Collective Bargaining Agreement Dated 10/2/2000

Exhibit 10.50 ================================================================================


AGREEMENT


BETWEEN


PROVENA FOODS INC., dba.
ROYAL ANGELUS MACARONI CO.


AND


UNITED FOOD & COMMERCIAL
WORKERS UNION LOCAL 1428


October 2, 2000 Through September 29, 2002


================================================================================


- --------------------------------------------------------------------------------
INDEX


PROVENA FOODS INC., dba
ROYAL ANGELUS MACARONI COMPANY - --------------------------------------------------------------------------------


PAGE
---- PREAMBLE 1 - --------


WITNESSETH 1 - ----------


SECTION 1 - RECOGNITION AND JURISDICTION 1 - ---------------------------------------- 1.1 UNION RECOGNITION 1 1.2 CLASSIFICATION DEFINITIONS 1
1.2.1 Mixer Operator 1
1.2.2 Press Operator 1
1.2.3 Packing Operator 2
1.2.4 General Packer 2
1.2.5 Maintenance Mechanic 2
1.2.6 Maintenance Helper 2
1.2.7 Quality Control Employee 2
1.2.8 Shipping/Receiving Employee 2
1.2.9 Sanitation Sanitor 2
1.2.10 Supervisors 2 1.3 PERFORMANCE OF BARGAINING UNIT WORK 3 1.4 EMPLOYEE STATUS 3
1.4.1 Regular Employee 3
1.4.2 Extra Employee 3
1.4.3 Probationary Employee 3
1.4.4 Promotion/Demotion 3 1.5 MANAGEMENT RIGHTS 3


SECTION 2 - UNION SECURITY 4 - -------------------------- 2.1 UNION MEMBERSHIP 4 2.2 MAINTENANCE OF MEMBERSHIP 4 2.3 APPLICANTS FOR MEMBERSHIP 4 2.4 DUES CHECK-OFF 4


SECTION 3 - EMPLOYMENT 4 - ---------------------- 3.1 NO DISCRIMINATION 4 3.2 HIRING CONSIDERATION 5 3.3 UNION NOTIFICATION 5


SECTION 4 - DISCHARGE 5 - --------------------- 4.1 PROHIBITION AGAINST DISCHARGE 5 4.2 NOTICE FROM INSURANCE CARRIER 5 4.3 RIGHT OF APPEAL 5 4.4 NOTIFICATION OF DISCHARGE 6


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PAGE
---- SECTION 5 - HOURS 6 - ----------------- 5.1 HOURS OF OPERATION 6 5.2 POSTING REQUIREMENTS 6 5.3 SCHEDULE OF SHIFT 6 5.4 GUARANTEED WORKWEEK 6 5.5 EXTRA EMPLOYEES WORKWEEK 6 5.6 REGULAR WORKWEEK 7 5.7 ADDITIONAL SHIFTS 7 5.8 JOB AND SHIFT BIDDING 7 5.9 CALL BACK 7 5.10 MEAL PERIODS 7 5.11 REST PERIODS 7


SECTION 6 - OVERTIME 7 - -------------------- 6.1 OVERTIME PAY 7 6.2 DAILY OVERTIME 8


SECTION 7 - HOLIDAYS 8 - -------------------- 7.1 HOLIDAYS PAID 8 7.2 HOLIDAY PAY ELIGIBILITY 8 7.3 HOLIDAYS FALLING ON SATURDAY/SUNDAY 8


SECTION 8 - VACATIONS 9 - --------------------- 8.1 VACATION BENEFITS 9
8.1.1 First Year of Service 9
8.1.2 Third Year of Service 9
8.1.3 Fifth Year of Service 9
8.1.4 Sixteenth Year of Service 9 8.2 MULTIPLE WEEK VACATION SCHEDULES 9 8.3 SENIORITY APPLIES IN SELECTION OF VACATION SCHEDULES 9
8.3.1 Not Cumulative 9 8.4 PRORATED VACATION PAY UPON SEPARATION FROM EMPLOYMENT 9
8.4.1 First Six (6) Months 9
8.4.2 After Six (6) Months 9
8.4.3 After One (1) Year 10
8.4.4 After Two (2) Years 10
8.4.5 After Four (4) Years 10
8.4.6 After Fifteen (15) Years 10 8.5 PRORATED VACATION FORMULA FOR EMPLOYEES WORKING
LESS THAN A FULL YEAR 10 8.6 HOLIDAY DURING VACATION 10


SECTION 9 - LEAVES OF ABSENCE 10 - ----------------------------- 9.1 APPROVED LEAVE OF ABSENCE 10 9.2 UNION BUSINESS 10 9.3 NON-PAID FUNERAL LEAVE 10 9.4 FUNERAL LEAVE 11
9.4.1 Notification to Employer 11
9.4.2 Absence Occurs 11
9.4.3 Day of Absence 11
9.4.4 Proof of Relationship 11
9.4.5 Immediate Family 11
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PAGE
---- SECTION 10 - WAGES 11 - ------------------ 10.1 NIGHT PREMIUMS 11 10.2 LEAD PERSON 11 10.3 MINIMUM WAGE INCREASE 11 10.4 RECORDS 11 10.5 WAGE INCREASES 11 10.6 JOB CLASSIFICATION STARTING RATES 12 10.7 PROMOTION - WAGE INCREASES 12


SECTION 1l - HEALTH AND WELFARE - ------------------------------- 12 11.1 HEALTH AND WELFARE 12
11.1.1 Contribution Amount/Qualifying Hours 12
11.1.2 Maintenance of Benefits 12
11.1.3 Monthly Contribution Payment Date 12
11.1.4 Vacation, Holiday and Sick Leave Pay Counted 12
11.1.5 Loss of Eligibility Self-Payments 12
11.1.6 Death Benefit 13 11.2 DENTAL PLAN 13
11.2.1 Contribution Amount Qualifying Hours 13
11.2.2 Maintenance of Benefits 13
11.2.3 Monthly Contribution Payment Date 13
11.2.4 Vacation, Holiday and Sick Leave Pay Counted 13
11.2.5 Loss of Eligibility Self-Payments 13 11.3 VISION PLAN 13
11.3.1 Contribution Amount/Qualifying Hours 14
11.3.2 Maintenance of Benefits 14
11.3.3 Monthly Contribution Payment Date 14
11.3.4 Vacation, Holiday and Sick Leave Pay Counted 14
11.3.5 Loss of Eligibility Self-Payments 14


SECTION 12 - SICK LEAVE 14 - ----------------------- 12.1 ELIGIBILITY 14 12.2 UNUSED SICK LEAVE PAY 14 12.3 INTEGRATION WITH WORKER'S COMPENSATION OR
UNEMPLOYMENT DISABILITY INSURANCE 15 12.4 PROOF OF ILLNESS 15 12.5 JOB INJURY 15 12.6 MEDICAL APPOINTMENTS 15


SECTION 13 - PENSIONS/RETIREMENT BENEFITS 15 - ----------------------------------------- 13.1 CONTRIBUTIONS 15 13.2 TERMINATION PRIOR TO YEAR-END 16 13.3 WAITING PERIOD 16 13.4 PREVIOUS PLAN 16


SECTION 14 - JURY DUTY 16 - ---------------------- 14.1 JURY DUTY 16


SECTION 15 - GENERAL BENEFITS 16 - ----------------------------- 15.1 HEALTH/SAFETY EQUIPMENT & APPAREL 16 15.2 COMPUTING OVERTIME 16 15.3 COMPANY MEETINGS 16 15.4 NO REDUCTION 16


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PAGE
---- SECTION 16- SENIORITY 17 - --------------------- 16.1 POSTING 17 16.2 ACQUISTION OF SENIORITY 17 16.3 TERMINATION OF SENIORITY 17 16.4 APPLICATION OF SENIORITY 17 16.5 LAYOFF/RECALL 17 16.6 NOTIFICATION OF RECALL 18 16.7 REPORTING AFTER RECALL 18 16.8 SENIORITY LIST 18 16.9 EFFECT OF LEAVE ON SENIORITY 18


SECTION 17- GRIEVANCE AND ARBITRATION 18 - ------------------------------------- 17.1 GRIEVANCES 18 17.2 GRIEVANCE PROCEDURE 18
Step 1: 18
Step 2: 18
Step 3: 18 17.3 TIME LIMITS 19 17.4 ARBITRATION 19 17.5 ARBITRATOR'S LIMITATIONS 19 17.6 EXPENSES 19 17.7 STATUS QUO 19 17.8 FINAL AND BINDING 19 17.9 WAGE CLAIM LIMITS 20


SECTION 18- UNION AFFAIRS 20 - ------------------------- 18.1 UNION VISITATION 20 18.2 UNION ACTIVITY 20 18.3 STEWARDS 20 18.4 BULLETIN BOARDS 20


SECTION 19-WORKING CONDITIONS AND SAFETY 20 - ---------------------------------------- 19.1 FIRST AID EQUIPMENT 20 19.2 GOVERNMENTAL REGULATIONS 20 19.3 INJURIOUS WORKING CONDITIONS 20


SECTION 20- JOB SECURITY 21 - ------------------------ 20.1 NEW METHODS OF OPERATION 21


SECTION 21- SEPARABILITY 21 - ------------------------ 21.1 PROVISIONS OF AGREEMENT 21


SECTION 22- TRANSFER OF OWNERSHIP 21 - --------------------------------- 22.1 SALE OR TRANSFER 21 22.2 CHANGE OF OWNERSHIP 21


SECTION 23- SAVINGS CLAUSE 21 - -------------------------- 23.1 SAVINGS CLAUSE 21


SECTION 24- NO STRIKE OR LOCKOUT 22 - -------------------------------- 24.1 NO STRIKE OR LOCKOUT 22 24.2 72-HOUR NOTICE 22


SECTION 25- EXTENTION AND SCOPE 22 - ------------------------------- 25.1 EXTENSION AND SCOPE


iv


COLLECTIVE BARGAINING AGREEMENT
Between
Provena Foods Inc., d.b.a. Royal Angelus Macaroni Company
And
United Food & Commercial Workers Union Local 1428


October 2, 2000 Through September 29, 2002


PREAMBLE
--------


THIS AGREEMENT is made and entered into between PROVENA FOODS INC., d.b.a., ROYAL ANGELUS MACARONI CO., located at 5010 Eucalyptus Avenue, Chino, CA 91710, hereinafter referred to as the "Employer" and UNITED FOOD AND COMMERCIAL WORKERS UNION LOCAL 1428, chartered by the UNITED FOOD AND COMMERCIAL WORKERS INTERNATIONAL UNION, AFL-CIO-CLC, hereinafter referred to as the "Union."


WITNESSETH
----------


In order to establish working conditions, which are fair and equitable to the Employer and all Employees, the parties agree to the following:


"The parties to this Agreement recognize the competitive nature of the industry and further agree that no Employee will be required to work hours in excess of the working hours established in this Agreement."


SECTION 1 - RECOGNITION AND JURISDICTION
----------------------------------------


1.1 UNION RECOGNITION. The Employer hereby recognizes the Union as the
----------------- exclusive bargaining agent for all Employees employed in the classifications set forth in Section 10 hereof working in the plant of the Employer located in Chino, California, County of San Bernardino.


1.2 CLASSIFICATION DEFINITIONS. It is understood and agreed that the following
-------------------------- groups of Employees shall be recognized as:


1.2.1 Mixer Operator. A Mixer Operator is responsible for all equipment in the mixing room, and for transferring flour and running all equipment located in the mixing room. The Mixer Operator will assist in the training and safety of others assigned to this job. The Mixer Operator needs to know and understand the general responsibilities as listed in the Employer job description.


1.2.2 Press Operator. A Press Operator is responsible for all equipment and the operation of such equipment located in the Press Room. The Lead Press Operator will be responsible for the training and safety of others assigned to this job. The Press Operator needs to know and understand the general responsibilities as listed in the Employer job description.


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1.2.3 Packing Operator. A Packing Operator is required to operate all of the equipment in all areas of the Packing Department. He is responsible for all products made on his machine, and will assist in the training of all the Employees that are working on his machine. Each Packing Operator Employee needs to know and understand the general responsibilities of this position as listed in the Employer job description.


1.2.4 General Packer. A General Packer will be responsible for all tasks performed in all areas of the Packing Department, except for the duties of a Packing Operator. The General Packer may also be required to perform miscellaneous labor as needed to assist in the operation throughout the plant as long as Employees in that specific job class are not displaced. Each General Packer Employee needs to know and understand the general responsibilities of this position as listed in the Employer job description.


1.2.5 Maintenance Mechanic. These Employees will be considered non- Bargaining unit.


1.2.6 Maintenance Helper. A Maintenance Helper is to maintain the overall condition of the building, internal and external. Helping also in maintenance areas as needed to maintain the operation and the performance of each piece of production equipment, or any piece of equipment that affects the plant's operation. Each Maintenance Helper Employee needs to know and understand the general responsibilities of this position as listed in the Employer job description.


1.2.7 Quality Control Employee. A Quality Control Employee is responsible for enforcing such quality standards established by the Employer. A Quality Control Employee needs to know and understand the general responsibilities of this position as listed in the Employer job description.


1.2.8 Shipping/Receiving Employee. A Shipping/Receiving Employee is responsible for the warehouse, and its total daily operation. A Shipping/Receiving Employee will be responsible for all incoming and outgoing shipments, loading and unloading of trucks as needed, driving and/or delivering of orders as may be required, the stacking of product on pallets, and general organizing of the warehouse area, product labeling and inventory as required, and all other work related to the warehouse operation. The Shipping/Receiving Employee position needs to know and understand the general responsibilities of this position as listed in the Employer job description.


1.2.9 Sanitation Sanitor. A Sanitation Sanitor is responsible for the cleaning of all areas inside and outside the plant. The Sanitation Sanitor may also be required to perform miscellaneous labor as needed to assist in the operation throughout the plant as long as Employees in that specific job class are not displaced. The Sanitation Sanitor needs to know and understand the general responsibilities of this position as listed in the Employer job description.


1.2.10 Supervisors. Supervisors will not be part of the bargaining unit, will not be required to join the Union, and will be permitted to perform whatever work the Employer assigns; provided, however, that the total number of Supervisors shall be limited to nine (9). The Employer agrees that the maximum number of Supervisors per shift will be five (5).


2


1.3 PERFORMANCE OF BARGAINING UNIT WORK. The Employer agrees that only
----------------------------------- Employees included in the bargaining unit shall perform any of the work coming within the jurisdiction of this Agreement, provided, however, that non- bargaining unit Employees may perform bargaining unit work, where necessary or for emergencies beyond the control of the Employer or work in the instruction or training of Employees and testing materials in production.


1.4 EMPLOYEE STATUS.
---------------


1.4.1 Regular Employee. A regular Employee is one who has completed the probationary period for all new Employees in accordance with Section 1.4.3 hereof.


1.4.2 Extra Employee. An Extra Employee is any Employee hired through an Employment Agency either to relieve a Regular Employee or to supplement the existing workforce. Extra Employees shall not be employed to displace Regular Employees. An Extra Employee, who is employed for ninety (90) calendar days for the Employer within a twelve (12) month period, shall become a Regular Employee for the purposes of benefit eligibility and Union affiliation. Upon completion of their ninety (90) day period, an Extra Employee will have completed their probationary period. Extra Employees may be scheduled less than thirty-two (32) hours per week. Regular Employees on layoff shall be hired first. No Extra Employees will be hired when Regular Employees in the same classification are on layoff or reduced in hours. It is agreed and understood that assignment of Employees to work less than thirty-two (32) hours per week within the meaning of this provision shall not operate to replace any existing Employees and, further, the hiring of Employees to work less than thirty-two (32) hours per week shall not be done for the purpose of permanently replacing full-time positions. In the event of a reduction in force, those Employees regularly scheduled to work less than thirty-two (32) hours per week shall be laid off prior to the layoff of any Regular Employees.


1.4.3 Probationary Employee. The first sixty (60) calendar days of employment shall be considered a trial period, during which time an Employee may be terminated for any reason, and he/she shall have no recourse to the grievance procedure set forth in this Agreement concerning such termination, provided, however, such sixty (60) day period may be extended for an additional thirty (30) days at the option of the Employer so long as prior notification, in writing, is given to the Union and the Employee.


1.4.4 Promotion/Demotion. If an Employee is promoted to a higher classification, the Employer shall have the right to demote said Employee during the first sixty (60) calendar days from the date of promotion. Promotions shall be done in accordance with Section 5.8 of this Agreement.


1.5 MANAGEMENT RIGHTS. The Employer shall have the right to the general
----------------- management of all operations and the direction of the workforce, including, but not limited to, the right to hire, transfer, promote, maintain discipline and efficiency, layoff, establish new processes or use new equipment, establish schedules of production, and to extend, limit or curtail its operations. Nothing in this Agreement shall be construed, by any manner or means, to preclude the subcontracting of work by the Employer or to require the Employer to perform work at this plant, rather than elsewhere, so long as the rights specified herein are not exercised in a manner inconsistent with this Agreement.


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SECTION 2 - UNION SECURITY
--------------------------


2.1 UNION MEMBERSHIP. Every person performing work covered by this Agreement
---------------- who is a member of the Union on the effective date of this Section, shall, as a condition of employment or continued employment, remain a member of the Union. Every person employed to perform work covered by this Agreement, shall, as a condition of employment, be a member of the Union or shall, within a period of thirty-one (31) days after the effective or execution date of this Agreement, whichever is later, become a member of the Union.


2.2 MAINTENANCE OF MEMBERSHIP. The Employer shall discharge every person,
------------------------- who has failed to comply with the provisions of Subsection 2.1 above, at the end of the workday during which notice of such non-compliance is received. The Employer further agrees not to again employ or re-employ any person(s) so discharged until he/she is a member of the Union; provided, however, in the event that the Labor Management Relations Act, as amended, is applicable to this Agreement, the provisions of this sentence of this Subsection 2.2 shall not be applied until a final administrative or judicial decision has been rendered, which would permit its application under the Act.


2.3 APPLICANTS FOR MEMBERSHIP. Membership in the Union shall be available to
------------------------- persons employed in work covered by this Agreement upon terms and qualifications not more burdensome than those applicable generally to other applicants for such membership.


2.4 DUES CHECK-OFF. The Employer agrees to deduct Initiation Fees and Union
-------------- Dues from the wages of the Employees in the bargaining unit who provide the Employer with a voluntary, written authorization for such deductions. Such deductions, when authorized, shall be made from each weekly pay period and will be transmitted to the office of UFCW Local 1428, no later than the twelfth (12th) day of the month following the month in which such deductions were made. The monthly deduction will be based on the number of weeks in that month at the established weekly dues rate.


SECTION 3 - EMPLOYMENT
----------------------


3.1 NO DISCRIMINATION. The Employer shall have sole responsibility for and
----------------- full freedom in the selection, employment, and discharge of persons employed or to be employed in work covered by this Agreement, subject to the provisions of this Agreement, provided that there shall be no discrimination because of membership or non-membership in or participation or non-participation in the activities of the Union. The Employer will not discharge or discriminate against any Employee for upholding lawful Union principles such as ser ...