Common use of Employee Relationships Clause in Contracts

Employee Relationships. (a) HBI and each of its Subsidiaries have complied in all material respects with all applicable Laws relating to its relationships with their employees, and HBI believes that the relationships between HBI’s and each of its Subsidiaries’ employees are good. To the Knowledge of HBI, no executive officer or manager of any of the operations of HBI or any of its Subsidiaries or of any group of employees of HBI or any of its Subsidiaries have any present plans to terminate their employment with HBI or any of its Subsidiaries. Except as set forth on Confidential Schedule 3.27(a), HBI is not a party to any oral or written contracts or agreements granting benefits or rights to employees or any collective bargaining agreement or to any conciliation agreement with the Department of Labor, the Equal Employment Opportunity Commission or any federal, state or local agency that requires equal employment opportunities or affirmative action in employment. There are no unfair labor practice complaints pending against HBI or any of its Subsidiaries before the National Labor Relations Board and no similar claims pending before any similar state or local or foreign agency. There is no activity or proceeding of any labor organization (or representative thereof) or employee group to organize any employees of HBI or any of its Subsidiaries, nor of any strikes, slowdowns, work stoppages, lockouts or threats thereof, by or with respect to any such employees. HBI and each of its Subsidiaries 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, and neither HBI nor any of its Subsidiaries is engaged in any unfair labor practice. (b) Set forth on Confidential Schedules 3.27(b) is a complete and correct list of all employment agreements between HBI or any of its Subsidiaries and any employee of HBI or any of its Subsidiaries. True and correct copies of all employment agreements and all amendments thereto, have been furnished to TCB.

Employee Relationships. (a) HBI and The relations of each of BFST and its Subsidiaries with its respective employees are satisfactory. Neither BFST nor any Subsidiary has received any notice of any controversies with, or organizational efforts or other pending actions by, Representatives of its respective employees. Neither BFST nor any of its Subsidiaries is a party to any collective bargaining agreement or employs any member of a union that relates to such employee’s relationship with BFST or any of its Subsidiaries, and, to the Knowledge of BFST, there is no activity involving employees of BFST or any of its Subsidiaries seeking to certify a collective bargaining unit or engaging in other organizational activity. BFST and its Subsidiaries have complied in all material respects with all applicable Laws Legal Requirements relating to its relationships with their employeesemployment and fair employment practices, immigration, terms and conditions of employment, compensation, benefits, employment discrimination and harassment, workers compensation, occupational safety and health, and HBI believes wages and hours, and no Person has asserted to BFST or any Subsidiary that BFST or any Subsidiary is liable for any arrearages of wages, xxxxxxx’x compensation insurance premiums or any taxes or penalties for failure to comply with any of the relationships between HBIforegoing. To BFST’s and each Knowledge, no executive officer of BFST or any of its Subsidiaries’ employees are goodSubsidiaries is in material violation of any employment contract, confidentiality, non-competition agreement, or any other restrictive covenant. To Except as set forth in Section 4.14 of the Schedules, to the Knowledge of HBIBFST, no key executive officer or manager of any of the operations of HBI BFST or any of its Subsidiaries b1BANK or of any group of employees of HBI BFST or any of its Subsidiaries b1BANK has or have any present plans to terminate their employment with HBI BFST or any of its Subsidiaries. Except as set forth on Confidential Schedule 3.27(a), HBI is not a party to any oral or written contracts or agreements granting benefits or rights to employees or any collective bargaining agreement or to any conciliation agreement with the Department of Labor, the Equal Employment Opportunity Commission or any federal, state or local agency that requires equal employment opportunities or affirmative action in employment. There are no unfair labor practice complaints pending against HBI or any of its Subsidiaries before the National Labor Relations Board and no similar claims pending before any similar state or local or foreign agency. There is no activity or proceeding of any labor organization (or representative thereof) or employee group to organize any employees of HBI or any of its Subsidiaries, nor of any strikes, slowdowns, work stoppages, lockouts or threats thereof, by or with respect to any such employees. HBI and each of its Subsidiaries 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, and neither HBI nor any of its Subsidiaries is engaged in any unfair labor practiceb1BANK. (b) Set forth on Confidential Schedules 3.27(b) is a complete and correct list of all employment agreements between HBI or any of its Subsidiaries and any employee of HBI or any of its Subsidiaries. True and correct copies of all employment agreements and all amendments thereto, have been furnished to TCB.

Employee Relationships. (a) HBI TBT and each of its Subsidiaries have complied in all material respects with all applicable Laws relating to its relationships with their employees, and HBI TBT believes that the relationships between HBITBT’s and each of its Subsidiaries’ employees are good. To the Knowledge of HBITBT, no executive officer or manager of any of the operations of HBI TBT or any of its Subsidiaries or of any group of employees of HBI TBT or any of its Subsidiaries have any present plans to terminate their employment with HBI TBT or any of its Subsidiaries. Except as set forth on Confidential Schedule 3.27(a), HBI TBT is not a party to any oral or written contracts or agreements granting benefits or rights to employees or any collective bargaining agreement or to any conciliation agreement with the Department of Labor, the Equal Employment Opportunity Commission or any federal, state or local agency that requires equal employment opportunities or affirmative action in employment. There are no unfair labor practice complaints pending against HBI TBT or any of its Subsidiaries before the National Labor Relations Board and no similar claims pending before any similar state or local or foreign agency. There is no activity or proceeding of any labor organization (or representative thereof) or employee group to organize any employees of HBI TBT or any of its Subsidiaries, nor of any strikes, slowdowns, work stoppages, lockouts or threats thereof, by or with respect to any such employees. HBI TBT and each of its Subsidiaries 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, and neither HBI TBT nor any of its Subsidiaries is engaged in any unfair labor practice. (b) Set forth on Confidential Schedules 3.27(b) is a complete and correct list of all employment agreements between HBI TBT or any of its Subsidiaries and any employee of HBI TBT or any of its Subsidiaries. True and correct copies of all employment agreements and all amendments thereto, have been furnished made available to TCBFFIN. (c) Except for the Customer Service Agreement (the “PEO Agreement”) between the Bank and G&A Outsourcing, Inc. (together with its Affiliates, the “PEO”) dated January 4, 2010, neither TBT nor any of its Subsidiaries is a party to or bound by any agreement relating to the employment of any current employee with a professional employer or employee leasing organization. TBT and its Subsidiaries have complied in all material respects with their obligations and responsibilities under the PEO Agreement.

Employee Relationships. (aA) HBI Schedule 3.20 of the Schedules sets forth a true and complete list of all persons who are employees of CFG and Cheaha Bank as of September 30, 2019, and sets forth for each such individual the following: (i) name; (ii) title or position (including whether full or part time); (iii) hire date; (iv) current annual base compensation rate and 2020 increases; (v) commission, bonus or other incentive-based compensation arrangement (including target bonus, if applicable); and (vi) accrued but unused vacation. (B) CFG and each of its Subsidiaries have complied in all material respects with all applicable Laws relating to its relationships with their employeesis, and HBI believes that during the relationships between HBI’s and each of its Subsidiaries’ employees are good. To the Knowledge of HBIpast three (3) years has at all times been, no executive officer or manager of any of the operations of HBI or any of its Subsidiaries or of any group of employees of HBI or any of its Subsidiaries have any present plans to terminate their employment with HBI or any of its Subsidiaries. Except as set forth on Confidential Schedule 3.27(a), HBI is not a party to any oral or written contracts or agreements granting benefits or rights to employees or any collective bargaining agreement or to any conciliation agreement with the Department of Labor, the Equal Employment Opportunity Commission or any federal, state or local agency that requires equal employment opportunities or affirmative action in employment. There are no unfair labor practice complaints pending against HBI or any of its Subsidiaries before the National Labor Relations Board and no similar claims pending before any similar state or local or foreign agency. There is no activity or proceeding of any labor organization (or representative thereof) or employee group to organize any employees of HBI or any of its Subsidiaries, nor of any strikes, slowdowns, work stoppages, lockouts or threats thereof, by or with respect to any such employees. HBI and each of its Subsidiaries is in compliance in all material respects with all applicable Laws respecting Legal Requirements relating to employment and fair employment practices, immigration, terms and conditions of employment, compensation, benefits, employment discrimination and harassment, workers compensation, occupational safety and health, and wages and hours, and neither HBI . Neither CFG nor any of its Subsidiaries is engaged in a party to or otherwise bound by any unfair labor practice. (b) Set forth on Confidential Schedules 3.27(b) is a complete consent decree with or citation by any Governmental Authority relating to employees or employment practices. No key employee has given notice to CFG of his or her intent to terminate his or her employment or service relationship with CFG. CFG and correct list of all employment agreements between HBI or any each of its Subsidiaries is, and during the past three (3) years has at all times been, in material compliance with all Legal Requirements concerning the classification of employees and independent contractors and has properly classified all such individuals for purposes of participation in the CFG Employee Plans. No strike, grievance, or labor dispute exists or, to the Knowledge of CFG, is threatened with respect to any employee of HBI the employees of CFG or any of its Subsidiaries. True Neither CFG nor any of its Subsidiaries is a party to any collective bargaining agreement or employs any member of a union that relates to such employee’s relationship with CFG or any of its Subsidiaries, and, to its Knowledge, there is no activity involving its employees seeking to certify a collective bargaining unit or engaging in other organizational activity. To the Knowledge of CFG, no Executive Officer is, or is now expected to be, in violation of any material term of any employment contract, confidentiality, disclosure or proprietary information agreement, non-competition agreement or similar agreement, and correct copies the continued employment of all employment agreements each such Executive Officer does not subject CFG or any of its Subsidiaries to any material liability with respect to any of the foregoing matters. (C) All accrued material obligations and liabilities of and all amendments theretopayments by CFG and each of its Subsidiaries, and all CFG Employee Plans, whether arising by Legal Requirement, by contract or by past custom, for payments to trusts or other funds, to any Government Authority or to any present or former director, officer, employee or agent (or his or her heirs, legatees or Representatives) have been and are being paid to the extent required by Legal Requirement or by the plan, trust, contract or past custom or practice, and adequate actuarial accruals and reserves for such payments have been and are being made by CFG or its Subsidiaries, as applicable, according to GAAP applied on a consistent basis and actuarial methods with respect to: (i) withholding taxes, unemployment compensation or social security benefits; (ii) all pension, profit-sharing, savings, stock purchase, stock bonus, stock ownership, stock option, phantom stock and stock appreciation rights plans and agreements; (iii) all employment, deferred compensation (whether funded or unfunded), salary continuation, consulting, retirement, early retirement, severance, reimbursement, bonus or collective bargaining plans and agreements; (iv) all executive and other incentive compensation plans, programs, or agreements; (v) all group insurance and health contracts, policies and plans; and (vi) all other incentive, welfare (including vacation and sick pay), retirement or Employee Benefit Plans or Agreements maintained or sponsored, participated in, or contributed to by CFG or any of its Subsidiaries, as applicable, for its current or former directors, officers, employees and agents. All material obligations and liabilities of CFG and each of its Subsidiaries for all other forms of compensation that are or may be payable to their current or former directors, officers, employees or agents, or under any CFG Employee Plan, have been furnished and are being paid to TCBthe extent required by Legal Requirement or by the plan or contract, and adequate actuarial accruals and reserves for payment therefor have been and are being made by CFG according to GAAP applied on a consistent basis. All accruals and reserves referred to in this Section 3.20(C) are, in all material respects, correctly and accurately reflected and accounted for in all material respects in the CFG Financial Statements and the books, statements and records of CFG and its Subsidiaries.

Employee Relationships. (a) HBI and The relations of each of PBI and its Subsidiaries with its respective employees are satisfactory. Neither PBI nor any Subsidiary has received any notice of any controversies with, or organizational efforts or other pending actions by, Representatives of its respective employees. PBI and its Subsidiaries have complied in all material respects with all applicable Laws Legal Requirements relating to its relationships the employment of labor with respect to their respective employees, and HBI believes any independent contractors it has hired, including any provisions thereof relating to wages, hours, workplace discrimination, collective bargaining and the payment of xxxxxxx’x compensation insurance and social security and similar Taxes, and no Person has asserted to PBI or any Subsidiary that PBI or any Subsidiary is liable for any arrearages of wages, xxxxxxx’x compensation insurance premiums or any taxes or penalties for failure to comply with any of the relationships between HBIforegoing. To PBI’s and each Knowledge, no officer of PBI or any of its Subsidiaries’ employees are goodSubsidiaries is in material violation of any employment contract, confidentiality, non-competition agreement, or any other restrictive covenant. To Except as set forth in Section 5.21 of the Schedules, to the Knowledge of HBIPBI, no key executive officer or manager of any of the operations of HBI PBI or any of its Subsidiaries Pedestal Bank or of any group of employees of HBI PBI or any of its Subsidiaries Pedestal Bank has or have any present plans to terminate their employment with HBI PBI or any of its Subsidiaries. Except as set forth on Confidential Schedule 3.27(a), HBI is not a party to any oral or written contracts or agreements granting benefits or rights to employees or any collective bargaining agreement or to any conciliation agreement with the Department of Labor, the Equal Employment Opportunity Commission or any federal, state or local agency that requires equal employment opportunities or affirmative action in employment. There are no unfair labor practice complaints pending against HBI or any of its Subsidiaries before the National Labor Relations Board and no similar claims pending before any similar state or local or foreign agency. There is no activity or proceeding of any labor organization (or representative thereof) or employee group to organize any employees of HBI or any of its Subsidiaries, nor of any strikes, slowdowns, work stoppages, lockouts or threats thereof, by or with respect to any such employees. HBI and each of its Subsidiaries 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, and neither HBI nor any of its Subsidiaries is engaged in any unfair labor practicePedestal Bank. (b) Set forth on Confidential Schedules 3.27(b) is a complete and correct list of all employment agreements between HBI or any of its Subsidiaries and any employee of HBI or any of its Subsidiaries. True and correct copies of all employment agreements and all amendments thereto, have been furnished to TCB.

Employee Relationships. (a) HBI and The relations of each of BFST and its Subsidiaries with its respective employees are satisfactory. Neither BFST nor any Subsidiary has received any notice of any controversies with, or organizational efforts or other pending actions by, Representatives of its respective employees. BFST and its Subsidiaries have complied in all material respects with all applicable Laws Legal Requirements relating to its relationships the employment of labor with respect to their respective employees, and HBI believes any independent contractors it has hired, including any provisions thereof relating to wages, hours, workplace discrimination, collective bargaining and the payment of xxxxxxx’x compensation insurance and social security and similar Taxes, and no Person has asserted to BFST or any Subsidiary that BFST or any Subsidiary is liable for any arrearages of wages, xxxxxxx’x compensation insurance premiums or any taxes or penalties for failure to comply with any of the relationships between HBIforegoing. To BFST’s and each Knowledge, no officer of BFST or any of its Subsidiaries’ employees are goodSubsidiaries is in material violation of any employment contract, confidentiality, non-competition agreement, or any other restrictive covenant. To Except as set forth in Section 4.16 of the Schedules, to the Knowledge of HBIBFST, no key executive officer or manager of any of the operations of HBI BFST or any of its Subsidiaries b1Bank or of any group of employees of HBI BFST or any of its Subsidiaries b1Bank has or have any present plans to terminate their employment with HBI BFST or any of its Subsidiaries. Except as set forth on Confidential Schedule 3.27(a), HBI is not a party to any oral or written contracts or agreements granting benefits or rights to employees or any collective bargaining agreement or to any conciliation agreement with the Department of Labor, the Equal Employment Opportunity Commission or any federal, state or local agency that requires equal employment opportunities or affirmative action in employment. There are no unfair labor practice complaints pending against HBI or any of its Subsidiaries before the National Labor Relations Board and no similar claims pending before any similar state or local or foreign agency. There is no activity or proceeding of any labor organization (or representative thereof) or employee group to organize any employees of HBI or any of its Subsidiaries, nor of any strikes, slowdowns, work stoppages, lockouts or threats thereof, by or with respect to any such employees. HBI and each of its Subsidiaries 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, and neither HBI nor any of its Subsidiaries is engaged in any unfair labor practiceb1Bank. (b) Set forth on Confidential Schedules 3.27(b) is a complete and correct list of all employment agreements between HBI or any of its Subsidiaries and any employee of HBI or any of its Subsidiaries. True and correct copies of all employment agreements and all amendments thereto, have been furnished to TCB.

Employee Relationships. (a) HBI CBI and each of its Subsidiaries have complied in all material respects with all applicable Laws relating to its relationships with their employees, and HBI CBI believes that the relationships between HBICBI’s and each of its Subsidiaries’ employees are good. To the Knowledge of HBICBI, no executive officer or manager of any of the operations of HBI CBI or any of its Subsidiaries or of any group of employees of HBI CBI or any of its Subsidiaries have any present plans to terminate their employment with HBI CBI or any of its Subsidiaries. Except as set forth on Confidential Schedule 3.27(a), HBI CBI is not a party to any oral or written contracts or agreements granting benefits or rights to employees or any collective bargaining agreement or to any conciliation agreement with the Department of Labor, the Equal Employment Opportunity Commission or any federal, state or local agency that requires equal employment opportunities or affirmative action in employment. There are no unfair labor practice complaints pending against HBI CBI or any of its Subsidiaries before the National Labor Relations Board and no similar claims pending before any similar state or local or foreign agency. There is no activity or proceeding of any labor organization (or representative thereof) or employee group to organize any employees of HBI CBI or any of its Subsidiaries, nor of any strikes, slowdowns, work stoppages, lockouts or threats thereof, by or with respect to any such employees. HBI CBI and each of its Subsidiaries 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, and neither HBI CBI nor any of its Subsidiaries is engaged in any unfair labor practice. (b) Set forth on Confidential Schedules 3.27(b) is a complete and correct list of all employment agreements between HBI CBI or any of its Subsidiaries and any employee of HBI CBI or any of its Subsidiaries. True and correct copies of all employment agreements and all amendments thereto, have been furnished to TCBFFIN.