLE V
WAGES AND CLASSIFICATIONS
Section 1. The classifications under this Agreement are as follows:
Millworkers, Sub-assemblers, Student Help and Working Foremen.
Section 2. Effective May 1, 1998, all employees shall receive an increase
of thirty-five cents ($.35) per hour above their existing hourly wage rate.
Effective May 1, 1999, all employees shall receive an increase of forty
cents ($.40) per hour above their existing hourly wage.
Effective May 1, 2000, all employees shall receive an increase of forty
cents ($.40) per hour above their existing hourly wage.
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<PAGE>
Section 3. Employees hired into the Millworker classification after
4/30/86 but prior to 5/1/92 or hired as an employee after 4/30/86 but prior to
5/1/92 and transferred into the Millworker classification thereafter, shall be
paid no less than the following minimum wages (note that said progression rates
already include the general increases set forth in Section 2):
Effective Effective Effective
5/1/1998 5/1/1999 5/1/2000
Start $ 9.85/hr. $10.25/hr. $10.65/hr.
After 6 Months 10.35/hr. 10.75/hr. 11.15/hr.
After 12 Months 10.85/hr. 11.25/hr. 11.65/hr.
Alter 24 Months 11.35/hr. 11.75/hr. 12.15/hr.
After 36 Months 11.85/hr. 12.25/hr. 12.65/hr.
Employees hired after 5/1/92 as a Millworker or hired after 5/1/92 and
subsequently transferred into the Millworker classification shall be paid no
less than the following minimum wages (note that said progression rates already
include the general increases set forth in Section 2):
Effective Effective Effective
5/1/1998 5/1/1999 5/1/2000
Start $ 8.95/hr. $ 9.35/hr. $ 9.75/hr.
After 6 Months 9.45/hr. 9.85/hr. 10.25/hr.
After 12 Months 9.95/hr. 10.35/hr. 10.75/hr.
After 24 Months 10.45/hr. 10.85/hr. 11.25/hr.
After 36 Months 10.95/hr. 11.35/hr. 11.75/hr.
Section 4. Sub-assembler classification: employees hired after 4/30/86 and
assigned to this classification shall be paid no less than the following minimum
wages (note that said progression rates already include the general increases
set forth in Section 2):
Effective Effective Effective
5/1/1998 5/1/1999 5/1/2000
Start $ 7.95/hr. $ 8.35/hr. $ 8.75/hr.
After 3 Months 8.20/hr. 8.60/hr. 9.00/hr.
After 6 Months 8.45/hr. 8.85/hr. 9.25/hr.
After 12 Months 8.95/hr. 9.35/hr. 9.75/hr.
The regular duties of a Sub-assembler are as follows: nail casing on door
units, assemble door sills, apply weatherstripping to door frames, apply hinges
to door frames, cut door frames to size (heads and sides) except for special
orders as described below, secure materials from the warehouse for all unit
employees, assist Millworkers when help is needed to lift, move, and/or hold
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material, and other miscellaneous duties assigned; it being understood, however,
that the cutting and assembly of special jambs (jambs wider than 5-1/4), the
assembly of double door units, and cut (including mitering) casing, are
considered Millworkers' work. Millworkers shall also continue to perform all
work as they have done in the past, including the above Sub-assembler duties as
instructed.
Section 5. Student Help - Student help over eighteen (18) years of age may be
employed from May 1 to September 1 and shall be paid no less than the following
minimum rates:
Start $6.00 per hour
Second Successive Summer $6.25 per hour
Third or More Successive summer $6.50 per hour
There shall be no more than two student help employed at any one time.
Student help shall not participate or receive any fringe benefits from the
Health and Welfare Fund, Pension Fund, Paid Holidays, etc.
Student help shall be required to purchase a work receipt from the
Executive Secretary-Treasurer of the Carpenters' District Council for each month
worked in advance of said month. The amount of the work receipt shall be equal
to the monthly dues paid by the other unit employees.
Section 6. Working Foremen: Working foremen are those employees designated
as such by Management who direct the work of others working under him.
Working foreman shall receive wages as follows: thirty-five cents ($.35)
per hour premium above the group he is leading.
ARTICLE VI
HOLIDAYS
All new employees covered by this Agreement who have been in the
continuous employment of the Company for three (3) months prior to the following
holidays shall be eligible for holiday pay:
New Year's Day Thanksgiving Day
Memorial Day Day After Thanksgiving
Fourth of July Christmas Day
Labor Day Personal Holiday
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The day selected as the personal holiday shall be by mutual agreement of
the Employer and employee.
An employee will not be required to serve more than one (1) three-month
qualifying period, except as hereafter mentioned.
To be eligible for the above holiday pay, an employee must have worked on
the scheduled working day before and the scheduled working day after the
holiday.
If an employee is unable to work within ten (10) calendar days prior to a
paid holiday, due to layoff, accident or sickness, the employee is to be paid
for the holiday occurring during such a period, and it shall be included in his
pay check at time of layoff, accident or sickness, whichever is applicable. To
be eligible for holiday pay under this section in the event the employee is off
for accident or sickness as described above, the employee must submit a
satisfactory doctor's statement verifying he is off because of said accident or
sickness for the day/days in question.
If an employee is unable to work within ten (10) calendar days after a
paid holiday, due to layoff, accident or sickness, the employee is to be paid
for the holiday occurring during such period. Pay for this holiday is to be
included in the first pay check after the employee returns to work. To be
eligible for holiday pay under this section in the event the employee is off for
accident or sickness as described above, the employee must submit a satisfactory
doctor's statement verifying he is off because of said accident or sickness for
the day/days in question.
All rehires, excluding those mentioned above, must serve a thirty (30)
calendar day period to be eligible for holiday pay.
Employees required to work on these holidays shall be paid at the rate of
double time, plus holiday pay. No work shall be allowed under any pretense on
Labor Day, except to preserve property or life.
Should a paid holiday occur in a vacation period, the holiday is not to be
counted as one of the vacation days, but at the Employer's option, the vacation
period may or may not be extended by one day; in either case, the employee shall
receive eight (8) hours' pay at his regular rate for such holiday in addition to
his vacation pay. Pay for each holiday earned shall be at the employee's regular
straight time hourly rate for eight (8) hours.
If a holiday falls on Sunday, the following Monday shall be observed as
the holiday. If a holiday falls on a Saturday, the Friday before will be
observed as the holiday.
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ARTICLE VII
VACATIONS
The vacation period for all employees covered by this Agreement is from
January 1 to December 31 in any calendar year.
(A) If the employee was hired between January 1 and June 1, in any
calendar year between these dates and is with the same Employer in the following
calendar year as of June 1, and has qualified for a vacation, he will be paid
vacation pay at his regular straight time hourly rate for forty (40) hours and
will also receive the same time pro-rated additional vacation pay for each full
month of employment between January 1 and June 1 in the first calendar year in
which he was employed. No employee will receive this extra vacation pay at any
time except in the first year.
(B) If the employee has been continuously employed for one (1) year and
this one (1) year period ends between June 1 and December 31, in any calendar
year, he is entitled to a paid vacation for forty (40) hours on the first
anniversary date of his initial employment and will be paid vacation pay at his
regular straight time hourly rate for forty (40) hours. The above also applies
to the employee's second full year of employment.
(C) All employees covered by this Agreement who have been continuously
employed for period of three (3) years or more ending prior to June 1 of any
calendar year, shall receive two (2) weeks' vacation with pay at his regular
straight time hourly rate for eighty (80) hours.
(D) All employees covered by this Agreement who have been continuously
employed for a period of three (3) years between June 1 and December 31 in any
calendar year shall receive two (2) weeks' vacation with pay at his regular
straight time hourly rate for eighty (80) hours on his third anniversary
(thereby completing three (3) full years as of his starting date).
(E) All employees covered by this Agreement who have been continuously
employed for a period of ten (10) years or more ending prior to June 1 of any
calendar year, shall receive three (3) weeks' vacation with pay at his regular
straight time hourly rate for one hundred twenty (120) hours.
(F) All employees covered by this Agreement who have been continuously
employed for a period often (10) years between June 1 and December 31 in any
calendar year shall receive three (3) weeks' vacation with pay at his regular
straight time hourly rate for one hundred twenty (120) hours on his tenth (10th)
anniversary (thereby completing ten (10) full years as of his starting date).
(G) All employees covered by this Agreement who have been continuously
employed for a period of twenty (20) years or more prior to June 1 of any
calendar year, shall receive four (4) weeks' vacation with pay at his regular
straight time hourly rate for one hundred sixty (160)
8
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hours. No employee hired after March 9, 1989 will be eligible to receive four
(4) weeks of vacation under this section.
(H) All employees covered by this Agreement who have been continuously
employed for a period of twenty (20) years between June 1 and December 31 in any
calendar year shall receive four (4) weeks' vacation with pay at his regular
straight time hourly rate for one hundred sixty (160) hours on his twentieth
(20th) anniversary (thereby completing twenty (20) full years as of his starting
date). No employee hired after March 9, 1989 will be eligible to receive four
(4) weeks of vacation under this section.
(I) Unless otherwise mutually agreed, the Employer may select for the
employees third and fourth weeks' vacation any time during the applicable period
set forth in (Q) below and the Union agrees to abide by the Employer's
selection.
(J) In all cases where an employee is laid off after more than a year of
employment and rehired within twelve (12) months from the date of layoff, he
will retain his service measured in months, for the purpose of calculating his
future vacation pay.
(K) All employees, in order to be eligible for either a one (1) week, two
(2) weeks, three (3) weeks, or four (4) weeks vacation must have been employed
for a minimum of eighty percent (80%) of full time in the twelve (12) month
period preceding their anniversary date, except for on-the-job injury. If not,
they will receive a vacation period and vacation pay on a pro-rated basis. Full
months only will determine the vacation pay.
(L) All employees must take their vacation during the year it is due and
shall not work either at their regular place of employment or for a local mill
or warehouse during their vacation.
(M) If any employee who has qualified for and has had one or more
vacations is discharged for cause, or is laid off in a subsequent calendar year,
prior to June 1, he will receive prorated vacation pay on the basis of
one-twelfth (1/12th) of his vacation pay for each full month from his
anniversary date.
(N) An employee will be paid only for one (1) vacation in any one (1)
calendar year.
(O) Any employee who quits prior to his anniversary date shall not receive
any vacation pay unless said employee gives two (2) weeks' written notice of
resignation, in which event said employee shall receive his pro rata vacation
pay.
Any employee who quits after his anniversary date shall receive his
vacation pay, but no pro-rated pay.
(P) Vacation pay shall be based on straight time compensation for a forty
(40) hour week without overtime or other extra compensation, and shall be paid
in advance of a vacation. If
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a holiday should fall within the vacation period and the employee is qualified
for pay on said holiday, then vacation pay for the week in which the holiday
falls shall be based on straight time compensation for a forty-eight (48) hour
week without overtime or other compensation. Also, by mutual agreement,
employees may take an additional day of vacation in lieu of eight (8) hours'
holiday pay.
(Q) The Employer agrees that he will attempt to accommodate the preference
of the employee as far as is possible, when scheduling vacations. The Employer
must give at least thirty (30) days' notice to the employee if he wants him to
take his vacation at a special time and the employee shall do likewise to the
Employer. The above provisions are subject to the following: if an employee is
entitled to one (1) week of vacation, it can be scheduled between May 1 and
Labor Day. If an employee is entitled to two (2) weeks' vacation, one (1) week
can be scheduled between May I and Labor Day. If an employee is entitled to
three (3) or four (4) weeks' vacation, two (2) weeks of it can be scheduled
between May 1 and Labor Day.
(R) In the event an employee works for a minimum of three (3) months in
any calendar year and is then laid off and recalled the second and third year,
by the same Employer, for a number of months' work, he will be entitled to a
forty (40) hour vacation with pay after he has been employed for a total of
twelve (12) months in a consecutive three (3) year period. His vacation shall be
given either- in the third or fourth year, as determined by the completion of
his twelve (12) months of interrupted employment, and shall be taken between
January 1 and December 31.
Employees must take their vacations within a year from the date it is
earned, and anyone not taking time off for his vacation in the year it is due
shall forfeit his vacation pay. No Employer shall proposition an employee to
take vacation pay in lieu of his vacation time off. Further, the Employer shall
not knowingly hire an employee when he is on vacation leave from another shop or
mill.
(S) No more than one employee can be on vacation at any one time unless
otherwise mutually agreed.
ARTICLE VIII
JURY PAY
In the event an employee is called to serve on the jury, except Grand
Jury, he is to receive his regular hourly rate for the number of hours and/or
days that he is serving as a juror, but in no case is he to be paid for more
than eight (8) hours per day, nor more than ten (10) days, less the amount
received for his jury service, that he is given at the end of his jury duty. If
the employee is dismissed from jury duty by noon, he must return to work as soon
as possible.
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ARTICLE IX
SENIORITY
Section 1. The Employer agrees to apply seniority as herein defined and
provided.
Section 2. All cases of layoffs shall be handled strictly by length of
service subject to the ability clause from the date of his first employment with
his Employer within a classification with student help to be laid off before any
other unit employee is laid off and all laid off employees shall be rehired in
reverse order of having been laid off. If a millworker is laid off, he can bump
the subassembler who is the least senior in the subassembler classification.
Said millworker will be paid seventy percent (70%) of his millworker pay or the
subassembler rate, whichever is greater, except that millworkers employed as of
May 1, 1986 in this situation will continue to receive his millworker pay. In a
non-layoff situation, millworkers will be paid millworker pay when assigned to
do subassembler work.
Two (2) hours' notice shall be given in case of layoff except in case of
fire, flood, power failure, act of God or other emergency.
When a permanent job opening occurs, advancement and promotion is to be
determined by seniority subject to the ability clause. In implementing the
above, if an opening in the millworker classification occurs, the subassembler
with the greatest classification seniority subject to ability will be given
consideration for that opening. If placed in the millworker classification, he
will be given a trial period not to exceed four (4) months. If he has completed
his probationary period but the Employer determines he is not qualified during
the trial period, he will be returned to the subassembler classification without
loss of seniority. For pay purposes, said employee will be slotted into the
millworker classification wage progression upon being placed in the millworker
classification.
Employees hired on or after May 1, 1986 will be laid off before any
millworker hired before May 1, 1986.
Ability to Perform the Job
This means the employee involved shall be physically and mentally capable
of performing his job and has demonstrated that he has kept up a reasonable and
acceptable standard of job performance, including, but not limited to, the
quality workmanship normally accepted by-the Employer from other employees.
Question of ability shall be determined by the Employer involved after
consultation with the Business Representative subject to the arbitration clause
of this Agreement.
If any employee is laid off, has an accident, or is sick, for a period up
to twelve (12) months and is subsequently rehired by the same Employer, he will
not lose his seniority.
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Section 3. The provisions herein contained shall not apply to new workers until
such new workers and/or apprentices have been in the continuous employment of
the Employer for a probationary period of, ten (10) months; after which
probationary period his starting date shall be his seniority date. During the
probationary period, the Employer has the right to terminate the employee
without recourse by the Union or the employee.
Section 4. An employee loses his seniority for the following reasons:
(A) Voluntarily quits.
(B) Layoffs of twelve (12) consecutive months or more excluding sickness
or accident.
(C) Employee is absent for three (3) working days without notifying his
Employer.
(D) Employee who is laid off and is notified to report to work and fails
to notify the Employer of his intentions within two (2) working days
after receiving such notice.
(E) Discharge for cause to include, but not limited to, stealing,
consuming alcohol on the premises of the Employer, reporting to work
intoxicated, continuous absenteeism, reporting to work late
continuously, or fighting.
(F) An employee terminated for any of the above causes shall be paid all
monies due him, including vacation pay they may have earned;
employee discharged for stealing shall receive no vacation pay if
value of stolen goods exceeds vacation pay.
(G) Employees who cause a garnishment notice to be served on the
Employer, may or may not be discharged, at the discretion of the
Employer, subject to the provisions of the Federal Garnishment Wage
Law.
Section 5. The Employer agrees to publish a list of seniority standings of
the shop employees on January 1st and July 1st of each year and post one copy on
the shop bulletin board, furnish one copy to the shop steward and a copy to the
Union Representative.
ARTICLE X
STRIKES AND LOCKOUTS
As this Agreement provides for the amicable adjustment of all disputes and
grievances, the Union agrees, for itself and its members, that it shall not
engage in, initiate, authorize, sanction, support or permit any illegal strike,
walkout, slowdown, or stoppage of work, and the Employer agrees that he will not
lock out any employee, or group of employees. No employee shall cease
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work, slow down, walk out or engage in a shop strike because of any grievance
while the same is being considered and remains undisposed of by any committee
having jurisdiction thereof by virtue of Article XI of this Agreement, or during
any period of arbitration, as provided in Article XI.
ARTICLE XI
GRIEVANCE AND ARBITRATION
Should differences arise between the Company and the Union as to the
interpretation of this Agreement, or should any other dispute whatsoever arise
between the parties hereto, an earnest effort shall be made to settle such
differences immediately in the following manner:
FIRST: Between the aggrieved employee and the foreman of the department
involved.
SECOND: Between the shop steward and the foreman of the department involved
or plant superintendent.
THIRD: Between the local business agent of the Union and a representative
of the Company.
In the event such complaint or grievance shall not have been
satisfactorily settled, the matter shall then be submitted to an arbitration
committee of three (3) for final decision. This committee shall be selected as
follows: one (1) member shall be selected by the Union, one (1) member shall be
selected by the Company, and these two (2) shall select a third (3rd) member.
The committee shall hold hearings without undue delay. It is agreed, however,
that nothing herein shall prevent the Union and the Company from agreeing upon a
single arbitrator, who shall act in the same manner as the committee of three
(3). The committee or single arbitrator, as the case may be, shall have no power
to add to, subtract from, change or modify any of the terms of this Agreement.
The parties agree that they will bear equally the cost of the arbitration
proceedings. Any stewards and/or members of the Union Committee must be a member
of the Union for not less than one (1) year.
To be timely, all grievances must be submitted in writing to the Company
within five (5) days after the occurrence of the event giving rise to the
grievance.
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ARTICLE XII
SHOP STEWARDS
There shall be one chief shop steward in each plant, appointed by the
Union, and it shall be the duty of such shop steward to see that the members of
the Union are in good standing, and to report any and all violations of this
Agreement to both parties interested. The Union must notify the Employer
promptly of change in chief shop steward.
It is recognized by the Employer and the Union that the shop steward is a
man selected for both his ability as a worker and his loyalty and interest to
the Union. In recognition of this fact, the Employer agrees that the shop
steward shall have top seniority. The shop steward shall be notified of any new
men hired, or any employees to be laid oft or any employees to work more than
two (2) hours' overtime. Employees required to work on Saturday, or Sunday or
holidays, shall secure an overtime receipt and number from the Executive
Secretary-Treasurer of the Carpenters' District Council through the shop
steward.
ARTICLE XIII
HEALTH AND SAFETY
The Employer shall provide adequate facilities and precaution in each
department to secure the health and safety of employees, and shall include the
supply of first-aid cabinets at convenient locations; and provide adequate
toilet and washroom facilities, and keep same sanitary. The employees shall
observe all rules of the Employer relative to such facilities.
The Company agrees to furnish safety equipment as follows: safety goggles,
hard hats, ear plugs, respirators where necessary, with reasonable replacements.
ARTICLE XIV
UNION LABEL
It is hereby understood and agreed by the Employer and the Union that an
application shall be made for the Union Label to the First General Vice
President of the United Brotherhood of Carpenters and Joiners of America. If the
application is approved, and the Union Label is issued by the United Brotherhood
of Carpenters and Joiners of America to be placed upon the Employees products,
it is understood and agreed that the Label shall remain the property of the
United Brotherhood of Carpenters and Joiners of America, and shall be at all
times in the possession of a
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member of the United Brotherhood of Carpenters and Joiners of America; and that
said Union Label shall at no time be used in any manner that will be detrimental
to the interest and welfare of the members of the United Brotherhood. Use of
said Label may be withdrawn from the mill, shop, factory, or manufacturing
establishment of the Employer at any time at the discretion of the International
Union. It is expressly agreed between the parties hereto that a representative
number of items shipped from the plant will have the Union Label stamped on
them.
ARTICLE XV
TOOL SHARPENING
Employees covered by this contract shall not be required to sharpen
Company or employee tools on his own time, unless he moves tools from the shop
for his own use. If the Employer chooses to have the sharpening and conditioning
of Company and employee tools done by an outside source, the Employer shall pay
the cost of any hand tools sent out for sharpening and conditioning.
ARTICLE XVI
HEALTH AND WELFARE
Bargaining unit employees will be covered by the same health insurance
benefits and eligibility provisions as the Company's non-unit employees with the
Company paying the same portion of the premium for single and family coverage
for unit employees as it does for non-unit employees.
The applicable life, health and sickness and accident benefits will not
become effective until the first full calendar month after the eligible unit
employee completes the first 90 days of work with the Employer.
The Employer agrees that where an employee ceases active work due to
layoff or temporary suspension of the Employer's business, that it shall
continue to make the premium payments for the health, life and sickness and
accident plans for the employee and his dependents, but not to exceed one (1)
month following the month in which the layoff occurs.
The Employer agrees that where an employee ceases active work due to
accident or illness for which he is receiving benefits from the health and/or
sickness and accident plans, that it shall continue to make the premium payment
for the health and sickness and accident plans for the employee and his
dependents during the period the employee is receiving benefits under said
plans, but not to exceed payments for six (6) full months from the date the
accident or illness has occurred.
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The insurance on any employee who, on account, of illness or injury, is
not at work for full time and for full pay for the Employer on the date on which
his insurance would otherwise become effective, shall not be made effective
until his assumption of all duties pertaining to his employment at frill time
and for full pay.
The Company will also provide life insurance of $8,000 on the employee's
life and $2,000 on the employee's dependents, as well as provide sickness and
accident benefits as discussed during negotiations, for example, providing
benefits of $120.00 per week up to twenty-six (26) weeks, with such benefit to
commence with the eighth day of sickness and first day of accident or
hospitalization.
ARTICLE XVII
EMPLOYER'S LIABILITIES
It shall be a condition of this contract that the Employer obtain a policy
of insurance from a company authorized to do business in the State of Missouri
for the protection of the employees under the Employers' Liability and Workmen's
Compensation Act of the State of Missouri, and it shall be a further condition
of this contract that the Employer shall remain subject to the provisions of the
Unemployment Compensation Act of the State of Missouri.
The above shall apply regardless of the number of employees, and upon
request by the Union, proof must be shown of full compliance.
ARTICLE XVIII
INJURIES
In the event that any employee is injured in the performance of his duties
as prescribed by the Employer, then, and in that event, the Employer hereby
agrees to see that such injury is immediately treated and that, if necessary,
such injured employee shall be, as soon as practicable, transported to a
hospital or doctors office for care and treatment.
Any injuries that occur during an employee's scheduled working day, the
employee shall be compensated at full time and pay for the time spent going to
and from the doctor's office and further, if ordered not to work the balance of
the day, the employee shall receive full eight (8) hours' pay. Any subsequent
visits ordered by the doctor to his office during the employee's working day,
the employee shall receive full pay for time spent going to and from the
doctor's office; the employee must report when leaving the doctors office and
upon returning to the shop.
Under no circumstances will premium time be paid for visits to doctor's
office.
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ARTICLE XIX
EMPLOYEE'S PENSION AND TRUST FUND
The Employer agrees to contribute into the Carpenters Pension Trust Fund,
for all regular and overtime hours, plus those hours paid for as a result of any
fringe benefits in the contract, such as paid holidays, paid vacations and jury
pay, the following:
Effective 5/1/1998 - Eighty cents ($.80) per hour per employee.
Effective 5/1/1999 - Eighty-five cents ($.85) per hour per employee
Effective 5/1/2000 - Ninety cents ($.90) per hour per employee
The above contributions by the Employer are to be used to provide
retirement benefits for the employees covered under this contract. Contributions
shall begin from the first hour worked on the first day of employment.
A portion of the general wage increases set forth in Article V may be
allocated to pension contributions rather than put into wages for the unit as a
whole as determined by the unit. In such event, the general wage increases and
that portion of the progression rates that reflect said general increases set
forth in Article V will be reduced accordingly.
The Employer agrees to be bound by the provisions of the Carpenters
Pension Trust Fund Agreement, all amendments thereto, and all rules and
regulations promulgated thereunder by the trustees, provided, however, that no
such amendments, rules or regulations will increase the Employer's cost above
that which is provided in this Agreement as to the contribution into the Fund.
ARTICLE XX
WAGES, EXPENSES AND PROCEDURES
FOR CORRECTING SHOP ERRORS ON JOB SITE
Should the need arise for the Employer to send an employee outside to
correct a minor shop error or service work, such employee shall be compensated
at his current rate of pay and the Employer shall furnish him transportation. In
the event transportation is not furnished by the Employer, then said employee
shall be reimbursed for his actual expenses incurred while traveling. Any
employee sent outside, as above described, shall first obtain a courtesy card
from the Carpenters' District Council. If an employee is sent out of the shop,
as above described, into another district, the Employer shall compensate the
employee for any expenses incurred, including cost of a jurisdictional permit.
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ARTICLE XXI
TEMPORARY ASSIGNMENT
In the event the Employer assigns an employee to a higher classification
different than which said employee is presently occupying, then and in that
event such employee shall be compensated at his original rate of pay for a
period not to exceed twenty-five (25) days. It the employee works four (4) hours
or more in a day on millworker work, that shall be considered as one full day.
Time spent training on millworker work shall not be counted towards the
twenty-five days.
If a subassembler is assigned millworker work by management for the entire
shill and works the entire shift as a millworker, the subassembler will be paid
for performing such millworker work under the applicable millworker progression
based on the subassembler's length of service in the bargaining unit.
ARTICLE XXII
ACCESS OF PREMISES TO UNION REPRESENTATIVE
It is agreed and understood that any representative of the Union, as
designated by the Secretary-Treasurer of the Carpenters, District Council, shall
have access to the mill at any reasonable time, to perform the duties assigned
to him in connection with the Agreement and the representative of the Union
shall notify the Company when he comes on the premises. It is further agreed
that the Employer shall, upon request by the Business Representative, call the
shop steward to the phone to transact business pertaining to the contract.
ARTICLE XXIII
DELINQUENCY CLAUSE
In case of any established delinquencies in contributions of the Employer
to the Pension Trust Fund which are not disputed claims, or any case of
established violations of payments of wages which are not disputed claims, shall
be deemed in violation of this Agreement and the provision of Article X of this
Agreement shall not be operative with relation to such violations and any action
taken in connection therewith to enforce the terms of this Agreement shall not
be considered a violation of this Agreement.
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ARTICLE XXIV
AGREEMENT SHALL CONFORM WITH LAW
None of the provisions of this Agreement shall in any manner contravene,
or be inimical to any federal or Missouri state law, whether now in force or
which may be enacted during the life of this Agreement. In the event any
conflict or repugnance be found to exist between any such law and one or more of
the provisions hereof, the parties hereto agree to alter, change or modify such
provision to conform with such law, as if this Agreement has been executed
subsequent to the enactment of such law.
ARTICLE XXV
FUNERAL LEAVE
Employees who have accumulated one (1) year of service shall be granted a
leave with pay, not to exceed three (3) days through day of funeral, in case of
the death of mother, father, husband, wife, child or mother-in-law and
father-in-law of said employee. Employees who have accumulated one (1) year of
service shall be granted a leave, not to exceed one (1) day's pay, in case of
death of the brother, sister, stepchildren living with the employee,
stepparents, and grandparents of said employee. Proof of death and burial is to
be furnished to the Employer, upon request.
ARTICLE XXVI
LEAVES OF ABSENCE
Leaves of absence shall be granted as required by and in accordance with
the provisions of the Family and Medical Leave Act.
ARTICLE XXVII
NEW EQUIPMENT
Due to new technological methods and new types of machinery coming into
the industry, it is the Union's desire that if and when the Company acquires a
new machine other than normally used in the shop, that both parties hereto
arrange for a meeting to negotiate the said machine's operator into his proper
classification.
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ARTICLE XXVIII
SHOW-UP TIME
On days when there is no work for the employees and if the Company fails
to notify the employees during their shift on the scheduled work day prior to
the day there is no work, the employees shall be paid for four (4) hours'
show-up time unless due to circumstances beyond the control of the Company, or
work four (4) hours, at the election of the Company. Workers who are absent from
work on the scheduled day immediately before the day when there is no work will
not be entitled to four (4) hours' show-up time.
ARTICLE IX
DUES CHECKOFF
The Company agrees upon thirty (30) days' notice thereafter from the Union
that it will deduct initiation fees and membership dues uniformly required of
Union members or an amount equal to said dues and initiation fees upon receipt
from each employee who individually and in writing signs a voluntary deduction
authorization card that complies with all applicable provisions of the federal
law. The deductions for a current month shall be remitted to the Union during
that month.
The Union shall indemnify and save the Company harmless from any claims,
suits, judgments, attachments and from any other form of liability as a result
of making such deduction in accordance with the foregoing authorizations and
assignments.
ARTICLE XXX
EFFECTIVE DATE AND DURATION OF AGREEMENT
This Agreement shall become effective as of the 1st day of May, 1998, and
shall expire on the 30th day of April, 2001, and shall not be subject to change
or modification during such period for any cause or reason whatsoever, and shall
so remain in full force and effect for periods of one (1) year thereafter from
each succeeding termination date, unless and until either of the parties hereto
complies with the following:
1. Serves a written notice upon the other party of the proposed
termination or modification sixty (60) days prior to the expiration
date hereof.
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2. Offers to meet and confer with the other party for the purpose of
negotiating a new contract containing the proposed modifications.
3. Notifies the Federal Mediation and Conciliation Service within sixty
(60) days after such notice of the existence of a dispute, and
simultaneously therewith notifies any state agency established to
mediate disputes within the state, and provided no agreement has
been reached by that time.
4. Continues in full force and effect without resorting to strike or
lockouts all the terms and conditions to the existing contract for a
period of sixty (60) days after such notice is given or until the
expiration date of the contract, whichever occurs later.
IN WITNESS WHEREOF, the parties have affixed their signature as of the day
and year first above written
CARPENTERS' DISTRICT COUNCIL ADAM WHOLESALERS, INC.
BY /s/ Terry Nelson BY /s/ George Henderson
----------------------------- ---------------------------------
TERRY NELSON GEORGE HENDERSON
Executive Secretary-Treasurer
BY /s/ Timothy M. Cox
-----------------------------
TIMOTHY M. COX
Business Representative
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EXHIBIT 11
AGREEMENT
BETWEEN
MORGAN PRODUCTS LTD.
MORGAN DISTRIBUTION DIVISION
DECATUR DISTRIBUTION CENTER
DECATUR, ILLINOIS
AND
TEAMSTER LOCAL NO.279 OF DECATUR, ILLINOIS
AFFILIATED WITH THE INTERNATIONAL BROTHERHOOD OF TEAMSTERS,
AFL-CIO
JULY 15, 1998
<PAGE>
INDEX
ARTICLE NUMBER PAGE NUMBER
- -------------- -----------
ARTICLE I RECOGNITION 1
ARTICLE II UNION SHOP 2
ARTICLE III CHECK OFF 2
ARTICLE IV MAINTENANCE OF STANDARDS 3
ARTICLE V WAGES 3
ARTICLE VI SENIORITY 3
ARTICLE VII HOURS OF WORK 5
ARTICLE VIII HOLIDAYS 6
ARTICLE IX VACATIONS 7
ARTICLE X GRIEVANCE PROCEDURE 8
ARTICLE XI DISCHARGE, SUSPENSION,
UNIFORM RULES AND REGULATIONS 9
ARTICLE XII STRIKES AND LOCKOUTS 10
ARTICLE XIII UNAUTHORIZED ACTIVITY 10
ARTICLE XIV PROTECTION OF RIGHTS 11
ARTICLE XV HEALTH AND WELFARE 11
ARTICLE XVI SAFETY AND HEALTH 11
ARTICLE XVII MANAGEMENT 12
<PAGE>
ARTICLE XVIII SEPARABILITY AND SAVINGS CLAUSE 12
ARTICLE XIX EXAMINATIONS 13
ARTICLE XX MISCELLANEOUS PROVISIONS 13
ARTICLE XXI PENSION 15
ARTICLE XXII FUNERAL LEAVE 15
ARTICLE XXIII MILITARY CLAUSE 15
ARTICLE XXIV BREAKDOWNS OR 15
IMPASSABLE HIGHWAYS
ARTICLE XXV SAVINGS CLAUSE REGARDING 16
WAGE FREEZE
ARTICLE XXVI JURY DUTY 16
ARTICLE XXVII TERMINATION OF AGREEMENT 16
APPENDIX "A" ......... 19
EXHIBIT "B" .......... 20
EXHIBIT "C" .......... 22
<PAGE>
AGREEMENT
This Agreement, dated July 15, 1998, is between Morgan Distribution, a division
of Morgan Products Ltd. - Decatur Distribution Center, Decatur, Illinois, or its
successors (hereinafter referred to as the "Company"), and the Teamsters Union
Local 279 of Decatur, Illinois, affiliated with the International Brotherhood of
Teamsters, AFL-CIO, or its successors (hereinafter referred to as the "Union").
ARTICLE I - RECOGNITION
SECTION 1
The Company agrees to recognize. and does hereby recognize the Union, its
agents, representatives, or successors, as the exclusive bargaining agency for
all of the employees of the Company as herein defined.
SECTION 2
The term "employee" as used in this Agreement shall include all truck drivers.
SECTION 3
The Company will neither negotiate nor make collective bargaining agreements for
any of its employees in the bargaining unit covered hereby unless it be through
duly authorized representatives of the Union.
SECTION 4
The Company agrees that it will not sponsor or promote, financially or
otherwise, any group or labor organization for the purpose of undermining the
Union; nor will it interfere with, restrain, coerce or discriminate against any
of its employees in connection with their membership in the Union.
SECTION 5 - NON-DISCRIMINATION
The provisions of this agreement shall be applied by the Company and the Union
without discrimination with regard to age, race, color, creed, sex, handicap,
national origin, or religion, with respect to selection, placement, Union
membership, training, promotion, wage rates, and other conditions of employment.
Wherein the text of this agreement, words of masculine gender are used, they
shall be interpreted to denote neither masculine nor female gender.
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ARTICLE II - UNION SHOP
SECTION 1
The Union shall be the sole collective bargaining agent for all truck drivers
employed by Morgan Distribution-Decatur, Illinois. The Company agrees that all
such employees shall become and remain members of the Union at the end of a
forty-five (45) worked days probationary period, which is subject to extension
upon request by the Company and Union concurrence as a condition of continued
employment. During such probationary period the Company is free to discharge an
employee with or without cause. At the end of such forty-five (45) worked days
period, the employee shall be placed on the regular seniority list with the
seniority starting from the first day of employment. If an employee, after the
forty-five (45) worked days trial period and extension, is a non-member of the
Union, he shall make application for membership within forty-eight (48) hours
and have his dues and initiation fee paid within sixty (60) days after initial
date of employment, and shall keep his dues paid up to date as a condition of
employment.
SECTION 2
When the Company needs additional men it shall give the Local Union equal
opportunity with all other sources to provide suitable applicants, but the
Company shall not be required to hire those referred by the Local Union.
SECTION 3
Casual drivers who work forty-five (45) days within the twelve (12) month period
will be required to become a member of the Union upon completion of the
forty-fifth (45th) day of work.
ARTICLE III - CHECK OFF
SECTION 1
The Company agrees to deduct each month from the pay checks of all employees who
are members of the Union, and who are covered by this Agreement, all dues and
initiation fees owed to the Teamsters Local Union No. 279 or its successors;
provided, however, that the employee shall have signed and submitted a notice
authorizing such action.
All dues and initiation fees deducted by the Company shall be forwarded to the
President of the Union.
SECTION 2
It is understood and agreed that any monies collected by the Company for the
Union will be taken out of the first pay period of each month for the following
month and remitted to the Union within five (5) days.
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SECTION 3
The Union shall indemnify and save the Company harmless against any and all
claims, demands, suits or other forms of liability that shall arise out of or by
reason of action taken or not taken by the Company in reliance upon written
assignments furnished to the Company by the Union or for the purpose of
complying with any of the provisions of this Article.
ARTICLE IV - MAINTENANCE OF STANDARDS
The Company agrees that all conditions of employment relating to wages, hours of
work, overtime differentials and general working conditions shall be maintained
at not less than the highest minimum standards of the Company in effect at the
time of the signing of this Agreement.
It is agreed that this written contract reflects the entire Agreement between
the parties. Amendments or clarification of this Agreement mutually agreed upon
shall be reduced to writing, attached to, and shall become part of this
contract.
ARTICLE V - WAGES
Wages shall be paid according to "Appendix A" attached hereto and made a part of
this Agreement.
ARTICLE VI - SENIORITY
SECTION 1
In case of the reduction of the force or promotions, the senior man shall have
preference when the fitness, efficiency and ability of the men to perform the
work available are equal.
In any layoff, management will advise the Shop Steward of the individuals to be
affected as far in advance as possible.
In recalls, seniority and ability shall govern. Any employee that is laid off
shall be notified to report for work by certified mail or telephone, followed by
a certified letter. The employee so notified to report for work, and not
reporting within seven (7) days, shall be considered as refusing to return to
work and will be dropped from the recall list. It is the duty of each employee
to keep the Plant Superintendent informed as to his correct mail address and
telephone number.
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SECTION 2
The list of employees rated according to seniority is attached hereto and made a
part of this Agreement. The Company will provide a seniority list when any
change occurs but not greater than once a month to the Union office and Shop
Steward. The seniority list shall be posted on the bulletin board.
SECTION 3
Beginners shall obtain seniority after forty-five (45) worked days of
employment, providing an extension has not been requested by the Company and
received Union concurrence. In case of layoffs, the Company shall lay off such
beginners before putting into effect the seniority policy, as stated above.
Beginners, after having fulfilled forty-five (45) worked days of continuous
service, shall date their seniority from the date they were last employed,
providing an extension of the forty-five (45) worked days' continuous service
has not been requested by the Company and received Union concurrence.
SECTION 4
Any employee desiring a leave of absence from his job shall secure written
permission from both the Union and the Company. Failure to comply with this
provision shall result in the complete loss of seniority rights of the employee
involved. Inability to work because of proven sickness or injury shall not
result in the loss of seniority rights. The Company agrees to grant the
necessary time off, not to exceed thirty (30) days in any calendar year, without
discrimination, and without pay, to any employee designated by the Union to
attend a labor convention or serve in any capacity on other Union business.
SECTION 5
Any employee who is physically or mentally disabled and cannot perform their
normal work due to non-occupational illness or accident supported by medical
evidence shall be continued on the seniority list of the Company for a period of
eighteen (18) months.
SECTION 6
The terms "continuous service" and "employed continuously" as used in this
Article shall be so construed that absence from employment due to illness,
accident, family deaths, or other similar occurrences, or layoffs by the Company
due to slack work or for other causes, shall not cause a break in the meaning of
the word "continuous" for the purpose of computing seniority, pay rates,
vacation entitlement and other provisions of this Agreement.
SECTION 7
Regular employees who leave the service of the Company to enter that of the
United States Armed Forces, or are drafted in the service of the U.S. Maritime
Commissions, or who are drafted by the United States Government for civilian
service, will upon their return, within ninety (90) days from release from such
service, be granted all seniority rights as if continuously employed by the
Company during such service, provided such is required by federal law.
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Such persons will be rehired by the Company to take the place of other persons
employed by the Company who have less seniority.
Under no circumstances will this clause be construed as to require the Company
to increase the number of its employees beyond those actually needed.
SECTION 8
No employee may be transferred from another division of the Company not covered
by this Agreement into a division covered by this Agreement without losing his
seniority.
SECTION 9
An employees seniority and his employment with the Company shall terminate upon
the occurrence of any of the following:
1. Voluntarily terminates employment
2. Discharge for cause
3. Absence exceeding the period for which a leave of absence has been
granted or extended unless the employees excuse is satisfactory to
the Company
4. Layoffs in excess of eighteen (18) months
5. Absence for three (3) consecutive scheduled working days without
prior notice to the Company
6. Failure to notify the Company within three (3) working days of an
intention to return to work (within seven (7) calendar days)
following delivery of a certified mail letter or recall from layoff
mailed to the employee's last known address
7. Acceptance of other employment while on leave of absence unless
agreed to in writing by the Company
8. Retirement
ARTICLE VII - HOURS OF WORK
SECTION 1
The Company agrees that the standard hours of work shall be eight (8) hours per
day or forty (40) hours per week, and that the workweek shall start on Monday
and end on Friday. All work in
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excess of forty-three (43) hours per week shall be paid at the rate of time and
one-half the employees straight time hourly wage rate.
SECTION 2
All work performed on Saturday shall be paid at time and one-half. All work
performed on Sunday shall be paid at double time.
SECTION 3
If a driver reports for work and is sent home because no work is available, he
shall be paid for the first four (4) hours of his scheduled work period at his
regular straight-time hourly rate. This minimum four (4) hour guarantee will
also apply if a driver reports and begins to work, but is sent home after
working less than four (4) hours of his scheduled shift.
A driver who is called back to work will be paid not less than four (4) hours
pay at his regular straight time hourly rate.
If a driver has commenced his daily trip and encounters an impassable road
condition of his trip, he will be eligible for four (4) hours of reporting pay.
The Company may utilize the employee at work other than driving trucks, if
necessary.
SECTION 4
For purposes of computing overtime when a holiday(s) occur within a workweek,
employees shall be credited for time worked.
SECTION 5
Overtime shall not be pyramided. All employees shall be paid weekly on Friday of
the week following the close of the week in which work was performed.
SECTION 6
Casual drivers will only be used when an employee who is scheduled off is not
available at the time the need arises or within a time frame required by the
Company to manage an efficient operation.
ARTICLE VIII - HOLIDAYS
SECTION 1
All employees shall receive eight (8) hours of pay at their regular hourly rate
for the following holidays, without working on such days:
New Year's Day Memorial Day
Independence Day Labor Day
Thanksgiving Day Day following Thanksgiving Day
Day before Christmas Christmas Day
Good Friday Employee's Birthday
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SECTION 2
To be eligible for holiday pay, the employee must work the full scheduled
workday before and after such holidays unless excused by the Company.
SECTION 3
Any work performed on these holidays shall be paid at double time in addition to
holiday pay. Should any of the above holidays fall on Sunday, the day observed
by decree or proclamation shall be considered the legal holiday.
SECTION 4
An employee has the following options relative to New Year's Eve, if this day is
scheduled down by the Company:
1. Unpaid.
2. Substitute for Birthday holiday.
3. Use a day of vacation.
ARTICLE IX - VACATIONS
SECTION 1
A vacation of one (1) week with pay shall be granted to any employee covered by
this Agreement who has been in the service of the Company for one (1) year. A
vacation of two (2) weeks with pay shall be granted to any employee covered by
this Agreement who has been in the service of the Company for a period of three
(3) years or more. A vacation of three (3) weeks with pay shall be granted to
any employee covered by this Agreement who has been in the service of the
Company for a period of eight (8) years or more. A vacation of four (4) weeks
with pay shall be granted to any employee covered by this Agreement who has been
in the service of the Company for a period of eighteen (18) years or more. Each
week's vacation pay shall consist of forty (40) hours at the employee's hourly
base rate.
SECTION 2
To be eligible for vacation, the employee must have worked at least one hundred
fifty (150) days within the calendar year prior to his vacation. Absence of an
employee due to an "on-the-job" injury or illness provided the employee has at
least one (1) year of seniority will be credited as time worked for vacation
eligibility.
SECTION 3
The vacation period shall be from January 1 through December 31. The choice of
vacation period shall be determined by seniority. Employees entitled to three or
more weeks vacation may take up to two (2) weeks vacation without restriction.
The third and/or fourth weeks must be scheduled between January 1st and April
1st or November 1st and December 31st of a given calendar year. If entitled, an
employee may schedule three (3) or four (4) consecutive weeks
7
<PAGE>
vacation between January 1st and April 1st or November 1st and December 31st of
a given calendar year.
SECTION 4
It is agreed that whenever a holiday falls within an employee's vacation period,
such employee shall be granted an additional day of vacation which may be taken
at a later date which has mutually been agreed to by the Company and the
employee.
SECTION 5
Any employee who leaves the service of the Company shall receive all vacation
earned but not taken.
SECTION 6
The Company shall have the right to determine vacation leaves of absence so that
such vacation leaves of absence shall not interfere with efficient operations of
the Company.
ARTICLE X - GREIVANCE PROCEDURE
SECTION 1
For the purpose of this Agreement, a grievance is defined as any dispute or
disagreement between the employee or employees and the Company of the Union and
the Company as to interpretation of this Agreement. A grievance to be timely
must be presented within five (5) scheduled working days from the time the
employee involved first knew, or could have known of the facts giving rise to
the grievance.
STEP 1: The aggrieved employee or employees shall record their grievance
on a grievance blank and present the same to the Shop Steward. The Shop
Steward will then attempt to settle the grievance with the foreman or
immediate supervisor of the employee as soon as possible. The Shop Steward
shall be advised by the employee's immediate supervisor within three (3)
working days after submission of the written grievance as to the terms, if
any, upon which the Company is willing to adjust the grievance.
STEP 2: If no satisfactory adjustment is agreed upon, the matter shall be
referred by the Shop Steward to the Plant Superintendent, or some other
executive officer of the Company, with authority to act, who shall review
the alleged grievance and offer a decision within five (5) working days
after receipt of the grievance.
STEP 3: If the grievance is not resolved in Step 2, the grievance shall be
referred to Step 3 within five (5) working days of the Company's answer in
Step 2. The General Manager and/or his designee shall meet with the
appropriate Local Union Representative to attempt to resolve the dispute.
Such meeting will be held within fifteen (15) working days of the
Company's answer in Step 2. The Company will provide a written response to
the Union within five (5) scheduled working days of the meeting.
8
<PAGE>
STEP 4: If the grievance is not resolved in Step 3, the Federal Mediation
and Conciliation Service may be requested to supply a panel of seven (7)
arbitrators. The parties will thereafter meet or otherwise confer to
select the arbitrator. The Union and the Company shall each have the right
to strike three (3) names, and the last remaining named person shall be
the arbitrator.
The procedure set forth herein may be invoked only by the authorized Union
representative or the Employer, and the time limits may be extended by
mutual agreement.
SECTION 2
Any grievance involving discharge must be presented within ten (10) calendar
days from the date of discharge.
SECTION 3
The arbitrator shall have no authority to modify, amend, revise, add to or
subtract from any of the terms of this Agreement and shall be strictly limited
to the interpretation or application of the express provisions of this
Agreement.
The decision and award of the arbitrator shall be in writing and shall be final
and binding upon the parties to the Agreement subject to any remedies at law.
The fees and expenses of the arbitrator shall be borne and divided equally
between the Company and the Union. Any expenses connected with the calling of
any witness shall be borne by the party calling such witness.
ARTICLE XI - DISCHARGE, SUSPENSION, UNIFORM RULES & REGULATIONS
SECTION 1
The Company shall not discharge any employee without just cause and shall give
at least one (1) warning notice by registered mail of any complaint regarding
quantity or quality of work to the employee in writing and a copy of same to the
Union affected, except that no warning notice need be given to an employee
before he is discharged if the cause of such discharge is dishonesty,
drunkenness, or being under the influence of liquor or drugs, hauling or being
in the possession of intoxicants or drugs during working hours, gross
insubordination, hauling unauthorized passengers, or recklessness resulting in
serious accident while on duty. A warning notice shall remain in effect for a
period of six (6) months from the date of said warning notice. Discharge shall
be by proper written notice both to the employee affected and the Union.
9
<PAGE>
Any employee may request an investigation as to his discharge. Should such
investigation prove that an injustice has been done to an employee, he shall be
reinstated and, if so agreed, compensated at his usual rate of pay while he has
been out of work. Appeal from discharge must be taken within ten (10) calendar
days by written notice and a decision reached within ten (10) days from the date
discharged.
SECTION 2
The Union will not tolerate the misuse or willful destruction of the Company's
equipment by any of its members. A warning notice will be given, except in
deliberate case of abuse.
ARTICLE XII - STRIKES AND LOCKOUTS
The Union agrees that during the term of this Agreement neither the Union nor
its agents nor its members will authorize, instigate, aid, condone, or engage in
any work stoppage or strike. The Company agrees that during the same period
there shall be no lockouts.
ARTICLE XIII - UNAUTHORIZED ACTIVITY
It is understood and agreed that the Union shall have no financial liability for
acts of its members or agents which are unauthorized and which he Union cannot
control. It is agreed, however, that in the event of any such unauthorized
action the Union shall, upon receiving notice thereof, urge its members to
return to work if there should be a work stoppage and, just as soon as
practical, address a letter to the Company notifying the Company that the action
of the Union members or agents is unauthorized.
The Company shall be privileged to discipline employees responsible for such
unauthorized activities without violation of the terms of this Agreement;
subject, however, to the grievance and arbitration provisions of this Agreement.
In order that the Company may be apprised of the officer of the Union empowered
to authorize strikes, work stoppages, or actions which will interfere with the
activities required of employees under this Agreement, it is understood and
agreed that only the President of the Union has the power or authority to
authorize any such action or give the orders or directions necessary to carry
out any such action.
10
<PAGE>
ARTICLE XIV -PROTECTION OF RIGHTS
It shall not be a violation of this Agreement, and it shall not be cause for
discharge, if any employee refuses to go through a picket line legally
authorized by a striking Union. The Union agrees that in the event the Company
becomes involved in a controversy with any other Union, the Union will do all in
its power to effect a fair settlement.
ARTICLE XV - HEALTH AND WELFARE
The Company and the Union have agreed to a program of health and welfare
benefits for employees in the bargaining unit represented by the Union and
covered by this Agreement. Said program is set forth in the document "Morgan
Products Ltd. - Decatur Teamsters." (See attached Exhibits B and C.) Said plan
and all terms and conditions thereof shall be deemed to be a part of this
Agreement as if solely set forth herein.
The Company may change the carrier for any benefit provided that the benefit is
equal to or better than the former benefit. Prior to making any change in
carrier, the Company shall provide the Union with thirty (30) days notice of the
changes.
The Dental Assistance Plan (Exhibit B) and Comprehensive Medical Benefits
(Exhibit C) shall be paid 85% Company and 15% Employee. The employee's
contribution as a percentage of the plan costs shall be adjusted on the first of
each calendar year, except that the current level of employee contribution will
be frozen until January 1, 2000.
ARTICLE XVI -SAFETY AND HEALTH
SECTION 1
The Company shall continue to make reasonable provisions for the safety and
health of its employees at the plant during the hours of employment. Protective
devices on equipment necessary to properly protect employees from injury shall
be provided by the Company. All safety equipment required by the company,
excluding safety shoes, will be supplied by the Company at no cost to the
employee.
SECTION 2
If any employee feels the equipment assigned is unsafe or does not conform to
all applicable federal and state safety laws, such complaint is applicable to
the Grievance Procedure - Article X.
It shall be up to the individual driver to decide if the roads are safe to
travel during the winter season.
11
<PAGE>
SECTION 3
It is hereby understood and agreed that drivers will be required to wear OSHA
approved safety shoes during regular working hours. The company agrees to pay an
annual safety shoe allowance of sixty dollars ($60.00) for each full-time
driver. All three years of the allowance is to be paid to existing drivers upon
ratification of this Agreement. New drivers, hired after the ratification of
this Agreement, will receive the annual allowance of sixty ($60.00) at the first
of the year following the satisfaction of their probationary period, and
annually thereafter on the first day of each year of this Agreement. Casual
drivers will be required to wear safety shoes.
ARTICLE XVII - MANAGEMENT
The right to hire, maintain order and efficiency is the sole responsibility of
the Management. The right to promote and the right to discipline and discharge
for cause is likewise the sole responsibility of the Management; provided,
however, such promotions, discipline or discharge shall not be contrary to the
letter or spirit of this Agreement.
The Union recognizes other rights and responsibilities belonging solely to
Management, common among which, but by no means wholly inclusive, are the rights
to decide the products to be manufactured, the standard of quality of products
and workmanship and schedules of production.
The Company construes and the Union recognizes the provisions of this Agreement
as constituting limitations and being the only limitation upon Management's
rights to manage its business.
ARTICLE XVIII - SEPARABILITY AND SAVINGS CLAUSE
If any Article or Section of the Agreement or if any riders thereto should be
held invalid by operation of law or by any tribunal of competent jurisdiction,
or if compliance with or enforcement of any Article or Section should be
restrained by such tribunal pending a final determination as to its validity,
the remainder of the Agreement and of any rider thereto, or the application of
such Article or Section to persons or circumstances other than those as to which
it has been held invalid or as to which compliance with or enforcement of has
been restrained, shall not be affected thereby.
In the event that any Article or Section is held invalid or enforcement of or
compliance with which has been restrained, as above set forth, the parties
affected thereby shall enter into immediate collective bargaining negotiations,
upon the request of the Union or Company, for the purpose of arriving at a
mutually satisfactory replacement for such Article or Section during the period
of invalidity or restraint. If the parties do not agree on a mutually
satisfactory replacement, either party shall be permitted to all legal or
economic recourse in support of its demands notwithstanding any provision in
this Agreement to the contrary.
12
<PAGE>
ARTICLE XIX - EXAMINATIONS
Physical, mental or other examinations required by a government body or the
Company shall be promptly complied with by all employees; provided, however, the
Company shall pay for all such examinations. The Company shall not pay for any
time spent in the case of applicants for jobs, but shall be responsible to other
employees for all time spent at the place of examination or examinations.
Examinations are to be taken at the employees home terminal.
The Company reserves the right to select its own medical examiner or physician,
and the Union may, if it believes an injustice has been done an employee, have
said employee re-examined at the Union's expense.
ARTICLE XX - MISCELLANEOUS PROVISIONS
SECTION 1
The Company agrees to post within the business premises such proper notices of
Union meetings, etc., as may be delivered to it by the Union.
SECTION 2
An authorized representative of the Union shall have access at all times during
working hours to the Company's premises for the purpose of conferring with the
officers of the Union, the Shop Steward and the Company's officials, providing
the Union notifies the Branch Manager or a Management representative.
SECTION 3
Drivers shall not be allowed to haul any merchandise, tools, or equipment loose
in the cab of the trucks.
SECTION 4
If any employee is required by the Company to attend school or safety meetings,
he shall be paid for the time spent in such activity at the rate he would have
been earning under this Agreement if he had been working. An employee who
attends school voluntarily or under a voluntary plan set up by the Company shall
not be paid for the time spent in said voluntary attendance. The pay provisions
of the reporting pay and call in pay of this Agreement do not apply in the case
of safety meetings as such.
SECTION 5
In case of authorized overnight trips, meals and pre-approved lodging shall be
paid for by the Company. Meals shall be evening and breakfast. Reimbursable
expenses incurred by drivers will be paid by the Company within twenty-four (24)
hours after the driver submits his expense report with required expense
receipts.
13
<PAGE>
SECTION 6
No employee shall be held responsible for damage done to trucks operated by him
or merchandise under his charge, except where such employee is clearly
neglectful or at fault.
SECTION 7
The Company agrees to provide uniforms for employees. The Company agrees to
purchase five (5) uniforms for each new driver after completion of their
probationary period, and it will be the driver's responsibility to maintain and
wash these uniforms. The Company also agrees to replace any worn out, or
improperly fitting uniforms that are returned to the Company. (5 trousers, 5
long sleeved shirts, and 5 short sleeved shirts.) The Company may, at its
discretion, replace or alter uniforms that become ill-fitted.
SECTION 8
The one-half (1/2) hour unpaid lunch period may be taken at the driver's
discretion. However, if a driver works through his lunch period, he should note
the periods as "worked" on his time card. If there is computer confirmation, the
one-half hour will be paid.
SECTION 9
An employee suffering injury on the job shall not lose any pay due to same on
day of injury, providing such injury requires confinement or loss of time. Such
injury shall be reported and medical attention shall be sought if nature of
injury and Company requires same.
SECTION 10
In case of any breakdowns out of town, the Company shall pay for the following
expenses: hotel bills, meals, transportation and wages for all time spent with
equipment, unless such breakdown is caused clearly by the fault or neglect of
the employee. All breakdowns shall be reported promptly to the Company.
SECTION 11
The Company shall furnish Sickness and Accident insurance which shall pay to the
employee, eighth (8th) day of sickness and from the first (1st) day of
off-the-premises accident or hospitalization, the sum of one-hundred sixty-five
dollars ($165.O0) per week for a period of twenty-six (26) weeks. Effective July
17, 1997 the weekly payment will be increased to one hundred seventy dollars
($170.00) per week for a period of twenty-six (26) weeks.
SECTION 12
The Company agrees to compensate the Union Steward for one-half the hours lost
due to regular contract negotiations up to a maximum of four (4) hours in any
one work day. Compensation will be made based on the steward's straight time
hourly wage rate. The Union agrees to reimburse the steward up to four (4) hours
in any one work day spent in contractual negotiations.
14
<PAGE>
ARTICLE XXI - PENSION
SECTION 1
The Company and the Union have agreed to a program of pension benefits for
employees in the bargaining unit represented by the Union and covered by this
Agreement. Said program is set forth in the document "Morgan Products Ltd.
Hourly Employees' Pension Plan", - a copy of which has been given to the Union.
It is further agreed by the Company and the Union that effective on July 31,
1998, benefit service and benefit levels for employees who were entitled to the
aforementioned benefit at the time of the ratification of this agreement will be
frozen. No new employee will become a participant in this plan.
From August 1, 1998 employees will be eligible to participate in the Company's
Profit Sharing and 401K Plan as described in the Summary Plan Description
provided to the Union.
ARTICLE XXII - FUNERAL LEAVE
In case of death of mother, mother-in-law, father, father-in-law, brother,
sister, husband, wife, child, or grandparents, the Company will grant a leave of
absence with pay from day of death until and including day of funeral, not to
exceed three (3) working days.
ARTICLE XXIII - MILITARY CLAUSE
Employees enlisting or entering the military or naval service of the United
States, pursuant to the provisions of the Military Selective Service Act of
1967, as amended, shall be granted all rights and privileges provided by the
Act.
ARTICLE XXIV - BREAKDOWNS OR IMPASSABLE HIGHWAYS
On breakdowns or impassable highways, drivers on all runs shall be paid the
minimum hourly rate for all time spent on such delays, commencing with the first
hour or fraction thereof, but not to exceed more than eight (8) hours out of
each twenty-four (24) hour period, except that when an employee is required to
remain with his equipment during such breakdown or impassable highway, he shall
be paid for all such delay time at the rate specified in this Agreement.
15
<PAGE>
Time required to be spent with the equipment shall not be included within the
first eight (8) hours out of each twenty-four (24) hour period for which a
driver is compensated on breakdowns or impassable highways, but must be paid for
in addition.
Where an employee is held longer than an eight (8) hour period, he shall, in
addition, be furnished clean, comfortable, sanitary lodging, plus meals. The pay
for delay time shall be in addition to monies earned for miles driven and/or
work performed.
ARTICLE XXV - SAVINGS CLAUSE REGARDING WAGE FREEZE
If any proposal submitted by the Union, if granted, may not be put into effect
because of applicable legislation, executive orders or regulations dealing with
Wage and Price Stabilization, then such proposals or any part thereof, including
any retroactive requirement thereof, shall become effective at such time, in
such amounts, and for such periods, retroactively and prospectively, as will be
permitted by law at any time during the life of this Agreement and any extension
thereof.
ARTICLE XXVI - JURY DUTY
Employees actively employed who have one (1) year or more of seniority and who
are required to serve on a jury panel shall (upon presentation to the Company of
satisfactory evidence of their being required to serve, their time spent in jury
service and the amount of compensation received) be paid the difference between
their straight-time hourly rate of pay (based upon eight (8) hours per day) and
the amount of compensation received for jury service for a maximum period of two
(2) weeks during any calendar year. Employees will report to work on the
scheduled workday following release from jury service.
ARTICLE XXVII - TERMINATION OF AGREEMENT
This Agreement shall become effective as of the 15th day of July 1998, and shall
remain in full force and effect until the 15th day of July 2001.
Notification may be given at least sixty (60) days prior to the expiration date
by either of the parties hereto.
Should notice of termination or desired modification be given in the manner
provided for above, the party desiring the same shall:
16
<PAGE>
1. Offer to meet and confer with the other party for the purpose of
negotiating a new agreement or an agreement containing the proposed
modifications.
2. Notify the Federal Mediation and Conciliation Service within thirty
(30) days after such notice of the existence of a dispute, and
simultaneously, therewith, notify any state agency established to mediate
disputes within the state, provided no agreement has been reached by that
time.
3. Continue in full force and effect, without resorting to strike or
lockout, all the terms and conditions of this Agreement for a period of
sixty (60) days after such notice is given or until the expiration date of
this Agreement, whichever occurs later.
In the process of bargaining in good faith for a new Agreement or an Agreement
containing the desired modifications, the parties recognize the fact that it may
be necessary to continue their negotiations after the date upon which this
Agreement legally terminates, and in order to provide for their duties and
obligations for the period of time between the termination date of this
Agreement and the date upon which they conclude a new Agreement or one
containing the desired modifications, it is understood and agreed as follows:
1. The parties shall continue to bargain and negotiate in good faith in an
effort to reach a complete agreement and understanding covering the terms
and provisions of a new Agreement to take the place of this one or an
Agreement containing the desired modifications, and such negotiations
shall continue until either a complete agreement and understanding is
reached, or until either or both parties conclude that it is not probable
that further negotiations will result in an Agreement.
2. All of the terms and provisions of this Agreement shall be continued in
full force and effect and extended from the termination date hereof to
such time as the parties either enter into a new Agreement or an Agreement
containing the desired modifications, or terminate further negotiations in
the manner above mentioned.
17
<PAGE>
Post Office address of the Union: 2210 East Hickory Street
Decatur, IL 62526
Post Office address of the Company: 3205 North 22nd Street
Decatur, IL 62526
FOR THE COMPANY: FOR THE UNION:
MORGAN PRODUCTS LTD. TEAMSTERS UNION LOCAL NO. 279
/s/ Darrell J. Olson /s/ Roy E. Davis
- ------------------------------ -----------------------------
Darrell J. Olson Roy E. Davis
Vice President-Human Resources President & Business Agent
Morgan Products Ltd. Teamsters Union Local 279
18
<PAGE>
APPENDIX 'A'
It is agreed that Appendix A shall be attached to and become a part of the
Agreement existing by and between Morgan Products Ltd. and Teamsters Union Local
No. 279.
1. Wage Rates:
Effective July 15, 1998
Driver's Rate $12.41 per hour
Effective July 5, 1999
Driver's Rate $12.71 per hour
Effective July 15, 2000
Driver's Rate $12.96 per hour
2. Shift Differential
Twenty Cents ($0.20) per hour shift differential for night shuttle driver.
3. New employees hired after July 15, 1995 will be compensated in accordance
with the following schedule:
(1) 0-6 months service 85% of base rate
(2) 6-12 months service 90% of base rate
(3) 12-18 months service 95% of base rate
(4) 18+ months service 100% of base rate
19
<PAGE>
EXHIBIT B
DENTAL ASSISTANCE PLAN
HOW THE PLAN WORKS
The Dental Assistance Plan covers four types of dental care:
CLASS A - Preventive and Diagnostic Services
-routine cleaning
-oral exams (Up to twice in a 12-month period.)
-topical application of fluoride
The Plan is designed to encourage you and your family to see your dentist
regularly for check-ups. Therefore, no deductible need be met for Preventive and
Diagnostic Services. In addition, the amount of your reimbursement will be 100%.
CLASS B - Basic Restorative Services
-fillings -periodontic (gum) treatment
-extractions -repair of crowns, bridges, and dentures
-root canal therapy -anesthesia
-oral surgery
After you meet the deductible (described below), you will be reimbursed at the
rate of 80% of reasonable and customary charges for Basic Restorative Services.
CLASS C - Major Restorative Services
-crowns
-bridges
-dentures
After you meet the deductible, you will be reimbursed at the rate of 50% of
reasonable and customary charges for Major Restorative Services.
20
<PAGE>
CLASS D - Orthodontic Services
-treatment to straighten teeth
After you meet the deductible, you will be reimbursed at the rate of 50% of
reasonable and customary charges for Orthodontic Services - up to a lifetime
maximum of $500 for each covered person.
THE DEDUCTIBLE
Payments for all dental services except CLASS A Preventive and Diagnostic
Services will start after you meet the annual deductible.
Annual Deductible
$35.00 per person ($70.00 family maximum)
MAXIMUM BENEFITS
The Plan will pay up to $1000 per year for each covered person for Class A,
Class B, and Class C Services combined. For Class D Services, there is a
lifetime maximum of $500 for each covered person.
21
<PAGE>
EXHIBIT "C"
HEALTH and Life BENEFITS
For You and Your Dependents
Health and Life Insurance:
Health and life insurance benefits are described on the following pages. The
schedule of health benefits described herein are to be provided through a
Preferred Provider Organization.
Supplemental Life Insurance:
Employee can purchase an additional amount of insurance with additional
Accidental Death and Dismemberment equal to the amount in force at $0.21 per
thousand per month.
22
<PAGE>
SCHEDULE OF BENEFITS
EFFECTIVE
APRIL 1, 1998
-------------
BASIC LIFE/AD&D
1x ANNUAL EARNINGS
(2,080 HRS x BASE HRLY
RATE) 7/1/98 AVG. $24,000
SHORT TERM DISABILITY
BENEFITS BEGIN: ACCIDENT 1ST DAY
INPT. HOSP. OR
OUTPT. SURGERY 1ST DAY
SICKNESS 8TH DAY
BENEFITS PAYABLE FOR 26 WEEKS
BENEFIT AMOUNT $170
DENTAL
DEDUCTIBLE $35/$70
PREVENTIVE 100% (NO DED.)
BASIC 80%
MAJOR 50%
ORTHODONTIC 50%
ORTHO MAX. $1,000
ANNUAL MAX. $1,000
<PAGE>
EMPLOYEE CONTRIBUTIONS
EFFECTIVE JULY 1, 1998
PLAN A (ALL BENEFITS)
WEEKLY
------
SINGLE FAMILY
------ -------
WEEKLY CONTRIBUTION $ 7.49 $ 18.57
SEC. 125 TAX SAVINGS (27%) 2.02 5.01
------ -------
WEEKLY NET EFFECT ON CHECK $ 5.47 $ 13.56
EFFECTIVE 1/1/00 AND 1/1/01, THE CONTRIBUTIONS WILL BE ADJUSTED TO BE EQUAL TO
15% OF THE THEN CURRENT MORGAN PPO MEDICAL AND DENTAL PLAN COSTS
PLAN B
LIFE/AD&D DIS. DENT FAMILY
- ------------------- ------
WEEKLY CONTRIBUTION $ 2.00
SEC. 125 TAX SAVINGS (24%) (.54)
------
WEEKLY NET EFFECT ON CHECK $ 1.46
PLAN C
LIFE/AD&D AND DISABILITY NO EMPLOYEE CONTRIBUTION
<PAGE>
July 7, 1998
MORGAN PPO MEDICAL PLAN
DECATUR TEAMSTERS LOCAL #279 EMPLOYEES
EFFECTIVE AUGUST 1, 1998
<TABLE>
<CAPTION>
IN-NETWORK AREA NON-NETWORK AREA
--------------- ----------------
IN-NETWORK OUT-OF-NETWORK
---------- --------------
<S> <C> <C> <C> <C>
DEDUCTIBLE:
INDIVIDUAL $200
FAMILY MAX. $400
COINSURANCE 90% 70% 80%
BREAKPOINT:
INDIVIDUAL $10,000
FAMILY $10,000
OUT-OF-POCKET LIMIT:
INDIVIDUAL $1,200 $3,200 $2,200
FAMILY $1,400 $3,400 $2,400
OFFICE VISITS $15 COPAY THEN DED. THEN 70% DED. THEN 80%
100%, NO DED.
PREVENTIVE BENEFITS
ROUTINE PAP SMEAR NO DED. - 100% NOT COVERED NO DED. - 100%
ROUTINE PHYSICALS 100%, NO DED. NOT COVERED 100%, NO DED.
MAMMOGRAMS MAMMOGRAMS
PROSTATE EXAM PROSTATE EXAM
BLOOD TESTS BLOOD TESTS
CHEST X-RAY CHEST X-RAY
EKG EKG
URINALYSIS URINALYSIS
OTHER APPROPRIATE OTHER APPROPRIATE
TESTS TESTS
</TABLE>
<PAGE>
MEDICAL BENEFIT COMPARISON
<TABLE>
<CAPTION>
IN-NETWORK AREA NON-NETWORK AREA
--------------- ----------------
IN-NETWORK OUT-OF-NETWORK
---------- --------------
<S> <C> <C> <C> <C> <C>
WELL CHILD CARE 100%, NO DED. NOT COVERED 100%, NO DED.
OFFICE VISITS OFFICE VISITS
MEDICAL EXAMS MEDICAL EXAMS
IMMUNIZATIONS IMMUNIZATIONS
(NO AGE LIMIT) (NO AGE LIMIT)
ALL PREVENTIVE - ALL PREVENTIVE -
$300 ANNUAL MAX. $300 ANNUAL MAX.
SUPPLEMENTAL
ACCIDENT DED./90% (ER 80%) DED./70% DED./80%
PRESCRIPTION DRUGS DISCOUNT CARD
AUTO CLAIM FILING
DED., THEN 80%
(O.C.'S NOT COVERED)
HOME HEALTH CARE DED./80% DED./80%
SKILLED NURSING
FACILITY DED./80% DED./80%
HOSPICE DED./80% DED./80%
BIRTHING CENTER DED./90% DED./70% DED./80%
PRE- AND POST-ADMSN.
TESTING DED./90% DED./70% DED./80%
SECOND SURGICAL
OPINION $15 COPAY THEN DED./70% DED./80%
100% (NO DED.)
OUTPATIENT SURGERY DED./90% DED./70% DED./80%
</TABLE>
<PAGE>
MEDICAL BENEFIT COMPARISON
<TABLE>
<CAPTION>
IN-NETWORK AREA NON-NETWORK AREA
--------------- ----------------
IN-NETWORK OUT-OF-NETWORK
---------- --------------
MENTAL, NERVOUS & SUBSTANCE ABUSE
<S> <C> <C> <C> <C>
INPATIENT DED./90% DED./70% DED./80%
30 DAYS CAL. YR.
60 DAYS LIFETIME
OUTPATIENT DED./50% TO $50 BENEFIT
PAYMENT
ANN. MAX. 50 VISITS
150 VISITS LIFETIME MAX.
CHIROPRACTIC DED./80%
ANNUAL MAXIMUM $500
LIFETIME MAXIMUM $2,000
LIFETIME BENEFIT LIMIT $1,000,000
PRE-EXISTING
CONDITIONS NONE FOR NEW EMPLOYEES
COORDINATION OF
BENEFITS "INTEGRATION" - TOTAL
PAYMENT LIMITED TO PPO
SCHEDULE OF BENEFITS
ELIGIBLE DEPENDENTS SPOUSE - CHILDREN 19,
STUDENTS 25 AND GRAND-
CHILDREN IF CHILD/MOTHER
COVERED
PLAN ADMINISTRATOR GREAT-WEST LIFE
</TABLE>
<PAGE>
ADVANTAGES
OF USING "IN" NETWORK PROVIDERS
HIGHER BENEFITS 90% VS. 70% COVERAGE
OFFICE VISIT "COPAY" ($15) VS. DEDUCTIBLE & COINSURANCE
PREVENTIVE CARE EXPENSES NOW COVERED
NO CLAIM FORMS
NO "REASONABLE & CUSTOMARY" PROBLEMS
NO PRECERTIFICATION RESPONSIBILITY
(OUT OF NETWORK PENALTY $250 VS. OLD 50% TO $1,000)
DECATUR
UNIQUE SITUATION
DECATUR MEMORIAL IS CONTRACTED WITH "ONE HEALTH" (GWL PPO CO.)
PHYSICIAN SOLICITATION IS UNDERWAY - DIFFICULT
NO ORGANIZATION
INDIVIDUAL DOCTORS
(NEED NAMES OF DOCTORS & HOSPITALS USED BY MORGAN EMPLOYEES)
CURRENT "ACCESSIBILITY" NOT SUFFICIENT TO MAKE A "NETWORK"
INTERIM PLAN: DECATUR MEMORIAL IS "IN-NETWORK WITH 90% BENEFIT
OTHER HOSPITALS IN THE AREA ARE "OUT OF AREA" WITH 80% BENEFIT
ALL PHYSICIANS WILL BE CONSIDERED OUT OF AREA WITH 80% BENEFIT
UNTIL SUCH TIME THAT AN ADEQUATE "ACCESSIBLE" NETWORK IS
ESTABLISHED
WHEN NETWORK BECOMES ESTABLISHED, THE PLAN WILL BE CHANGED TO
A TRUE PPO:
A. 90% IN AND 70% OUT OF NETWORK FOR ALL PROVIDERS
B. PREVENTIVE COVERAGE ONLY FOR IN-NETWORK PROVIDERS
C. $15 COPAY FOR IN-NETWORK OFFICE VISITS BENEFIT
<PAGE>
EXHIBIT 12
UNITED PAPERWORKERS INTERNATIONAL UNION
REGION LX, AFL-CIO, LOCAL NO. 7828, DECATUR, ILLINOIS
AND
MORGAN DISTRIBUTION, A DIVISION OF
MORGAN PRODUCTS LTD.
DECATUR, ILLINOIS
UNION CONTRACT
PREAMBLE
This Agreement is made and entered into this 2nd day of January, 1996, by and
between the Morgan Products Ltd., for its plant at Decatur, Illinois,
hereinafter called the "Company" and the United Paperworkers International
Union, Region IX, AFL-CIO, Local No. 7828, hereinafter called the "Union."
<PAGE>
LABOR AGREEMENT
TABLE OF CONTENTS
PAGE
ARTICLE NUMBER
- ------- ------
I PURPOSE .......................................................... 4
II RECOGNITION ...................................................... 4
III CHECK OFF ........................................................ 4
IV UNION SECURITY ................................................... 5
V MANAGEMENT ....................................................... 5
VI SENIORITY ......................................................... 5
VII HOURS OF WORK .................................................... 9
VIII VACATIONS ........................................................ 11
IX HOLIDAYS ......................................................... 12
X REPORT AND CALL-IN ............................................... 13
XI LEAVE OF ABSENCE ................................................. 14
XIII FUNERAL LEAVE .................................................... 14
XIII JURY DUTY ........................................................ 15
XIV WAGES ............................................................ 15
XV GRIEVANCE PROCEDURE .............................................. 16
XVI INSURANCE ........................................................ 17
XVII PENSIONS ......................................................... 18
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XVIII SAFETY ........................................................... 19
XIX GENERAL .......................................................... 20
XX NON-DISCRIMINATION ............................................... 21
XXI NO STRIKE AND NO LOCK-OUT ........................................ 22
XXII DURATIONS AND SCOPE .............................................. 23
APPENDIX "A" ..................................................... 24
APPENDIX "B" ..................................................... 25
APPENDIX "C" ..................................................... 26
APPENDIX "D" ..................................................... 27
APPENDIX "E" ..................................................... 29
APPENDIX "F" ..................................................... 30
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ARTICLE I - PURPOSE
The general purpose of this Agreement is to promote the mutual interest of the
Union and the Company; to provide for the operation of the plant of the Company,
under methods which will further, to the fullest extent, the safety and welfare
of the employees; orderly collectively bargaining relations; prompt and
equitable disposition of grievances; economy of operation; quantity and quality
of production; and elimination of waste. It is recognized by this Agreement to
be the duty of the Union and its members and the Company to cooperate fully,
individually, and collectively for the advancement of these conditions.
ARTICLE II - RECOGNITION
1. The Company recognizes the United Paperworkers International Union, Region
IX, AFL-CIO, Local 7828, as the exclusive collective bargaining agency for
all its employees at the Company's Decatur, Illinois establishment,
including shop departments, and warehouse department, per job
classifications attached hereto as Appendix "A," but excluding all other
employees, guards and supervisors. Omission of a specific job
classification does not preclude Union representation.
2. The term "Employee" as used herein includes only those persons for which
the Union is the exclusive collective bargaining agency as set forth
above.
3. Temporary employees, including summer work personnel, shall not be
entitled to pay in excess of the lowest pay scale accorded Union employees
in the same work category and shall not be entitled to benefits of
overtime pay where Union personnel are available to perform the same,
except as provided under Article VII - Hours of Work, Section 6.
ARTICLE III - CHECK OFF
1. The company agrees to deduct each month from the pay checks of all
employees who are members of the Union, and who are covered by this
Agreement, all dues and initiation fees owed to the United Paperworkers
International Union, Region IX, AFL-CIO, Local No. 7828 or its successors;
provided, however, that the employee shall have signed and submitted a
notice authorizing such action.
All dues and initiation fees deducted by the Company shall be forwarded to
the Recording Secretary of the Local Union No. 7828.
2. It is understood and agreed that any monies collected by the Company for
the Union will be taken out of the first pay period of each month for the
following month, and remitted to the Union within five (5) days.
3. The Union shall indemnify and save the Company harmless against any and
all claims, demands, suits or other forms of liability that shall arise
out of or by reason of action taken or not taken by the Company in
reliance upon written assignments furnished to the Company by the Union or
for purpose of complying
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<PAGE>
with any of the provisions of this Article.
ARTICLE IV - UNION SECURITY
1. The Union agrees that neither its agents nor its members shall solicit
Union membership or engage in Union activity during working hours upon
Company property.
2. All of the Company's present employees as set forth in Article II, Section
1, who are now or may hereafter be eligible for and become members of the
Union as a condition of employment and shall remain members in good
standing for the duration of this Agreement. All new employees hired by
the Company shall after a period of forty-five (45) days worked
(probationary period) become and remain members in good standing of the
Union as a condition of continued employment for the duration of this
Agreement.
For the purpose of collective bargaining, the employees shall be
represented as follows:
a. By one (1) department steward warehouse and one (1) each for the
shops and second shift, if applicable.
b. By a bargaining committee of three (3) members of the Union
representing all employees, one of whom will be the President of the
Union, one who will act as Chairman.
c. By International Representative(s) or International Officers who may
be called in at any time by the local Union Representative.
d. The Union will notify the Company within five (5) working days of
any changes in Stewards.
ARTICLE V - MANAGEMENT
1. Except as expressly limited by other Articles of this Agreement, the
management of the plant and the direction of the working force, including
the right to transfer, hire, suspend or discharge for proper cause, and
the right to relieve employees because of lack of work or for other
legitimate reasons, to determine the products to be produced or
manufactured, and the right to introduce new or improved production
methods or facilities is vested exclusively in the Company.
ARTICLE VI - SENIORITY
1. In all cases of promotion, layoff and recall from layoff, the following
factors shall govern:
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A. Length of continuous service with the Company, and
B. Ability, basic skill and efficiency. (Ability is defined as the
capacity to perform the job subject to demonstration).
2. New employees shall be on probation for forty-five (45) days worked, and
during such forty-five period, shall not acquire seniority status. During
the probationary period, the Company may, at its option, transfer, layoff
or dismiss a probationary employee. The Company shall have no obligation
to re-employ probationary employees laid off during the forty-five day
period.
Employees retained at the expiration of their probationary period shall
become regular employees and shall be credited with forty-five (45) work
days of seniority.
If a summer employee(s) requests full-time employment and the Company
agrees, said employee's seniority date will be the employee's last date of
hire and his rate of pay will fall in the respective wage scale time frame
in effect at the time the employee becomes permanent.
3. An employee's continuous service will be considered terminated and his
name removed from the seniority roster for any of the following reasons:
(a) If an employee quits;
(b) If an employee is discharged for just cause; and not reinstated
under the grievance procedure;
(c) If an employee is absent without leave for two (2) consecutive plant
working days without notifying the Company or without proper cause;
(d) If continuous absence because of non-occupational disability or
illness extends beyond the length of the employee's seniority at the
time of such absence, or beyond two (2) years, whichever is less:
(e) If an employee is on continuous layoff due to lack of work for a
period in excess of eighteen (18) months, or his length of service,
whichever is less;
(f) If an employee, while on leave of absence, accepts another job
without written consent of the Company.
4a. When a permanent vacancy occurs in a department, any employee, having made
previous application for transfer, will be given consideration for such
vacancy on the basis of his plant seniority and ability. When an employee
desires to transfer from one job classification to another, he must
complete a Request For
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<PAGE>
Transfer Form. When an employee accepts a transfer to another job
classification, he shall remain in that classification for not less than
six (6) months duration. When a permanent vacancy is filled, the transfer
request will be signed an dated by the Plant Superintendent with a copy to
the transferring employee.
4b. Employees who are permanently transferred into any department shall, after
such transfer, have their seniority apply only in that department. If it
later develops that an employee is unable to utilize his abilities to the
best advantage in the department to which he has been transferred, he
shall, within fifteen (15) work days, be allowed to return or be returned
to the department from which he was transferred. Such employees may not
request another transfer for a period of six (6) months.
5a. Layoffs up to and including five (5) working days are considered temporary
and will be made by inverse order of seniority within the department in
which the layoff occurs, provided the remaining employees have the ability
to perform the available work. Employees laid off in accordance with the
foregoing shall have the right to exercise their plant seniority and
displace the least senior employee in the plant for the duration of the
temporary layoff.
For purposes of this Section, department(s) are defined as (1) Andersen
Shop, (2) Steel Door Shop, (3) Pre-hung Shop, and (4) Warehouse
Department.
5b. Layoffs in excess of five (5) working days will be made by inverse order
of plant-wide seniority, except as follows:
(1) Deviations from layoff by inverse order of plant-wide seniority can
be made by the Company only where an employee's ability is needed on
available work and no employee with more seniority has the necessary
abilities and can be replaced on his job.
5c. Employees will be recalled to work in order of seniority except as
follows:
(1) Deviations from recall by seniority can be made by the Company only
where a laid-off employee's abilities are needed on available work
and no employee(s) on layoff with more seniority has the necessary
ability or abilities.
5d. Employees may be recalled from layoff by telephone if mutually agreed to
between the Company and the Union. If an employee is recalled by
telephone, a certified letter will also be sent on that day and if a
question arises about the recall by telephone, the certified letter time
limits will be determinative. If an employee is not recalled by telephone,
a certified letter will be sent to the last know address furnished the
Company by said employee. It is understood and agreed delivery will be
limited to the addressee. Employees must respond to the Company's notice
within three (3) working days from the date of receipt unless they are
unable to, for reasons beyond their control. It being understood that laid
off employees shall keep themselves available for recall by the Company.
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<PAGE>
(1) Employee must report for work within ten (10) calendar days of
mailing unless otherwise mutually agreed to or beyond the control of
the employee.
(2) In the event the employee fails to comply with the above listed
steps, the employee shall lose all seniority rights under this
Agreement.
(3) The Company has the right to utilize the next senior laid-off
employee during the time period between notifying (phone or mailing)
the senior laid-off employee of recall and their actual reporting
date.
(4) The employee shall be required to furnish the Employer with a
current phone number (if employee has a phone) and a current
address.
5e. If any layoff under Paragraph 5 extends beyond five (5) working days, it
shall be deemed a layoff under Paragraph 5a retroactive to the first day
of layoff.
6. In determining the qualifications of employees when required under this
Agreement, the Company shall exercise judgment as to differences in
qualifications based on the employee's abilities, their demonstrated
skills in their work, as well as their training and experience, including
evidence of training and experience gained outside the Company, and their
personal fitness and reliability. In exercising this judgment, the Company
will act fairly and not in an arbitrary and unreasonable manner. Any
controversy regarding the foregoing shall be submitted to the grievance
procedure, Article XIII.
7. An employee who is transferred to a job outside the bargaining unit may be
returned by the Company to the bargaining unit in accordance with their
seniority level at the time they left the unit for a period of (1) six (6)
months for management positions, and (2) three (3) months for
non-management positions. After the foregoing designated times,
individuals will lose all seniority rights within the bargaining unit.
No employee will be required to transfer to a job outside the bargaining
unit.
8. Recognizing the Company's right to determine the number of persons to be
actively employed by the Company at any time, it is hereby agreed that if
business conditions warrant a reduction in the amount of production, the
reductions shall be dealt with by a layoff in accordance with the
provisions of the Agreement rather than a reduction of hours worked by
those employees not subject to layoff. However, a work week may be reduced
to less than forty (40) hours, for individuals or collectively, by mutual
agreement between the Company and the Union.
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<PAGE>
ARTICLE VII - HOURS OF WORK
1. This Article defines the normal hours of work and shall not be construed
as a guarantee of hours of work per day.
2. The word "day" means a 24-hour period beginning at 7:00 a.m., or at the
regular hour a shift begins nearest to 7:00 a.m., in a particular
department or for a particular employee.
3. The word "week" means a period of seven (7) consecutive days beginning at
7:00 am., or at the regular hour of beginning a shift nearest to 7:00 a.m.
Monday.
4a. Employees will receive a rest period of ten (10) minutes during the first
half of the regularly scheduled shift and ten (10) minutes during the
second half of the shift. When an employee is scheduled to work two (2)
hours or more of weekday overtime, such employee will be entitled to an
additional ten (10) minute paid break that will commence at the end of his
regular shift. (A signal shall indicate the start and termination of the
rest period.)
4b. The second shift, if applicable, may start at any time after 12:00 noon.
5a. Eight (8) hours shall constitute a days work and forty (40) hours shall
constitute a week's work. Time and one-half (1 1/2) shall be paid for all
overtime in excess of eight (8) hours per day or forty (40) hours per
week, whichever is the greater, but not both. There shall be no
pyramiding.
5b. Required overtime shall be limited to no more than two (2) hours of
overtime in any one workday or fourteen (14) hours of overtime during any
five (5) consecutive regular Monday through Friday workdays.
6a. When overtime is required, it shall be offered initially to employees
within the job classification on the basis of their seniority. If required
overtime is not accepted on a voluntary basis within the job
classification, the junior employees within that job classification will
be required to accept reasonable overtime. If additional overtime is
required, it will be offered to employees holding other job
classifications on the basis of seniority and their ability to perform the
job. The foregoing notwithstanding, no employee will be required to work
more than twelve (12) hours in any one workday or fourteen (14) hours of
overtime during any five (5) consecutive regular Monday through Friday
workdays.
When overtime is required and seasonal/temporary employees are working
within the department in which the overtime is required, it will be
offered in accordance with the following:
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<PAGE>
(1) Overtime scheduled Monday through Friday
1st - permanent department employees
2nd - temporary department employees
3rd - permanent qualified employees outside the department
4th - permanent employees outside the department (not qualified)
5th - other seasonal/temporary employees outside the department
(2) Overtime scheduled Saturday and Sunday
1st - permanent department employees
2nd - permanent qualified employees outside the department
3rd - permanent department seasonal/temporary employees
4th - permanent employees outside the department (not qualified)
5th - other temporary employees outside the department
6b. The Company will advise employees of any daily overtime requirement not
later than 11:30 am. on the day the overtime is required. Overtime
requirements determined after 11:30 am., if any, will be voluntary.
6c. The Company will advise the day shift employees of Saturday or Sunday
overtime no later than 3:00 p.m. on the Thursday preceding the weekend on
which the overtime is required. The second shift shall receive such
notification by 1:00 a.m. on the Thursday preceding the weekend.
(1) Weekend overtime requirements determined after 3:00 p.m., if any,
will be voluntary.
6d. The foregoing not withstanding, voluntary overtime will be offered in
accordance with 6a(1) and 6a(2) as applicable.
6e. It is understood and agreed that, if at the conclusion of a regularly
scheduled shift, overtime is required to complete a task, job, or order,
the overtime will be worked by the employee performing the function
requiring the overtime. Such overtime shall be classified as casual
overtime.
6f. For purposes of this section and by way of example, completing a task is
defined as the completion of the order an employee is working on,
including all tickets associated with that order; or completing a job such
as completing the loading of a truck.
6g. It is understood and agreed that bargaining unit employees may be
scheduled to work during the time the Company is taking inventory. If
there is not enough work for all employees, preference for inventory
assignments will be given to senior qualified employees. If there are not
enough qualified senior employees willing to work, the least
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<PAGE>
junior employee(s) qualified to perform the inventory work will be
required to work.
If a second inventory day is required, second shift employees will be
grouped with first shift employees and be offered such work in accordance
with their qualifications and relative seniority.
It is further understood and agreed that, if eligible, bargaining unit
employees, with Company approval, may opt for vacation days in lieu of
unpaid days off during inventory.
7. If there are not enough volunteers to complete the assigned overtime work,
the least senior employees must perform such overtime work.
8. Double the regular hourly rate shall be paid for all work performed on
Sundays or Holidays, except for the regularly scheduled night loading
shift whose work begins or extends into a Sunday or Holiday.
ARTICLE VIII - VACATIONS
1. Full-time employees, who have been employed continuously by the Company
for one (1) year, but less than three (3) years, shall be entitled to one
(1) week of vacation with pay computed at forty (40) times the individual
base rate.
2. Full-time employees, who have been employed continuously by the Company
for three (3) years or more, shall be entitled to two (2) weeks of
vacation with pay computed at eighty (80) times the individual base rate.
3. Full-time employees who have been employed continuously by the Company for
ten (10) years, but less than eighteen (18) years, shall be entitled to a
third week's vacation with pay computed at the same rate as first week's
vacation. The time that such third week of vacation can be taken shall be
determined at the option of the Company, in the period of time between
December 1 and May 1 of the following year. The three weeks vacation
herein provided can be taken in three consecutive weeks within the period
of time between December 1 and May 1 of the following year.
4. Employees who have been continuously employed by the Company for eighteen
(18) years or more shall be entitled to a fourth week of vacation. The
four weeks vacations herein provided can be taken in four consecutive
weeks within the period of time between December 1 and May 1 of the
following year. Or, the employee may schedule two (2) consecutive weeks
between and one (1) single week within the period May 1 and December 1 of
the vacation year. The fourth week will be scheduled and taken between
December 1 and May 1 as provided above.
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5. Vacations must be taken or paid for within the twelve (12) month period
immediately following the employee's individual anniversary date. Layoff
will not be considered as vacation time taken.
6. An employee out because of a physical disability or illness must work 65%
of their anniversary year in order to be eligible for vacation pay as
provided in this Article.
7. Vacations shall be scheduled by mutual agreement between the Company and
the employees. A schedule for showing vacation preference shall be posted
by the Company by March 1. Employees who have expressed their preference
for vacation weeks by April 1 shall receive first consideration; in the
event of conflict of preferences, the desires of the senior employee or
employees shall prevail. In all cases, scheduling of vacations is subject
to the requirements for efficiency of operation.
8. Each employee will receive his vacation pay on the Friday immediately
preceding the first day of the employee's scheduled vacation. Employee's
vacation pay will be figured on the same basis as the deduction on the
regular weekly pay checks.
9. If a holiday occurs during an employee's vacation time, his/her vacation
will be extended into the following week.
10. Vacation Scheduling - Single Day
a. Single day vacation may be scheduled with advance approval up to a
maximum of five (5) days.
b. Single day of vacation may be taken on a sick day with approval of
the Plant Superintendent or his designee.
c. The Company agrees to approve a total of two (2) employees from the
Shop Departments and one (1) from the Warehouse to be on vacation
any given week provided the vacation is scheduled between March 1
and April 1 as provided for under the Agreement.
ARTICLE IX - HOLIDAYS
Holidays. The following shall be observed as holidays:
1. Employees Birthday 6. Labor Day
2. New Year's Day 7. Thanksgiving Day
3. Good Friday 8. Day after Thanksgiving
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4. Memorial Day 9. Day before Christmas
5. Fourth of July 10. Christmas Day
All full-time employees who have acquired seniority shall receive eight
(8) hours of pay at their respective rates for each of such holidays
observed on a regularly scheduled work day, provided such employees:
a) Work during the week in which the holiday is observed.
b) Work their frill scheduled work day preceding and following the
holiday, unless excused by the Company.
c) If an employee's birthday falls on a holiday or weekend, the day off
will be mutually determined by the Company and the Union.
d) If a holiday (other than the employee's birthday) falls on a
Saturday, the day off for the holiday shall be the preceding Friday,
and if the holiday falls on a Sunday, the day off for the holiday
shall be the following Monday.
ARTICLE X - REPORT AND CALL-IN
1. If an employee reports for work and no work is available through no fault
of the employee and the employee has not received notice not to report to
work, such employee shall receive at least four (4) hours work. If the
employee is sent home without work, he shall receive four (4) hours pay at
his regular base rate. If any work is offered and is refused, the employee
forfeits four (4) hours pay.
2. If the Company knows there will be no work available for an employee on
his next following shift and the employee did not work his preceding
shift, the Company shall not be liable for payment of four (4) hours
reporting pay.
3. The Company shall not be responsible for notification if notice was sent
to the last known address as shown on the Company's record and such
address is incorrect. The Company shall not be liable for report-in pay
when the lack of work is due to any acts of God or situations beyond the
control of management, such as labor disputes, fire, tornado, storms,
floods, or failure of outside utilities.
4. If an employee is called in by the Company at hours other than his regular
shift, he shall be guaranteed four (4) hours work at his basic hourly rate
of time and one-half, except if he is called in where double time hours
apply, he shall receive double time pay. If he is sent home without work,
he shall be paid four (4) hours pay for time and one-half or double time
as the case may be. If work other than the normal job is refused, the
employee shall receive pay only for hours actually worked at the
applicable rate.
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ARTICLE XI - LEAVE OF ABSENCE
1. Leave of Absence is defined as eight (8) or more consecutive work days
away from work.
2. Any employee, upon notifying the Company in writing, shall be entitled to
a leave of absence up to two (2) years length of service, whichever is
less, without pay, in the event of a non-occupational injury or illness,
providing the disability will not allow him to perform his assigned work.
Such leave of absence must be supported by medical certification
indicating the employee is temporarily totally disabled.
3. When the requirements of the plant permit, employees with satisfactory
cause may, at the discretion of the management, be granted a leave of
absence of a limited time, but not to exceed thirty (30) calendar days.
All leaves of absence must be granted in writing. In the event the
employee accepts other employment while on leave of absence, without the
written consent of the Company, his employment with the Company shall be
considered terminated.
4. The Employer agrees to grant necessary and reasonable time off without
discrimination or loss of seniority rights and without pay to a minimum of
one (1) employee designated by the Union to attend a labor convention or
serve in any capacity on other official Union business, provided a minimum
of two (2) weeks written notice is given to the Employer by the Union,
specifying length of time off. The Union agrees that in making its request
for time off for Union activities, due considerations shall be given to
the number of men affected in order that there shall be no disruption of
the Employer's operations due to lack of available employees.
5. In addition to the above, an employee who has been elected or appointed as
a regional representative of the International Union shall be given a
leave of absence for the duration of his employment as such. An employee
on such leave of absence shall not accumulate any pension credits.
ARTICLE XII - FUNERAL LEAVE
1. In the event of the death of a spouse, child, parent, grandparent, brother
or sister, mother or father-in-law, the employee shall be granted a leave
of absence with pay of not more than three (3) consecutive work days,
including the day of the funeral.
2. Employee must attend the funeral in order to be eligible for funeral pay.
3. The compensable days must fall within the employee's scheduled normal work
week.
4. An employee shall produce proof of death and relationship upon request by
the Company and funeral pay shall not duplicate pay for the time not
worked for another reason.
5. An employee funeral leave may be extended without pay for up to an
additional three (3) days provided it
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is requested by the employee and approved by the Plant Superintendent or
his designee.
ARTICLE XIII - JURY DUTY
1. An employee who is called for jury service shall be excused from work for
the days on which he serves and he shall receive for each day of such jury
service on which he otherwise would have worked, the difference between
eight (8) times his straight time hourly earnings and the payment he
receives (excluding mileage) for jury service. To be eligible for jury
service pay, the employee shall notify the Employer as to when he will be
absent because of being on the jury panel, and must present proof of
service and the amount of pay received therefore.
2. The maximum amount of time the Company will make up the difference in pay
will be three (3) weeks. This three (3) week period may be extended an
additional thirty (30)calendar days by agreement with the Company.
ARTICLE XIV - WAGES
1. Wages shall be paid to employees in accordance with Appendix "C" of this
Agreement.
2. Employees working any shift starting after 12:00 noon shall be entitled to
a bonus of thirty cents ($0.30) per hour.
3. It is understood and agreed that the Company may at its discretion assign
up to a maximum of three (3) lead persons on the day shift among the
various departments and one (1) lead person on the night shift. Lead
persons so assigned will be paid fifty cents ($0.50) per hour above their
straight time hourly rate.
4. There shall be no unilateral increases in wages by the Company other than
a uniform amount for all employees affected by the rate schedule shown in
Appendix "B" and "C."
5. An employee promoted to a higher rated classification shall not be reduced
below his previous rate but shall enter the pay progression of his new job
at the rate closest to his previous rate.
6. The beginning date for determining the pay scale in any new job
classification shall be the date the employee commenced the work covered
by such classification whether or not such classification was then
recognized as a separate job classification.
7. In the event an individual employee is required to fill a position in a
higher pay classification because of the absence of the employee regularly
filling that position for five (5) consecutive work days or more, the
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individual employee so filling such position shall be entitled to the
higher pay of that classification, retroactive to the first day he
commenced filling such position.
8. All employees, including temporary employees, are eligible for lump sum
bonuses at the end of the 1996, 1997, and 1998 calendar years which are
tied exclusively to safety performance. Such payments are earned at the
rate of fifty (50) dollars per employee for each medical case (as defined
by OSHA) that is below an annual base number of 11. Employees must be on
the payroll at the end of each year to be eligible for the bonus, and they
will be prorated if worked less than the full year. Each employee is
guaranteed a minimum less any proration of $100 in each of the three
calendar years.
ARTICLE XV - GRIEVANCE PROCEDURE
For the purpose of this Agreement, a grievance is defined as any dispute
or disagreement between the employee or employees and the Company or the
Union and The Company as to interpretation of this Agreement. All
grievances shall be resolved in an orderly manner solely as provided in
this Article.
STEP 1. An employee with a complaint shall first discuss the matter with
the employee's immediate supervisor and may request the area's shop
committee person to be present, within five (5) scheduled working
days from the time the employee involved first knew, or could have
known, of the facts giving rise to the complaint in this manner.
Every effort shall be made to settle the complaint in this manner.
STEP 2. If the grievance is not resolved in Step 1, the employee shall
reduce it to writing and may submit it to his/her supervisor within
five (5) scheduled working days. Representatives of the Company and
the Union Grievance Committee will attempt to resolve the grievance.
The Company will give to the Union a written reply to the grievance
within five (5) scheduled working days.
STEP 3. If the grievance is not resolved in Step 2, the grievance shall be
referred to Step 3 within five (5) working days. The General Manager
and/or his designee will meet with the appropriate International
and/or Regional Representative to attempt to resolve the dispute.
Such meeting will be held within fifteen (15) working days of the
appeal of the grievance for Step 2. The company will provide a
written response to the Union within five (5) scheduled working days
of the meeting.
STEP 4. If the grievance is not resolved in Step 3, the Federal Mediation
and the Conciliation Service may be requested to supply a panel of
seven (7) arbitrators by either party within two (2) weeks. The
parties will thereafter meet or otherwise confer to select the
arbitrator within forty-five (45) days after the panel has been
received by the
-16-
<PAGE>
parties. The Union and the Company shall each have the right to
strike three (3) names and the last remaining named person shall be
the arbitrator.
Time limits set forth above may be extended by mutual written agreement of the
parties.
The arbitrator so selected shall schedule a prompt hearing at which time he
shall have the power to make determinations of facts on the questions submitted
to him and apply them to the provisions of the Agreement alleged to have been
violated.
No arbitrator shall have the jurisdiction or authority to add to, take from,
nullify or modify any terms of the Agreement or to impair any of the rights
reserved to the parties under the terms thereof.
The decision of the arbitrator shall be in writing and shall be final and
binding upon the Company, Union and the affected employee(s).
Company and Union shall be responsible for one-half of the expenses and fees of
an arbitrator designated under this Article.
ARTICLE XVI - INSURANCE
1. It is agreed that the schedule of benefits as set forth in the booklet
furnished by the Company outlining such plan and furnished to all
employees, shall continue in effect during the life of this Agreement.
2. It is further understood and agreed by the parties that the foregoing
Medical and Dental Insurance plans include the benefits as set forth in
the booklet or Appendix "D" and "E."
3. It is further understood and agreed by the parties that the Company may
select insurance carriers, but the Company shall maintain benefits equal
to, or better than those benefits outlined in the booklet.
4. The Life and Accidental Death and Dismemberment Insurance will be $15,000
and increased to $16,000, effective January 6, 1997, and $17,000,
effective January 5, 1998. Employees have the option of purchasing a like
amount of additional life insurance with AD&D at a cost of $0.19 per
thousand. Purchases must be in the amount in effect and will be increased
to the full amount whenever an increase is provided by the Agreement.
5. The Company shall furnish Accident and Health Insurance which shall pay to
the employee, the eighth (8th) day of sickness and from the first (1st)
day of off-the-premises accident or hospitalization, the sum of one
hundred eighty dollars ($180.00) per week for a period of twenty-six (26)
weeks. Effective January 5, 1998, the rate will be one hundred ninety
($190.00) per week for a period of twenty-six (26) weeks.
If an employee has scheduled in-hospital surgery conducted as an
outpatient, sickness and accident
-17-
<PAGE>
coverage will start from the first day of disability.
6. Medical costs and associated premiums will be reviewed and, when
appropriate, adjusted the beginning of each calendar year. Employees will
be required to pay 50% of all cost increases in each option in each year.
The Medical and Dental plan highlights are shown in Appendix D.
7. Effective January 2,1996, employee costs for the three medical options
are:
Single Family
-----------------
Option 1 - $0.73/week $4.06/week
Option 2 - $1.67/week $4.89/week
Option 3 - $6.07/week $15.89/week
Employee premiums will be paid with pre-tax dollars.
8. Beginning January 1, 1996 a Health Care Spending Account will be make
available to all employees covered by this contract. Employees can set
aside up to $1,200.00 annually (deducted weekly) before taxes are taken
out These funds are then available for reimbursement of certain expenses
not covered by Company insurance.
ARTICLE XVII - PENSIONS
1. The Company and the Union have agreed to a program of pension benefits for
the employees in the bargaining unit represented by the Union and covered
by this Agreement. Said program is set forth in the document entitled
"Morgan Products Ltd., Hourly Employees' Pension Plan, Effective January
1, 1967," a copy of which has been given to the Union. Said Plan and all
terms and conditions thereof shall be deemed to be a part of this
Agreement as if fully set forth herein. Subject to approval by the Board
of Directors of the Company and by the Internal Revenue Service, the
Company will amend Section 3.01 of said Plan:
a. Effective January 2, 1996, to increase the monthly pension payable
thereunder to employees who retire on or after that date, from
$13.00 to $13.50 multiplied by the employee's years of service
credit.
b. Effective January 6, 1997, to increase the monthly pension payable
thereunder to employees who retire on or after that date, from
$13.50 to $14.00 multiplied by the employee's years of service
credit.
c. Same language as b, but with a date of January 5, 1998, and the
dollar amounts of
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<PAGE>
$14.00 to $15.00.
2. The Company has amended said Plan to provide:
a. Pre-retirement spouse coverage at no cost to employees.
b. Improve early retirement to age 55 with ten (10) years of service.
c. Vesting after five (5) years of credited service.
3. Retiree Health Insurance - Effective January 4, 1993, employees retiring
who are eligible for a retirement benefit under the Morgan Products Ltd.
Hourly Employees' Pension Plan may purchase health insurance for
themselves and their dependents at a group rate. The actual cost of the
medical coverage is based upon the cost of such coverage and is therefore
subject to change.
This coverage will include a Medicare supplement for any individual over
age 65 and the premium charged for this supplemental coverage will reflect
the lower level of benefit provided for the covered person(s).
ARTICLE XVIII - SAFETY
1. The Company shall continue to make reasonable provisions for the safety
and health of its employees at the plant during the hours of employment.
Protective devices necessary to properly protect employees from injury
shall be provided by the Company. The foregoing not withstanding, personal
protective equipment will continue to be provided in keeping with local
policy.
2. It is understood and agreed the Company will pay each full-time employee a
safety shoe allowance of one hundred fifty dollars ($150) during the term
of this Agreement. It is further understood and agreed that all employees
will be required to wear safety shoes as a condition of employment.
3. Employees requiring prescription safety glasses will be paid, for one pair
of lenses and frames over the terms of the contract to be purchased
through the Company (Employee pays for the exam and prescription).
4. The Company and the Union agree that both parties shall be bound by
provisions of the formal Safety Program placed in effect in calendar 1996.
ARTICLE XIX - GENERAL
1. The Company agrees to furnish two (2) bulletin boards, one each to be
located at the time clock and the front break room. These bulletin boards
will be used for posting official Union bulletins. Such postings
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<PAGE>
shall be subject to Management approval and limited to notices of Union
elections and results thereof, committee appointments, seniority lists,
Union meetings, social affairs and recognized charity drives. All such
notices shall be signed by an authorized Union official.
2. The Union shall inform the Company of the names of its officers and
Grievance Committeemen, and the Company shall recognize such persons as
representatives of the Union in their respective capacities.
3. Employees will receive their pay checks on Friday during a normal work
week or on Thursday if Friday is a holiday, unless the pay checks are not
available for reasons beyond the control of the Company.
4. The Company agrees that the Division Human Resources Director, or in his
absence the Corporate Vice President of Human Resources, will be available
by telephone in the event Union Officials feel members of the bargaining
unit are being treated in a manner other than that required by normal
employee relations practices.
5. Establishment of Night Shift - Should the Company decide to establish a
night shift operation, they will staff such a shift by first asking for
volunteers who have the necessary qualifications and who are working on
the day shift in the same department. If there are insufficient
volunteers, the Company will transfer the required number of experienced
employees to that shift in inverse order of seniority among the qualified
employees within that department.
It is understood and agreed that the employees so transferred to the
second shift shall remain there for a period not to exceed thirty (30)
calendar days during which time junior replacements will be trained on the
day shift for subsequent transfer to the second shift when training is
complete.
6. At any time any employee is permanently transferred to a lower rated job,
suspended or discharged by the Company, he shall be given a written
statement by the Company, in the presence of a Shop Steward, signed by the
Plant Superintendent or his designee, stating the reason or reasons for
such a transfer, suspension or discharge.
7. A permanent employee shall be given five (5) days notice before he shall
be laid off because of curtailment of work due to business conditions,
except in cases where work is not available because of acts of God, civil
disorder, power failure, strikes, floods, or other conditions beyond the
reasonable control of the Company. Whenever possible, notice shall be
given on a Monday.
8. As a statement of our position relative to temporary help, it is not our
intention to use this classification to diminish the permanent work force.
The classification is used primarily for vacation relief, temporary
manpower source during seasonal peaks, and temporary replacement for
personnel on approved leaves of absence.
-20-
<PAGE>
As a further declaration of our position, temporary employees are defined
as those individuals who are employed for a period of up to six (6)
consecutive months duration. Individuals retained beyond this period will
be considered full time hourly employees. Service as a temporary employee
will count for fulfilling probationary periods and will count toward time
in the hourly hiring scale.
ARTICLE XX - NON-DISCRIMINATION
The Union and the Company separately and jointly agree that all terms and
conditions of this Agreement will be applied equally to all employees
regardless of age, race, creed, color, sex, national origin, handicap, or
Vietnam veterans. Wherein the text of this Agreement, words of masculine,
gender are used, they shall be interpreted to denote either masculine or
female gender.
-21-
<PAGE>
ARTICLE XXI - NO STRIKE AND NO LOCKOUT
1. For the term of this Agreement, the Union agrees not to call or authorize
any strike or slow down at the Company's plant covered by this Agreement,
and agrees not to authorize picketing of the Company's property.
2. The Company agrees that there shall be no lockout and further agrees to
cooperate with the Union in its attempts to maintain good working
relations.
3. In the event that any employee or employees violate the no strike
agreement above, such employee or employees may be disciplined. The
Company agrees that suit will not be instituted against the International
Union, its representative, officers of the Local Union, or the Local Union
collectively because of an unauthorized strike, or work stoppage which
interferes with the operation of the Company or the manufacturer of its
products, if the International Representative and Officers of the Local
Union do all in their power by letter to the Company and through news
media, as well as personal contact with the offenders, to get the
offenders back on the job. The above does in no way protect the offenders
from suit and/or disciplinary action and such guilty offenders shall have
no recourse where there is a dispute as to whether such strikers have or
have not participated in such unauthorized action.
-22-
<PAGE>
ARTICLE XXII - DURATION AND SCOPE
1. This Agreement shall be effective 12:01 a.m., January 2, 1996, through
11:59 p.m., January 8, 1999, inclusive, and shall remain in effect unless
either party hereto shall make written request for alterations on or
before sixty (60) days prior to the above mentioned date of January 8,
1999, or any subsequent anniversary date. However, if such written request
is made by the expiration date, this Agreement shall be at an end unless
extended by mutual agreement of the parties.
2. It is understood that this Agreement contains all understandings between
the Company and the Union, and that it cannot be modified or amended
except in writing, signed by the Company and the Union. No individual
shall have any right to modify, amend or revoke this Agreement.
LOCAL NO. 7828, UNITED PAPERWORKERS
INTERNATION UNION, REGION IX, AFL-CIO
(Union)
/s/ Robert D. Bryers
- ----------------------------------
/s/ [Union Representative] 5-29-96
- ----------------------------------
/s/ John R. Cox 5-29-96
- ----------------------------------
/s/ Terry McIntyre 5-29-96
- ----------------------------------
MORGAN DISTRIBUTION
(Company)
/s/ Dennis Hood
- ----------------------------------
2/26/96
-23-
<PAGE>
APPENDIX "A"
BENCH MAN "A" - Handles and uses all hand and portable tools as required and
reads working details and sketches. Operates saw, planer, jointer and other
machines as may be required. Performs other duties prescribed by supervision.
BENCH MAN "B" - Uses all hand and portable tools required. Operates saw, planer,
jointer and other machines under the direction of supervision of the Bench Man
"A." Performs other duties as prescribed by supervision.
MOLDING LEAD MAN - Pulls, tallies, and loads all molding orders. Wraps any
molding orders so specified and tallies and supervises unloading or molding and
jamb cars. Is responsible for keeping molding department in an orderly and neat
condition. Performs other duties prescribed by supervision.
SHIPPING CLERK - Is responsible for routing and getting tickets ready for
loading trucks, handling and filling orders on all Will Calls, and shipping any
LTL shipments by Common Carrier, UPS or Mail. Sees that proper equipment is
available and ready at the time trucks are to be loaded. Checks materials
received by Common Carrier and also material returned via our truck. Should
tally all materials and see that they are correct and distributed to proper
department. Properly marks and checks shipping tickets and receiving records for
shipments made and material received, delivering such records to office.
Performs other duties prescribed by supervision.
SET-LIP MAN - Performs semi-skilled hand working tasks. Major part of work
consists of assembly of window and door units. Uses all hand tools and portable
tools required. Operates saws and other machines under direction of either bench
man B or A, lead man, or Superintendent. Learns duties of B man for promotion to
that class, as prescribed. Performs other duties as designated by supervisor.
WAREHOUSE MAN - Assists truck loader when needed for loading trucks as
designated by the Warehouse Superintendent or lead man. Unload box cars and
trucks of materials received. Put stock away in areas designated as directed by
supervision. May be assigned to pulling of materials from stock. Performs other
duties as directed.
TRUCK LOADER - Is responsible for loading of trucks as assigned each day by the
shipping clerk. Primary responsibility is to pull and load trucks assigned
correctly and complete and assist, when needed, other truck loaders. Assist
shipping clerk in marking and processing the delivery tickets. Will work in
warehouse at other duties as directed by the Warehouse Superintendent or lead
man. Performs other duties as prescribed by supervision.
-24-
<PAGE>
APPENDIX "B"
BENCH PROGRESSION
A. Set-up will advance to Bench "B" upon satisfactory completion of one (1)
year in the classification (earlier advancement may occur at the option of
the Company).
B. Bench "B" will advance to Bench "A" upon satisfactory completion of two
(2) years as Bench "B" (earlier advancement at the option of the Company).
-25-
<PAGE>
APPENDIX "C"
WAGE RATES
JOB EFFECTIVE EFFECTIVE EFFECTIVE
CLASSIFICATION 01-02-96 01-06-97 01-05-98
- --------------------------------------------------------------------------------
Bench A $11.35 $11.55 $11.75
Bench B 11.06 11.26 11.46
Molder Leader 11.06 11.26 11.46
Shipping Clerk 11.06 11.26 11.46
Set-up 10.96 11.16 11.36
Truck Loader 10.96 11.16 11.36
Warehouse 10.86 11.06 11.26
B. Temporary Employees will receive an hourly wage rate of no less than six
dollars and fifty cents ($6.50) per hour.
C. HIRING PROGRESSION
(1) First twelve (12) month period worked
(2) Second twelve (12) month period worked
(3) Third twelve (12) month period worked
(4) After three (3) years of work, employees are paid in accordance with
Paragraph A above,
EFFECTIVE EFFECTIVE EFFECTIVE
JANUARY 2, 1996 JANUARY 6, 1997 JANUARY 5, 1998
- -------------------------------------------------------
7.40 7.60 7.80
7.85 8.05 8.25
8.75 8.95 9.15
-26-
<PAGE>
APPENDIX "D"
HOURLY DISTRIBUTION EMPLOYEES
SUMMARY OF HEALTH PLAN OPTIONS
<TABLE>
<CAPTION>
============================================================================================================
BENEFIT OPTION 1 OPTION 2 OPTION 4
============================================================================================================
<S> <C> <C> <C>
Inpatient Hospital 80% after deductible 80% after deductible 80% after deductible
- ------------------------------------------------------------------------------------------------------------
X-Ray and Lab 80% after deductible 80% after deductible 80% after deductible
- ------------------------------------------------------------------------------------------------------------
Outpatient Surgery, 80% after deductible 80% after deductible 100% no deductible
Home Health Care,
Hospice,
Pre-Admission Testing, Pap
Smear,
Birthing Center
- ------------------------------------------------------------------------------------------------------------
Physician Charges 80% after deductible 80% after deductible 80% after deductible
- ------------------------------------------------------------------------------------------------------------
Chiropractor 80% after deductible 80% after deductible 80% after deductible
Maximum $500 per Maximum $500 per
calendar year calendar year
- ------------------------------------------------------------------------------------------------------------
Mental/Nervous Combined Inpatient and Combined Inpatient and Inpatient:
Alcoholism & Drug Outpatient: Outpatient:
80% after deductible
80% after deductible 80% after deductible
Maximum $5,000 per Maximum $5,000 per Outpatient:
calendar year - calendar year -
$20,000 lifetime $20,000 lifetime 50% to $1,000 per calendar
2 Inpatient treatments 2 Inpatient treatments year
per Lifetime per lifetime
- ------------------------------------------------------------------------------------------------------------
Prescription Drugs 80% alter deductible 80% after deductible Generic - 100%
No deductible
Brand - 80% deductible
============================================================================================================
</TABLE>
-27-
<PAGE>
SUMMARY OF HEALTH PLAN OPTIONS FOR HOURLY DISTRIBUTION EMPLOYEES (Continued)
<TABLE>
<CAPTION>
=========================================================================================================
BENEFIT OPTION 1 OPTION 2 OPTION 3
- ---------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Wellness Benefit:
- ---------------------------------------------------------------------------------------------------------
Routine Physical 80% after deductible 80% after deductible Not covered
$200 per calendar year $200 per calendar
maximum year maximum
- ---------------------------------------------------------------------------------------------------------
Routine Mammograms 80% after deductible 80% after deductible Not covered
1 per calendar year 1 per calendar year
after age 40 after age 40
- ---------------------------------------------------------------------------------------------------------
Well Baby Care 80% after deductible 80% after deductible Not covered
- ---------------------------------------------------------------------------------------------------------
Lifetime Maximum $1,000,000 $1,000,000 $1,000,000
- ---------------------------------------------------------------------------------------------------------
Out-of-Pocket individual: $1,900 Individual: $1,100 Individual: $1,000
Family: $3,800 Family: $2,200 Family: $2,000
- ---------------------------------------------------------------------------------------------------------
Dental Plan Plan A Plan A Plan B
- ---------------------------------------------------------------------------------------------------------
Cost* Annual Employee Single - $1.67/week Single: $6.07/week
Rebate - $300
Single - $0.73/week Family - $4.89/week Family: $ 15.89/week
Family - $406/week
- ---------------------------------------------------------------------------------------------------------
Dependent Care Spending Available Available Not Available
Account
- ---------------------------------------------------------------------------------------------------------
Annual Deductible Individual: $1,000 Individual: $200 Individual: $100S
Family: $2,000 Family: $400 Family: $200
=========================================================================================================
</TABLE>
* First Year Contract Costs. Employee and Company will share all cost increases
in each option on a 50/50 basis during the 2nd and 3rd year of the Agreement.
-28-
<PAGE>
APPENDIX "E"
MORGAN PRODUCTS LTD.
SUMMARY OF DENTAL PLANS
<TABLE>
<CAPTION>
=====================================================================================
BENEFIT PLAN A PLAN B
- -------------------------------------------------------------------------------------
<S> <C> <C>
CLASS 1 - PREVENTATIVE SERVICES: 100% 100%
Oral Examination, X-rays, Cleaning,
Fluoride, Space Maintainers
Sealants (Dependent Children to age 19) 100% None
- -------------------------------------------------------------------------------------
CLASS 2 - BASIC SERVICES: 80% 80%
Emergency Treatment, Amalgam/Silicate/Acrylic
Fillings
Endodontics, Periodontics, Oral
Surgery, Local Anesthesia,
Extractions, Stainless Steel Crowns
- -------------------------------------------------------------------------------------
CLASS 3 - MAJOR SERVICES: 50% 50%
Gold Foil Fillings, Inlays and
Onlays, Crowns
- -------------------------------------------------------------------------------------
CLASS 4 - PROSTHODONTICS SERVICES: 50% 50%
Removable or Fixed Bridgework, Partial or
Complete Dentures
- -------------------------------------------------------------------------------------
CLASS 5 - ORTHODONTIC SERVICES: 50% 50%
Teeth Straightening Procedures
(Dependent Children to age 19)
- -------------------------------------------------------------------------------------
DEDUCTIBLE (Applies to Class 2, 3 and 4 Individual: $35 Individual: $35
Services only) Family: $70 Family: $70
- -------------------------------------------------------------------------------------
Annual Non-Orthodontic Maximum $1,000 $1,000
- -------------------------------------------------------------------------------------
Lifetime Orthodontic Maximum $1,000 $500
=====================================================================================
</TABLE>
-29-
<PAGE>
EXHIBIT F
MORGAN PRODUCTS LTD.
MORGAN DISTRIBUTION DIVISION
PLANT RULES AND REGULATIONS
If your plant is to operate smoothly and efficiently, and if it is to be a safe
and desirable place to work, it is necessary that the Company adopt certain
plant rules and regulations. The purpose of these rules is not to restrict the
rights of anyone, but to define them and protect the rights of all, and insure
cooperation. The violation of any of the following posted rules will be
sufficient grounds for disciplinary action up to and including discharge,
depending upon the seriousness of the offense in the judgment of the employer.
The Company intends to fulfill its obligation to administer these rules fairly
and consistently, and it solicits the cooperation of all its employees in making
the Birch Run Division a safe, efficient, and pleasant place in which to work.
1. Failure to be at work at starting time or leaving work station prior to
the designated quitting time, or without proper relief when required.
2. Irregular attendance, unexcused absence, or frequent tardiness.
3. Not reporting for duty without notifying his employer prior to work that
he will not report, except in cases where such notification is impossible.
Failure to give such notice for a period in excess of three (3)
consecutive days shall result in termination.
4. Smoking and use of matches in clearly marked restricted areas or zones.
5. Wasting time or loitering in rest rooms, lunch room or on any Company
property during working hours.
6. The use of profane, abusive or threatening language toward fellow
employees or supervisory personnel.
7. Creating or contributing to unsanitary conditions.
8. Failure to properly identify oneself to security guard or supervisor, when
requested.
9. The making or publishing of false, vicious, or malicious statements
concerning any
-30-
<PAGE>
employee, supervisor, the Company or its products.
10. Soliciting or collecting contributions for any purpose whatsoever on
Company's premises without permission of the Industrial Relations
Department.
11. Fighting, playing practical jokes, gambling or disorderly conduct on the
job or on the employer's property.
12. Sleeping on the job or on the employer's property.
13. Leaving the job or department, except in an emergency, without securing
the proper permission.
14. Insubordination.
15. Threatening, intimidating, or interfering with employees or supervision at
any time.
16. Refusal to obey instructions of foreman or other supervisors. This
includes, among other things, refusal of any employee to satisfactorily
perform any task or duty or job within reason assigned to the employee by
his or other supervisor or to disobey his foreman or other supervisor's
instruction. (Employees are to follow instructions; any complaint may be
taken up later through regular channels.)
17. Failure to carry on the job in a satisfactory manner.
18. Misconduct.
19. Spoilage of work willfully or through carelessness, deficiency; damaging
or destroying the employer's property such as buildings, equipment, tools,
materials or supplies; or injuring others through carelessness or
negligence.
20. Theft, vandalism or pilferage of the employer's property or that of fellow
employees or property of contractors doing business on the employer's
premises.
21. Tampering with any other employee's time card, or tampering with the
employee's own time card, or falsification of personnel or other Company
records.
22. Possession of, drinking of, or otherwise using liquor or any alcoholic
beverage or other form of intoxicants on Company property at any time.
Reporting for work while under the influence of intoxicants, or when in an
unsafe condition due to the aftereffects of intoxicants.
-31-
<PAGE>
23. Knowingly restricting production or participating in a work slowdown or
stoppage.
24. Possession of weapons, ammunition or explosives on Company premises at any
time.
25. The violation of safety, production, or other operation rules and
regulations.
26. Using another's pass, or permitting another to use your pass to enter the
property.
27. Intimidation or interference with the rights of any employee, or any
interference with an employee's tools, machine, materials, his work or any
other personal property, or that of the employer being used by an
employee.
28. Dishonesty.
29. Failure to report promptly injury or sickness acquired during the course
of employment
30. Unauthorized distribution of literature, written or printed matter of any
description on Company time.
31. Performing personal work on Company property.
32. Refusing to work overtime unless excused by the Company.
-32-
<PAGE>
MEMORANDUM OF AGREEMENT
This memorandum of agreement is entered into this 3rd of December, 1998
between the United Paperworkers International Union Region IX, AFL-CIO, Local
No. 7828, Decatur Illinois; (the "Union") and Morgan Distribution, A Division of
Morgan Products Ltd. (the "Company").
WHEREAS, the Union and the Company have bargained in good faith over the terms
of a successor agreement to the agreement between the parties, currently to
expire by its terms on 11:59 p.m. on January 8, 1999; and
WHEREAS, the parties have had the opportunity to bargain over all aspects of the
terms and conditions of employment concerning the members of the bargaining unit
represented by the Union;
It is hereby agreed between the parties as follows:
The current agreement between the parties is extended for three years, to and
including January 8, 2002 and will be unchanged except as specifically set forth
below:
1. The date in the preamble is amended to read this __ day of ___________, 1999.
2. Section VII, subsection 5b is deleted.
3. Subparagraph C of Appendix C is amended to read as follows: Effective January
9, 1999, during the first twelve month period of their employment, employees
will be paid at 75% of the rate set forth in Paragraph A for the classification
in which they are employed. During the second twelve month period worked, the
amount shall be 62%. During the third twelve month period worked the amount
shall be 90%, and after the third twelve month period they shall be paid in
accordance with paragraph A above
4. The following sentence shall be added at the end of subsection 3 of Section
XIV: "The assumption of the lead person position must be voluntary on behalf of
the employee."
5. Subsection 5 of Article XIV is amended by deleting that section in its
entirety and renumbering the remaining subsections.
6. Effective February 1, 1999, Article XVI is amended: 1) by replacing the
existing Medical and Dental Insurance plans with the new Morgan Ltd. Plans
administered by Great West. A summary of the benefits of the plans will be set
forth in Appendix "D" and "E"; 2) By amending paragraph 4 to provide that the
coverage will include Life Insurance and Accidental Death and Dismemberment
Insurance equal to one times annual earnings. Employees will have the option of
purchasing additional insurance at a cost of $.23 per thousand. 3) Subparagraph
6 is deleted; 4) Subparagraph 7 is renumbered 6 and amended to provide that
effective February 1, 1999, employee costs for the medical options will increase
to $4.47 /week for single and $11.12/week for family coverage for Life/AD & D,
Disability, Medical and Dental or $ 2.00/ week for
<PAGE>
family coverage for Life/AD & D, Disability & Dental. Effective January 1, 2000,
employee costs will increase to $6.23 /week for single and $14.77/week for
family coverage for Life/AD & D, Disability, Medical and Dental. Employee
premiums will be paid with pre-tax dollars and will remain unchanged after
January 1, 2000 for the remainder of this agreement.
7. Article XVII is amended by replacing subsection 1 with a new subsection 1
which provides: Effective February 1,1999 all benefit service and benefit levels
under the Morgan Products Ltd. Hourly Employees' Pension Plan shall be frozen
for all participants who are members of the bargaining unit. The Plan will be
amended to provide that any active participant in the Plan who is eligible to
retire under the terms of the Plan between February 1, 1999 and January 1, 2001
and who actually retires prior to January 1, 2001 shall have two years of
service added to the determination of his or her benefit under that Plan.
8. Effective February 1,1999 the employees will be eligible to participate in
the Morgan Products Ltd. Profit Sharing and Savings Retirement Plan.
9. The contract provisions affecting temporary, seasonal, and summer help will
be amended in accordance with the attached Exhibit A.
10. The Wage rates in Appendix C, subparagraph A shall by increased on the
following dates in the following amounts: 1/9/99 - $.35 per hour; 1/9/2000 -
$.30 per hour; 1/9/2001 - $.30/hour.
This Memorandum of Agreement is subject to ratification by the membership,
approval by the President of the Union, and approval by the Company's Board of
Directors. The Bargaining Committee of the Union hereby agrees to recommend and
to support ratification of this agreement by the members.
/s/ Robert Byers
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Robert Byers
/s/ Kerry Ragsdale
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Kerry Ragsdale
/s/ Mike Heil
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Mike Heil
/s/ Rich Muser
- ---------------------------
Rich Muser
/s/ John Cox
- ---------------------------
John Cox
/s/ Mark Logan
- ---------------------------
Mark Logan
<PAGE>
EXHIBIT A
Article 11, paragraph 3:
Seasonal employees and temporary staff shall not be entitled to pay
in excess of the lowest pay scale accorded Union employees in the same work
category and shall not be part of the bargaining unit until and unless they have
been retained beyond six months or hired as full time employees, whichever
occurs first. Seasonal employees and temporary staff shall not be entitled to
overtime work where Union personnel are available to perform the same, except as
provided under Article VII - Hours of Work, Section 6.
Article VI, paragraph 2: Change "summer employee(s)" to "seasonal employees."
Article VII, paragraph 6a: Change "seasonal/temporary employees" to "seasonal
employees/temporary staff." Same changes wherever "temporary or
"seasonal/temporary employees" occurs.
Article XIV, paragraph 6: Change "temporary employees" to "seasonal
employees."
Article XIX, paragraph 8: Add the following sentences at the end of the first
paragraph: "Temporary help may include seasonal employees or staff provided
through temporary agencies. Staff provided through temporary agencies shall be
referred to in this agreement as temporary staff, rather than seasonal
employees.
Change the last three sentences of this paragraph to read: "As a further
declaration of our position, temporary staff and seasonal employees are defined
as those individuals who are utilized for a period of up to six (6) consecutive
months duration. Individuals utilized beyond this period will be considered full
time employees. Service as temporary staff or seasonal employee will count for
fulfilling probationary periods and will count toward time in the hourly hiring
scale."
Appendix C, paragraph B shall read: "Seasonal employees will receive an hourly
wage rate of no less than six dollars and fifty cents ($6.50) per hour.
The Company agrees that it will use no more than 5 seasonal employees or
temporary staff (combined) at the same time.
