EXHIBIT 10.48
EMPLOYEE STOCK PURCHASE PLAN
ADMINISTRATION AGREEMENT
THIS AGREEMENT entered into this 25th day of July, 2001,
BETWEEN:
SERVICE CORPORATION INTERNATIONAL
(CANADA) LIMITED, a corporation incorporated under the laws of CANADA (hereinafter called the
"Company")
OF THE FIRST PART
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FASTRAK SYSTEMS INC., a corporation incorporated under the laws of Ontario
(hereinafter called the "Administrator")
OF THE SECOND PART
WITNESSETH:
WHEREAS SERVICE CORPORATION INTERNATIONAL ("SCI") has established the SERVICE
CORPORATION INTERNATIONAL EMPLOYEE STOCK PURCHASE PLAN (the "Plan"), a copy of
which is attached hereto as Appendix "A", to facilitate the acquisition of full and fractional shares of SCI common
stock (the "Shares") for the benefit of employees of SCI and its U.S and Canadian subsidiaries;
AND WHEREAS the Company wishes to appoint the Administrator to carry out administrative duties for the
benefit of the Company's Canadian employees who are participants in the Plan, in accordance with the Plan and
this Agreement, and the Administrator wishes to accept such appointment;
NOW THEREFORE in consideration of the premises and the respective covenants of the parties contained
herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the Company and the Administrator hereby agree as follows:
1. Participants in the Plan will be those employees of the Company and its affiliates or subsidiaries who qualify for
participation under the Plan, who complete a Plan enrollment form and who are so designated by the Company
to the Administrator (the "Plan Participants").
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2. The Company undertakes to open and maintain a trading account for the benefit of the Plan Participants (the
"ESPP Account") with a dealer that is registered under applicable securities laws to trade in the Shares in each of
the jurisdictions where the Plan Participants reside (the "Plan Broker"). The Company shall ensure that the
Administr