Common use of Employment and Labor Matters Clause in Contracts

Employment and Labor Matters. Schedule 3.17 lists all employees of the Transferors who primarily perform services with respect to the Business (the “Designated Employees”). The Transferors have complied in all material respects with all Applicable Laws respecting employment and employment practices, terms and conditions of employment, wages and hours, and occupational safety and health. With respect to the Designated Employees: (a) except for routine government inquiries, examinations and inspections which the Transferors have no reason to believe are material, there are no charges, governmental audits, investigations, administrative proceedings or complaints, grievances or actions concerning the employment practices of the Transferors pending, nor has any of the Transferor Parties been notified of any such matter being threatened, before any Governmental Authority and, to the Knowledge of the Transferors, no basis for any such matter exists; (b) No Transferor is a party to any union or collective bargaining agreement, no union attempts to organize its employees have been made, nor are any such attempts now threatened; (c) No Transferor has experienced any organized slowdown, work interruption, strike, or work stoppage by any of its employees; (d) none of such employees have filed any complaints against a Transferor or any managers, members, officers or employees of a Transferor, or initiated any Actions against any of the Transferor Parties or been subject to any disciplinary actions by a Transferor; and (e) The Transferor will not incur any Liability to any such employee or violate any Applicable Laws respecting employment and employment practices as a result of the transactions contemplated by this Agreement.

Employment and Labor Matters. Schedule 3.17 3.18 lists all employees of the Transferors Transferor who primarily perform services with respect to the Business (the “Designated Employees”). The Transferors have Transferor has complied in all material respects with all Applicable Laws respecting employment and employment practices, terms and conditions of employment, wages and hours, and occupational safety and health. With respect to the Designated Employees: (a) except for routine government inquiries, examinations and inspections which the Transferors have Transferor has no reason to believe are material, there are no charges, governmental audits, investigations, administrative proceedings or complaints, grievances or actions concerning the employment practices of the Transferors Transferor pending, nor has any of the Transferor Parties been notified of any such matter being threatened, before any Governmental Authority and, to the Knowledge of the TransferorsTransferor, no basis for any such matter exists; (b) No Transferor is not a party to any union or collective bargaining agreement, no union attempts to organize its employees have been made, nor are any such attempts now threatened; (c) No Transferor has not experienced any organized slowdown, work interruption, strike, or work stoppage by any of its employees; (d) none of such employees have filed any complaints against a Transferor or any managers, members, officers or employees of a Transferor, or initiated any Actions against any of the Transferor Parties or been subject to any disciplinary actions by a Transferor; and; (e) The Transferor will not incur any Liability to any such employee or violate any Applicable Laws respecting employment and employment practices as a result of the transactions contemplated by this Agreement; and (f) Transferor has valid written documentation that each such employee is a U.S. resident or is authorized to work in the U.S. and has delivered such documentation to Acquiror.

Employment and Labor Matters. Schedule 3.17 3.18 lists all employees of the Transferors who primarily perform services with respect to the Business (the “Designated Employees”). The Transferors have Each Transferor has complied in all material respects with all Applicable Laws respecting employment and employment practices, terms and conditions of employment, wages and hours, and occupational safety and health. With respect to the Designated Employees: (a) except for routine government inquiries, examinations and inspections which the Transferors have no reason to believe are material, there are no charges, governmental audits, investigations, administrative proceedings or complaints, grievances or actions concerning the employment practices of the Transferors any Transferor pending, nor has any of the Transferor Parties been notified of any such matter being threatened, before any Governmental Authority and, to the Knowledge of the TransferorsTransferor, no basis for any such matter exists; (b) No Transferor is a party to any union or collective bargaining agreement, no union attempts to organize its employees have been made, nor are any such attempts now threatened; (c) No Transferor has experienced any organized slowdown, work interruption, strike, or work stoppage by any of its employees; (d) none of such employees have filed any complaints against a any Transferor or any managers, members, officers or employees of a any Transferor, or initiated any Actions against any of the Transferor Parties or been subject to any disciplinary actions by a any Transferor; and; (e) The No Transferor will not incur any Liability to any such employee or violate any Applicable Laws respecting employment and employment practices as a result of the transactions contemplated by this Agreement; and (f) The Transferors have valid written documentation that each such employee is a U.S. resident or is authorized to work in the U.S. and has delivered such documentation to Acquiror, other than Xxxx Xxxx.

Employment and Labor Matters. Schedule 3.17 3.18 lists all employees of the Transferors Transferor who primarily perform services with respect to the Business (the “Designated Employees”). The Transferors have Transferor has complied in all material respects with all Applicable Laws respecting employment and employment practices, terms and conditions of employment, wages and hours, and occupational safety and health. With respect to the Designated Employees: (a) except for routine government inquiries, examinations and inspections which the Transferors have Transferor has no reason to believe are material, to the Transferor’s Knowledge, there are no charges, governmental audits, investigations, administrative proceedings or complaints, grievances or actions concerning the employment practices of the Transferors Transferor pending, nor has any of the Transferor Parties been notified of any such matter being threatened, before any Governmental Authority and, to the Knowledge of the TransferorsTransferor, no basis for any such matter exists; (b) No Transferor is not a party to any union or collective bargaining agreement, no union attempts to organize its employees have been made, nor are any such attempts now threatened; (c) No Transferor has not experienced any organized slowdown, work interruption, strike, or work stoppage by any of its employees; (d) none of such employees have filed any complaints against a Transferor or any any, to the Transferor’s Knowledge, managers, members, officers or employees of a Transferor, or initiated any Actions against any of the Transferor Parties or been subject to any disciplinary actions by a Transferor; and; (e) The Transferor will not incur any Liability to any such employee or violate any Applicable Laws respecting employment and employment practices as a result of the transactions contemplated by this Agreement; and (f) Transferor has valid written documentation that each such employee is a U.S. resident or is authorized to work in the U.S. and has made such documentation available to Acquiror.

Employment and Labor Matters. Schedule 3.17 3.18 lists all employees of the Transferors who primarily perform services with respect to the Business (the “Designated Employees”). The Transferors have Each Transferor has complied in all material respects with all Applicable Laws respecting employment and employment practices, terms and conditions of employment, wages and hours, and occupational safety and health. With respect to the Designated Employees: (a) except for routine government inquiries, examinations and inspections which the Transferors have no reason to believe are material, there are no charges, governmental audits, investigations, administrative proceedings or complaints, grievances or actions concerning the employment practices of the Transferors any Transferor pending, nor has any of the Transferor Parties been notified of any such matter being threatened, before any Governmental Authority and, to the Knowledge of the TransferorsTransferor, no basis for any such matter exists; (b) No Transferor is a party to any union or collective bargaining agreement, no union attempts to organize its employees have been made, nor are any such attempts now threatened; (c) No Transferor has experienced any organized slowdown, work interruption, strike, or work stoppage by any of its employees; (d) none of such employees have filed any complaints against a any Transferor or any managers, members, officers or employees of a any Transferor, or initiated any Actions against any of the Transferor Parties or been subject to any disciplinary actions by a any Transferor; and; (e) The No Transferor will not incur any Liability to any such employee or or, to the Knowledge of Transferors, violate any Applicable Laws respecting employment and employment practices as a result of the transactions contemplated by this Agreement; and (f) The Transferors have valid written documentation that each such employee is a U.S. resident or is authorized to work in the U.S. and has delivered such documentation to Acquiror.

Employment and Labor Matters. Schedule 3.17 3.18 lists all employees of the Transferors Transferor who primarily perform services with respect to the Business (the “Designated Employees”). The Transferors have Transferor has complied in all material respects with all Applicable Laws respecting employment and employment practices, terms and conditions of employment, wages and hours, and occupational safety and health. With respect to the Designated Employees: (a) except for routine government inquiries, examinations and inspections which the Transferors have Transferor has no reason to believe are material, there are no charges, governmental audits, investigations, administrative proceedings or complaints, grievances or actions concerning the employment practices of the Transferors Transferor pending, nor has any of the Transferor Parties been notified in writing of any such matter being threatened, before any Governmental Authority and, to the Knowledge of the Transferors, no basis for any such matter existsAuthority; (b) No Transferor is a not party to any union or collective bargaining agreement, no union attempts to organize its employees have been made, nor are any such attempts now threatened; (c) No Transferor has not experienced any organized slowdown, work interruption, strike, or work stoppage by any of its employees; (d) none of such employees have filed any complaints against a Transferor Transferor, or any managers, members, officers or employees of a Transferor, or initiated any Actions against any of the Transferor Parties or been subject to any disciplinary actions by a Transferor; and; (e) The Transferor will not incur any Liability to any such employee or violate any Applicable Laws respecting employment and employment practices as a result of the transactions contemplated by this Agreement; and (f) The Transferor Parties have valid written documentation that each such employee is a U.S. resident or is authorized to work in the U.S. and has delivered such documentation to Acquiror.

Employment and Labor Matters. Schedule 3.17 3.18 lists all employees of Transferors and the Transferors Companies who primarily perform services with respect to the Business (the “Designated Employees”). The Transferors have Each Transferor and each Company has complied in all material respects with all Applicable Laws respecting employment and employment practices, terms and conditions of employment, wages and hours, and occupational safety and health. With respect to the Designated Employees: (a) except for routine government inquiries, examinations and inspections which the Transferors have no reason to believe are material, there are no charges, governmental audits, investigations, administrative proceedings or complaints, grievances or actions concerning the employment practices of the Transferors any Transferor or Company pending, nor has any of the Transferor Parties been notified in writing of any such matter being threatened, before any Governmental Authority and, to the Knowledge of the Transferors, no basis for any such matter existsAuthority; (b) No Transferor or Company is a party to any union or collective bargaining agreement, no union attempts to organize its employees have been made, nor are any such attempts now threatened; (c) No Transferor or Company has experienced any organized slowdown, work interruption, strike, or work stoppage by any of its employees; (d) none of such employees have filed any complaints against a any Transferor or Company, or any managers, members, officers or employees of a Transferorany Transferor or Company, or initiated any Actions against any of the Transferor Parties or the Companies or been subject to any disciplinary actions by a Transferor; andany Transferor or Company; (e) The No Transferor or Company will not incur any Liability to any such employee or violate any Applicable Laws respecting employment and employment practices as a result of the transactions contemplated by this Agreement; and (f) The Transferor Parties have valid written documentation that each such employee is a U.S. resident or is authorized to work in the U.S. and has delivered such documentation to Acquiror.

Employment and Labor Matters. Schedule 3.17 3.18 lists all employees of the Transferors Sellers who primarily perform services with respect to the Watchpoints Business (the “Designated Employees”). The Transferors Sellers have complied in all material respects with all Applicable Laws respecting employment and employment practices, terms and conditions of employment, wages and hours, and occupational safety and health. With respect to the Designated Employees: (ai) except for routine government inquiries, examinations and inspections which the Transferors Sellers have no reason to believe are material, there are no charges, governmental audits, investigations, administrative proceedings or complaints, grievances or actions concerning the employment practices of the Transferors Sellers pending, nor has any of the Transferor Parties have Sellers been expressly notified of any such matter being threatened, before any Governmental Authority federal, state or local agency or court and, to the Knowledge of the TransferorsMMS, no basis for any such matter exists; (bii) No Transferor no Seller is a party to any union or collective bargaining agreement, no union attempts to organize its employees have been made, nor are any such attempts now threatened; (ciii) No Transferor no Seller has experienced any organized slowdown, work interruption, strike, or work stoppage by any of its employees; (div) none of such employees have filed any complaints against a Transferor any Seller or any managers, members, officers or employees of a Transferorany Seller, or initiated any Actions Proceedings against any of the Transferor Parties Seller or been the subject to any disciplinary actions by a Transferor; andany Seller; (ev) The Transferor Seller will not incur any Liability to any such employee or violate any Applicable Laws respecting employment and employment practices as a result of the transactions contemplated by this Agreement; and (vi) Sellers have valid written documentation that each such employee is a U.S. resident or is authorized to work in the U.S. and has delivered such documentation to Buyer.