Employment and Labor. Cortelco is not delinquent in the payment of any wages, salaries, commissions, bonuses, reimbursements, or other compensation payable to any of its present or former employees. Except as disclosed in Section 3.24 of the Cortelco Disclosure Schedule, the employment of each employee of Cortelco is terminable at will without any cost or Liability to Cortelco, except for the payment of accrued wages, salaries, commissions, bonuses, reimbursements, and other compensation and the provision of benefits under the Employee Benefit Plans. Cortelco has no knowledge that any of its directors, officers, or other management-level employees intends to terminate his or her employment with Cortelco, except as contemplated by this Agreement. Cortelco is in compliance with all applicable laws, rules, and regulations of all Governments relating to employment and employment practices, terms and conditions of employment, wages and hours, occupational health and safety, and the employment of non-residents, except for such instances of non-compliance that in the aggregate have not had and could reasonably be expected not to have a Material Adverse Effect. There is no outstanding and unresolved written claim or grievance, unfair labor practice charge or complaint, charge of discrimination, or health and safety citation or complaint involving any present or former employee or other personnel retained by Cortelco. There is no pending or, to the knowledge of Cortelco, threatened claim, charge, demand, inquiry, investigation, action, suit, arbitration, or other legal proceeding concerning Cortelco’s employment practices. Cortelco is not a party to any collective bargaining agreement or other Contract with any labor union and has no knowledge of any labor organizational efforts with respect to its employees. Cortelco has not experienced any strike, organized work stoppage or interruption, or organized work slowdown by its employees during the last three (3) years.
Employment and Labor. (a) Except as would not have a Company Material Adverse Effect, (i) the Company and its Subsidiaries are and, since June 1, 2012, have been in compliance with all Collective Bargaining Agreements and all Applicable Laws related to the employment of labor, including those related to wages, hours, classification, immigration, health, safety and collective bargaining, and (ii) are not and, since June 1, 2012, have not been engaged in any unfair labor practice.
Employment and Labor. The Company and its Subsidiaries have no written agreements with their employees except as described in the Registration Statement. Except as described in the most recent Preliminary Prospectus, neither the Company nor any Subsidiary has knowledge of any violation of, or has received written notice from a court of competent jurisdiction or government agency of any violation with respect to, any federal, state, local or foreign law, regulation or ordinance relating to discrimination in the hiring, promotion or pay of employees, nor any applicable wage and hour laws, the violation of any of which could reasonably be expected to have a Material Adverse Effect. Neither the Company nor any of its Subsidiaries is involved in any material labor dispute, and to the knowledge of the Company, no such dispute is threatened or contemplated.
Employment and Labor. (a) The Group Companies are and have been at all times in compliance, in all material respects, with all applicable Laws and Contracts relating to employees and employment or engagement of labor, including, without limitation, all applicable Laws and Contracts relating to wages, vacation pay, hours, overtime, collective bargaining, employment discrimination, accessibility, privacy, civil rights, safety and health, workers’ compensation, pay equity, classification of employees and independent contractors, immigration, and the collection and payment of income tax withholding payroll taxes, Canada Pension Plan remittances, and/or social security Taxes or other similar Taxes. All amounts due and owing to any employee as of the date of this Agreement, including for wages, vacation pay, hours, overtime and severance, have been paid in full, or if accrued are reflected in the books of account, ledgers, order books, records and other financial documents of the Group Companies except as would not result in material liability to the Group Companies.
Employment and Labor. (a) Schedule 5.13(a) hereto (to be delivered in accordance with Section 9.1(b)) sets forth a true and complete list of all Employees as of the date set forth therein. With respect to each Employee, such schedule accurately sets forth the following information: (i) the position; (ii) date of hire; (iii) current annual salary or hourly wage; (iv) average number of hours worked per week; (v) date of last salary increase; (vi) accrued vacation, holidays and/or sick leave as a result of the individual’s employment with SVCMC; and (vii) to the Knowledge of SVCMC, the union, if any, of which the individual is a member.
Employment and Labor. (a) Except as set forth on Schedule 4.16(a), the Company is not a party to any labor or collective bargaining agreement and there are no labor or collective bargaining agreements which pertain to employees of the Company. To the extent that there are labor or collective bargaining agreements, the Company has made available to Purchaser true, correct and complete copies of such agreements listed on Schedule 4.16(a), together with all amendments, modifications or supplements thereto.
Employment and Labor. (a) There are no complaints against the Company or the Company Subsidiary threatened or pending before the National Labor Relations Board or any similar state or local labor agency by or on behalf of any employee of the Company or the Company Subsidiary. Neither the Company nor the Company Subsidiary is a party to any collective bargaining agreement nor any other agreement with a labor organization. Neither the Company nor any Company Subsidiary is required to recognize any labor union or other collective bargaining or labor representative, nor has any labor union or other collective bargaining or labor representative been certified as the exclusive bargaining representative of any employees of the Company or the Company Subsidiary.
Employment and Labor. (a) The Company and its Subsidiaries are, and since December 31, 2016 have been, in compliance in all material respects with all applicable Legal Requirements relating to the hiring of employees and employment of labor, including all applicable Legal Requirements relating to wages, hours, overtime, collective bargaining, employment discrimination, civil rights, safety and health, workers’ compensation, pay equity, classification of employees and independent contractors, and the collection and payment of withholding and/or social security Taxes. Each of the Company and its Subsidiaries has met in all material respects all Legal Requirements relating to the employment of foreign citizens, and none of the Company or its Subsidiaries currently employs, or, since December 31, 2016, has employed, any Person who was not authorized to work in the jurisdiction in which such Person was employed. The Company and its Subsidiaries have complied since December 31, 2016 in all material respects with all applicable Legal Requirements that require overtime to be paid to any current or former employee of the Company or its Subsidiaries, and no Person, since December 31, 2016, has brought a claim, and no claim brought is a prior period is still outstanding, for unpaid compensation or employee benefits, including overtime amounts and, to the Knowledge of the Company, no current or former employee of the Company or its Subsidiaries has threatened to bring any such claim.
Employment and Labor. (a) To Activision’s Knowledge, no officer or employee of, or consultant to, Activision or any of its Subsidiaries whose annual salary exceeds $200,000 is, or has been, in material violation of any term of any Contract relating to employment, consulting, proprietary information, nondisclosure, noncompetition, nonsolicitation or any other Contract including, without limitation, those matters relating to (i) the relationship of any such officer, employee or consultant with Activision or any of its Subsidiaries or with any other party or (ii) unfair competition, trade secrets or proprietary information, and to Activision’s Knowledge, the continued employment or engagement of Activision’s or its Subsidiary’s officers, employees and consultants does not subject Activision or any of its Subsidiaries to any material liability with respect to any of the foregoing matters. The execution of this Agreement and the consummation of the transactions contemplated by this Agreement will not result in any breach or other violation of any collective bargaining agreement, employment agreement, consulting agreement or any other labor-related agreement to which Activision or any of its Subsidiaries is a party or is bound or pertains to any of the employees of Activision or any of its Subsidiaries, except for such breaches or violations which would not reasonably be expected to have, individually or in the aggregate, an Activision Material Adverse Effect. Any notice of the transactions contemplated hereby that is required by any Law or collective bargaining agreement has been given, and any and all bargaining obligations have been, or prior to the Closing will be, satisfied.
Employment and Labor. (a) To Games’ Knowledge, no officer or employee of, or consultant to, Games or any of its Subsidiaries whose annual salary exceeds $200,000 is, or has been, in material violation of any term of any Contract relating to employment, consulting, proprietary information, nondisclosure, noncompetition, nonsolicitation or any other Contract including, without limitation, those matters relating to (i) the relationship of any such officer, employee or consultant with Games or any of its Subsidiaries or with any other party or (ii) unfair competition, trade secrets or proprietary information, and to Games’ Knowledge, the continued employment or engagement of Games’ or its Subsidiary’s officers, employees and consultants does not subject Games or any of its Subsidiaries to any material liability with respect to any of the foregoing matters. The execution of this Agreement and the consummation of the transactions contemplated by this Agreement will not result in any breach or other violation of any collective bargaining agreement, employment agreement, consulting agreement or any other labor-related agreement to which Games or any of its Subsidiaries is a party or is bound or pertains to any of the employees of Games or any of its Subsidiaries, except for such breaches or violations which would not reasonably be expected to have, individually or in the aggregate, a Games Material Adverse Effect. Any notice of the transactions contemplated hereby that is required by any Law or collective bargaining agreement has been given, and any and all bargaining obligations have been, or prior to the Closing will be, satisfied. Games and its Subsidiaries, as applicable, have obtained the consent or opinion of any labor union, trade union, labor organization or works council as may be required by applicable Law in connection with the signing of this Agreement.
