Employee Relations and Employment Agreements Sample Clauses

Employee Relations and Employment Agreements. (a) None of Catapult's employees is represented by a labor organization. No petition for representation has ever been filed with the National Labor Relations Board (the "NLRB") with respect to Catapult's employees. Catapult is not aware of any union organizational activity with respect to Catapult and has no reason to believe that any such activity is being contemplated. (b) Catapult is not in violation of applicable equal employment opportunity laws, wage and hour laws, occupational safety and health laws, federal labor laws, or any other laws of any Government or Governmental Agency relating to employment. Schedule 4.18.2 attached hereto sets forth the status of all investigations, claims, charges, and employment-related suits or controversies which have occurred with respect to Catapult within the last 10 years or which are presently pending or threatened with respect to Catapult under any employment-related law of any Government or Governmental Agency (including common law). Catapult has satisfied and performed fully all judgments, decrees, conciliation agreements, or settlement agreements by which it is bound or to which it is subject concerning employment-related matters, and each such judgment, decree or agreement is disclosed on Schedule 4.18.2. (c) Except as set forth on Schedule 4.18.3, Catapult has not entered into any employment agreement, and all employees can be terminated at will. Catapult has no contractual obligation or special termination or severance arrangement in respect of any employee. (d) Except as set forth on Schedule 4.18.4 Catapult has paid all wages due (including all required taxes, insurance and withholding thereon). Schedule 4.18.4 attached hereto sets forth all accrued vacation, sick leave and bonuses (including pro rata accruals for a period of a year) due to employees of Catapult as of the Closing. (e) Schedule 4.18.5 attached hereto sets forth each of Catapult's employee's date of hire, position, present salary, amount of bonus paid in the past year, and announced termination date (if any). (f) Schedule 4.18.6 contains a true and complete list of all the following agreements or plans of Catapult or any subsidiary of Catapult which, together with Catapult constitutes a single employer within the meaning of Section 414 of the Code (hereinafter collectively referred to as the"Catapult Group") which are presently in effect or which have been in effect at any time (if it may result in a material liability), or, in the case of...
AutoNDA by SimpleDocs
Employee Relations and Employment Agreements. 3.1.16.1. None of Company's employees is represented by a labor organization. No petition for representation has ever been filed with the National Labor Relations Board (the "NLRB") with respect to employees. Sellers are not aware of any union organizational activity with respect to Company and have no reason to believe that any such activity is being contemplated. 3.1.16.2. Company is not in violation of applicable equal employment opportunity laws, wage and hour laws, occupational safety and health laws, federal labor laws or any other Laws of any government or Governmental Agency relating to employment. Sellers have disclosed to the Purchaser the status of all investigations, claims, charges and employment-related suits or controversies which have occurred with respect to Company since its incorporation or which are presently pending or threatened with respect to Company under any employment related Law of any Government or Governmental Agency (including common law). Company has satisfied and performed fully all judgments, decrees, conciliation agreements, or settlement agreements by which it is bound or to which it is subject concerning employment-related matters 3.1.16.3. Except as provided in Exhibit "C", Company has not entered into any employment agreement and all employees can be terminated at will. Company has no contractual obligation or special termination or severance arrangement in respect of any employee. 3.1.16.4. Company has paid all wages due (including all required taxes, insurance, and withholding thereon) through the date of this Agreement.
Employee Relations and Employment Agreements. To Seller's knowledge: (i) The Company is not in violation of applicable equal employment opportunity laws, wages and hour laws, occupational safety and health laws, federal labor laws, or any other laws of any Government or Governmental Agency relating to employment. Seller has disclosed to the Purchaser the status of all investigations, claims, charges, and employment-related suits or controversies which have occurred with respect to the Company which are presently pending or threatened with respect to the Company under any employment-related law of any Government or Governmental Agency (including common law). Seller has no knowledge that the Company has not satisfied and performed fully all judgments, decrees, conciliation agreements, or settlement agreements by which it is bound or to which it is subject concerning employment-related matters. (ii) The Company has not entered into any employment agreement and all employees can be terminated at will. The Company has no contractual obligation or special termination or severance arrangement in respect of any employee. (iii) Seller has no knowledge that the Company has not paid any wages due (including all required taxes, insurance, and withholding thereon) through the Closing Date. To Seller's knowledge, EXHIBIT M attached hereto and incorporated by reference herein sets forth all accrued vacation, accrued sick leave, and accrued bonuses (including pro rata accruals for a period of up to a year) and any other amounts due to employees of the Company as of the Closing Date. (iv) To Seller's knowledge, EXHIBIT M, attached hereto and incorporated by reference herein, sets forth each employee's date of hire, position, present salary, amount of bonus paid in the past year, and announced termination date (if any). Seller has provided to Purchaser access to the personnel files and employment records of all the Company's present employees.
Employee Relations and Employment Agreements. 2.24.1. None of the Company's employees is represented by a labor organization, and no petition for representation has ever been filed with the National Labor Relations Board. Seller and the Company are not aware of any union organizational activity with respect to the Company, and have no reason to believe that any such activity is being contemplated. 2.24.2. To Seller's knowledge, the Company is not in violation in any material respect of any applicable equal employment opportunity laws, wage and hour laws, occupational safety and health laws, federal labor laws or any other laws of any government or governmental agency relating to employment. 2.24.3. The Company has not entered into written employment agreements and all employees can be terminated at will except as provided in Exhibit T1. The Company has no contractual obligation or special termination or severance arrangements with respect to any employee. The Company and Seller further represent and warrant that there have been and will be no changes in employment or corporation salary agreements between the Company and its employees, officers, directors or contractors from January 1, 1998 up till and including the date of Closing. 2.24.4. The Company has paid all wages due including all required taxes, insurance and withholding thereon, and will continue to do so through the Closing Date. 2.24.5. Attached hereto as Exhibit U and incorporated herein by reference, is a list of all accrued vacation, sick leave, and accrued bonuses, if any, as of the Cut-Off Date. 2.24.6. Seller and the Company shall supply to Purchaser a list of all employees of the Company, including the date of hire of each, position, present salary, amount of bonus paid in the last year, and announced termination date, if any, as Exhibit V.
Employee Relations and Employment Agreements. 3.1.21.1. None of Seller’s employees is represented by a labor organization. No petition for representation has ever been filed with the National Labor Relations Board (the “NLRB”) with respect to Seller’s employees. Seller are not aware of any union organizational activity with respect to Seller and have no reason to believe that any such activity is being contemplated. 3.1.21.2. Seller is not in violation of applicable equal employment opportunity laws, wage and hour laws, occupational safety and health laws, federal labor laws, or any other Laws of any Government or Governmental Agency relating to employment. Seller has disclosed to the Buyer the status of all investigations, claims, charges, and employment-related suits or controversies which have occurred with respect to Seller within the last 3 years or which are presently pending or threatened with respect to Seller under any employment-related Law of any Government or Governmental Agency (including common law). Seller has satisfied and performed fully all judgments, decrees, conciliation agreements, or settlement agreements by which it is bound or to which it is subject concerning employment-related matters and each such judgment, decree, or agreement is disclosed on Exhibit 3.1.21.1. 3.1.21.3. Seller has not entered into any employment agreement and all employees can be terminated at will. Seller has no contractual obligation or special termination or severance arrangement in respect of any employee. 3.1.21.4. Seller has paid all wages due (including all required taxes, insurance, and withholding thereon) through the Closing Date. Exhibit 3.1.21.4 attached hereto and incorporated by reference herein sets forth all accrued vacation, accrued sick leave, and accrued bonuses (including pro rata accruals for a period of a year) due to employees of Seller as of the Closing Date.
Employee Relations and Employment Agreements. 4.1.19.1 None of TransPacific's employees is represented by a labor organization. No petition for representation has ever been filed with the National Labor Relations Board ("NLRB") with respect to TransPacific's employees. Sellers are not aware of any union organizational activity with respect to TransPacific and have no reason to believe that any such activity is being contemplated. 4.1.19.2 TransPacific is not in violation of applicable equal employment opportunity laws, wage and hour laws, occupational safety and health laws, federal labor laws, or any other Laws of any Government or Governmental Agency relating to employment. Sellers have disclosed to the Purchaser the status of all investigations, claims, charges, and employment-related suits or controversies which have occurred with respect to TransPacific within the last 10 years or which are presently pending or threatened with respect to TransPacific under any employment related Law of any Government or Governmental Agency (including common law). TransPacific has satisfied and performed fully all judgments, decrees, conciliation agreements, or settlement agreements by which it is bound or to which it is subject concerning employment-related matters and each such judgment, decree, or agreement, if any, is disclosed on Schedule 4.1.19. 4.1.19.3 TransPacific has not entered into any employment agreements or consulting agreements and all employees and/or consultants, if any, can be terminated at will. TransPacific has no contractual obligation or special termination or severance arrangement in respect of any employee or consultant, if any. 4.1.19.4 TransPacific has paid all wages due through the Closing Date. 4.1.19.5 Attached hereto as Schedule 4.1.19 is a list of the names, current annual rates of salary, bonus, employee benefits, accrued vacation times, sick pay and other compensation of all the present employees of TransPacific whose current annual cash compensation from TransPacific (salary and bonus) is expected to equal or exceed $20,000. None of such employees has received or will receive an increase in salary or other compensation from TransPacific prior to the Closing Date, except as shown on Schedule 4.1.19.
Employee Relations and Employment Agreements. 2.24.1. None of the Company's employees is represented by a labor organization, and no petition for representation has ever been filed with the National Labor Relations Board. Seller and the Company are not aware of any union organizational activity with respect to the Company, and have no reason to believe that any such activity is being contemplated. 2.24.2. To Seller's knowledge, the Company is not in violation in any material respect of any applicable equal employment opportunity laws, wage and hour laws, occupational safety and health laws, federal labor laws or any other laws of any government or governmental agency relating to employment. 2.24.3. The Company has not entered into written employment agreements and all employees can be terminated at will. The Company has no contractual obligation or special termination or severance arrangements with respect to any employee. The Company and Seller further represent and warrant that there have been and will be no changes in employment or corporation salary agreements between the Company and its employees, officers, directors or contractors from January 1, 1998 up till and including the date of Closing. 2.24.4. The Company has paid all wages due including all required taxes, insurance and withholding thereon, and will continue to do so through the Closing Date. 2.24.5. Attached hereto as Exhibit U and incorporated herein by reference, is a list of all accrued vacation, sick leave, and accrued bonuses, if any, as of the Cut-Off Date. 2.24.6. Seller and the Company shall supply to Purchaser a list of all employees of the Company, including the date of hire of each, position, present salary, amount of. bonus paid in the last year, and announced termination date, if any, as Exhibit V.
AutoNDA by SimpleDocs
Employee Relations and Employment Agreements. None of Seller's employees is represented by a labor organization. No petition for representation has ever been filed with the National Labor Relations Board (the “NLRB”) with respect to Seller’s employees. Seller are not aware of any union organizational activity with respect to Seller and have no reason to believe that any such activity is being contemplated.
Employee Relations and Employment Agreements 

Related to Employee Relations and Employment Agreements

  • Labor and Employee Relations As of the date hereof, except as disclosed in Section 4.11(a) of the PSNC Disclosure Schedule hereto or in the PSNC SEC Reports, (i) neither PSNC nor any of the PSNC Subsidiaries is a party to any collective bargaining agreement or other labor agreement with any union or labor organization and (ii) to the best knowledge of PSNC, there is no current union representation question involving employees of PSNC or any of the PSNC Subsidiaries, nor does PSNC know of any activity or proceeding of any labor organization (or representative thereof) or employee group to organize any such employees. PSNC has delivered or otherwise made available to SCANA true, correct and complete copies of the collective bargaining agreements listed in Section 4.11(a) of the PSNC Disclosure Schedule, together with all amendments, modifications or supplements thereto. Except as disclosed in Section 4.11(b) of the PSNC Disclosure Schedule hereto or in the PSNC SEC Reports filed prior to the date hereof or except to the extent such could not reasonably be expected to have a PSNC Material Adverse Effect, (a) there is no unfair labor practice, employment discrimination or other written grievance, arbitration, claim, suit, action or proceeding against PSNC or any of the PSNC Subsidiaries pending, or to the best knowledge of PSNC, threatened before any court, governmental department, commission agency, instrumentality or authority or any arbitrator, (b) there is no strike, lockout or material dispute, slowdown or work stoppage pending or, to the best knowledge of PSNC, threatened against or involving PSNC, and (c) there is no proceeding, claim, suit, action or governmental investigation pending or, to the best knowledge of PSNC, threatened in respect of which any director, officer, employee or agent of PSNC or any of the PSNC Subsidiaries is or may be entitled to claim indemnification from PSNC or such PSNC Subsidiary pursuant to their respective charters or by-laws or as provided in the indemnification agreements listed in Section 4.11(c) of the PSNC Disclosure Schedule. Except as set forth in Section 4.11(d) of the PSNC Disclosure Schedule, to the knowledge of PSNC, PSNC and the PSNC Subsidiaries are in material compliance with all federal, state and local laws with respect to employment practices, labor relations, safety and health regulations and mass layoffs and plant closings.

  • Employment and Employee Benefits Matters (a) Parent shall, and shall cause the Surviving Corporation and each of its other Subsidiaries to, for the period commencing at the Effective Time and ending December 31, 2019, maintain for each individual employed by the Company or any of its Subsidiaries at the Effective Time (each, a “Current Employee”) (i) each of base compensation and a target annual cash incentive compensation opportunity at least as favorable as that provided to the Current Employee as of immediately prior to the Effective Time, (ii) benefits that are at least as favorable as the benefits maintained for and provided to the Current Employee as of immediately prior to the Effective Time and (iii) severance benefits that are at least as favorable as the severance benefits provided by the Company to the Current Employees as of immediately prior to the Effective Time to the extent set forth in Section 4.13(a) of the Company Disclosure Schedule. (b) Parent shall, and shall cause the Surviving Corporation to, cause service rendered by Current Employees to the Company and its Subsidiaries, prior to the Effective Time to be taken into account for all purposes under employee benefit plans of Parent, the Surviving Corporation, and its Subsidiaries, to the same extent as such service was taken into account under the corresponding Company Plans immediately prior to the Effective Time for those purposes; provided that the foregoing shall not apply to the extent that its application would result in a duplication of benefits or the funding thereof with respect to the same period of service. Without limiting the generality of the foregoing, Parent shall not, and shall cause the Surviving Corporation to not, subject Current Employees to any eligibility requirements, waiting periods, actively-at-work requirements or pre-existing condition limitations under any employee benefit plan of Parent, the Surviving Corporation or its Subsidiaries for any condition for which they would have been entitled to coverage under the corresponding Company Plan in which they participated prior to the Effective Time. Parent shall, and shall cause the Surviving Corporation and its Subsidiaries, to give such Current Employees credit under such employee benefit plans for any eligible expenses incurred by such Current Employees and their covered dependents under a Company Plan during the portion of the year prior to the Effective Time for purposes of satisfying all co-payment, co-insurance, deductibles, maximum out-of-pocket requirements, and other out-of-pocket expenses applicable to such Current Employees and their covered dependents in respect of the plan year in which the Effective Time occurs; provided that the foregoing shall not apply to the extent that its application would result in a duplication of benefits or the funding thereof with respect to the same period of service. (c) No provision of this Agreement (i) prohibits Parent or the Surviving Corporation from amending or terminating any individual Company Plan or any other employee benefit plan, (ii) confers upon any director, Current Employee or service provider of the Company or any Subsidiary or Affiliate thereof any right to continue in the employ or service of the Surviving Corporation, Parent or any Subsidiary or any Affiliate thereof for any period of time, or shall interfere with or restrict in any way the rights of the Surviving Corporation, Parent or any Subsidiary or Affiliate thereof to discharge or terminate the services of any director, employee or individual service provider of the Company or any Subsidiary or Affiliate thereof at any time for any reason whatsoever, with or without cause, or (iii) constitutes the establishment or adoption of, or amendment to, any Company Plan or employee benefit plan. No Current Employee or any other individual employed by, or providing services to, the Company or its Subsidiaries has any third-party beneficiary or other rights with respect to this Agreement.

  • Employment Agreements Each of the persons listed on Schedule 9.12 shall have been afforded the opportunity to enter into an employment agreement substantially in the form of Annex VIII hereto.

  • Employment and Consulting Agreements Xxxxxxx X. Xxxx and Xxxx X. Xxxxxx shall have executed and delivered employment agreements with BRI, and Xxxxxx Xxxx shall have executed and delivered a Consulting Agreement with BRI.

  • Employment Relations Except as set forth in Schedule 5.21: (a) The Company has been and is in compliance in all material respects with all applicable Laws respecting employment and employment practices, terms and conditions of employment and wages and hours; (b) The Company has not been and is not engaged in any unfair labor practice and no unfair labor practice complaint against the Company is pending before the National Labor Relations Board; (c) There is no labor strike, dispute, slowdown or stoppage actually pending or, to the knowledge of the Seller, threatened against or involving the Company and since January 1, 2002, the Company has not experienced any labor strike or material concerted labor dispute; (d) No union is currently certified, and there is no union representation question and, to the knowledge of the Seller, no union or other organizational activity that would be subject to the National Labor Relations Act (20 U.S.C. 151 et seq.) existing or threatened with respect to the Company; (e) The Company is not subject to or bound by any collective bargaining or labor union agreement applicable to any Person employed by the Company, and no collective bargaining or labor union agreement is currently being negotiated by the Company; (f) The Company has not experienced any material labor difficulty or work stoppage since January 1, 2002; (g) The Company has no Equal Employment Opportunity Commission charges or other claims of employment discrimination pending or, to the knowledge of the Seller, threatened against the Company; (h) To the knowledge of the Seller, no wage and hour department investigation has been made of the Company since January 1, 2002; (i) There are no occupational health and safety claims pending or, to the knowledge of the Seller, threatened against the Company or that relate to its business or property; (j) Since January 1, 2002, the Company has not (i) engaged in layoffs or employment terminations sufficient in timing and number to constitute (A) a "mass layoff" (as defined in the Worker Adjustment and Retraining Notification Act ("WARN")) or (B) an "employment loss" (as defined in WARN) or (ii) effected a "plant closing" (as defined in WARN) affecting any site of employment or one or more facilities or operating units within any site of employment or facility of the Company; the Company has not been affected by any transaction or engaged in layoffs or employment terminations sufficient in number to trigger application of any similar Law; (k) The Company is not a governmental contractor for purposes of any federal, state or local Law.

  • ASSOCIATION AND EMPLOYEE RIGHTS A. The Board specifically recognizes the right of the Association to organize and operate under the Michigan Public Employment Relations Act and all other applicable laws and regulations. The rights granted to employees herein under shall be deemed to be in addition to those provided elsewhere. B. Except as they may interfere with the employee-pupil relationship, employees shall be entitled to full rights of citizenship and no lawful religious or political activities of any employee, or the lack thereof, shall be grounds for any discrimination with respect to the professional employment of such employees. C. Provisions of this Agreement and the wages, terms, hours, and conditions of employment shall be applied without regard to race, creed, religion, color, national origin, age, sex or marital status, gender identity, sexual orientation or membership in, or association with, the activities of any employee organization. D. The Association and its members shall be allowed, upon request, to use school building facilities for meeting during the hours that the buildings are covered by custodial staff. Association personnel shall have the right to use school facilities, technology, and equipment, at reasonable times such equipment is not otherwise in use. The Association shall supply at the Association's expense, all materials needed to conduct Association business. The Association shall have the exclusive right to post notices of activities and matters of Association concern on employee bulletin boards, at least one of which shall be provided in each school building. The Association may use the district mail service and employee mailboxes for communication to employees. E. The Board agrees to make available to the Association in response to reasonable requests all available information concerning the financial resources of the district, including but not limited to: annual financial reports and audits, register and minutes of all board meetings, census and membership data, names and addresses of all members and such other information as will assist the Association in developing intelligent, accurate, informed and constructive programs on behalf of the employees and their students, together with information which may be necessary for the Association to process any grievance or complaint. F. The District will inform the BEA of upcoming budgets (issues and projections) and will allow the BEA to offer input prior to presenting the budget to the Board for approval. X. Xxxx authorized representatives of the Association and their respective affiliates shall be permitted to transact official Association business on school property provided that this shall not interfere with or interrupt normal school operations. X. Xxx-xxxxxxx of a probationary employee’s contract in the first five years of active employment is not subject to the grievance procedure. All other terms and conditions of the contract are subject to the grievance procedure. I. Any employee shall, upon request, be entitled to Association representation when being reprimanded, warned, or disciplined for any infraction of discipline or delinquency or inadequacy in professional performance.

  • Prior Employment Agreements The Executive represents that he/she has not executed any agreement with any previous employer which may impose restrictions on Executive’s employment with the Employer.

  • Employee Relations Neither the Company nor any of its subsidiaries is involved in any labor dispute nor, to the knowledge of the Company or any of its subsidiaries, is any such dispute threatened. None of the Company's or its subsidiaries' employees is a member of a union and the Company and its subsidiaries believe that their relations with their employees are good.

  • EMPLOYMENT RELATIONSHIPS The ORGANIZATION, its employees, volunteers or agents performing under this Agreement are not deemed to be employees of the COUNTY, nor volunteers or agents of the COUNTY in any manner whatsoever. No officer, employee, volunteer or agent of the ORGANIZATION will hold themselves out as, or claim to be, an officer, employee, volunteer or agent of the COUNTY by reason hereof, nor will they make any claim, demand or application to or for any right or privilege applicable to an officer, employee volunteer or agent of the COUNTY. The parties agree that the COUNTY will not be responsible for the payment of any industrial insurance premiums or related claims or other benefits that may arise during the performance of services under this Agreement for any ORGANIZATION employee or volunteer, or for any consultant’s, contractor’s or subcontractor’s employee(s) or agent(s) that has been retained by the ORGANIZATION.

  • Labor and Employment Matters (1) (i) There is no pending or, to the knowledge of the Company, threatened arbitration or grievance, charge, complaint, audit or investigation by or before the National Labor Relations Board, the Equal Employment Opportunity Commission or any other Governmental Entity with respect to any current or former employees of the Company or any of its Subsidiaries; (ii) neither the Company nor any of its Subsidiaries is, nor has been since January 1, 2021, a party to, bound by or negotiating any collective bargaining agreement, work rules or practices, or any other labor-related agreement, arrangement or contract with a labor union, trade union, works council or labor organization applicable to persons employed by the Company or any of its Subsidiaries, nor has any labor union, trade union, labor organization or group of employees of the Company or any of its Subsidiaries made a pending demand (in writing) for recognition or certification, and there are no representation or certification proceedings or petitions seeking a representation proceeding presently pending or threatened in writing to be brought or filed with the National Labor Relations Board or any other labor relations tribunal or authority; (iii) to the knowledge of the Company, there are no contemplated or pending proceedings of any labor union to organize any such employees; (iv) there are no Unfair Labor Practice (as defined under the National Labor Relations Act) complaints pending against the Company or any of its Subsidiaries before the National Labor Relations Board; and (v) since January 1, 2021, there has not been any strike, slowdown, work stoppage, lockout, job action, picketing, unfair labor practice, concerted refusal to work overtime or other labor disruption or dispute affecting, or, to the knowledge of the Company, threat thereof, by or with respect to any employees of the Company or any of its Subsidiaries. (2) Neither the Company nor any of its Subsidiaries has any requirement under contract or Law to provide notice to, or to enter into any consultation procedure with, any union, labor organization, work council or similar organization in connection with the execution of this Agreement or the transactions contemplated by this Agreement. (3) The Company and its Subsidiaries are and since January 1, 2021 have been in compliance in all material respects with all applicable Laws relating to the employment of labor, including with respect to employment practices, terms and conditions of employment, employment discrimination or harassment, termination of employment, employee whistle-blowing, immigration and employment eligibility verification, occupational health and safety, wages and hours, withholding, classification of employees as exempt or nonexempt, and classification of consultants and independent contractors. (4) Neither the Company nor any of its Subsidiaries has incurred any liability or obligation the Worker Adjustment and Retraining Notification Act of 1988 and the regulations promulgated thereunder or any similar state or local Law that remains unsatisfied.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!