Common use of Employees; Labor Relations Clause in Contracts

Employees; Labor Relations. (a) Except as set forth in Section 4.19 of the Disclosure Schedule (i) the Vermont Entities (A) are not delinquent in the payment to or on behalf of any past or present Employees of the Vermont Entities of any wages, salaries, social security premiums, commissions, bonuses, benefit plan contributions or other compensation (including without limitation disability compensation) for all periods prior to February 27, 2000 and (B) are not delinquent in the payment of any amount which is due and payable to any state or state fund pursuant to any workers' compensation statute, rules or regulations or any amount which is due and payable to any workers' compensation claimant or any other party arising under or with respect to a claim that has been filed under state workers' compensation statutes and approved in the ordinary course in accordance with the policies of the Vermont Entities regarding workers' compensation and/or any applicable state statute or administrative procedure; (ii) there is no labor strike, slowdown or work stoppage in progress against any Vermont Entity; (iii) no collective bargaining agreement currently exists or is currently being negotiated by any Vermont Entity; (iv) to the Knowledge of Seller, there has been no request to any Vermont Entity for collective bargaining on behalf of any Employees not represented currently by a union or from the National Labor Relations Board in respect of any Employees of any Vermont Entity; (v) to the Knowledge of Seller, no union representation or jurisdictional dispute or question exists respecting any Employees of any Vermont Entity; (vi) no material dispute exists between any Vermont Entity and any of their respective sales representatives or, to the Knowledge of Seller, between any such sales representatives with respect to territory, commissions, products or any other terms of their representation; and (vii) to the Knowledge of Seller, there has been no "mass layoff" or "plant closing" as defined by WARN with respect to any of the Vermont Entities within the six (6) months prior to Closing.

Employees; Labor Relations. (a) Except as set forth in Section 4.19 of the Disclosure Schedule (i) the Vermont Bavaria Entities (A) are not delinquent in the payment to or on behalf of any past or present Employees of the Vermont Bavaria Entities of any wages, salaries, social security premiums, commissions, bonuses, benefit plan contributions or other compensation (including without limitation disability compensation) for all periods prior to February 27, 2000 and (B) are not delinquent in the payment of any amount which is due and payable to any state or state fund pursuant to any workers' compensation statute, rules or regulations or any amount which is due and payable to any workers' compensation claimant or any other party arising under or with respect to a claim that has been filed under state workers' compensation statutes and approved in the ordinary course in accordance with the policies of the Vermont Bavaria Entities regarding workers' compensation and/or any applicable state statute or administrative procedure; (ii) there is no labor strike, slowdown or work stoppage in progress against any Vermont Bavaria Entity; (iii) no collective bargaining agreement currently exists or is currently being negotiated by any Vermont Bavaria Entity; (iv) to the Knowledge of Seller, there has been no request to any Vermont Bavaria Entity for collective bargaining on behalf of any Employees not represented currently by a union or from the National Labor Relations Board in respect of any Employees of any Vermont Bavaria Entity; (v) to the Knowledge of Seller, no union representation or jurisdictional dispute or question exists respecting any Employees of any Vermont Bavaria Entity; (vi) no material dispute exists between any Vermont Bavaria Entity and any of their respective sales representatives or, to the Knowledge of Seller, between any such sales representatives with respect to territory, commissions, products or any other terms of their representation; and (vii) to the Knowledge of Seller, there has been no "mass layoff" or "plant closing" as defined by WARN with respect to any of the Vermont Bavaria Entities within the six (6) months prior to Closing.

Employees; Labor Relations. As of the date hereof, the Companies -------------------------- employ the total number of employees set forth on Schedule 3.25. As of the date ------------- hereof: (a) Except as set forth in Section 4.19 none of the Disclosure Schedule (i) the Vermont Entities (A) are not Companies is delinquent in the payment (i) to or on behalf of any its past or present Employees of the Vermont Entities employees of any wages, salaries, social security premiums, commissions, bonuses, benefit plan contributions or other compensation (including without limitation disability compensation) for all periods prior to February 27the date hereof, 2000 and or (Bii) are not delinquent in the payment of any amount which is due and payable to any state or state fund pursuant to any workers' compensation statute, rules rule or regulations regulation or any amount which is due and payable to any workers' compensation claimant or claimant; (b) there are no collective bargaining agreements currently in effect between any other party arising under or with respect to a claim that has been filed under state workers' compensation statutes and approved in the ordinary course in accordance with the policies of the Vermont Entities regarding workers' compensation and/or Companies and labor unions or organizations representing any applicable state statute or administrative procedureemployees of any of the Companies; (ii) there is no labor strike, slowdown or work stoppage in progress against any Vermont Entity; (iiic) no collective bargaining agreement currently exists or is currently being negotiated by any Vermont Entityof the Companies; (ivd) to the Knowledge knowledge of the Seller, there are no union organizational drives in progress and there has been no formal or informal request to any Vermont Entity of the Companies for collective bargaining on behalf of or for an employee election from any Employees not represented currently by a union or from the National Labor Relations Board in respect of any Employees of any Vermont EntityBoard; and (ve) to the Knowledge knowledge of the Seller, no union representation or jurisdictional dispute or question exists respecting any Employees of any Vermont Entity; (vi) no material dispute exists between any Vermont Entity of the Companies and any of their respective its sales representatives or, to the Knowledge knowledge of the Seller, between any such sales representatives with respect to territory, commissions, products or any other terms of their representation; and (vii) to . No employees of the Knowledge of Seller, there has been no "mass layoff" or "plant closing" as defined by WARN with respect Companies will be entitled to any severance or other payment in connection with the execution and delivery of this Agreement or the consummation of the Vermont Entities within the six (6) months prior to Closingtransactions contemplated hereby.

Employees; Labor Relations. As of the date hereof, the Company -------------------------- employs the total number of employees set forth on Schedule 3.25. As of the date ------------- hereof: (a) Except as set forth in Section 4.19 of the Disclosure Schedule (i) the Vermont Entities (A) are Company is not delinquent in the payment (i) to or on behalf of any its past or present Employees of the Vermont Entities employees of any wages, salaries, social security premiums, commissions, bonuses, benefit plan contributions or other compensation (including without limitation disability compensation) for all periods prior to February 27the date hereof, 2000 and or (Bii) are not delinquent in the payment of any amount which is due and payable to any state or state fund pursuant to any workers' compensation statute, rules rule or regulations regulation or any amount which is due and payable to any workers' compensation claimant claimant; (b) there are no collective bargaining agreements currently in effect between the Company and labor unions or organizations representing any other party arising under or with respect to a claim that has been filed under state workers' compensation statutes and approved in the ordinary course in accordance with the policies employees of the Vermont Entities regarding workers' compensation and/or any applicable state statute or administrative procedureCompany; (ii) there is no labor strike, slowdown or work stoppage in progress against any Vermont Entity; (iiic) no collective bargaining agreement currently exists or is currently being negotiated by any Vermont Entitythe Company; (ivd) to the Knowledge knowledge of the Seller, there are no union organizational drives in progress and there has been no formal or informal request to any Vermont Entity the Company for collective bargaining on behalf of or for an employee election from any Employees not represented currently by a union or from the National Labor Relations Board in respect of any Employees of any Vermont EntityBoard; and (ve) to the Knowledge knowledge of the Seller, no union representation or jurisdictional dispute or question exists respecting any Employees of any Vermont Entity; (vi) no material dispute exists between any Vermont Entity the Company and any of their respective its sales representatives or, to the Knowledge knowledge of the Seller, between any such sales representatives with respect to territory, commissions, products or any other terms of their representation; and (vii) to . No employees of the Knowledge of Seller, there has been no "mass layoff" or "plant closing" as defined by WARN with respect Company will be entitled to any severance or other payment in connection with the execution and delivery of this Agreement or the consummation of the Vermont Entities within the six (6) months prior to Closingtransactions contemplated hereby.

Employees; Labor Relations. (a) Except as set forth in Section 4.19 of the Disclosure Schedule (i) the Vermont Group Entities (A) are not delinquent in the payment to or on behalf of any past or present Employees of the Vermont Group Entities of any wages, salaries, social security premiums, commissions, bonuses, benefit plan contributions or other compensation (including without limitation disability compensation) for all periods prior to February 27, 2000 the date hereof and (B) are not delinquent in the payment of any amount which is due and payable to any state or state fund pursuant to any workers' compensation statute, rules or regulations or any amount which is due and payable to any workers' compensation claimant or any other party arising under or with respect to a claim that has been filed under state workers' compensation statutes and approved in the ordinary course in accordance with the policies of the Vermont Group Entities regarding workers' compensation and/or any applicable state statute or administrative procedure; (ii) there is no labor strike, slowdown or work stoppage in progress against any Vermont Group Entity; (iii) no collective bargaining agreement currently exists or is currently being negotiated by any Vermont Group Entity; (iv) to the Knowledge of Seller, there has been no request to any Vermont Group Entity for collective bargaining on behalf of any Employees not represented currently by a union or from the National Labor Relations Board in respect of any Employees of any Vermont Group Entity; (v) to the Knowledge of Seller, no union representation or jurisdictional dispute or question exists respecting any Employees of any Vermont Group Entity; (vi) no material dispute exists between any Vermont Group Entity and any of their respective sales representatives or, to the Knowledge of Seller, between any such sales representatives with respect to territory, commissions, products or any other terms of their representation; and (vii) to the Knowledge knowledge of the Seller, there has been no "mass layoff" or "plant closing" as defined by WARN with respect to any of the Vermont Group Entities within the six (6) months prior to Closing.