Employment Matters Benefit Plans. (a) Schedule 4.11(a) lists each employee benefit plan (as defined in Section 3(3) of ERISA) and all material plans, programs, policies or arrangements, including, but not limited to, pension, bonus, deferred compensation, incentive compensation, unit purchase, supplemental retirement, severance or termination pay, thrift, savings, option, salary continuation, vacation, supplemental unemployment benefit, profit-sharing, or retirement plan, maintained, or contributed to (or required to be contributed to), by or for the benefit of employees of the Service Providers, whether or not such plan is funded, formal or informal, or legally binding or not (collectively, the "Employee Benefit Plans"). Each Service Provider has made available to REIT (i) true and complete copies of all Employee Benefit Plans (or in the case of unwritten Employee Benefit Plans, descriptions thereof), including, without limitation, with respect to each Employee Benefit Plan, all amendments to the Employee Benefit Plans, and any trust or other funding arrangement, (ii) Form 5500s for each Employee Benefit Plan for the two most recent plan years, (iii) the most recently completed actuarial valuation for each Employee Benefit Plan for which an actuarial report is required by ERISA or for financial reporting purposes, and (iv) the most recent summary plan description for each Employee Benefit Plan for which a summary plan description is required by ERISA.
Employment Matters Benefit Plans. (a) Seller neither is nor has been (i) a party to or bound by any collective bargaining agreement, trade union agreement, works council agreement or other similar agreement (including any such agreement applicable on a national and/or industry-wide basis) (each of the foregoing, a “Labor Contract”), (ii) subject to a legal duty to bargain with, or in recognition of, any labor union, works council, trade union or similar employee representative group (each, an “Employee Representative”); (iii) the object of any attempt to organize or obtain recognition with respect to its employees for collective bargaining purposes or representation by any Employee Representative, or presently operating under an expired Labor Contract; or (iv) party to or subject to any actual or, to the knowledge of Seller, threatened, organizing activity, strike, work stoppage, picketing, boycott or similar activity.
Employment Matters Benefit Plans. (a) Section 3.20(a) of the Seller Disclosure Schedule lists all current employees of each member of the Company Group, including: (i) the employing entity; (ii) their dates of employment; (iii) their job titles and positions; (iv) their rate of pay or annual salaries; (v) any other compensation payable to them (including housing allowances, compensation payable pursuant to bonus, deferred compensation or commission arrangements or other compensation); (vi) their visa status; and (vii) their geographical location. No event has occurred, and to the Knowledge of Seller, no condition or circumstance exists, that might directly or indirectly give rise to or provide a basis for the commencement of any strike, slowdown, work stoppage, lockout, job action, labor dispute or union organizing activity or any similar activity or dispute.
Employment Matters Benefit Plans. (a) Section 4.11(a) of the Disclosure Schedule sets forth each Applicable Employee, along with such individual’s position and compensation. Seller (i) has paid in full to, or accrued on behalf of all of, the Transferred Employees all wages, salaries, commissions, bonuses, fees and other compensation for all labor or services rendered, and all vacation pay, sick pay, severance pay and other amounts promised to the extent required by Law or its existing policies or practices, and (ii) is in compliance in all material respects with all applicable Laws with regard to employment and employment practices, terms and conditions, and wages and hours and other compensation matters. No Person has asserted that Seller is liable in any amount for any arrearages in wages or employment taxes or for any penalties for failure to comply with any of the foregoing that remains unresolved. There is no Action by any Person pending or, to the Knowledge of Seller, threatened against Seller (or its employees), involving employment discrimination, harassment, wrongful discharge or similar claims relating to any of the Transferred Employees. Seller is not a party to or bound by any collective bargaining agreement with any of the Transferred Employees, any labor union or any other collective bargaining unit or organization, in each case, with respect to the Transferred Employees. There is no pending or, to Seller’s Knowledge, threatened labor dispute, work stoppage or strike involving any of the Transferred Employees, or any pending or, to Seller’s Knowledge, threatened proceeding in which it is asserted that Seller has committed an unfair labor practice with respect to the Transferred Employees, and, to Seller’s Knowledge, there is no activity involving any of the Transferred Employees seeking to certify a collective bargaining unit or engaging in any other labor organization activity.
Employment Matters Benefit Plans. For purpose of this Section 7.02 and any indemnification obligations of the Shareholders related to this Section 7.02, EMM is deemed to be a “Company.”
Employment Matters Benefit Plans. For purposes of Section 4.09 of the Agreement, it is acknowledged and agreed that the term “Purchaser” specifically includes Purchaser and any subsidiary of Purchaser that is purchasing any of the Assets pursuant the Agreement (including without limitation RADS Hospitality).
Employment Matters Benefit Plans
