Common use of Labor Agreements Clause in Contracts

Labor Agreements. Except as disclosed in the Nevada Power SEC Reports or as set forth in Section 5.10(k) of the Nevada Power Disclosure Schedule: (i) neither Nevada Power nor any of its subsidiaries is a party to any collective bargaining agreement or other labor agreement with any union or labor organization; (ii) to the best knowledge of Nevada Power and its subsidiaries, there is no current union representation question involving employees of Nevada Power (or any of its subsidiaries), nor does Nevada Power or any of its subsidiaries know of any activity or proceeding of any labor organizations (or representative thereof) or employee group (or representative thereof) to organize any such employees; (iii) there is no unfair labor practice, charge or written grievance arising out of a collective bargaining agreement or other grievance procedure against Nevada Power or any of its subsidiaries pending, or to the best knowledge of Nevada Power or any of its subsidiaries, threatened, which has, or reasonably may be expected by Nevada Power or any of its subsidiaries to have, a Nevada Power Material Adverse Effect; (iv) there is no complaint, lawsuit or proceeding in any forum by or on behalf of any present or former employee, any applicant for employment or classes of the foregoing alleging breach of any express or implied contract of employment, any law or regulation governing employment or the termination thereof or other discriminatory, wrongful or tortious conduct in connection with the employment relationship against Nevada Power or any of its subsidiaries, or to the best knowledge of Nevada Power or any of its subsidiaries, threatened, which has, or reasonably may be expected by Nevada Power or any of its subsidiaries to have, a Nevada Power Material Adverse Effect; (v) there is no strike, dispute, slowdown, work stoppage or lockout pending, or, to the best knowledge of Nevada Power or any of its subsidiaries, threatened, against or involving Nevada Power or any of its subsidiaries which has or, insofar as reasonably can be foreseen, could have, a Nevada Power Material Adverse Effect; (vi) Nevada Power and its subsidiaries are in compliance with all applicable laws respecting employment and employment practices, terms and conditions of employment, wages, hours of work and occupational safety and health, except for noncompliance which, in the aggregate, does not, and insofar as reasonably can be foreseen, will not, have a Nevada Power Material Adverse Effect; and (vii) there is no proceeding, claim, suit, action or governmental investigation pending or, to the best knowledge of Nevada Power and its subsidiaries, threatened, in respect of which any director, officer, employee or agent of Nevada Power or any of its subsidiaries is or may be entitled to claim indemnification from Nevada Power pursuant to its articles of incorporation or regulations or as provided in the indemnification agreements listed on Section 5.10(k) of the Nevada Power Disclosure Schedule.

Labor Agreements. Except as disclosed in the Nevada Power SEC Reports or as set forth in Section 5.10(k) of the Nevada Power Disclosure Schedule: (i) neither Nevada Power Neither it nor any of its subsidiaries Community Subsidiary is a party to to, or is bound by any collective bargaining agreement, contract or other agreement or other understanding with a labor agreement with any union or labor organization; (ii) to the best knowledge of Nevada Power and its subsidiaries, there nor is no current union representation question involving employees of Nevada Power (it or any Community Subsidiary the subject of its subsidiaries), nor does Nevada Power a proceeding asserting that it or any such subsidiary has committed an unfair labor practice (within the meaning of its subsidiaries know of any activity the National Labor Relations Act) or proceeding of seeking to compel it or such subsidiary to bargain with any labor organizations (or representative thereof) or employee group (or representative thereof) organization as to organize any such employees; (iii) there is no unfair labor practice, charge or written grievance arising out of a collective bargaining agreement or other grievance procedure against Nevada Power or any of its subsidiaries pending, or to the best knowledge of Nevada Power or any of its subsidiaries, threatened, which has, or reasonably may be expected by Nevada Power or any of its subsidiaries to have, a Nevada Power Material Adverse Effect; (iv) there is no complaint, lawsuit or proceeding in any forum by or on behalf of any present or former employee, any applicant for employment or classes of the foregoing alleging breach of any express or implied contract of employment, any law or regulation governing employment or the termination thereof or other discriminatory, wrongful or tortious conduct in connection with the employment relationship against Nevada Power or any of its subsidiaries, or to the best knowledge of Nevada Power or any of its subsidiaries, threatened, which has, or reasonably may be expected by Nevada Power or any of its subsidiaries to have, a Nevada Power Material Adverse Effect; (v) there is no strike, dispute, slowdown, work stoppage or lockout pending, or, to the best knowledge of Nevada Power or any of its subsidiaries, threatened, against or involving Nevada Power or any of its subsidiaries which has or, insofar as reasonably can be foreseen, could have, a Nevada Power Material Adverse Effect; (vi) Nevada Power and its subsidiaries are in compliance with all applicable laws respecting employment and employment practices, terms wages and conditions of employment, wagesnor is there any strike or other labor dispute involving it or any Community Subsidiary, hours of work and occupational safety and health, except for noncompliance which, in the aggregate, does not, and insofar as reasonably can be foreseen, will not, have a Nevada Power Material Adverse Effect; and (vii) there is no proceeding, claim, suit, action or governmental investigation pending or, to the best knowledge of Nevada Power and its subsidiariesknowledge, threatened, in respect nor is it aware of which any director, officer, employee or agent of Nevada Power activity involving its or any Community Subsidiary's employees seeking to certify a collective bargaining unit or engaging in any other organization activity. (T) ASSET CLASSIFICATION. It has Previously Disclosed in Schedule 3.01(T) a list, accurate and complete in all material respects, of its subsidiaries is the aggregate amounts of loans, extensions of credit or may be entitled to claim indemnification other assets of Community and the Community Subsidiaries that have been classified by it as of July 31, 1997 (the "Asset Classification"); and no amounts of loans, extensions of credit or other assets that have been classified as of July 31, 1997, by any regulatory examiner as "Other Loans Specially Mentioned," "Substandard," "Doubtful," "Loss," or words of similar import are excluded from Nevada Power pursuant to its articles of incorporation or regulations or as provided the amounts disclosed in the indemnification agreements listed Asset Classification, other than amounts of loans, extensions of credit or other assets that were charged off by Community or any Community Subsidiary prior to July 31, 1997. (U) ALLOWANCE FOR LOAN AND LEASE LOSSES. The allowance for loan and lease losses shown on Section 5.10(k) the consolidated balance sheets of Community included in the December 31, 1996 Community Financial Reports was, and the allowance for possible loan losses to be shown on subsequent Community Financial Reports, will be, adequate in the opinion of the Nevada Power Disclosure Schedule.Board of Directors and management of Community, to provide for possible losses, net of recoveries relating to loans previously charged off, on loans outstanding (including accrued interest receivable) as of the date thereof. (V)

Labor Agreements. Except as disclosed in the Nevada Power WeCo SEC Reports or as set forth in Section 5.10(k4.10(l) of the Nevada Power WeCo Disclosure Schedule: , (i) neither Nevada Power WeCo nor any of its subsidiaries WNG Subsidiary is a party to any collective bargaining agreement or other labor agreement with any union or labor organization; (ii) to the best knowledge of Nevada Power and its subsidiariesWeCo or WNG, there is no current union representation question election or controversy involving employees of Nevada Power (WeCo or any of its subsidiaries)the WNG Subsidiaries, nor does Nevada Power WeCo or any of its subsidiaries WNG know of any activity or proceeding of any labor organizations organization (or representative thereof) or employee group (or representative thereof) to organize any such employees; (iii) there is no material unfair labor practice, practice charge or written material grievance arising out of a collective bargaining agreement or other material grievance procedure against Nevada Power WeCo or any of its subsidiaries the WNG Subsidiaries pending, or to the best knowledge of Nevada Power WeCo or any of its subsidiariesWNG, threatened, which has, or reasonably may be expected by Nevada Power or any of its subsidiaries to have, a Nevada Power Material Adverse Effect; (iv) there is no material complaint, lawsuit or proceeding in any forum by or on behalf of any present or former employee, any applicant for employment or classes of the foregoing alleging breach of any express or implied contract of employment, any law or regulation governing employment or the termination thereof or other discriminatory, wrongful or tortious conduct in connection with the employment relationship against Nevada Power WeCo or any of its subsidiariesthe WNG Subsidiaries pending, or to the best knowledge of Nevada Power WeCo or any of its subsidiariesWNG, threatened, which has, or reasonably may be expected by Nevada Power or any of its subsidiaries to have, a Nevada Power Material Adverse Effect; (v) there is no strike, dispute, slowdown, work stoppage or lockout pending, or, or to the best knowledge of Nevada Power WeCo or any of its subsidiariesWNG, threatened, against or involving Nevada Power WeCo or any of its subsidiaries which has or, insofar as reasonably can be foreseen, could have, a Nevada Power Material Adverse Effectthe WNG Subsidiaries; (vi) Nevada Power WeCo and its subsidiaries the WNG Subsidiaries are in compliance in all material respects with all applicable laws respecting employment and employment practices, terms and conditions of employment, wages, hours of work and occupational safety and health, except for noncompliance which, in the aggregate, does not, and insofar as reasonably can be foreseen, will not, have a Nevada Power Material Adverse Effect; and (vii) there is no proceeding, claim, suit, action or governmental investigation pending or, to the best knowledge of Nevada Power and its subsidiariesWeCo or WNG, threatened, in respect of which any director, officer, employee or agent of Nevada Power WeCo or any of its subsidiaries the WNG Subsidiaries is or may be entitled to claim indemnification from Nevada Power WeCo or any of the WNG Subsidiaries pursuant to its their respective articles of incorporation or regulations bylaws or as provided in the indemnification agreements Indemnification Agreements listed on Section 5.10(k4.10(l) of the Nevada Power WeCo Disclosure Schedule.

Labor Agreements. Except as disclosed in As of the Nevada Power SEC Reports or date hereof, except as set forth in Section 5.10(k4.10(h) of the Nevada Power Transferred Divisions Disclosure Schedule: (i) , neither Nevada Power the Company nor any of its subsidiaries the Company Subsidiaries is a party to any collective bargaining agreement or other labor agreement covering any Purchaser Employees with any union or labor organization; (ii. Except as set forth in Section 4.10(h) of the Transferred Divisions Disclosure Schedule, to the best knowledge of Nevada Power and its subsidiariesthe Company, as of the date hereof, there is no current union representation question involving employees of Nevada Power (or any of its subsidiaries)Purchaser Employees, nor does Nevada Power or any of its subsidiaries the Company know of any activity or proceeding of any labor organizations organization (or representative thereof) or employee group (or representative thereof) to organize any such employees; Purchaser Employees. Except as set forth in Section 4.10(h) of the Transferred Divisions Disclosure Schedule, (iiii) there is no unfair labor practice, charge or written grievance arising out of a collective bargaining agreement employment discrimination or other grievance procedure complaint relating to Purchaser Employees against Nevada Power the Company or any of its subsidiaries pendingthe Company Subsidiaries pending or, or to the best knowledge of Nevada Power or any of its subsidiariesthe Company, threatened, which has, has or could reasonably may be expected by Nevada Power or any of its subsidiaries to have, have a Nevada Power Company Material Adverse Effect; Effect and (iv) there is no complaint, lawsuit or proceeding in any forum by or on behalf of any present or former employee, any applicant for employment or classes of the foregoing alleging breach of any express or implied contract of employment, any law or regulation governing employment or the termination thereof or other discriminatory, wrongful or tortious conduct in connection with the employment relationship against Nevada Power or any of its subsidiaries, or to the best knowledge of Nevada Power or any of its subsidiaries, threatened, which has, or reasonably may be expected by Nevada Power or any of its subsidiaries to have, a Nevada Power Material Adverse Effect; (vii) there is no strike, dispute, slowdown, work stoppage or lockout relating to Purchaser Employees pending, or, to the best knowledge of Nevada Power or any of its subsidiariesthe Company, threatened, against or involving Nevada Power the Company or any of its subsidiaries the Company Subsidiaries which has or, insofar as or could reasonably can be foreseen, could expected to have, a Nevada Power Company Material Adverse Effect; (vi. Except as set forth in Section 4.10(h) Nevada Power of the Transferred Divisions Disclosure Schedule, the Company and its subsidiaries are the Company Subsidiaries have complied in compliance all material respects with all applicable laws respecting relating to the employment and employment practicesof Purchaser Employees, terms and conditions of employment, including without limitation any provisions thereof relating to wages, hours hours, collective bargaining and the payment of work social security and occupational safety and health, except for noncompliance which, in the aggregate, does notsimilar taxes, and insofar as reasonably can be foreseen, will not, have a Nevada Power Material Adverse Effect; and (vii) there is no proceeding, claim, suit, action or governmental investigation pending orperson has, to the best knowledge of Nevada Power and its subsidiariesthe Company, threatened, in respect of which any director, officer, employee or agent of Nevada Power asserted that the Company or any of its subsidiaries the Company Subsidiaries is liable in any material amount for any arrears of wages or may be entitled any taxes or penalties for failure to claim indemnification from Nevada Power pursuant to its articles of incorporation or regulations or as provided in the indemnification agreements listed on Section 5.10(k) comply with any of the Nevada Power Disclosure Scheduleforegoing.

Labor Agreements. Except as disclosed in As of the Nevada Power SEC Reports or date hereof, except as set forth in Section 5.10(k4.10(h) of the Nevada Power CILCORP Disclosure Schedule: (i) , neither Nevada Power CILCORP nor any of its subsidiaries the CILCORP Subsidiaries is a party to or bound by any collective bargaining agreement or other labor agreement with any union or labor organization; (ii) , or work rules or practices agreed to with any labor organization or employee association applicable to employees of CILCORP or any of the best CILCORP Subsidiaries. To the knowledge of Nevada Power and its subsidiariesCILCORP, as of the date hereof, there is no current union representation question involving employees of Nevada Power (CILCORP or any of its subsidiaries)the CILCORP Subsidiaries, nor does Nevada Power or any of its subsidiaries CILCORP know of any activity or proceeding of any labor organizations organization (or representative thereof) or employee group (or representative thereof) to organize any such employees; . There are no written personnel policies, rules or procedures applicable to employees of CILCORP or any of the CILCORP Subsidiaries, other than those set forth in Section 4.10(h) of the CILCORP Disclosure Schedule, true and correct copies of which have heretofore been delivered to AES. Except as set forth in Section 4.10(h) of the CILCORP Disclosure Schedule, (iiii) there is no unfair labor practice, charge or written grievance arising out of a any collective bargaining agreement or other grievance procedure procedure, unfair labor practice, employment discrimination or other investigation, charge or complaint against Nevada Power CILCORP or any of its subsidiaries pendingthe CILCORP Subsidiaries pending or, or to the best knowledge of Nevada Power or any of its subsidiariesCILCORP, threatened, which has, has or could reasonably may be expected by Nevada Power or any of its subsidiaries to have, have a Nevada Power CILCORP Material Adverse Effect; , (iv) there is no complaint, lawsuit or proceeding in any forum by or on behalf of any present or former employee, any applicant for employment or classes of the foregoing alleging breach of any express or implied contract of employment, any law or regulation governing employment or the termination thereof or other discriminatory, wrongful or tortious conduct in connection with the employment relationship against Nevada Power or any of its subsidiaries, or to the best knowledge of Nevada Power or any of its subsidiaries, threatened, which has, or reasonably may be expected by Nevada Power or any of its subsidiaries to have, a Nevada Power Material Adverse Effect; (vii) there is no strike, dispute, slowdown, work stoppage or lockout pending, or, to the best knowledge of Nevada Power or any of its subsidiariesCILCORP, threatened, against or involving Nevada Power CILCORP or any of its subsidiaries the CILCORP Subsidiaries which has or, insofar as or could reasonably can be foreseen, could expected to have, a Nevada Power CILCORP Material Adverse Effect; Effect and during the past five years there has not been any such action, (vi) Nevada Power and its subsidiaries are in compliance with all applicable laws respecting employment and employment practices, terms and conditions of employment, wages, hours of work and occupational safety and health, except for noncompliance which, in the aggregate, does not, and insofar as reasonably can be foreseen, will not, have a Nevada Power Material Adverse Effect; and (viiiii) there is no proceeding, claim, suit, action or governmental investigation pending or, to the best knowledge of Nevada Power and its subsidiariesCILCORP, threatened, in respect of which any director, officer, employee or agent of Nevada Power CILCORP or any of its subsidiaries the CILCORP Subsidiaries is or may be entitled to claim indemnification from Nevada Power CILCORP pursuant to its articles their respective Articles of incorporation Incorporation or regulations By-Laws or as provided in the indemnification agreements Indemnification Agreements listed on in Section 5.10(k4.10(h) of the Nevada Power CILCORP Disclosure Schedule. Except as set forth in Section 4.10(h) of the CILCORP Disclosure Schedule, CILCORP and the CILCORP Subsidiaries have complied in all material respects with all laws relating to the employment of labor, including without limitation any provisions thereof relating to wages, hours, collective bargaining and the payment of social security and similar Taxes, and no person has, to the knowledge of CILCORP, asserted that CILCORP or any of the CILCORP Subsidiaries is liable in any material amount for any arrears of wages or any Taxes or penalties for failure to comply with any of the foregoing. Since the enactment of the Worker Adjustment and Retraining Notification Act (the "WARN Act"), neither CILCORP nor any of the CILCORP Subsidiaries has effectuated, without complying with the applicable requirements of the WARN Act, (a) a "plant closing" (as defined in the WARN Act) affecting any site of employment or one or more facilities or operating units within any site of employment or facility of CILCORP or any of the CILCORP Subsidiaries; or (b) a "mass layoff" (as defined in the WARN Act) affecting any site of employment or facility of CILCORP or any of the CILCORP Subsidiaries; nor has CILCORP or any of the CILCORP Subsidiaries been affected by any transaction or engaged in layoffs or employment terminations sufficient in number to trigger application of any similar state, local or foreign law or regulation without complying with the applicable requirements of such law or regulation.

Labor Agreements. Except as disclosed in the Nevada Power Sierra Pacific SEC Reports or as set forth in Section 5.10(k4.10(k) of the Nevada Power Sierra Pacific Disclosure Schedule: (i) neither Nevada Power Sierra Pacific nor any of its subsidiaries is a party to any collective bargaining agreement or other labor agreement with any union or labor organization; (ii) to the best knowledge of Nevada Power and Sierra Pacific or any of its subsidiaries, there is no current union representation question involving employees of Nevada Power (Sierra Pacific or any of its subsidiaries), nor does Nevada Power Sierra Pacific or any of its subsidiaries know of any activity or proceeding of any labor organizations organization (or representative thereof) or employee group (or representative thereof) to organize any such employees; (iii) there is no unfair labor practice, charge or written grievance arising out of a collective bargaining agreement or other grievance procedure against Nevada Power Sierra Pacific or any of its subsidiaries pending, or to the best knowledge of Nevada Power Sierra Pacific or any of its subsidiaries, threatened, which has, or reasonably may be expected by Nevada Power Sierra Pacific or any of its subsidiaries to have, a Nevada Power Sierra Pacific Material Adverse Effect; (iv) there is no complaintcompliant, lawsuit or proceeding in any forum by or on behalf of any present or former employee, any applicant for employment or classes of the foregoing alleging breach of any express or implied contract of employment, any law or regulation governing employment or the termination thereof or other discriminatory, wrongful or tortious conduct in connection with the employment relationship against Nevada Power Sierra Pacific or any of its subsidiariessubsidiaries pending, or to the best knowledge of Nevada Power Sierra Pacific or any of its subsidiaries, threatened, which has, or reasonably may be expected by Nevada Power Sierra Pacific or any of its subsidiaries to have, a Nevada Power Sierra Pacific Material Adverse Effect; (v) there is no strike, dispute, slowdown, work stoppage or lockout pending, or, or to the best knowledge of Nevada Power Sierra Pacific or any of its subsidiaries, threatened, against or involving Nevada Power Sierra Pacific or any of its subsidiaries which has or, insofar as reasonably can be foreseen, could have, a Nevada Power Sierra Pacific Material Adverse Effect; (vi) Nevada Power Sierra Pacific and each of its subsidiaries are in compliance with all applicable laws respecting employment and employment practices, terms and conditions of employment, wages, hours of work and occupational safety and health, except for noncompliance non-compliance which, in the aggregate, does not, and insofar as reasonably can be foreseen, will not, not have a Nevada Power Sierra Pacific Material Adverse Effect; and (vii) there is no proceeding, claim, suit, action or governmental investigation pending or, to the best knowledge of Nevada Power and Sierra Pacific or any of its subsidiaries, threatened, in respect of to which any director, officer, employee or agent of Nevada Power Sierra Pacific or any of its subsidiaries is or may be entitled to claim indemnification from Nevada Power Sierra Pacific or any of its subsidiaries pursuant to its their respective articles of incorporation or regulations bylaws or as provided in the indemnification agreements listed on Section 5.10(k4.10(k) of the Nevada Power Sierra Pacific Disclosure Schedule.

Labor Agreements. Except as disclosed in the Nevada Power Puget SEC Reports or as set forth in Section 5.10(k5.10(l) of the Nevada Power Puget Disclosure Schedule: , (i) neither Nevada Power Puget nor any of its subsidiaries Puget Subsidiary is a party to any collective bargaining agreement or other labor agreement with any union or labor organization; (ii) to the best knowledge of Nevada Power and its subsidiariesPuget, there is no current union representation question election or controversy involving employees of Nevada Power (Puget or any of its subsidiaries)the Puget Subsidiaries, nor does Nevada Power or any of its subsidiaries Puget know of any activity or proceeding of any labor organizations organization (or representative thereof) or employee group (or representative thereof) to organize any such employees; (iii) there is no material unfair labor practice, practice charge or written material grievance arising out of a collective bargaining agreement or other material grievance procedure against Nevada Power Puget or any of its subsidiaries the Puget Subsidiaries pending, or to the best knowledge of Nevada Power or any of its subsidiariesPuget, threatened, which has, or reasonably may be expected by Nevada Power or any of its subsidiaries to have, a Nevada Power Material Adverse Effect; (iv) there is no material complaint, lawsuit or proceeding in any forum by or on behalf of any present or former employee, any applicant for employment or classes of the foregoing alleging breach of any express or implied contract of employment, any law or regulation governing employment or the termination thereof or other discriminatory, wrongful or tortious conduct in connection with the employment relationship against Nevada Power Puget or any of its subsidiariesthe Puget Subsidiaries pending, or to the best knowledge of Nevada Power or any of its subsidiariesPuget, threatened, which has, or reasonably may be expected by Nevada Power or any of its subsidiaries to have, a Nevada Power Material Adverse Effect; (v) there is no strike, dispute, slowdown, work stoppage or lockout pending, or, or to the best knowledge of Nevada Power or any of its subsidiariesPuget, threatened, against or involving Nevada Power Puget or any of its subsidiaries which has or, insofar as reasonably can be foreseen, could have, a Nevada Power Material Adverse Effectthe Puget Subsidiaries; (vi) Nevada Power Puget and its subsidiaries the Puget Subsidiaries are in compliance in all material respects with all applicable laws respecting employment and employment practices, terms and conditions of employment, wages, hours of work and occupational safety and health, except for noncompliance which, in the aggregate, does not, and insofar as reasonably can be foreseen, will not, have a Nevada Power Material Adverse Effect; and (vii) there is no proceeding, claim, suit, action or governmental investigation pending or, to the best knowledge of Nevada Power and its subsidiariesPuget, threatened, in respect of which any director, officer, employee or agent of Nevada Power Puget or any of its subsidiaries the Puget Subsidiaries is or may be entitled to claim indemnification from Nevada Power Puget or any of the Puget Subsidiaries pursuant to its articles of incorporation or regulations bylaws or as provided in the indemnification agreements Indemnification Agreements listed on Section 5.10(k5.10(l) of the Nevada Power Puget Disclosure Schedule.

Labor Agreements. Except as disclosed in the Nevada Power SEC Reports or as set forth in Section 5.10(k4.10(h) of the Nevada Power CYBEX Disclosure Schedule: (i) , as of the date hereof, neither Nevada Power CYBEX nor any of its subsidiaries Subsidiaries is a party to any collective bargaining agreement or other labor agreement with any union or labor organization; (ii) to . To the best knowledge of Nevada Power and its subsidiariesCYBEX, as of the date hereof, there is no current union representation question involving employees of Nevada Power (CYBEX or any of its subsidiaries)Subsidiaries, nor does Nevada Power or any of its subsidiaries CYBEX know of any activity or proceeding of any labor organizations organization (or representative thereof) or employee group (or representative thereof) to organize any such employees; . Except as disclosed in the CYBEX SEC Reports filed prior to the date hereof or in Section 4.10(h) of the CYBEX Disclosure Schedule or except to the extent such would not have a CYBEX Material Adverse Effect, (iiii) there is no unfair labor practice, charge or written grievance arising out of a collective bargaining agreement employment discrimination or other grievance procedure material complaint against Nevada Power CYBEX or any of its subsidiaries Subsidiaries pending, or to the best knowledge of Nevada Power or any of its subsidiariesCYBEX, threatened, which has, or reasonably may be expected by Nevada Power or any of its subsidiaries to have, a Nevada Power Material Adverse Effect; (ivii) there is no complaintstrike, lawsuit lockout or proceeding in any forum by material dispute, slowdown or on behalf of any present or former employee, any applicant for employment or classes of the foregoing alleging breach of any express or implied contract of employment, any law or regulation governing employment or the termination thereof or other discriminatory, wrongful or tortious conduct in connection with the employment relationship against Nevada Power or any of its subsidiarieswork stoppage pending, or to the best knowledge of Nevada Power or any of its subsidiariesCYBEX, threatened, which has, or reasonably may be expected by Nevada Power or any of its subsidiaries to have, a Nevada Power Material Adverse Effect; (v) there is no strike, dispute, slowdown, work stoppage or lockout pending, or, to the best knowledge of Nevada Power or any of its subsidiaries, threatened, threatened against or involving Nevada Power or any of its subsidiaries which has or, insofar as reasonably can be foreseen, could have, a Nevada Power Material Adverse Effect; (vi) Nevada Power and its subsidiaries are in compliance with all applicable laws respecting employment and employment practices, terms and conditions of employment, wages, hours of work and occupational safety and health, except for noncompliance which, in the aggregate, does not, and insofar as reasonably can be foreseen, will not, have a Nevada Power Material Adverse Effect; CYBEX and (viiiii) there is no proceeding, claim, suit, action or governmental investigation pending or, to the best knowledge of Nevada Power and its subsidiariesCYBEX, threatened, in respect of which any director, officer, employee or agent of Nevada Power CYBEX or any of its subsidiaries Subsidiaries is or may be entitled to claim indemnification from Nevada Power CYBEX or such Subsidiary pursuant to its articles their respective certificates of incorporation or regulations by-laws or as provided in the indemnification agreements listed on in Section 5.10(k4.10(h) of the Nevada Power CYBEX Disclosure Schedule. Neither CYBEX nor any Subsidiary has ever been a party to a multi-employer retirement plan.