Common use of Employees; Employee Compensation Clause in Contracts

Employees; Employee Compensation. (a) Seller has complied in all material respects with all applicable state and federal equal employment opportunity and other laws related to employment and employment practices, terms and conditions of employment, wages, hours of work, and occupational safety and health. To Seller's knowledge, no charges or investigations with respect to Seller or its Subsidiaries are pending or threatened before the Equal Employment Opportunity Commission, or any other state or federal agency responsible for the prevention of unlawful employment practices. Except as set forth in Section 4.12(a) of the Disclosure Letter, to Seller's knowledge, there are no Claims pending or threatened regarding the breach of any express or implied contract of employment, any law or regulation governing employment or the termination thereof, or any other discriminatory, wrongful or tortious conduct by Seller or its Subsidiaries in connection with the employment relationship. To Seller's knowledge, no employee of Seller or any of its Subsidiaries is or will be in violation of any judgment, decree or order, or any term of any employment contract, patent disclosure agreement, or other contract or agreement relating to the relationship of any such employee with Seller or any of its Subsidiaries or any other party because of the nature of the business conducted by Seller or any of its Subsidiaries or to the use by the employee of his or her best efforts with respect to such business. Seller and its Subsidiaries are and have been in compliance with the requirements of the Worker Adjustment and Retraining Notification Act of 1988 and any similar state or local law governing layoffs and/or employment termination. (b) Section 4.12(b) of the Disclosure Letter sets forth a complete and correct list of all employees of Seller and its Subsidiaries and all compensation (whether in the form of stock, securities or otherwise) paid or to be paid for the current fiscal year of Seller and its Subsidiaries. (c) No liability under Title IV or Section 302 of ERISA has been incurred by Seller or any ERISA Affiliate that has not been satisfied in full, and no condition exists that presents a material risk to Seller or any ERISA Affiliate of incurring any such liability, other than liability for premiums due the Pension Benefit Guaranty Corporation (which premiums have been paid when due).

Employees; Employee Compensation. (a) Seller To the best of Caldera Systems's and its Subsidiary's knowledge, the relationships between Caldera Systems and its Subsidiaries and their respective employees are good and no labor dispute or claims are pending or threatened. None of Caldera Systems's or any of its Subsidiary's employees belongs to any union or collective bargaining unit. To the best of Caldera Systems's and its Subsidiaries' knowledge, Caldera Systems and each of its Subsidiaries has complied in all material respects with all applicable state and federal equal employment opportunity and other laws related to employment and employment practices, terms and conditions of employment, wages, hours of work, and occupational safety and health. To Sellerthe best of Caldera Systems's knowledge, no charges or investigations with respect to Seller or its Subsidiaries are pending or threatened before the Equal Employment Opportunity Commission, or any other state or federal agency responsible for the prevention of unlawful employment practices. Except as set forth in Section 4.12(a) of the Disclosure Letter, to Seller's knowledge, there are no Claims pending or threatened regarding the breach of any express or implied contract of employment, any law or regulation governing employment or the termination thereof, or any other discriminatory, wrongful or tortious conduct by Seller or its Subsidiaries in connection with the employment relationship. To Sellerand it Subsidiary's knowledge, no employee of Seller Caldera Systems or any of its Subsidiaries such Subsidiary is or will be in violation of any judgment, decree or order, or any term of any employment contract, patent disclosure agreement, or other contract or agreement relating to the relationship of any such employee with Seller or Caldera Systems, any of its Subsidiaries Subsidiaries, or any other party because of the nature of the business conducted or presently proposed to be conducted by Seller Caldera Systems or any of its Subsidiaries or to the use by the employee of his or her best efforts with respect to such business. Seller and Caldera Systems is not a party to or bound by any currently effective employment contract, deferred compensation agreement, incentive plan, profit sharing plan, retirement agreement or other employee compensation agreement. Neither Caldera Systems nor any of its Subsidiaries are and is aware that any officer or key employee, or that any group of key employees, intends to terminate their employment with Caldera Systems or any of its Subsidiaries, nor does Caldera Systems or any of its Subsidiaries have been in compliance with a present intention to terminate the requirements employment of any of the Worker Adjustment foregoing. Subject to general principles related to wrongful termination of employees, the employment of each officer and Retraining Notification Act employee of 1988 Caldera Systems and any similar state or local law governing layoffs and/or employment termination. (b) Section 4.12(b) each of the Disclosure Letter sets forth a complete and correct list of all employees of Seller and its Subsidiaries and all compensation (whether in is terminable at the form will of stockCaldera Systems or such Subsidiary, securities or otherwise) paid or to be paid for the current fiscal year of Seller and its Subsidiariesas applicable. (c) No liability under Title IV or Section 302 of ERISA has been incurred by Seller or any ERISA Affiliate that has not been satisfied in full, and no condition exists that presents a material risk to Seller or any ERISA Affiliate of incurring any such liability, other than liability for premiums due the Pension Benefit Guaranty Corporation (which premiums have been paid when due).