Employment Related Matters. Except as set forth in Schedule 3.16, (a) Seller is not a party to any contract or agreement with any labor organization or other representative of its employees; (b) there is no unfair labor practice charge or complaint pending or, to Seller's best knowledge, threatened against Seller; (c) there is no labor strike, slowdown, work stoppage or other labor controversy in effect or, to Seller's best knowledge, threatened against or otherwise affecting Seller; (d) Seller has not experienced any labor strike, slowdown, work stoppage or similar labor controversy within the past three years; (e) no representation question has been raised respecting any employees of Seller working within the past three years, nor, to the best knowledge of Seller, are there any campaigns being conducted to solicit authorization from any employees of Seller to be represented by any labor organization; (f) no collective bargaining agreement relating to any employees of Seller is being negotiated other than extensions or renewals of existing agreements set forth in Schedule 3.16; (g) no action, suit, complaint, charge, arbitration, inquiry, proceeding or investigation by or before any court, governmental agency, administrative agency or commission brought by or on behalf of any employee, prospective employee, former employee, retiree, labor organization or other representative of Seller's employees, is pending or, to Seller's best knowledge, threatened against Seller; (h) Seller is not a party to, or otherwise bound by, any consent decree with, citation or order by, any Governmental Body relating to their employees or employment practices relating to the employees; (i) Seller is in compliance in all material respects with all applicable laws, policies, procedures, agreements and contracts, relating to employment, employment practices, wages, hours, and terms and conditions of employment; (j) Seller has paid in full to all of its employees all wages, salaries, commissions, bonuses, benefits and other compensation due and payable to such employees on or prior to the date hereof.
Employment Related Matters. (a) Schedule 2.23(a) sets forth a true and complete list of (i) the names, titles, annual salaries and other compensation of all officers of the Company and all other employees of the Company whose annual base salary exceeds $100,000, along with an indication of exempt or non-exempt status and (ii) the wage rates for non-salaried employees of the Company (by classification and an indication of exempt or non-exempt status). None of the employees listed on Schedule 2.23(a)(i) has indicated to Seller or the Company that s/he intends to resign or retire as a result of the transactions contemplated hereby or otherwise within one (1) year after the Closing Date.
(b) Except as set forth on Schedule 2.23(b), the Business Employees constitute all personnel (other than the contractors and consultants set forth on Schedule 2.19) engaged in the business of the Company.
(c) Except as set forth on Schedule 2.23(c), (i) no labor strike, slowdown, work stoppage, dispute, or lockout is in effect or, to the knowledge of Seller, threatened; (ii) no unfair labor practice charge or complaint is pending or, to the knowledge of Seller, threatened; (iii) there are no grievances, grievance proceedings or arbitration proceedings pending or, to the knowledge of Seller, threatened; (iv) the Company is not a party to or subject to any Collective Bargaining Agreements and no labor organizations represent or purport to represent any employees, contractors and/or consultants employed or retained by the Company; (v) there are no pending or, to the knowledge of Seller, threatened other claims, complaints, lawsuits or disputes involving or relating to any employees, contractors, consultants or labor organizations or their wages, hours, benefits and/or terms or conditions of employment; (vi) the Company is not a party to, or otherwise bound by, any consent decree with, or citation by, any Governmental Authority relating to employees or employment practices; and (vii) the Company is in compliance in all material respects with all applicable laws relating to employment, employment practices and the termination of employment.
Employment Related Matters. Except as set forth in Section 2.22 of the O-I Disclosure Schedule:
(i) The Company and any of its Subsidiaries are neither party to, nor bound by, any labor agreement, collective bargaining agreement, or any other labor-related agreements or arrangements with any labor union or labor organization or works council and (ii) no employees of the Company or any of its Subsidiaries are represented by any labor organization with respect to their employment with the Company or any of its Subsidiaries;
(b) To the Knowledge of the O-I Parties, no labor union, labor organization, or group of employees of the Company or any of its Subsidiaries has made a pending demand for recognition or certification, and there are no representation or certification proceedings or petitions seeking a representation proceeding presently pending or threatened in writing to be brought or filed with the National Labor Relations Board or any other labor relations tribunal or authority, and no campaigns are being conducted to solicit cards from any employees of the Company or its Subsidiaries, or to otherwise organize such employees, to authorize representation by any labor organization;
(c) Since January 1, 2002, there has been no labor strike, slowdown, work stoppage, dispute, or lockout in effect or, to the Knowledge of the O-I Parties, threatened with respect to any employees of the Company or any of its Subsidiaries;
(d) No unfair labor practice charge or complaint is pending or, to the Knowledge of the O-I Parties, threatened by or on behalf of any employee of the Company or any of its Subsidiaries;
(e) Neither the Company nor any of its Subsidiaries is a party to, or otherwise bound by, any consent decree with, or citation by, any Governmental Authority relating to employees or employment practices;
(f) The Company and its Subsidiaries are in material compliance with all applicable Laws relating to employment, employment practices and the termination of employment, including any obligations pursuant to the WARN Act (as defined below) and any similar foreign, state or local Law relating to plant closings and layoffs;
(g) The Company and each of its Subsidiaries have not been delinquent in payments to, or on behalf of, any employees or former employees for any services or amounts required to be reimbursed or otherwise paid, except as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect;
(h) The Company and each of its Subsidiaries have...
Employment Related Matters. 10.1 Employment of Employees with U.S. Work Visas. AMO will request amendments to the nonimmigrant visa status of AMO Employees with U.S. work visas authorizing them to work for Allergan, excluding the AMO Group, to request authorization to work for AMO effective as of the Distribution Date.
Employment Related Matters. CLAUSE 4.1
Employment Related Matters. To the extent the Assets are affected (a) GSI is in compliance with all applicable laws respecting employment, consulting, employment practices, wages, hours, and terms and conditions of employment; (b) GSI is not a party to any collective bargaining agreement or other contract or agreement with any labor organization or other representative of any of the employees GSI; (c) there is no labor strike, dispute, slowdown, work stoppage, lockout or other labor controversy in effect, that is pending or, to the best of GSI's knowledge, threatened against or otherwise affecting GSI, and GSI has not experienced any labor controversy within the past three years; (d) no labor representation question exists or has been raised respecting any of the employees of GSI; (e) GSI has not closed any plant or facility, effectuated any layoffs of employees or implemented any early retirement, separation or window program at any time from or after January 1, 1991 except, in each case, actions involving no more than ten (10) employees at any one time, nor has GSI planned or announced any action or program for the future with respect to which GSI has or may have any material liability; and (f) GSI is in compliance with its obligations pursuant to the Worker Adjustment and Retraining Notification Act of 1988, and all other notification and bargaining obligations arising under any collective bargaining agreement or statute relating to employment.
Employment Related Matters. Except as set forth in Schedule 4.22, (a) none of the Company or the Subsidiaries is a party to, or otherwise bound by, any consent decree with, or citation by, any government agency relating to employees or employment practices, (b) none of the Company or any of the Subsidiaries has closed any plant or facility, or effectuated any layoffs of employees within the past six months, nor have the Company or the Subsidiaries planned or announced any such action or programs for the future, and (c) the Company and the Subsidiaries are in compliance with their respective obligations pursuant to the Worker Adjustment and Retraining Notification Act of 1988 and any similar state notification law.
Employment Related Matters. Eagle shall be solely responsible for the defense of any Claim made by, on behalf of, or with respect to, (i) any employee thereof, (ii) any former employee of Eagle, or (iii) any individual described in Section 1 hereof, including the settlement or payment of such a Claim, that arises out of, or relates to, such individual's employment with (or failure to be employed by) Eagle or an employee benefit matter that is not covered elsewhere by the terms of this Agreement. Such Claims include, but are not limited to, employment discrimination, harassment, wrongful discharge and COBRA Claims.
Employment Related Matters. (a) No employees of Platinum are covered by a collective bargaining agreement or similar labor agreement and Platinum is not currently negotiating such an agreement. There is no labor strike, organized work stoppage, lockout or other labor controversy presently pending or, to the Knowledge of Platinum, threatened against Platinum and Platinum has not experienced any labor strike, lockout or organized work stoppage during the last three years. To the Knowledge of Platinum, there is no union organization campaign relating to any employees of Platinum. There is no unfair labor practice charge or complaint or any other similar action, suit, arbitration, proceeding or investigation pending against Platinum or, to the Knowledge of Platinum, threatened before the National Labor Relations Board or any other Governmental
Employment Related Matters. (a) Section 3.10 of the Disclosure Letter sets forth a list of all collective bargaining agreements (including any side letters, supplemental agreement or memorandum of understanding relating thereto) covering employees of the Company (collectively, the “Collective Bargaining Agreements”). The Company has made available to Buyer copies of all such Collective Bargaining Agreements.
(b) Except as set forth in Section 3.10 of the Disclosure Letter, at the date of this Agreement:
(i) the Company has not breached in any material respect or otherwise failed to comply in any material respect with any provision of any Collective Bargaining Agreement applicable to employees of the Company, nor, to Seller’s Knowledge, has any such breach or failure been alleged by the applicable union, and there are no material grievances outstanding against the Company thereunder, in each case which would have a Material Adverse Effect;
(ii) to Seller’s Knowledge, there is no petition pending before the National Mediation Board seeking certification or any change in certification of a labor representative with respect to any craft or class of employees of the Company;
(iii) there is no strike, slowdown, work stoppage, labor action or lockout or, to Seller’s Knowledge, threat thereof, by or with respect to any employees of the Company;
(iv) there is no complaint for violation of the Railway Labor Act, 45 U.S.C. § 151 et seq. 8, as amended, against the Company pending before any Governmental Authority; and
(v) to the Knowledge of Seller, no charges with respect to or relating to the Company or any Employee are pending before the Equal Employment Opportunity Commission or any other Governmental Authority responsible for the prevention of unlawful employment practices.
