Collective Bargaining Agreement

COLLECTIVE BARGAINING AGREEMENT


BETWEEN


DANA PERFUMES CORP.


AND


OIL, CHEMICAL & ATOMIC WORKERS INTERNATIONAL UNION
AFL-CIO


AND


ITS LOCAL UNION NO. 8-782


FEBRUARY 24, 1996
TO
FEBRUARY 26, 1999


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TABLE OF CONTENTS


Page
---- ARTICLE I INTENT AND PURPOSE....................................1


ARTICLE II RECOGNITION...........................................1


ARTICLE III UNION SECURITY........................................2


ARTICLE IV CHECKOFF..............................................3


ARTICLE V REPRESENTATION........................................4


ARTICLE VI ADJUSTMENT OF GRIEVANCES..............................5


ARTICLE VII OBLIGATION OF THE PARTIES.............................7


ARTICLE VIII SENIORITY.............................................7


ARTICLE IX HOURS AND OVERTIME...................................15


ARTICLE X SHIFT DIFFERENTIAL...................................17


ARTICLE XI HOLIDAYS.............................................18


ARTICLE XII VACATIONS............................................19


ARTICLE XIII DISCHARGE OR DISCIPLINE..............................23


ARTICLE XIV NO STRIKE - NO LOCKOUT...............................23


ARTICLE XV RIGHTS OF MANAGEMENT.................................23


ARTICLE XVI SAFETY AND SANITATION................................23


ARTICLE XVII LEAVES OF ABSENCE....................................24


ARTICLE XVIII WAGES................................................25


ARTICLE XIX REPORTING PAY AND CALL IN PAY........................26


ARTICLE XX INSURANCE............................................26


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Page
---- ARTICLE XXI NOTICE...............................................29


ARTICLE XXII BULLETIN BOARD AND UNIFORMS..........................29


ARTICLE XXIII PENSION PLAN.........................................30


ARTICLE XXIV MODIFICATION OR CHANGE IN AGREEMENT..................30


ARTICLE XXV SICK LEAVE...........................................31


ARTICLE XXVI JURY DUTY............................................31


ARTICLE XXVII 401K PLAN............................................32


ARTICLE XXVIII SEVERANCE PAY........................................32


ARTICLE XXIX TERM OF AGREEMENT....................................32


SCHEDULE "A"....................................................35
SCHEDULE "B"....................................................36
SCHEDULE "C"....................................................38
EXHIBIT A .....................................................39
COMPANY WORK RULES..............................................47


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Exhibit 10.155


COLLECTIVE BARGAINING AGREEMENT


THIS COLLECTIVE BARGAINING AGREEMENT entered into this 1st day of March, 1996, by and between DANA PERFUMES CORP., its successors and assigns, a Delaware corporation having its plant at Crestwood Industrial Park, Mountaintop, Pennsylvania, hereinafter referred to as "Employer," and OIL, CHEMICAL & ATOMIC WORKERS INTERNATIONAL UNION, AFL-CIO and its LOCAL UNION 8-782, hereinafter collectively referred to as "Union."


W I T N E S S E T H :


WHEREAS, THE UNION IS THE EXCLUSIVE BARGAINING AGENT FOR ALL PRODUCTION AND MAINTENANCE EMPLOYEES EMPLOYED AT THE EMPLOYER'S PLANT AT CRESTWOOD INDUSTRIAL PARK, MOUNTAINTOP, PENNSYLVANIA, EXCLUDING GUARDS, CLERICAL EMPLOYEES, EXECUTIVES AND SUPERVISORS, AS DEFINED IN THE ACT;


NOW, THEREFORE, THE EMPLOYER AND THE UNION DO HEREBY AGREE TO THE FOLLOWING:


ARTICLE I


INTENT AND PURPOSE


It is the objective of the parties to this Agreement that the obligation of the Employer for the successful operation of its business and the fulfillment of its responsibilities to its employees be carried on without interference arising from differences between the parties.


Therefore, it is their intent to set forth herein their agreement with respect to rates of pay, hours of work, and conditions of employment to be observed by the Employer, the Union, and the employees covered by this Agreement; to provide procedures for a fair and equitable adjustment of grievances; to stabilize employment by preventing lockouts, interruptions of work, work stoppages, strikes, boycotts, or other interferences with the operations of the Employer during the lifetime of this Agreement; to develop plant efficiency and growth; and to promote harmonious relations between the Employer, its employees, and the Union. 5
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ARTICLE II


RECOGNITION


SECTION 1. The Employer recognizes the Union as the sole and exclusive bargaining agent in all matters relating to rates of pay, wages, hours, and conditions of employment for all of its production, shipping warehousing, and maintenance employees, excluding executives, professional and clerical employees, chemists, experimental, developmental, and laboratory employees, guards and all supervisors as defined by the National Labor Relations Act, as amended, at its plant at Crestwood Industrial Park, Mountaintop, Pennsylvania, or any expansion thereof within a radius of fifteen miles. It is understood that said unit is separate and distinct from any other operation of this or any affiliated company elsewhere.


SECTION 2. Supervisory employees shall not be permitted to perform work covered by the terms of this Agreement except in the following types of situations: (1) when qualified employees are not available, (2) in the instruction of employees, (3) when relieving employees for urgent or special work, (4) when relieving employees during relief periods in order to continue normal production flow, (5) when testing new equipment, processes, products or methods of manufacture, and (6) in emergencies.


SECTION 3. It is the continuing and recognized policy of the Company and the Union that the provisions of this Agreement shall be applied fairly in accordance with those federal and state employment laws relating to race, color, religious creed, sex, age and national origin, and there shall be no discrimination by the Company or the Union on account of such factors. Whenever the term "his" is used throughout this Agreement, it shall refer interchangeably in compliance with the aforesaid policy to male or female.


ARTICLE III


UNION SECURITY


SECTION 1. All employees in the bargaining unit as described above shall, as a condition of employment, become and remain members of the Union in good standing 30 calendar days after their employment commences.


SECTION 2. Members in "good standing" is defined as a Union Member who has paid his dues and initiation fees.


SECTION 3. Temporary employees' hiring period not to exceed 120 working days, except for students currently enrolled in High School or College, who are exempt from any limitations. The term "employee" shall be defined as persons in the 6
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bargaining unit as described in Article II herein but excluding casual or temporary employees, or employees hired for a specific period, which period shall not exceed 120 working days. The Employer shall notify the Union as well as the employees when employment is on a temporary basis. In the event the Company intends to retain any of such employees on a permanent basis, it will notify the Union of such intention on or before the 90th working day of said employee's employment and such temporary employment shall be deemed the probationary period of such employee. If the employee becomes permanent, he shall be given seniority from his first day of last hire. This right to hire temporary employees shall not be used to displace regular employees and the 120-day period shall be the aggregate of all days worked during the six months following his last hire.


SECTION 4. Temporary employees shall not be rehired as such within six (6) months of the day of their last separation. Should they, however, be hired as permanent employees withing the six (6) month period following their last separation, time spent as a temporary employee during the preceding six (6) month period shall be deemed probationary service. Seniority of such employee, however, shall commence with the day of his hire as a permanent employee.


SECTION 5. Temporary and probationary employees shall, after 30 calendar days of employment, be obligated to pay the Union an agency fee equal to the monthly dues of Union members.


ARTICLE IV


CHECKOFF


SECTION 1. Upon receipt of a signed written authorization from its employees, the Employer will deduct from the employee's wages the Union initiation fee, agency fee, or monthly dues provided for in said authorization, as follows:


(a) For those employees hired on a permanent basis, the Employer will deduct the amount of the initiation fee from the first pay due said employee after said employee has completed his sixty (60) calendar day probationary period as provided in Article III herein.


(b) For those employees hired on a temporary basis, the Employer will deduct the amount of the initiation fee from the first pay due said employee after said employee has attained permanent status as provided in Article III herein.


(c) The Employer will deduct the monthly Union dues for employees so authorizing their deduction in the second pay period of each month. 7
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(d) The Employer will deduct the monthly Union agency fee for all employees so authorizing their deduction in the second pay period of each month.


(e) Amounts deducted, as provided for above, shall promptly be remitted to the Secretary of the Union.


SECTION 2. The checkoff authorization shall be irrevocable for a period of one (1) year of the termination date of the contract then in effect, which ever occurs sooner. In the event it automatically renews itself, it shall be for further periods of one (1) year or the termination date, of the contract then in effect, which ever occurs sooner; provided, the employee shall have the right to revoke the checkoff authorization not more than twenty days and not less than ten days prior to the expiration of any irrevocable period by giving written notice to the Company and the Union within such period. The form of the authorization shall be in accordance with the existing Federal and State Labor Laws and substantially as set forth in Exhibit "A" hereto attached.


SECTION 3. The Union will indemnify and save the Employer harmless against any and all suits or other forms of liability which shall arise upon or by reason of action taken by the Employer for the purpose of complying with this Article.


ARTICLE V


REPRESENTATION


SECTION 1. There shall be a negotiating committee consisting of not more than six (6) persons, one of whom shall be the President of the Union, two of whom shall be members of the production department, one of whom shall be from the maintenance department or receiving-warehousing department, one of whom shall be from the shipping department and one of whom shall be from the second shift.


SECTION 2. There shall be a grievance committee for the Union selected by it, consisting of not more than four (4) members in the bargaining unit.


SECTION 3. The Union agrees for itself and its members that time spent in the processing of grievances will be bona fide for the processing of legitimate and not frivolous grievances and not for the purpose of harassing or impeding operations of the Employer. Moreover, it agrees that time spent in the processing of grievances will be at a time which is mutually convenient to the Employer and the grievance committee.


SECTION 4. The Employer and the Union agree that neither will discriminate against any employee because of his Union membership or because of his Union activities, provided such activities are not in violation of any part of this 8
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Agreement; nor shall any officer or member of the Union attempt to coerce or intimidate a member or employee of the Company.


SECTION 5. Each department shall have a steward selected by the employees in that department. Any grievance advanced by an employee may be taken to his department steward as hereinafter provided who will, to the best of his ability, attempt to settle such complaint with the immediate supervisor of the employee advancing the grievance. The department steward shall have no authority to act on grievances outside of his own department.


ARTICLE VI


ADJUSTMENT OF GRIEVANCES


SECTION 1. Should any grievance or dispute arise between the Employer and the Union or any of its members, as to the interpretation of or compliance with the provisions of this Agreement, there shall be no work stoppage, shutdown, strike, suspension or interruption of work on the part of the Union or lockout on the part of the Employer on account of such grievance or dispute, but an earnest effort shall be made to settle such matter promptly in accordance with the procedure set forth in the Article as follows:


STEP ONE: Within two working days after the occurrence of the facts alleged to constitute a grievance, the aggrieved employee may present and discuss his grievance with his supervisor. Said employee may be accompanied by his department stewards if he so desires and said employee may discuss the grievance during working hours.


STEP TWO: If no settlement is reached in Step One above, the aggrieved employee may refer the grievance in writing to his department superintendent within three days from the date on which his complaint was rejected by his supervisor. Such appeal must be in writing, submitted on forms as agreed upon by the parties hereto, and shall be dated and signed by the employee and his department steward. The written grievance shall set forth the complete statement of the material facts and specific section or sections of this Agreement allegedly violated and the relief sought. Such appealed grievance shall be discussed at a mutually convenient time between the department superintendent or his designated representatives. Such meeting shall be held within five days from the date of filing the appeal. Either party may call witnesses. The answer of the Employer shall be in writing and shall be three workdays from the date of the meeting. 9
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STEP THREE: If no settlement is reached in Step Two above, the President of the Union may serve written notice of appeal upon the PLANT MANAGER of the Employer within five workdays after the Employer's answer in the above Step has been supplied. Within ten workdays of said appeal the plant manager and his designated representatives shall confer with members of the grievance committee at a mutually convenient time and place which may be attended by the International Union Representative, the aggrieved employee, and his department steward. The total number of Union representatives and the aggrieved employee shall not exceed five. the answer of the Employer shall be made within five workdays after said meeting and shall be in writing.


STEP FOUR: In the event such grievance by the employee is not settled in a manner satisfactory to the Union or the Company in the above Step, then either party shall have the right to submit such grievance to arbitration for final and binding decision. The party deciding to do so shall notify the other party in writing of its intentions to arbitrate within ten workdays after the decision in the above Step. The parties may mutually agree in writing to extend said period.


SECTION 2. SELECTION OF ARBITRATOR. In the event a grievance is referred to arbitration, the parties shall endeavor to mutually agree upon an arbitrator. Should they fail to do so within five days of the notice of intent to arbitrate as above, then either party may request the appointment of an arbitrator pursuant to the rules of the F.M.C. Service then appertaining.


SECTION 3. ARBITRATOR'S DUTIES. Except to the extent as provided in Article XVIII, Section 3, the arbitrator shall have no authority to add to, subtract from, or in any way change or modify the terms of this Agreement, including the rates of pay herein established, or to decide issues that are not the subject matter of this Agreement. His fee and expenses shall be shared equally between the parties to this Agreement. He shall render his decision within twenty-one calendar days after the close of the hearing.


SECTION 4. The arbitrator shall not have the authority to decide whether there was in fact a wildcat strike, slowdown, interruption or picketing in violation of Article XIV of this contract and any remedies or actions by the Employer for a violation of Article XIV may be determined by an action in the appropriate court of law or by proceedings before the National Labor Relations Board; provided, however, that should any strike or work stoppage occur without the Union's consent, it will endeavor in good faith upon receipt of written notice from the Employer to bring about the immediate return to work of its members who have stopped working, and compliance by the Union in good faith with this provision shall relieve it from damages for any unauthorized strike. In addition, the arbitrator shall not have the authority to decide disputes that are not submitted during the life of this contract or matters that are not presented by the Union as a party or by the Employer as hereinafter provided. 10
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SECTION 5. The parties recognize that many operations in manufacture and distribution of the Company's products are performed by contractors and by other companies and that its right to have such production or distribution performed elsewhere shall not be curtailed and shall not be subject to arbitration.


SECTION 6. The Employer shall have the right to present grievances to the Union. The procedure for the presentation of said grievances shall begin with Step Three above, and shall be adopted for said purpose.


SECTION 7. Grievances not appealed after the last answer shall be deemed settled on the basis of such answer. If there is not compliance by the Employer within the allotted time at any of the Steps of the grievance procedure, the employee may in that event proceed to the next Step in the grievance procedure.


ARTICLE VII


OBLIGATION OF THE PARTIES


SECTION 1. The Union, its officers, representatives, members, and all employees represented by it, bind themselves to observe the provisions of this Agreement.


SECTION 2. The Company, its officers, and representatives, also bind themselves to observe the provisions of this Agreement.


ARTICLE VIII


SENIORITY


SECTION 1. Seniority shall be defined as an employee's length of continuous service from the last date of hiring with the Employer and shall be calculated upon a plant-wide basis. In determining an employee's length of continuous service for seniority purposes, said employee shall receive one credit for each workweek of continuous service consisting of five (5) hour daily shifts and 1.6 credits for each workweek of continuous service consisting of eight (8) hour daily shifts. The accumulation of such credits shall constitute the employee's seniority. Credits for employees while on layoff, leave of absence, or other time off not constituting a break in continuous service as hereinafter defined, shall be based upon the daily shift to which the employee was regularly assigned prior to layoff, leave of absence, etc. In the event two or more employees shall have the same accumulation of seniority credits, the employee with the earliest date of continuous service shall be considered more senior. In the event 11
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two or more employees shall have the same accumulation of seniority credits and the same date of continuous service hire, the employees shall be ranked in accordance with the alphabetical order of their last names.


SECTION 2. CONTINUOUS SERVICE. Continuous service shall be calculated from the date of first employment with the Employer, or re-employment following a break in continuous service. Continuous service shall be broken by:


(a) Quit.


(b) Discharge for just cause.


(c) Absence from work for a period of 72 hours without permission unless such absence is due to a bona fide illness or injury and the employee has notified the plant switchboard or the employee's department superintendent of such sickness or injury promptly.


(d) Failure to report to work within twenty-four hours after the expiration of a leave of absence granted by the Employer.


(e) Failure to return to work within five (5) days after delivery by mail of a written notice by the Employer to the employee's last address appearing on its records, unless the employee gives a reasonable excuse for failure to report to work, provided that no claim for retroactivity shall arise if the Employer calls in another employee temporarily. It shall be the duty of the employees to furnish to the Employer their last known address and telephone number.


(f) Absence due either to layoff or disability for a continuous period of more than eighteen months, except that absence due entirely to a compensable injury received in the course of an employee's employment by the Employer and recognized by its insurance carrier or the Workman's Compensation Bureau as compensable, shall not, to the extent of the period for which such statutory compensation is payable, be included in the computation of the said 18-month period. The Employer shall be relieved of all and any liability under this section in the event of a decision of the Workman's Compensation Bureau holding an employee ineligible is subsequently reversed, overruled, or changes so as to allow compensation.


SECTION 3. The following shall be recognized departments:


a. Production
b. Shipping
c. Maintenance
d. Receiving and Warehousing 12
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SECTION 4. POSTING OF SENIORITY LIST. The Employer shall post a seniority list within 30 days after the signing of this Agreement and will keep such list reasonably up-to-date. When the seniority of an employee is terminated by the Employer, written notice thereof shall be given to the employee involved and the Union. If any employee disputes his position on the seniority list, he shall register his protest in writing within five (5) working days after said list has been posted. The matter will then be settled by both the Employer and the Union or submitted to arbitration in accordance with the provisions of this Agreement. In the event an employee does not protest his position on the seniority list within five (5) working days after it has been posted, he shall be deemed to have accepted his position as stated by the Company, unless there is a clerical error in which event it shall be promptly corrected upon discovery. An employee on vacation at the time that the seniority list is posted shall have five (5) working days upon his return from vacation to make a protest concerning the seniority list. Simultaneously with the posting of the seniority list, a copy shall be tendered to the Secretary of the Union.


SECTION 5. PROBATIONARY EMPLOYEES. All new employees hereafter employed and those hired after a break in continuous service shall be regarded as probationary employees for the first 60 calendar days after their employment commences and they shall receive no continuous service credit during this probationary period. Whether they shall be laid off or discharged during this probationary period is to be exclusively determined by the Employer. At the expiration of the probationary period, such employee shall then be placed on the seniority list retroactive to the date of his last hire.


SECTION 6. TEMPORARY EMPLOYEES. Casual or temporary employees shall not be placed on the seniority list and they may be laid off or discharged in the exclusive discretion of the Employer. Said employees may be hired to fill positions in wage grade (1) or wage grade (5) as more particularly set forth in Schedule "B" attached hereto and made a part hereof and shall be ineligible to fill positions in wage grades greater than the wage grade in which they are hired unless there are no permanent employees who desire said positions.


SECTION 7. (a) Seniority shall be recognized for the purposes of layoffs, recalls and job vacancies. It shall be applied on a plant-wide basis according to the physical fitness, ability and efficiency of the employee to perform the job, it being understood that length of service shall be the governing factor when physical fitness, ability, and efficiency to perform the job are relatively equal. Because of the Company's responsibility for the operation of the plant, it shall judge a person's physical fitness, ability and efficiency for the job, it being understood that the Company, in exercising its judgment, shall not act in an arbitrary and capricious fashion. Any employee feeling aggrieved by the Company's decision in this regard may submit the question of whether or not the Company acted in an arbitrary and capricious fashion in exercising its 13
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