Employee Matters and ERISA. (1) Neither Lincoln nor its Subsidiaries has entered into any collective bargaining agreement with any labor organization with respect to any group of employees of Lincoln or its Subsidiaries and to the knowledge of Lincoln there is no present effort nor existing proposal to attempt to unionize any group of employees of Lincoln or its Subsidiaries.
(2) Except as may be disclosed in the Disclosure Schedule, (i) Lincoln and its Subsidiaries are and have been in material compliance with all applicable laws respecting employment and employment practices, terms and conditions of employment and wages and hours, including, without limitation, any such laws respecting employment discrimination and occupational safety and health requirements, and neither Lincoln nor its Subsidiaries is engaged in any unfair labor practice; (ii) there is no unfair labor practice complaint against Lincoln or its Subsidiaries pending or, to the knowledge of Lincoln, threatened before the National Labor Relations Board; (iii) there is no labor dispute, strike, slowdown or stoppage actually pending or to the knowledge of Lincoln, threatened against or directly affecting Lincoln or its Subsidiaries; and (iv) neither Lincoln nor its Subsidiaries has experienced any work stoppage or other such labor difficulty during the past five (5) years.
(3) Except as may be disclosed in the Disclosure Schedule, neither Lincoln nor its Subsidiaries maintains, contributes to or participates in or has any liability under any employee benefit plans, as defined in Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), including (without limitation) any multiemployer plan (as defined in Section 3(37) of ERISA), or any nonqualified employee benefit plans or deferred compensation, bonus, stock or incentive plans, or other employee benefit or fringe benefit programs for the benefit of former or current employees or directors (or their beneficiaries or dependents) of Lincoln or its Subsidiaries (the "Lincoln Employee Plans"). To the knowledge of Lincoln, no present or former employee of Lincoln or its Subsidiaries has been charged with breaching nor has breached a fiduciary duty under any of the Lincoln Employee Plans. Except as may be disclosed in the Disclosure Schedule, neither Lincoln nor its Subsidiaries participates in, nor has it in the past five (5) years participated in, nor has it any present or future obligation or liability under, any multiemployer plan. Except as...
Employee Matters and ERISA. Except as set forth in Schedule 4.12 hereto:
Employee Matters and ERISA. 19 Section 4.13
Employee Matters and ERISA. (1) Except as may be disclosed in its Disclosure Schedule, neither CHC nor City National has entered into any collective bargaining agreement with any labor organization with respect to any group of employees of CHC or City National and to the Knowledge of CHC there is no present effort nor existing proposal to attempt to unionize any group of employees of CHC or City National.
(2) Except as may be disclosed in its Disclosure Schedule, (i) CHC and City National are and have been in material compliance with all applicable laws respecting employment and employment practices, terms and conditions of employment and wages and hours, including, without limitation, any such laws respecting employment discrimination and occupational safety and health requirements, and neither CHC nor City National is engaged in any unfair labor practice; (ii) there is no unfair labor practice complaint against CHC or City National pending or, to the Knowledge of CHC or City National, threatened before the National Labor Relations Board; (iii) there is no labor dispute, strike, slowdown or stoppage actually pending or, to the Knowledge of CHC or City National, threatened against or directly affecting CHC or City National; and (iv) neither CHC nor City National has experienced any work stoppage or other such labor difficulty during the past five (5) years.
(3) Except as may be disclosed in its Disclosure Schedule, neither CHC nor City National maintains, contributes to or participates in or has any liability under any employee benefit plans, as defined in Section 3(3) of ERISA, including (without limitation) any multiemployer plan (as defined in Section 3(37) of ERISA), or any nonqualified employee benefit plans or deferred compensation, bonus, stock or incentive plans, or other employee benefit or fringe benefit programs for the benefit of former or current employees or directors (or their beneficiaries or dependents) of CHC or City National (the “CHC Employee Plans”). To the Knowledge of CHC and City National, no present or former employee of CHC or City National has been charged with breaching nor has breached a fiduciary duty under any of the CHC Employee Plans. Except as may be disclosed in its Disclosure Schedule, neither CHC nor City National participates in, nor has it in the past five (5) years participated in, nor has it any present or future obligation or liability under, any multiemployer plan. CHC has provided to Community Financial a true, accurate and complete copy of...
Employee Matters and ERISA. (a) Except as may be disclosed in the Disclosure Schedule, Seller has not entered into any collective bargaining agreement with any labor organization with respect to any group of employees of the Seller and to the knowledge of the Seller there is no present effort nor existing proposal to attempt to unionize any group of employees of the Seller.
(b) Except as may be disclosed in the Disclosure Schedule, (i) the Seller is and has been in material compliance with all applicable laws respecting employment and employment practices, terms and conditions of employment and wages and hours, including, without limitation, any such laws respecting employment discrimination and occupational safety and health requirements, and the Seller is not engaged in any unfair labor practice; (ii) there is no unfair labor practice complaint against Seller pending or, to the knowledge of Seller, threatened before the National Labor Relations Board; (iii) there is no labor dispute, strike, slowdown or stoppage actually pending or, to the knowledge of Seller, threatened against or directly affecting Seller; and (iv) Seller has not experienced any work stoppage or other such labor difficulty during the past five (5) years.
(c) Except as disclosed in the Disclosure Schedule, Seller is not a party to or bound by any contract for the employment, retention or engagement, or with respect to the severance, of any officer, employee, agent, consultant or other person or entity which, by its terms, is not terminable by Seller on thirty (30) days written notice or less without the payment of any amount by reason of such termination. A description of each such agreement which is in writing is included in the Disclosure Schedule.
Employee Matters and ERISA. (1) Except as set forth in Section 5.02(o)(1) of the Disclosure Schedules, neither AC Financial nor any of its Subsidiaries has entered into any collective bargaining agreement with any labor organization with respect to any group of employees of AC Financial or any of its Subsidiaries and, to the Knowledge of AC Financial, there is no present effort or existing proposal to attempt to unionize any group of employees of AC Financial or any of its Subsidiaries.
(2) Except as set forth in Section 5.02(o)(2) of the Disclosure Schedules: (i) AC Financial and each of its Subsidiaries are and have been in material compliance with all applicable laws respecting employment and employment practices, terms and conditions of employment and wages and hours, including, without limitation, any such laws respecting employment discrimination and occupational safety and health requirements, and to their Knowledge neither AC Financial nor any of its Subsidiaries is engaged in any unfair labor practice; (ii) there is no unfair labor practice complaint against AC Financial or any of its Subsidiaries pending or, to the Knowledge of AC Financial, threatened before the National Labor Relations Board; (iii) there is no labor dispute, strike, slowdown or stoppage actually pending or, to the Knowledge of AC Financial, threatened against or directly affecting AC Financial or any of its Subsidiaries; and (iv) neither AC Financial nor any of its Subsidiaries has experienced any work stoppage or other such labor difficulty during the past five (5) years.
(3) Except as set forth in Section 5.02(o)(3) of the Disclosure Schedules, neither AC Financial nor any of its Subsidiaries maintains, contributes to or participates in or has any liability under any employee benefit plans, as defined in Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), including any multiemployer plan (as defined in Section 3(37) of ERISA), or any nonqualified employee benefit plans or deferred compensation, bonus, stock or incentive plans, or other employee benefit or fringe benefit programs for the benefit of former or current employees or directors (or their beneficiaries or dependents) of AC Financial or any of its Subsidiaries (the “AC Financial Employee Plans”). To the Knowledge of AC Financial, no present or former director or employee of AC Financial or any of its Subsidiaries has been charged with breaching a fiduciary duty under any of the AC Financial Employee Plans. ...
Employee Matters and ERISA. (a) HiEnergy has not entered into any collective bargaining agreement with any labor organization with respect to any group of employees of HiEnergy and, to the knowledge of Voluntary Share Exchange Agreement 10 HiEnergy, there is no present effort nor existing proposal to attempt to unionize any group of employees of HiEnergy.
(b) HiEnergy is and has been in compliance with all applicable laws respecting employment and employment practices, terms and conditions of employment and wages and hours, including, without limitation, any such laws respecting employment discrimination and occupational safety and health requirements. HiEnergy is not engaged in any unfair labor practice and confirms that (i) there is no unfair labor practice complaint against HiEnergy pending or, to the knowledge of HiEnergy, threatened before the National Labor Relations Board, (iii) there is no labor dispute, strike, slowdown or stoppage actually pending or, to the knowledge of HiEnergy, threatened against or directly affecting HiEnergy, and (iii) HiEnergy has not experienced any work stoppage or other labor difficulty during the past five (5) years.
(c) Each material employee benefit plan ("Plan") covering active, former or retired employees of HiEnergy and any of its Subsidiaries that is subject to U.S. law ("U.S. Plans") is listed in the HiEnergy Disclosure Letter. With respect to each U.S. Plan, HiEnergy has provided to SLW a copy of each such Plan, and where applicable, any related trust agreement, annuity or insurance contract and, where applicable, all annual reports (Form 5500) filed with the IRS. With respect to each Plan that is not subject to U.S. law ("Non-U.S. Plans"), HiEnergy shall provide to SLW a copy of such Plan and, where applicable, any related trust agreement, annuity or insurance contract, as soon as practicable after the date hereof. To the extent applicable, each U.S. Plan complies in all material respects with the requirements of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), and the Code, and any U.S. Plan intended to be qualified under Section 401(a) of the Code has been determined by the IRS to be so qualified and has remained tax-qualified to this date and its related trust is tax-exempt and has been so since its creation. No U.S. Plan is covered by Title IV of ERISA or Section 412 of the Code. No material "prohibited transaction," as defined in ERISA Section 406 or Code Section 4975 has occurred with respect to any U.S. Pl...
Employee Matters and ERISA. Except as set forth in Section 4.10 of the Xxxxxxx Disclosure Schedule hereto:
Employee Matters and ERISA. (a) (i) No executive officer of the Company nor group of employees of the Company has given notice to the Company of a plan to terminate his, her or its employment with the Company; and (ii) the Company has not entered into any collective bargaining agreement with any labor organization with respect to any group of employees of the Company and, to the best knowledge of the Selling Group, there is no present effort nor existing proposal to attempt to unionize any group of employees of the Company.
(i) The Company is and has been in compliance in all material respects with all applicable Laws respecting employment and employment practices, terms and conditions of employment and wages and hours, including, without limitation, any such Laws respecting employment discrimination and occupational safety and health requirements, and the Company is not engaged in any unfair labor practice in any respect; (ii) there is no unfair labor practice complaint against the Company pending or, to the best knowledge of the Selling Group, threatened before the National Labor Relations Board; (iii) there is no labor dispute, strike, slowdown or stoppage actually pending or, to the best knowledge of the Selling Group, threatened against the Company; and (iv) the Company has not experienced any work stoppage or other labor difficulty since January 1, 1993.
Employee Matters and ERISA. (a) Except as disclosed in Section 2.13 (a) of the Disclosure Schedule, neither Bancorp nor any Bancorp Subsidiary has entered into any collective bargaining agreement with any labor organization with respect to any group of employees of Bancorp or any Bancorp Subsidiary, and there is no present effort nor existing proposal to attempt to unionize any group of employees of Bancorp or any Bancorp Subsidiary.
(i) Bancorp and the Bancorp Subsidiaries have been and are in compliance in all material respects with all applicable laws respecting employment and employment practices, terms and conditions of employment and wages and hours, including, without limitation, any laws respecting employment discrimination and occupational safety and health requirements, and neither Bancorp nor any Bancorp Subsidiary is engaged in any unfair labor practice; (ii) there is no unfair labor practice complaint against Bancorp or any Bancorp Subsidiary pending or, to the knowledge of Bancorp or Bank of San Francisco, threatened before the National Labor Relations Board; (iii) there is no labor dispute, strike, slowdown or stoppage actually pending or, to the knowledge of Bancorp or Bank of San Francisco, threatened against or directly affecting Bancorp or any Bancorp Subsidiary; and
