Common use of Employee Labor Matters Clause in Contracts

Employee Labor Matters. (a) Except as otherwise set forth on Schedule 3.11(a), there are no strikes, material labor disputes, unfair labor practice charges, slow-downs or work stoppages pending or, to the Knowledge of Seller, threatened against the Company. The Company is not a party or subject to any collective bargaining agreement covering any Business Employee, nor is any such agreement presently being negotiated. (b) Schedule 3.11(b)(i) sets forth a list of all Business Employees. Schedule 3.11(b)(ii) sets forth a list of all Company Service Providers. The Company has no employees. Except for the Business Employees and the Company Service Providers, neither Outrigger, the Seller nor any of their Affiliates has any employees or has engaged other natural persons in their individual capacities to provide services to the Company as independent contractors. Except as set forth on Schedule 3.11(b)(iii), the Company is not a party to any employment agreement or any material staffing, consultant, or independent contractor agreements, including any agreements regarding compensation, retention, incentive or other payments potentially payable to any Business Employees who are designated as “Field” (“Field Business Employees”) or Company Service Providers. (c) The Company is in material compliance with all applicable Laws respecting employment terms and conditions, employment practices, labor relations, including any provisions relating to (i) wages, hours, bonuses, overtime pay, commissions, termination pay, vacation pay, sick pay, any other form of compensation, and classification of employees or contractors for purposes of compensation or otherwise (ii) unlawful, wrongful, retaliatory, harassing, or discriminatory employment or labor practices, (iii) occupational health and safety standards and (iv) immigration and U.S. work authorization, workers’ compensation, disability, unemployment compensation, employee privacy rights, whistleblower Laws, and all other employment Laws. (d) There are no Claims or Legal Proceedings or Orders pending or, to Seller’s Knowledge, threatened, against Outrigger, Seller or any of its Affiliates by any present or former alleged employee of the Company or natural person engaged individually by the Company as an independent contractor of the Company or by any Business Employee or Company Service Provider, or by any Governmental Authority relating to any present or former alleged employee of the Company or natural person engaged individually by the Company as an independent contractor of the Company, or by any Business Employee or Company Service Provider, with respect to any employment-related matter. No Governmental Authority has issued any finding of any violation of any Laws by the Company regarding alleged employees of the Company or natural persons engaged individually by the Company as independent contractors of the Company, or any Business Employees or Company Service Providers.

Employee Labor Matters. (a) Except as otherwise set forth on Schedule 3.11(a), there are no strikes, material labor disputes, unfair labor practice charges, slow-downs or work stoppages pending or, to the Knowledge of Seller, threatened against the Company. The Company is not a party or subject to any collective bargaining agreement covering any Business Employee, nor is any such agreement presently being negotiated. (b) Schedule 3.11(b)(i) sets forth a list of all Business Employees. Schedule 3.11(b)(ii) sets forth a list of all Company Service Providers. The Company has no employees. Except for the Business Employees and the Company Service Providers, neither Outrigger, the Seller nor any of their Affiliates has any employees or has engaged other natural persons in their individual capacities to provide services to the Company as independent contractors. Except as set forth on Schedule 3.11(b)(iii), the Company is not a party to any employment collective bargaining agreement or union contract recognizing any material staffinglabor organization as the bargaining agent of any employees. To the knowledge of Seller, consultantthere is no union organization activity, or independent contractor agreementswork stoppages with respect to any of the Company's employees, pending or threatened and no such event has occurred three (3) years prior to the date hereof. (b) The Company has complied in all material respects with all material Laws relating to the employment of labor, including all such Laws relating to wages, hours, pay equity, overtime, the WARN Act and any agreements regarding compensationsimilar state or local “mass layoff” or “plant closing” Law. There has been no “mass layoff” or “plant closing” (as defined by the WARN Act) with respect to the Company within the six (6) months prior to the date hereof. There is no charge or court complaint pending, retentionor, incentive to the knowledge of Seller, overtly threatened against the Company relating to alleged employment discrimination or other payments potentially payable employment related matters pending, or, to the knowledge of Seller, threatened before the U.S. Equal Employment Opportunity Commission or any Business Employees who are designated as “Field” (“Field Business Employees”) or Company Service Providersother Governmental Authority. (c) The Except as disclosed in Schedule 3.21, no Company is in material compliance with all applicable Laws respecting employment terms and conditions, employment practices, labor relations, including employee has any provisions relating agreement as to (i) wages, hours, bonuses, overtime pay, commissions, termination pay, vacation pay, sick pay, any other form length of compensation, and classification of employees notice or contractors for purposes of compensation severance payment required to terminate his or otherwise (ii) unlawful, wrongful, retaliatory, harassing, or discriminatory employment or labor practices, (iii) occupational health and safety standards and (iv) immigration and U.S. work authorization, workers’ compensation, disability, unemployment compensation, employee privacy rights, whistleblower Laws, and all other employment Lawsher employment. (d) Schedule 3.21 sets forth a true, correct and complete listing of all Company employees, as well as independent contractors, as of the date hereof, including their respective name, job title or function, and job location, as well as a true, correct and complete listing of the current salary or wage, incentive pay, commission arrangements and bonuses (including without limitation eligibility for transaction, stay or similar bonus payments in connection with the transactions contemplated by this Agreement), accrued vacation as of a recent date, hire date, the current status (as to leave or disability pay status, leave eligibility status, full time or part time, exempt or nonexempt, temporary or permanent status) of such employees and whether they are subject to a written employment Contract. (e) There are no Claims outstanding assessments, penalties, fines, liens, charges, surcharges, or Legal Proceedings other amounts due or Orders pending orowing pursuant to any workplace safety and insurance legislation and, to Seller’s Knowledge, threatened, against Outrigger, the knowledge of Seller or (x) the Company has not been reassessed in any of its Affiliates by material respect under such legislation during the past three (3) years and (y) no audit is currently being performed pursuant to any present or former alleged employee applicable workplace safety and insurance legislation. (f) Seller has provided to Purchaser all orders and inspection reports of the Company or natural person engaged individually by under applicable occupational health and safety legislation (“OHS Legislation”) together with the Company as an independent contractor of the Company or by any Business Employee or Company Service Provider, or by any Governmental Authority relating to any present or former alleged employee of the Company or natural person engaged individually by the Company as an independent contractor minutes of the Company's joint health and safety committee meetings for the past three (3) years. To the knowledge of Seller, or by there are no charges pending under OHS Legislation. The Company has complied in all material respects with any Business Employee or Company Service Provider, with respect to any employment-related matter. No Governmental Authority has orders issued any finding under OHS Legislation and there are no appeals of any violation of any Laws by the Company regarding alleged employees of the Company or natural persons engaged individually by the Company as independent contractors of the Company, or any Business Employees or Company Service Providersorders under OHS Legislation currently outstanding.

Employee Labor Matters. (a) Except as otherwise set forth on Schedule 3.11(a), there are no strikes, material labor disputes, unfair labor practice charges, slow-downs or work stoppages pending or, to the Knowledge of Seller, threatened against the Company. The Company is not a party or subject to any collective bargaining agreement covering any Business Employee, nor is any such agreement presently being negotiated. (b) Schedule 3.11(b)(i) sets forth a list of all Business Employees. Schedule 3.11(b)(ii) sets forth a list of all Company Service Providers. The Company has no employees. Except for the Business Employees and the Company Service Providers, neither Outrigger, the Seller nor any of their its Affiliates has any employees or has engaged other natural persons in their individual capacities to provide services to the Company as independent contractors. Except as set forth on Schedule 3.11(b)(iii), the Company is not a party to any employment agreement or any material staffing, consultant, or independent contractor agreements, including any agreements regarding compensation, retention, incentive or other payments potentially payable to any Business Employees who are designated as “Field” (“Field Business Employees”) or Company Service Providers. (c) The Company is in material compliance with all applicable Laws respecting employment terms and conditions, employment practices, labor relations, including any provisions relating to (i) wages, hours, bonuses, overtime pay, commissions, termination pay, vacation pay, sick pay, any other form of compensation, and classification of employees or contractors for purposes of compensation or otherwise (ii) unlawful, wrongful, retaliatory, harassing, or discriminatory employment or labor practices, (iii) occupational health and safety standards and (iv) immigration and U.S. work authorization, workers’ compensation, disability, unemployment compensation, employee privacy rights, whistleblower Laws, and all other employment Laws. (d) There are no Claims or Legal Proceedings or Orders pending or, to Seller’s Knowledge, threatened, against Outrigger, Seller or any of its Affiliates by any present or former alleged employee of the Company or natural person engaged individually by the Company as an independent contractor of the Company or by any Business Employee or Company Service Provider, or by any Governmental Authority relating to any present or former alleged employee of the Company or natural person engaged individually by the Company as an independent contractor of the Company, or by any Business Employee or Company Service Provider, with respect to any employment-related matter. No Governmental Authority has issued any finding of any violation of any Laws by the Company regarding alleged employees of the Company or natural persons engaged individually by the Company as independent contractors of the Company, or any Business Employees or Company Service Providers.