Common use of Labor and Employment Clause in Contracts

Labor and Employment. (a) As of the date of this Agreement, Section 4.24 of the Dex Disclosure Schedule sets forth a true and complete list of collective bargaining or other labor union contracts applicable to any employees of Dex or any Dex Subsidiary. As of the date hereof, there is no strike, work stoppage, lockout or other material labor dispute pending, or, to the Knowledge of Dex, threatened, by or with respect to any employee of Dex, and no such dispute has occurred within the past five (5) years. As of the date hereof, (i) neither Dex nor any Dex Subsidiary has breached or otherwise failed to comply with any provision of any collective bargaining or other labor union contract applicable to any employees of Dex or any Dex Subsidiary and (ii) there are no written grievances or written complaints outstanding or, to the Knowledge of Dex, threatened against Dex or any Dex Subsidiary under any such contract except for any breaches, failures to comply, grievances or complaints that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect on Dex. Dex has made available to SuperMedia true and complete copies of all contracts set forth in Section 4.24 of the Dex Disclosure Schedule, including all amendments applicable to such contracts. To the Knowledge of Dex, with respect to any employees of Dex, no union organizing or decertification activities are underway or threatened and no such activities have occurred within the past five (5) years. (b) Except as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect on Dex and each Dex Subsidiary (i) is and has been in compliance with all applicable Laws regarding employment and employment practices, including without limitation those Laws relating to terms and conditions of employment, wages and hours, collective bargaining, equal employment, occupational safety and health, and workers’ compensation and (ii) has no charges or complaints relating to unfair labor practices or unlawful employment practices pending or, to the knowledge of Dex, threatened against it before any Governmental Entity. (c) With respect to the Mergers, any notice required under any law or collective bargaining agreement has been or prior to the Closing will be given, and all bargaining obligations with any employee representative have been or prior to the Closing will be satisfied. Within the past three (3) years, neither Dex nor any Dex Subsidiary has implemented any plant closing or layoff of employees that could implicate the WARN Act, and no such action will be implemented without advance notification to SuperMedia.

Appears in 2 contracts

Samples: Merger Agreement (DEX ONE Corp), Merger Agreement (Supermedia Inc.)

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Labor and Employment. (a) As of the date of this Agreement, Section 4.24 3.23 of the Dex SuperMedia Disclosure Schedule sets forth a true and complete list of collective bargaining or other labor union contracts applicable to any employees of Dex SuperMedia or any Dex SuperMedia Subsidiary. As of the date hereof, there is no strike, work stoppage, lockout or other material labor dispute pending, or, to the Knowledge of DexSuperMedia, threatened, by or with respect to any employee of DexSuperMedia, and no such dispute has occurred within the past five (5) years. As of the date hereof, (i) neither Dex SuperMedia nor any Dex SuperMedia Subsidiary has breached or otherwise failed to comply with any provision of any collective bargaining or other labor union contract applicable to any employees of Dex SuperMedia or any Dex SuperMedia Subsidiary and (ii) there are no written grievances or written complaints outstanding or, to the Knowledge of DexSuperMedia, threatened against Dex SuperMedia or any Dex SuperMedia Subsidiary under any such contract except for any breaches, failures to comply, grievances or complaints that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect on DexSuperMedia. Dex SuperMedia has made available to SuperMedia Dex true and complete copies of all contracts set forth in Section 4.24 3.23 of the Dex SuperMedia Disclosure Schedule, including all amendments applicable to such contracts. To the Knowledge of DexSuperMedia, with respect to any employees of DexSuperMedia, no union organizing or decertification activities are underway or threatened and no such activities have occurred within the past five (5) years. (b) Except as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect on Dex SuperMedia, SuperMedia and each Dex SuperMedia Subsidiary (i) is and has been in compliance with all applicable Laws regarding employment and employment practices, including without limitation those Laws relating to terms and conditions of employment, wages and hours, collective bargaining, equal employment, occupational safety and health, health and workers’ compensation compensation, and (ii) has no charges or complaints relating to unfair labor practices or unlawful employment practices pending or, to the knowledge of DexSuperMedia, threatened against it before any Governmental Entity. (c) With respect to the Mergers, any notice required under any law or collective bargaining agreement has been or prior to the Closing will be given, and all bargaining obligations with any employee representative have been or prior to the Closing will be satisfied. Within the past three (3) years, neither Dex SuperMedia nor any Dex SuperMedia Subsidiary has implemented any plant closing or layoff of employees that could implicate the Worker Adjustment and Retraining Notification Act of 1988, as amended, or any similar Law (collectively, the “WARN Act”), and no such action will be implemented without advance notification to SuperMediaDex.

Appears in 2 contracts

Samples: Merger Agreement (Supermedia Inc.), Merger Agreement (DEX ONE Corp)

Labor and Employment. (a) As of the date of this AgreementOriginal Agreement Date, Section 4.24 of the Dex Disclosure Schedule sets forth a true and complete list of collective bargaining or other labor union contracts applicable to any employees of Dex or any Dex Subsidiary. As of the date hereofOriginal Agreement Date, there is no strike, work stoppage, lockout or other material labor dispute pending, or, to the Knowledge of Dex, threatened, by or with respect to any employee of Dex, and no such dispute has occurred within the past five (5) years. As of the date hereofOriginal Agreement Date, (i) neither Dex nor any Dex Subsidiary has breached or otherwise failed to comply with any provision of any collective bargaining or other labor union contract applicable to any employees of Dex or any Dex Subsidiary and (ii) there are no written grievances or written complaints outstanding or, to the Knowledge of Dex, threatened against Dex or any Dex Subsidiary under any such contract except for any breaches, failures to comply, grievances or complaints that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect on Dex. Dex has made available to SuperMedia true and complete copies of all contracts set forth in Section 4.24 of the Dex Disclosure Schedule, including all amendments applicable to such contracts. To the Knowledge of Dex, with respect to any employees of Dex, no union organizing or decertification activities are underway or threatened and no such activities have occurred within the past five (5) years. (b) Except as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect on Dex and each Dex Subsidiary (i) is and has been in compliance with all applicable Laws regarding employment and employment practices, including without limitation those Laws relating to terms and conditions of employment, wages and hours, collective bargaining, equal employment, occupational safety and health, and workers’ compensation and (ii) has no charges or complaints relating to unfair labor practices or unlawful employment practices pending or, to the knowledge of Dex, threatened against it before any Governmental Entity. (c) With respect to the Mergers, any notice required under any law or collective bargaining agreement has been or prior to the Closing will be given, and all bargaining obligations with any employee representative have been or prior to the Closing will be satisfied. Within the past three (3) years, neither Dex nor any Dex Subsidiary has implemented any plant closing or layoff of employees that could implicate the WARN Act, and no such action will be implemented without advance notification to SuperMedia.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (DEX ONE Corp), Agreement and Plan of Merger (Supermedia Inc.)

Labor and Employment. (a) As of the date of this AgreementOriginal Agreement Date, Section 4.24 3.23 of the Dex SuperMedia Disclosure Schedule sets forth a true and complete list of collective bargaining or other labor union contracts applicable to any employees of Dex SuperMedia or any Dex SuperMedia Subsidiary. As of the date hereofOriginal Agreement Date, there is no strike, work stoppage, lockout or other material labor dispute pending, or, to the Knowledge of DexSuperMedia, threatened, by or with respect to any employee of DexSuperMedia, and no such dispute has occurred within the past five (5) years. As of the date hereofOriginal Agreement Date, (i) neither Dex SuperMedia nor any Dex SuperMedia Subsidiary has breached or otherwise failed to comply with any provision of any collective bargaining or other labor union contract applicable to any employees of Dex SuperMedia or any Dex SuperMedia Subsidiary and (ii) there are no written grievances or written complaints outstanding or, to the Knowledge of DexSuperMedia, threatened against Dex SuperMedia or any Dex SuperMedia Subsidiary under any such contract except for any breaches, failures to comply, grievances or complaints that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect on DexSuperMedia. Dex SuperMedia has made available to SuperMedia Dex true and complete copies of all contracts set forth in Section 4.24 3.23 of the Dex SuperMedia Disclosure Schedule, including all amendments applicable to such contracts. To the Knowledge of DexSuperMedia, with respect to any employees of DexSuperMedia, no union organizing or decertification activities are underway or threatened and no such activities have occurred within the past five (5) years. (b) Except as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect on Dex SuperMedia, SuperMedia and each Dex SuperMedia Subsidiary (i) is and has been in compliance with all applicable Laws regarding employment and employment practices, including without limitation those Laws relating to terms and conditions of employment, wages and hours, collective bargaining, equal employment, occupational safety and health, health and workers’ compensation compensation, and (ii) has no charges or complaints relating to unfair labor practices or unlawful employment practices pending or, to the knowledge of DexSuperMedia, threatened against it before any Governmental Entity. (c) With respect to the Mergers, any notice required under any law or collective bargaining agreement has been or prior to the Closing will be given, and all bargaining obligations with any employee representative have been or prior to the Closing will be satisfied. Within the past three (3) years, neither Dex SuperMedia nor any Dex SuperMedia Subsidiary has implemented any plant closing or layoff of employees that could implicate the Worker Adjustment and Retraining Notification Act of 1988, as amended, or any similar Law (collectively, the “WARN Act”), and no such action will be implemented without advance notification to SuperMediaDex.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Supermedia Inc.)

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Labor and Employment. (a) As of the date of this AgreementOriginal Agreement Date, Section 4.24 3.23 of the Dex SuperMedia Disclosure Schedule sets forth a true and complete list of collective bargaining or other labor union contracts applicable to any employees of Dex SuperMedia or any Dex SuperMedia Subsidiary. As of the date hereofOriginal Agreement Date, there is no strike, work stoppage, lockout or other material labor dispute pending, or, to the Knowledge of DexSuperMedia, threatened, by or with respect to any employee of DexSuperMedia, and no such dispute has occurred within the past five (5) years. As of the date hereofOriginal Agreement Date, (i) neither Dex SuperMedia nor any Dex SuperMedia Subsidiary has breached or otherwise failed to comply with any provision of any collective bargaining or other labor union contract applicable to any employees of Dex SuperMedia or any Dex SuperMedia Subsidiary and (ii) there are no written grievances or written complaints outstanding or, to the Knowledge of DexSuperMedia, threatened against Dex SuperMedia or any Dex SuperMedia Subsidiary under any such contract except for any breaches, failures to comply, grievances or complaints that would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect on DexSuperMedia. Dex SuperMedia has made available to SuperMedia Dex true and complete copies of all contracts set forth in Section 4.24 3.23 of the Dex SuperMedia Disclosure Schedule, including all amendments applicable to such contracts. To the Knowledge of DexSuperMedia, with respect to any employees of DexSuperMedia, no union organizing or decertification activities are underway or threatened and no such activities have occurred within the past five (5) years. (b) Except as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect on Dex SuperMedia, SuperMedia and each Dex SuperMedia Subsidiary (i) is and has been in compliance with all applicable Laws regarding employment and employment practices, including without limitation those Laws Table of Contents relating to terms and conditions of employment, wages and hours, collective bargaining, equal employment, occupational safety and health, health and workers’ compensation compensation, and (ii) has no charges or complaints relating to unfair labor practices or unlawful employment practices pending or, to the knowledge of DexSuperMedia, threatened against it before any Governmental Entity. (c) With respect to the Mergers, any notice required under any law or collective bargaining agreement has been or prior to the Closing will be given, and all bargaining obligations with any employee representative have been or prior to the Closing will be satisfied. Within the past three (3) years, neither Dex SuperMedia nor any Dex SuperMedia Subsidiary has implemented any plant closing or layoff of employees that could implicate the Worker Adjustment and Retraining Notification Act of 1988, as amended, or any similar Law (collectively, the “WARN Act”), and no such action will be implemented without advance notification to SuperMediaDex.

Appears in 1 contract

Samples: Agreement and Plan of Merger (DEX ONE Corp)

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