Common use of Labor Disputes; Compliance Clause in Contracts

Labor Disputes; Compliance. A. Seller has complied in all respects with all Legal Requirements relating to employment practices, terms, and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contract; (ii) there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, or employee grievance process involving Seller or the Business; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental Entity, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental Entity.

Labor Disputes; Compliance. A. (a) Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother employment practices, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: Part 3.22(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since December 31, 2009, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother employment practices, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: Part 3.22(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since December 31, 2008, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding with respect to any Legal Requirements described in Section 3.22(a) exists that might have an adverse effect upon Seller or the conduct of the Business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother employment practices, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: Part 3.22(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since December 31, 2010, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding with respect to any Legal Requirements described in Section 3.22(a) exists that might have an adverse effect upon Seller or the conduct of the Business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has complied in all respects with all Legal Requirements legal requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother requirements under federal, state and local law, the payment of social security, security and similar Taxes taxes and occupational safety and health. Seller Buyer is not liable for the payment of any Taxestaxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirementslegal requirements. B. (b) Except as disclosed in on Schedule 6.28.B. of the Seller Disclosure Schedule: 3.20(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since May 26, 2004, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, 's Knowledge there is not threatened, threatened any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge's knowledge, threatened against or affecting Seller any Proceeding proceeding relating to the alleged violation of any Legal Requirement legal requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been is no charge of discrimination filed pending against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental Entitygovernmental body.

Labor Disputes; Compliance. A. Seller Other than as set forth in Part 2.22 of the Disclosure Letter, (a) no Acquired Company has been or is a party to any collective bargaining or other labor Contract; (b) there is no presently pending or existing, and to the Acquired Companies' Knowledge there is not threatened any strike, slowdown, picketing, work stoppage, labor arbitration, unfair labor practice complaint or proceeding in respect of the grievance of any employee, application or complaint filed by an employee or union with the National Labor Relations Board or any comparable Governmental Body, organizational activity, or other labor dispute against or affecting any of the Acquired Companies or their Facilities, and no application for certification of a collective bargaining agent is pending or to Affiliates' and the Acquired Companies' Knowledge is threatened; (c) except as specified on Part 2.22 of the Disclosure Letter, there are no pending, threatened or anticipated (a) employment discrimination charges or complaints against or involving any Acquired Company before any federal, state, provincial, or local board, department, commission or agency, or (b) unfair labor practice charges or complaints, under any labor relations legislation, disputes or grievances affecting any Acquired Company. (d) to the Acquired Companies' Knowledge no event has occurred or circumstance exists that is reasonably likely to provide the basis for any work stoppage or other labor dispute; (e) there is no lockout of any employees by any Acquired Company, and no such action is contemplated by any Acquired Company; (f) the Acquired Companies have complied in all material respects with all Legal Requirements relating to employment practices, terms, and conditions of employment, equal employment opportunity, nondiscriminationnon-discrimination, employee leave, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes and taxes, occupational safety and health. Seller , and plant closing; and (g) no Acquired Company is not liable for the payment of any Taxestaxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (ih) Seller has not been, all Acquired Companies have implemented and is not now, published a party to any collective bargaining agreement or other labor Contract; (ii) there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, or employee grievance process involving Seller or the Business; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened policy against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed unlawful harassment which complies with the National Labor Relations Board or any comparable Governmental Entity, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Business; (vii) there is no lockout of any employees guidance issued by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental Entityand, to their Knowledge, have enforced such policies.

Labor Disputes; Compliance. A. In respect of the Hired Active Employees: (a) Except for any event or occurrence which would not have a Material Adverse Effect on the Assets or Business: (i) the Seller has complied been and is now in all respects compliance with all applicable Legal Requirements relating applicable to it respecting employment and employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefitswages and hours and workplace health and safety at its facilities and work sites and in other work areas, and collective bargainingto its Knowledge, the payment of social security, and similar Taxes and occupational safety and health. Seller is not liable for the payment any arrears of any Taxes, fines, penalties, wages or other amounts, however designated, penalties for failure to comply with any of the foregoing Legal Requirementsforegoing; and (ii) The Seller has not engaged in any unfair labor practice or discriminated on the basis of race, color, religion, sex, sexual orientation, national origin, age, disability or handicap in its employment conditions or practices. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: 3.18, (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since April 1, 2013, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or and the Business; (iii) to Seller’s and Selling Principal’s Knowledge, Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor disputedispute involving Seller and the Business; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller in relation to the Business, any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Quebec Labour Relations Board or any comparable Governmental EntityBody, and to the Seller’s Knowledge there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pendingpending in respect of Seller and the Business; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect a Material Adverse Effect upon Seller or the conduct of the Business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, Knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar any Governmental EntityBody.

Labor Disputes; Compliance. A. Seller has (a) Sellers have complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, nonretaliation, immigration, wages, hours, benefits, collective bargaining and collective bargaining, the payment of social security, security and similar Taxes and occupational safety and healthwith respect to their respective employees. No Seller is not liable for the payment of any material Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (ib) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contract; (ii) there contract. There has not been, there is not presently pending or existing, and and, to Seller’s and Selling Principal’s Sellers’ Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the Business; (iii) to Seller’s and Selling Principal’s employees of Sellers. To Sellers’ Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there . There is not pending or, to Seller’s and Selling Principal’s Sellers’ Knowledge, threatened against or affecting a Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and and, to Sellers’ Knowledge, there is no organizational activity or other labor dispute against or affecting Seller, Seller or the Business, or the Assets; (v) no . No application or petition for an election of or for certification of a collective bargaining agent representative is pending; (vi) no . No grievance or arbitration Proceeding exists is pending that might have an adverse effect upon Seller or the conduct of a Material Adverse Effect on the Business; (vii) there . There is no lockout of any employees by SellerSellers, and no such action is contemplated by Seller; and (viiiSellers. Except as set forth on Section 3.24(b) of the Disclosure Schedule, to Seller’s and Selling Principal’s Knowledge, Knowledge there has been no charge of discrimination or other administrative proceeding filed against or threatened against Seller with the Equal Employment Opportunity Commission Commission, the U.S. Department of Labor, the Occupational Safety and Health Administration, or similar Governmental EntityBody. Except as would not, individually or in the aggregate, have a Material Adverse Effect on the Business, each individual that renders services to a Seller who is classified by a Seller as (i) an independent contractor or other non-employee status or (ii) an exempt or non-exempt employee, is properly so classified for all purposes.

Labor Disputes; Compliance. A. (a) Seller has complied in all respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother Legal Requirements, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: Part 3.24(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since December 31, 1999, there has not been, there is not presently pending or existing, and to the Knowledge of Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to the Knowledge of Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to the Knowledge of Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, the Knowledge of Seller there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has complied in all respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother requirements under all federal, state and local laws relating to labor and employment practices, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. Section 3.24(b) of the Seller Disclosure Schedule: , (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since January 1, 2006, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, 's Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, 's Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s 's Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, 's Knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) To the Knowledge of the Seller, Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: 3.17(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since January 1, 2000, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the Gaithersburg Business; (iii) to Seller’s and Selling Principal’s Knowledge, Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor disputedispute with respect to the Gaithersburg Business; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment mattersmatters with respect to the Gaithersburg Business, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, Seller with respect to the Gaithersburg Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pendingpending with respect to the Gaithersburg Business; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Gaithersburg Business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller, with respect to the Gaithersburg Business; and (viii) to Seller’s and Selling Principal’s Knowledge, Knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody arising out of the Gaithersburg Business.

Labor Disputes; Compliance. A. (a) Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother employment practices, the payment of social security, security and similar Taxes and occupational safety and health, except where the failure to do so would not cause a Material Adverse Effect. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (b) (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contract; contract, (ii) since December 31, 2009, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) to Seller’s Knowledge there is not pending or, to Seller’s and Selling Principal’s Knowledge, or threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) to Seller’s knowledge no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) to Seller’s Knowledge no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessa Material Adverse Effect; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has and Subsidiary have complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargainingbargaining requirements, the payment of social security, security and similar Taxes and occupational safety and health. Neither Seller nor Subsidiary is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed set forth in Schedule 6.28.B. of the Seller Disclosure Schedule: Part 3.24(b): (i) neither Seller has not nor Subsidiary have been, and is are not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since January 1, 2005, there has not been, there is not presently pending or existing, and to Seller’s Knowledge and Selling PrincipalSubsidiary’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSubsidiary ; (iii) to Seller’s Knowledge and Selling PrincipalSubsidiary’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any such work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s Knowledge and Selling PrincipalSubsidiary’s Knowledge, threatened against or affecting Seller or Subsidiary any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Subsidiary or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller Seller, Subsidiary or the conduct of the Business; (vii) there is no lockout of any employees by SellerSeller or Subsidiary, and no such action is contemplated by SellerSeller or Subsidiary; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or threatened against Seller or Subsidiary with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) To the Knowledge of Seller, Seller has complied in all material respects with all Legal Requirements Laws relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes Taxes, unemployment compensation, workers compensation and occupational safety and health. Except as provided in Schedule 3.9(c), the Seller is has not liable received notice of any violation for the payment of failure to pay any Taxes, fines, penalties, or other amounts, however designated, or for failure to comply with any of the foregoing Legal RequirementsLaws. B. (b) Except as disclosed set forth in Schedule 6.28.B. of the Seller Disclosure Schedule: 3.18(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since December 31, 2009, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, the Knowledge of Seller there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to the Knowledge of Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could reasonably be expected to provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to the Knowledge of Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding Litigation relating to the alleged violation of any Legal Requirement Law pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board Board, the Equal Employment Opportunities Commission, Occupational Safety and Health Administration, the Department of Labor, or any comparable Governmental EntityAuthority, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pendingpending with respect to Seller; (vi) no grievance or arbitration Proceeding proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessagainst Seller; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityAuthority.

Labor Disputes; Compliance. A. Seller (a) With respect to the Business, Spartan has complied in all respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes 27 and occupational safety and health, except where the failure to comply would not have a Material Adverse Effect. Seller Spartan is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements, except for payments that would not have a Material Adverse Effect. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: Part 3.22(b), (i) Seller Spartan has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract related to the Business; (ii) since March 30, 2002, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Spartan's Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the Business; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Spartan's Knowledge, threatened against or affecting Seller Spartan any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Business or the AssetsFacilities; (viv) no application or petition for an election of or for certification of a collective bargaining agent is pendingpending with respect to the Business or Spartan in its role of operating the Business; (viv) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Business; (viivi) there is no lockout of any employees of the Business by SellerSpartan, and no such action is contemplated by SellerSpartan; and (viiivii) to Seller’s and Selling Principal’s Knowledge, Spartan's Knowledge there has been no charge of discrimination filed against or threatened against Seller Spartan with the Equal Employment Opportunity Commission or similar Governmental EntityBody with respect to employees involved in the Business.

Labor Disputes; Compliance. A. (a) Each Seller and each Foreign Subsidiary has complied in all respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother requirements, the payment of social security, security and similar Taxes and occupational safety and health. No Seller or Foreign Subsidiary is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: Part 3.24(b), (i) no Seller and no Foreign Subsidiary has not been, and or is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since January 1, 2010, there has not been, there is not presently pending or existing, and to Seller’s Sellers’ and Selling Principal’s Knowledge, Foreign Subsidiaries’ Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the Businessany Seller; (iii) to Seller’s Sellers’ and Selling Principal’s Knowledge, Foreign Subsidiaries’ Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s Sellers’ and Selling Principal’s Foreign Subsidiaries’ Knowledge, threatened against or affecting any Seller or any Foreign Subsidiary any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, any Seller or any Foreign Subsidiary or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon any Seller or any Foreign Subsidiary or the conduct of the Businessits business; (vii) there is no lockout of any employees by Sellerany Seller or any Foreign Subsidiary, and no such action is contemplated by any Seller; and (viii) to Seller’s Sellers’ and Selling Principal’s Knowledge, Foreign Subsidiaries’ Knowledge there has been no charge of discrimination filed against or threatened against any Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) In connection with the conduct of the Business, the execution of this Agreement and the consummation of the Contemplated Transactions, Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes and occupational safety and healthTaxes. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except (b) In connection with the conduct of the Business, except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: 4.23(b), (i) Seller has not been, and the CBA is not now, a party to any the only collective bargaining agreement or other labor Contractcontract relating to the Business to which the Seller is a party; (ii) since June 1, 1999 , there has not beenbeen any arbitration in connection with, and there is not presently pending or existing, and to the Knowledge of Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process grievances involving Seller or the BusinessSeller; (iii) to the Knowledge of Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to the Knowledge of Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an a material adverse effect upon Seller or the conduct of the Business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to the Knowledge of Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody since June 1, 1999.

Labor Disputes; Compliance. A. For the purposes of this Section 3.22 a reference to Seller will also include Manager, as appropriate. (a) Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother requirements, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal RequirementsRequirements except where the failure to comply would not have a Material Adverse Effect on the Seller. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: Part 3.22(b), (i) Seller has not been, and is are not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since January 1, 2003, there has not been, there is not presently pending or existing, and and, to the Knowledge of Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to the Knowledge of Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could would provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to the Knowledge of Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and and, to the Knowledge of Seller, there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might would have an adverse effect a Material Adverse Effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or or, to Seller’s Knowledge, threatened against such Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. Seller (a) The Company has complied in all respects at all times with all Legal Requirements Requirements, including all Occupational Safety and Health Laws, relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes Taxes, collective bargaining and occupational safety and healthother requirements under applicable Legal Requirements. Seller The Company is not liable for the payment of any Taxes, including any social security and similar Taxes, fines, penalties, interest, back wages, front pay, liquidated or compensatory damages, exemplary damages or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (ib) Seller The Company has not been, and is not now, a party to any collective bargaining agreement or other labor Contract; (ii) there . There has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the Business; (iii) to Seller’s and Selling Principal’s Knowledge, no Company. No event has occurred or circumstance exists that could provide the basis Basis for any work stoppage or other labor dispute; (iv) . There has not been, there is not presently pending oror existing, and, to the Knowledge of Seller’s and Selling Principal’s Knowledge, there is not overtly threatened any Proceeding, charge, grievance proceeding or other claim against or affecting Seller the Company (or any Proceeding director, officer, manager, member or employee thereof) relating to the actual or alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed by an employee or union with the National Labor Relations Board Board, the Equal Employment Opportunity Commission or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Company or the Business, . There is no organizational activity or other labor dispute against or affecting the Business or the Assets; (v) Company and no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no . No grievance or arbitration Proceeding exists that might have an adverse effect a Material Adverse Effect upon Seller the Company or the conduct of the Business; (vii) there is no lockout of any employees by Seller. Neither the Company nor the Seller have been served notice of, and no such action is contemplated Seller and the Company do not otherwise have Knowledge of, any grievance or arbitration Proceeding by Seller; and (viii) to Seller’s and Selling Principal’s Knowledgeany employee of the Company that might have an adverse effect upon the Company, there the Assets or the conduct of the Business. There has been no charge of discrimination filed against or or, to Seller’s Knowledge, threatened against Seller the Company with the Equal Employment Opportunity Commission or similar Governmental EntityBody. There is no lockout by the Company of any employees of the Company, and no such action is contemplated by Seller or the Company.

Labor Disputes; Compliance. A. (a) To the Knowledge of Seller, Seller has complied in all respects with all Legal Requirements relating to employment practices, terms, including Legal Requirements related to the terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wageswages (including the Fair Labor Standards Act), hours, worker classification (including the proper classification of workers as independent contractors or consultants), benefits, collective bargaining and collective bargainingother requirements, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not delinquent in any material payments to, or on behalf of, any current or former employees or other service providers, including temporary employees and independent contractors, for any services or amounts required to be reimbursed or otherwise paid. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except (b) To the Knowledge of Seller, Seller has properly classified all service providers as disclosed in Schedule 6.28.B. either (i) employees or independent contractors for purposes of all tax and wage reporting and withholding Legal Requirements and for the purpose of employee benefit plan participation, and (ii) as “exempt” or “non-exempt” from overtime requirements under the Fair Labor Standards Act and other applicable Legal Requirements. No consultant or independent contractor retained by the Seller Disclosure Schedule: has made a claim for employee benefits from the Seller. (c) (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since and including January 1, 2019, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the its Business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been are no charge pending or threatened unresolved claims, charges, or employment-related suits or controversies, complaints or proceedings of discrimination filed any kind against or threatened against involving Seller with before the Equal Employment Opportunity Commission or other similar Governmental EntityBody or adjudicative entity; (ix) to Seller’s Knowledge, there are no outstanding charges or orders against or involving Seller under occupational health and safety legislation with respect to any employees and all levies and penalties made against Seller pursuant to workers’ compensation or workplace safety insurance that were required to be paid before the date hereof with respect to employees have been paid; and (x) Seller is not subject to any judgments, decrees, conciliation agreements, or settlement agreements concerning employment-related matters. (d) Seller has not received written or other information to indicate that any of its employment practices is currently being audited or is under threat to be audited by any Governmental Body.

Labor Disputes; Compliance. A. (a) Except as set forth in Schedule 3.24, Seller to its Knowledge and the Knowledge of the Principal Stockholder has complied in all respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother requirements under applicable law, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: 3.24(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) there has not been, there is not presently pending or existing, and to Seller’s 's and Selling Principalthe Principal Stockholder’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s 's and Selling Principalthe Principal Stockholder’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s 's and Selling Principalthe Principal Stockholder’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s 's and Selling Principalthe Principal Stockholder’s Knowledge, there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has and the Subsidiaries have complied in all material respects, and are currently complying in all material respects with all Legal Requirements Applicable Laws relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes and occupational safety and health. Neither Seller nor any Subsidiary is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal RequirementsApplicable Laws. B. (b) Except as disclosed in set forth on Schedule 6.28.B. of the 3.27(b), neither Seller Disclosure Schedule: (i) Seller nor any Subsidiary has not been, and nor is not nowSeller or any Subsidiary currently, a party to any collective bargaining agreement or other labor Contract; (ii) Contract with respect to the operation of the Business. Since December 31, 2001, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee Employee grievance process involving Seller or any Subsidiary. To the Business; (iii) to Knowledge of Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any dispute in respect of the Business. No Proceeding relating to the alleged violation of any Legal Requirement pertaining Applicable Law pertain ing to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityAuthority, is pending or, to the Knowledge of Seller, threatened against Seller or any Subsidiary in respect of the Business, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) and no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) . There is no grievance or arbitration Proceeding exists that might have an adverse effect upon lock-out underway by Seller or the conduct of the Business; (vii) there is no lockout any Subsidiary of any employees by SellerEmployee (or group thereof), and no such action is currently contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there Seller or any Subsidiary. There has been no charge of discrimination filed against or or, to the Knowledge of Seller, threatened against Seller or any Subsidiary (or any director, officer or Employee thereof) with the Equal Employment Opportunity Commission or similar Governmental EntityAuthority.

Labor Disputes; Compliance. A. Seller (a) The Company has complied in all respects at all times with all Legal Requirements Requirements, including all Occupational Safety and Health Laws, relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes Taxes, collective bargaining and occupational safety and healthother requirements under applicable Legal Requirements. Seller The Company is not liable for the payment of any Taxes, including any social security and similar Taxes, fines, penalties, interest, back wages, front pay, liquidated or compensatory damages, exemplary damages or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (ib) Seller The Company has not been, and is not now, a party to any collective bargaining agreement or other labor Contract; (ii) there . There has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the Business; (iii) to Seller’s and Selling Principal’s Knowledge, no Company. No event has occurred or circumstance exists that could provide the basis Basis for any work stoppage or other labor dispute; (iv) . There has not been, there is not presently pending oror existing, and, to the Knowledge of Seller’s and Selling Principal’s Knowledge, there is not overtly threatened any Proceeding, charge, grievance proceeding or other claim against or affecting Seller the Company (or any Proceeding director, officer, manager, member or employee thereof) relating to the actual or alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed by an employee or union with the National Labor Relations Board Board, the Equal Employment Opportunity Commission or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Company or the Business, . There is no organizational activity or other labor dispute against or affecting the Business or the Assets; (v) Company and no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no . No grievance or arbitration Proceeding exists that might have an adverse effect a Material Adverse Effect upon Seller the Company or the conduct of the Business; (vii) there is no lockout of any employees by Seller. Neither the Company nor the Seller has been served notice of, and no such action is contemplated Seller and the Company do not otherwise have Knowledge of, any grievance or arbitration Proceeding by Seller; and (viii) to Seller’s and Selling Principal’s Knowledgeany employee of the Company that might have an adverse effect upon the Company, there the Assets or the conduct of the Business. There has been no charge of discrimination filed against or or, to Seller’s Knowledge, threatened against Seller the Company with the Equal Employment Opportunity Commission or similar Governmental EntityBody. There is no lockout by the Company of any employees of the Company, and no such action is contemplated by Seller or the Company.

Labor Disputes; Compliance. A. Seller (a) Each Acquired Company has at all times materially complied in all respects with all Legal Requirements Laws relating to employment practices, termsretaliation, leave of absence, terms and conditions of employment, equal employment opportunity, nondiscrimination, sexual harassment, immigration, wages, hours, benefits, collective bargaining and collective bargainingsimilar requirements, the payment of social security, Social Security and similar Taxes Taxes, and occupational safety and health. Seller No Acquired Company is not liable for the payment of any Taxes, fines, penalties, damages, attorneys’ fees and costs, or other amounts, however designated, for failure to comply with any of the foregoing Legal RequirementsLaws. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (ib) Seller No Acquired Company is or has not been, and is not now, been a party to any collective bargaining agreement or other labor Contract; (ii) there contract. There has not been, there is not presently pending or existingpending, and and, to Seller’s and Selling Principal’s Knowledgethe Knowledge of the Sellers, there is not threatened, any strike, slowdown, picketing, work stoppage, or employee grievance process involving Seller or the Business; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage organizational activity or other labor dispute; (iv) dispute involving any Acquired Company. There has not been, and there is not pending or, to Seller’s and Selling Principal’s Knowledgethe Knowledge of the Sellers, threatened against or affecting Seller any Proceeding Acquired Company any Litigation relating to the alleged violation of any Legal Requirement Laws pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board Board, Equal Employment Opportunity Commission, Department of Labor, or any comparable similar Governmental Entity, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) no Authority. No application or petition for an election of or for certification of a collective bargaining agent with respect to any Acquired Company is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Business; (vii) there is no lockout of any employees by Seller. Since October 30, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge2009, there has been no not been, and there is not pending or, to the Knowledge of the Sellers, threatened, against any Acquired Company any charge of discrimination discrimination, harassment, or retaliation filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityAuthority, and to the Knowledge of the Sellers, no event has occurred or circumstances exist that could provide the basis for any such charge.

Labor Disputes; Compliance. A. (a) Except as shown on Exhibit 3.18, Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother requirements under state of federal law, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: shown on Exhibit 3.18, (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, 's knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, 's knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge's knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, 's knowledge there has been no pending charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody or any pending employment discrimination, wrongful discharge, retaliation lawsuits or lawsuits alleging whistleblowing.

Labor Disputes; Compliance. A. (a) Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes and occupational safety and health. To Seller’s and each Shareholder’s Knowledge, Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, which have become due and payable, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: Part 3.24(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractagreement; (ii) there Seller has not been, there is not presently pending or existing, and to Seller's or any Shareholder’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller's or any Shareholder’s and Selling Principal’s Knowledge, Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal's or any Shareholder’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and, to Seller’s and each Shareholder’s Knowledge, there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might is reasonably likely to have an adverse effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or or, to Seller’s and each Shareholder’s Knowledge, threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Except as shown on Exhibit 3.18, Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother requirements under state of federal law, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: shown on Exhibit 3.18, (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, 's knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, 's knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge's knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, 's knowledge there has been no pending charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody or any pending employment discrimination, wrongful discharge, retaliation lawsuits or lawsuits alleging whistle blowing.

Labor Disputes; Compliance. A. (a) Seller has complied in all respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes and occupational safety and healthhealth except where any noncompliance would not have a Seller Material Adverse Effect. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (i3.22(b) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since January 1, 2002, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, 's Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, 's Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s 's Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and to Seller's Knowledge there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, 's Knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) In the past three (3) years, Seller has complied been in compliance in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother requirements, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (b) (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since December 31, 2018, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Shareholders’ Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, Shareholders’ Knowledge in the past three (3) years no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Shareholders’ Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the Assetsfacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, Shareholders’ Knowledge in the past three (3) years there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother requirements under applicable law, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: 3.17(b): (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other collective labor Contractcontract; (ii) since January 1, 2005, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, 's Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s 's Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment mattersrelations, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and and, to the Knowledge of Seller, there is no material organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsLeased Real Property; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (viiv) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or on the conduct of the Acquired Business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viiiv) to Seller’s and Selling Principal’s Knowledge, 's Knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother employment practices, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: Part 3.24(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since December 31, 2003, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, 's Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, 's Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s 's Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, 's Knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements nor to Seller's Knowledge, do any circumstances exist which could give rise to any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (b) (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) there has not never been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, 's Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, 's Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s 's Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental Entity, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pendingpending involving Seller or any Business Employees; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon involving Seller or the conduct of the Businessany Business Employees exists; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, 's Knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or any similar Governmental Entity.

Labor Disputes; Compliance. A. Seller (a) The Company has complied in all respects at all times with all Legal Requirements Requirements, including all Occupational Safety and Health Laws, relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes Taxes, collective bargaining and occupational safety and healthother requirements under applicable Legal Requirements. Seller The Company is not liable for the payment of any Taxes, including any social security and similar Taxes, fines, penalties, interest, back wages, front pay, liquidated or compensatory damages, exemplary damages or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (ib) Seller The Company has not been, and is are not now, a party to any collective bargaining agreement or other labor Contract; (ii) there . There has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the Business; (iii) to Seller’s and Selling Principal’s Knowledge, no Company. No event has occurred or circumstance exists that could provide the basis Basis for any work stoppage or other labor dispute; (iv) . There has not been, there is not presently pending oror existing, and, to Seller’s and Selling Principal’s Knowledgethe Knowledge of Sellers, there is not overtly threatened any Proceeding, charge, grievance proceeding or other claim against or affecting Seller the Company (or any Proceeding director, officer, manager, member or employee thereof) relating to the actual or alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed by an employee or union with the National Labor Relations Board Board, the Equal Employment Opportunity Commission or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Company or the Business, . There is no organizational activity or other labor dispute against or affecting the Business or the Assets; (v) Company and no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no . No grievance or arbitration Proceeding exists that might have an adverse effect a Material Adverse Effect upon Seller the Company or the conduct of the Business; (vii) there is no lockout of any employees by Seller. Neither the Company nor the Sellers have been served notice of, and no such action is contemplated Sellers and the Company does not otherwise have Knowledge of, any grievance or arbitration Proceeding by Seller; and (viii) to Seller’s and Selling Principal’s Knowledgeany employee of the Company that might have an adverse effect upon the Company, there the Assets or the conduct of the Business. There has been no charge of discrimination filed against or or, to Sellers’ Knowledge, threatened against Seller the Company with the Equal Employment Opportunity Commission or similar Governmental EntityBody. There is no lockout by the Company of any employees of the Company, and no such action is contemplated by Sellers or the Company.

Labor Disputes; Compliance. A. (a) Seller has complied in all respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother requirements, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: Exhibit 3.24(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, 's or Shareholder's knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, 's or Shareholder's knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge's or Shareholder's knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board, Ontario Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, 's or Shareholder's knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission, Ontario Human Rights Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. Seller has complied in all respects with all Legal Requirements relating to employment practices, terms, and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contract; (ii) there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, or employee grievance process involving Seller or the Business; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental Entity, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Xxxxxxx Principal’s Knowledge, there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental Entity.

Labor Disputes; Compliance. A. (a) Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, benefits and collective bargaining, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any material Taxes, fines, penalties, penalties or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: 3.20, (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) during the two-year period preceding the date of this Agreement, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could is likely to provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and to Seller’s Knowledge, there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) to Seller’s Knowledge, no application or petition for an election of or for certification of a collective bargaining agent involving Seller is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessa Business Material Adverse Effect; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, Knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, including Legal Requirements related to the terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wageswages (including the Fair Labor Standards Act), hours, worker classification (including the proper classification of workers as independent contractors or consultants), benefits, collective bargaining and collective bargainingother requirements, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable delinquent in any material payments to, or on behalf of, any current or former employees or other service providers, including temporary employees and independent contractors, for any services or amounts required to be reimbursed or otherwise paid. (b) Seller has properly classified all service providers as either (i) employees or independent contractors for purposes of all tax and wage reporting and withholding Legal Requirements and for the payment purpose of any Taxesemployee benefit plan participation, fines, penalties, and (ii) as “exempt” or “non-exempt” from overtime requirements under the Fair Labor Standards Act and other amounts, however designated, for failure to comply with any of the foregoing applicable Legal Requirements. No consultant or independent contractor retained by the Seller has made a claim for employee benefits from the Seller. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (c) (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since and including January 1, 2014, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller or the Business; (iv) to the Knowledge of Seller, the Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Business; (viiv) there is no lockout of any employees by Seller; (vi) there are no pending or, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge threatened unresolved claims, charges, or employment-related suits or controversies, complaints or proceedings of discrimination filed any kind against or threatened against involving Seller with before the Equal Employment Opportunity Commission or other similar Governmental EntityBody or adjudicative entity; (vi) there are no outstanding charges or orders against or involving Seller under occupational health and safety legislation with respect to any employees and all levies and penalties made against Seller pursuant to workers’ compensation or workplace safety insurance that were required to be paid before the date hereof with respect to employees have been paid; and (vii) Seller is not subject to any judgments, decrees, conciliation agreements, or settlement agreements concerning employment-related matters. (d) Seller has not received notice that any of its employment practices is currently being audited or is under threat to be audited by any Governmental Body. (e) Without limiting the generality of the foregoing, Seller is and has at all times been in compliance with all Legal Requirements relating to immigration (including visas and similar authorizations) or the verification of immigration/employment status and all of Seller’s employees are legally authorized to work in the United States, and Seller and such employees have properly completed and retained I-9 forms in accordance with Legal Requirements.

Labor Disputes; Compliance. A. Seller has (a) Company and Suzhou have complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother requirements, the payment of social security, security and similar Taxes and occupational safety and health. Seller Neither Company nor Suzhou is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: 3.24(b), (i) Seller neither Company nor Suzhou has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since July 1, 2001, there has not been, there is not presently pending or existing, and to SellerCompany’s, Suzhou’s and Selling Principaleach Shareholder’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller Company or the BusinessSuzhou; (iii) to SellerCompany’s, Suzhou’s and Selling Principaleach Shareholder’s Knowledge, Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to SellerCompany’s, Suzhou’s and Selling Principaleach Shareholder’s Knowledge, threatened against or affecting Seller Company or Suzhou any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Company or Suzhou or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller Company or Suzhou or the conduct of the Businessits business; (vii) there is no lockout of any employees by SellerCompany or Suzhou, and no such action is contemplated by SellerCompany or Suzhou; and (viii) to SellerCompany’s, Suzhou’s and Selling Principaleach Shareholder’s Knowledge, Knowledge there has been no charge of discrimination filed against or threatened against Seller Company or Suzhou with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Except as disclosed on Schedule 3.21(a), Seller has complied is in all respects compliance with all Legal Requirements employment-related Applicable Laws, including those relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal RequirementsApplicable Laws. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (ib) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contract; (ii) contract with respect to the operation of the Business. Since the commencement of operation of the Business, there has not been, there is not presently pending pending, existing or existing, and to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the Business; (iii) to Seller’s and Selling Principal’s Knowledge, no . No event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any dispute in respect of the Business. No Proceeding relating to the alleged violation of any Legal Requirement Applicable Law pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, is pending or threatened against Seller in respect of the Business, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) and no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no . Seller has not been served notice of, and Seller does not otherwise have Knowledge of, any grievance or arbitration Proceeding exists by any employee of Seller that might have an adverse effect upon Seller or the conduct of the Business; (vii) there . There is no lockout by Seller of any employees by Sellerof the Business, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there . There has been no charge of discrimination filed against or threatened against Seller (or any of its directors, officers or employees) in connection with the Business with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has complied in all respects with all Legal Requirements relating to employment practices, terms, including Legal Requirements related to the terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wageswages (including the Fair Labor Standards Act), hours, worker classification (including the proper classification of workers as independent contractors or consultants), benefits, collective bargaining and collective bargainingother requirements, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not delinquent in any material payments to, or on behalf of, any current or former employees or other service providers, including temporary employees and independent contractors, for any services or amounts required to be reimbursed or otherwise paid. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except as disclosed in Schedule 6.28.B. (b) To the Knowledge of the Seller, Seller Disclosure Schedule: has properly classified all service providers as either (i) employees or independent contractors for purposes of all tax and wage reporting and withholding Legal Requirements and for the purpose of employee benefit plan participation, and (ii) as “exempt” or “non-exempt” from overtime requirements under the Fair Labor Standards Act and other applicable Legal Requirements. To the Knowledge of the Seller, no consultant or independent contractor retained by the Seller has made a claim for employee benefits from the Seller. (c) (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since and including January 1, 2015, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the its Business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been are no charge pending or threatened unresolved claims, charges, or employment-related suits or controversies, complaints or proceedings of discrimination filed any kind against or threatened against involving Seller with before the Equal Employment Opportunity Commission or other similar Governmental EntityBody or adjudicative entity; (ix) to Seller’s Knowledge, there are no outstanding charges or orders against or involving Seller under occupational health and safety legislation with respect to any employees and all levies and penalties made against Seller pursuant to workers’ compensation or workplace safety insurance that were required to be paid before the date hereof with respect to employees have been paid; and (x) to Seller’s Knowledge, Seller is not subject to any judgments, decrees, conciliation agreements, or settlement agreements concerning employment-related matters. (d) To the Knowledge of Seller, Seller has not received written or other information to indicate that any of its employment practices is currently being audited or is under threat to be audited by any Governmental Body.

Labor Disputes; Compliance. A. (a) To the Knowledge of Seller, Seller has complied in all material respects with all Legal Requirements Laws relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes Taxes, unemployment compensation, workers compensation and occupational safety and health. The Seller is has not liable received notice of any violation for the payment of failure to pay any Taxes, fines, penalties, or other amounts, however designated, or for failure to comply with any of the foregoing Legal RequirementsLaws. B. (b) Except as disclosed set forth in Schedule 6.28.B. of the Seller Disclosure Schedule: 3.18(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since December 31, 2009, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, the Knowledge of Seller there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to the Knowledge of Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could reasonably be expected to provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to the Knowledge of Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding Litigation relating to the alleged violation of any Legal Requirement Law pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board Board, the Equal Employment Opportunities Commission, Occupational Safety and Health Administration, the Department of Labor, or any comparable Governmental EntityAuthority, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pendingpending with respect to Seller; (vi) no grievance or arbitration Proceeding proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessagainst Seller; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityAuthority.

Labor Disputes; Compliance. A. (i) Each Seller has complied is in compliance in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother employment-related requirements, the payment of social security, security and similar Taxes and occupational safety and health. No Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (ii) Except as disclosed set forth in the Disclosure Schedule 6.28.B. of the to ------------------- this Section 6.5(f), (A) no Seller Disclosure Schedule: (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (iiB) since January 1, 1998, there has not been, there is not presently pending or existing, and to each Seller’s and Selling Principal’s Knowledge's knowledge, there is not threatened, any strike, slowdown, picketing, work stoppagestoppage and since January 1, 2001 there is not presently pending or existing, and to each Seller's knowledge, there is not threatened any employee grievance process involving Seller or the Businessany Seller; (iiiC) to each Seller’s and Selling Principal’s Knowledge's knowledge, no event has occurred or circumstance within the Business exists that could provide the basis for any work stoppage or other labor dispute; (ivD) there is not pending or, to each Seller’s and Selling Principal’s Knowledge's knowledge, threatened against or affecting any Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with any local, state, or federal administrative agency or governmental body, including the National Labor Relations Board or any comparable Governmental EntityBoard, OSHA, Immigration and Naturalization Service and the EEOC, and there is no organizational activity or other labor dispute against or affecting Seller, any Seller or any of the Business, Real Property or the AssetsLeased Premises; (vE) no application or petition for an election of or for certification of a collective bargaining agent is pending; (viF) no grievance is pending or filed, no grievance is pending or awaiting arbitration and to each Seller's knowledge no grievance is threatened and no other Proceeding exists that might could reasonably be expected to have an adverse effect upon any Seller or the conduct of the Business; (viiG) there is no lockout of any employees by any Seller, and no such action is contemplated by any Seller; and (viiiH) to each Seller’s and Selling Principal’s Knowledge's knowledge, there has been no charge of discrimination filed against or threatened against any Seller with the Equal Employment Opportunity Commission EEOC or similar Governmental Entitygovernmental body.

Labor Disputes; Compliance. A. Seller 4.22.1. Except as set forth in the Xxxxxxxx Corresponding Schedule, each Acquired Company has complied in all material respects with all Legal Requirements relating to employment practices, terms, practices and terms and conditions of employment, including equal employment opportunity, nondiscrimination, sexual harassment, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable No Acquired Company has any Liability for the payment of any Taxes, fines, penalties, damages, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. 4.22.2. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Xxxxxxxx Corresponding Schedule: : (ia) Seller no Acquired Company has not been, and or is not now, a party to any collective bargaining agreement or other labor Contract; ; (iib) since July 31, 2001, there has not been, there is not presently pending or existing, and and, to Seller’s and Selling Principal’s Knowledgethe Knowledge of Xxxxxxxx, there is not threatenedThreatened, any strike, slowdown, picketing, work stoppage, stoppage or material employee grievance process involving Seller or the Business; any Acquired Company; (iiic) to Seller’s and Selling Principal’s Knowledgethe Knowledge of Xxxxxxxx, no event has occurred or circumstance exists that could would be reasonably likely to provide the basis for any work stoppage or other material labor dispute; ; (ivd) there is not pending or, to Seller’s and Selling Principal’s Knowledgethe Knowledge of Xxxxxxxx, threatened Threatened against or affecting Seller any Acquired Company any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, any Acquired Company or the Assets; Facilities; (ve) no application or petition for an election of or for certification of a collective bargaining agent is pending; ; (vif) no grievance or arbitration Proceeding exists that might have an adverse effect a Material Adverse Effect upon Seller or the conduct of the Business; any Acquired Company; (viig) there is no lockout of any employees by Sellerany Acquired Company, and no such action is contemplated by Sellerany Acquired Company; and and (viiih) to Seller’s and Selling Principal’s Knowledge, there has been no unresolved charge of discrimination filed against or threatened or, to the Knowledge of Xxxxxxxx Threatened, against Seller any Acquired Company with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. Seller has (a) The Companies have complied in all respects at all times with all Legal Requirements Requirements, including all Occupational Safety and Health Laws, relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes Taxes, collective bargaining and occupational safety and healthother requirements under applicable Legal Requirements. Seller is The Companies are not liable for the payment of any Taxes, including any social security and similar Taxes, fines, penalties, interest, back wages, front pay, liquidated or compensatory damages, exemplary damages or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (ib) Seller has The Companies have not been, and is are not now, a party to any collective bargaining agreement or other labor Contract; (ii) there . There has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the Business; (iii) to Seller’s and Selling Principal’s Knowledge, no Companies. No event has occurred or circumstance exists that could provide the basis Basis for any work stoppage or other labor dispute; (iv) . There has not been, there is not presently pending oror existing, and, to the Knowledge of Seller’s and Selling Principal’s Knowledge, there is not overtly threatened any Proceeding, charge, grievance proceeding or other claim against or affecting Seller the Companies (or any Proceeding director, officer, manager, member or employee thereof) relating to the actual or alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed by an employee or union with the National Labor Relations Board Board, the Equal Employment Opportunity Commission or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Companies or the Business, . There is no organizational activity or other labor dispute against or affecting the Business or the Assets; (v) Companies and no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no . No grievance or arbitration Proceeding exists that might have an adverse effect a Material Adverse Effect upon Seller the Companies or the conduct of the Business; (vii) there is no lockout of any employees by Seller. Neither the Companies nor the Seller have been served notice of, and no such action is contemplated Seller and the Companies do not otherwise have Knowledge of, any grievance or arbitration Proceeding by Seller; and (viii) to Seller’s and Selling Principal’s Knowledgeany employee of the Companies that might have an adverse effect upon the Companies, there the Assets or the conduct of the Business. There has been no charge of discrimination filed against or or, to Seller’s Knowledge, threatened against Seller the Companies with the Equal Employment Opportunity Commission or similar Governmental EntityBody. There is no lockout by the Companies of any employees of the Companies, and no such action is contemplated by Seller or the Companies.

Labor Disputes; Compliance. A. (a) With respect to the Business, Seller has complied in all respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes Taxes, and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except (b) With respect to the Business, except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: 3.24(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since , there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, Seller or the Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon against Seller or in connection with the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, Knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has Parties have complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother employment practices, the payment of social security, security and similar Taxes and occupational safety and health. Seller is Parties are not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: 3.22(b), (i) Seller has Parties have not been, and is are not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since December 31, 2013, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessParties; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Seller Parties’ Knowledge, threatened against or affecting Seller Parties any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the AssetsSeller Parties; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding with respect to any Legal Requirements described in Section 3.22(a) exists that might have an adverse effect upon Seller Parties or the conduct of the Business; (vii) there is no lockout of any employees by SellerSeller Parties, and no such action is contemplated by SellerSeller Parties; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or threatened against Seller Parties with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. Seller (a) Each Acquired Company has at all times complied in all material respects with all Legal Requirements relating to employment practices, terms, and conditions of employment, equal employment opportunity, nondiscrimination, sexual harassment, immigration, wages, hours, benefits, collective bargaining and collective bargainingsimilar requirements, the payment of social security, Social Security and similar Taxes Taxes, and occupational safety and health. Seller No Acquired Company is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (b) Since January 1, 2007, (i) Seller there has not beenbeen no “mass layoff” or “plant closing” as defined by the Worker Adjustment and Retraining Notification Act of 1998 (the “WARN Act”) in respect of the Acquired Companies and (ii) none of the Acquired Companies has been affected by any transactions or engaged in layoffs or employment terminations sufficient in number to trigger application of any state, and local, or foreign law or regulation which is not now, similar to the WARN Act. (c) No Acquired Company is or has been a party to any collective bargaining agreement or other labor Contract; contract. (iid) Since the Balance Sheet Date, there has not been, there is not presently pending or existing, and and, to Seller’s and Selling Principal’s Knowledgethe Knowledge of the Company, there is not threatened, any strike, slowdown, picketing, work stoppage, or employee grievance process process, organizational activity, or other labor dispute involving Seller or any Acquired Company. (e) To the Business; (iii) to Seller’s and Selling Principal’s KnowledgeKnowledge of the Company, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; . (ivf) Since the Balance Sheet Date, except as set forth on Schedule 4.17(f), there has not been, and there is not pending or, to Seller’s and Selling Principal’s Knowledgethe Knowledge of the Company, threatened against or affecting Seller any Acquired Company any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental Entity, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; Body. (vg) no No application or petition for an election of or for certification of a collective bargaining agent is pending; . (vih) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or Since the conduct Balance Sheet Date, there has not been, and there is not pending or, to the Knowledge of the Business; (vii) there is no Company, threatened, any lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental Entityany Acquired Company.

Labor Disputes; Compliance. A. Seller (a) Except as set forth on Schedule 4.22, each Company has complied in all respects at all times with all Legal Requirements Requirements, including all Occupational Safety and Health Laws, relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes Taxes, collective bargaining and occupational safety and healthother requirements under applicable Legal Requirements. Seller is The Companies are not liable for the payment of any Taxes, including any social security and similar Taxes, fines, penalties, interest, back wages, front pay, liquidated or compensatory damages, exemplary damages or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (ib) Seller has The Companies have not been, and is are not now, a party to any collective bargaining agreement or other labor Contract; (ii) there . There has not been, there is not presently pending or existing, and to The Knowledge of Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the Business; (iii) Companies. Except as set forth on Schedule 4.22, to the Knowledge of Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis Basis for any work stoppage or other labor dispute; (iv) . Except as set forth on Schedule 4.22, there has not been, there is not presently pending oror existing, and, to the Knowledge of Seller’s and Selling Principal’s Knowledge, there is not overtly threatened any Proceeding, charge, grievance proceeding or other claim against or affecting Seller the Companies (or any Proceeding director, officer, manager, member or employee thereof) relating to the actual or alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed by an employee or union with the National Labor Relations Board Board, the Equal Employment Opportunity Commission or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Companies or the Assets; (v) Businesses. There is no organizational activity or other labor dispute against or affecting the Businesses or the Companies and no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no . No grievance or arbitration Proceeding exists that might have an adverse effect a Material Adverse Effect upon Seller the Companies or the conduct of the Business; (vii) there is no lockout of any employees by SellerBusinesses. Except as set forth on Schedule 4.22, neither the Companies nor the Seller have been served notice of, and no such action is contemplated Seller and the Companies do not otherwise have Knowledge of, any grievance or arbitration Proceeding by Seller; and (viii) to Seller’s and Selling Principal’s Knowledgeany employee of the Companies that might have an adverse effect upon the Companies, the Assets or the conduct of the Businesses. Since January 1, 2013, there has been no charge of discrimination filed against or or, to the Knowledge of Seller, threatened against Seller the Companies with the Equal Employment Opportunity Commission or similar Governmental EntityBody. There is no lockout by the Companies of any employees of the Companies, and no such action is contemplated by Seller or the Companies.

Labor Disputes; Compliance. A. (a) Seller has and Unique Fabrications have complied in all respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother Legal Requirements, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: Part 3.24(b), (i) Seller has and Unique Fabrications have not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since December 31, 1999, there has not been, there is not presently pending or existing, and to the Knowledge of Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessUnique Fabrications; (iii) to the Knowledge of Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to the Knowledge of Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller or Unique Fabrications any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the BusinessUnique Fabrications, or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller Seller, Unique Fabrications, or the conduct of the Business; (vii) there is no lockout of any employees by SellerSeller or Unique Fabrications, and no such action is contemplated by SellerSeller or Unique Fabrications; and (viii) to Seller’s and Selling Principal’s Knowledge, the Knowledge of Seller there has been no charge of discrimination filed against or threatened against Seller or Unique Fabrications with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. Seller (a) Except as disclosed in Schedule 3.22(a), SWH is in compliance with, and has complied in all material respects with with, all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefitstime keeping, break periods, working conditions benefits and collective bargaining, the payment of social security, security and similar Taxes and Taxes, occupational safety and healthhealth and the proper classification and payment of employees and independent. Seller SWH is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements, excluding any Liability that has not had, and would not reasonably be expected to result in, a Material Adverse Change. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: 3.22(b), (i) Seller SWH has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSWH; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not no Proceeding pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding SWH relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with with, or investigation or audit conducted by, the United States Department of Labor, Occupational Safety and Health Administration, Office of Federal Contract Compliance Programs, National Labor Relations Board or any comparable Governmental EntityBody, and there is no no, and there has not been any for the past three (3) years, organizational activity or other labor dispute against or affecting Seller, SWH or the Business, or the Assets; (v) to the Knowledge of Seller, no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) to the Knowledge of Seller, no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller SWH or the conduct of the Business; (vii) there is no lockout of any employees by SellerSWH, and no such action is contemplated by SellerSWH; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been is no pending charge of discrimination filed against or or, to Seller’s Knowledge, threatened against Seller SWH with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. Seller To the best of Company’s Knowledge, Company has complied in all respects with all Legal Requirements relating to employment practices, terms, and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, and similar Taxes and occupational safety and health. Seller Company is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except as disclosed in Schedule 6.28.B. 4.27.B. of the Seller Company Disclosure Schedule: (i) Seller Company has not been, and is not now, a party to any collective bargaining agreement or other labor Contract; (ii) there has not been, there is not presently pending or existing, and to SellerCompany’s and Selling Principal’s Company Shareholders’ Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, or employee grievance process involving Seller Company or the Businessbusiness; (iii) to SellerCompany’s and Selling Principal’s Company Shareholders’ Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to SellerCompany’s and Selling Principal’s Company Shareholders’ Knowledge, threatened against or affecting Seller Company any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental Entity, and there is no organizational activity or other labor dispute against or affecting SellerCompany, the Businessbusiness, or the Assetsassets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller Company or the conduct of the Businessbusiness; (vii) there is no lockout of any employees by SellerCompany, and no such action is contemplated by SellerCompany; and (viii) to SellerCompany’s and Selling Principal’s Company Shareholders’ Knowledge, there has been no charge of discrimination filed against or threatened against Seller Company with the Equal Employment Opportunity Commission or similar Governmental Entity.

Labor Disputes; Compliance. A. (a) Seller has complied in all respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother requirements, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: 3.24(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since December 31, 2004, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, Knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has complied in all respects with all Legal Requirements relating to employment practices, terms, including Legal Requirements related to the terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wageswages (including the Fair Labor Standards Act), hours, worker classification (including the proper classification of workers as independent contractors or consultants), benefits, collective bargaining and collective bargainingother requirements, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not delinquent in any material payments to, or on behalf of, any current or former employees or other service providers, including temporary employees and independent contractors, for any services or amounts required to be reimbursed or otherwise paid. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except (b) Seller has properly classified all service providers as disclosed in Schedule 6.28.B. either (i) employees or independent contractors for purposes of all tax and wage reporting and withholding Legal Requirements and for the purpose of employee benefit plan participation, and (ii) as “exempt” or “non-exempt” from overtime requirements under the Fair Labor Standards Act and other applicable Legal Requirements. No consultant or independent contractor retained by the Seller Disclosure Schedule: has made a claim for employee benefits from the Seller. (c) (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since and including January 1, 2013, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, Seller or the Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might would have an adverse effect upon Seller or the conduct of the Businessa Material Adverse Effect; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) there are no pending or, to Seller’s and Selling Principal’s Knowledge, there has been no charge threatened unresolved claims, charges, or employment-related suits or controversies, complaints or proceedings of discrimination filed any kind against or threatened against involving Seller with before the Equal Employment Opportunity Commission or other similar Governmental EntityBody or adjudicative entity; (ix) there are no outstanding charges or orders against or involving Seller under occupational health and safety legislation with respect to any employees and all levies and penalties made against Seller pursuant to workers’ compensation or workplace safety insurance that were required to be paid before the date hereof with respect to employees have been paid; and (x) Seller is not subject to any judgments, decrees, conciliation agreements, or settlement agreements concerning employment-related matters. (d) Seller has not received written or other information to indicate that any of its employment practices is currently being audited or is under threat to be audited by any Governmental Body.

Labor Disputes; Compliance. A. (a) Seller has complied in all respects with all Legal Requirements relating to employment practices, terms, and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes Taxes, and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: Part 3.21(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since January 1, 2004, there has not been, there is not presently pending or existing, and and, to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) To the Knowledge of the Seller, Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: Part 3.24(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since January 1, 2007, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, picketing or work stoppage, or employee grievance process stoppage involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other material labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) to the Knowledge of the Seller no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists is pending that might would reasonably be expected to have an a material adverse effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, Knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother requirements under applicable law, the payment of social security, Canadian Pension Plan and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: 3.24(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since December 31, 2004, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable a Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessits business; and (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental Entity.

Labor Disputes; Compliance. A. (a) Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, nonretaliation, immigration, wages, hours, benefits, collective bargaining and collective bargaining, the payment of social security, security and similar Taxes and occupational safety and healthwith respect to their respective employees. Seller has not is not liable for the payment of any material Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (ib) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contract; (ii) there contract. There has not been, there is not presently pending or existing, and and, to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the Business; (iii) to employees of Seller’s and Selling Principal. To Seller’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there . There is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and and, to Seller’s Knowledge, there is no organizational activity or other labor dispute against or affecting Seller, Seller or the Business, or the Assets; (v) no . No application or petition for an election of or for certification of a collective bargaining agent representative is pending; (vi) no . No grievance or arbitration Proceeding exists is pending that might have an adverse effect upon Seller or the conduct of a Material Adverse Effect on the Business; (vii) there . There is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viiiXxxxxx. Except as set forth on Section 3.24(b) of the Disclosure Schedule, to Seller’s and Selling Principal’s Knowledge, Knowledge there has been no charge of discrimination or other administrative proceeding filed against or threatened against Seller with the Equal Employment Opportunity Commission Commission, the U.S. Department of Labor, the Occupational Safety and Health Administration, or similar Governmental EntityBody. Except as would not, individually or in the aggregate, have a Material Adverse Effect on the Business, each individual that renders services to Seller who is classified by Seller as (i) an independent contractor or other non-employee status or (ii) an exempt or non-exempt employee, is properly so classified for all purposes.

Labor Disputes; Compliance. A. Seller has (a) Sellers have complied in all respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, benefits and collective bargaining, the payment of social security, security and similar Taxes and occupational safety and healthTaxes. Seller is Sellers are not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of Part 3.24(b) with respect to the Seller Disclosure Schedule: Xxxxxxx Business, (i) Seller has Sellers have not been, and is are not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since January 1, 2005, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Sellers’ Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the Businessany Seller; (iii) to Seller’s and Selling Principal’s Knowledge, Sellers’ Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Sellers’ Knowledge, threatened against or affecting any Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, any Seller or the AssetsXxxxxxx Facilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon any Seller or the conduct of the Xxxxxxx Business; (vii) there is no lockout of any employees by any Seller, and no such action is contemplated by any Seller; and (viii) since January 1, 2005, to Seller’s and Selling Principal’s Knowledge, Sellers’ Knowledge there has been no charge of discrimination filed against or threatened against any Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody (and no such charge is currently pending).

Labor Disputes; Compliance. A. (a) Seller has complied in all material respects with all applicable Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes and occupational safety and health, including, but not limited to, the WARN Act. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, in excess of $5,000, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in on Schedule 6.28.B. of the Seller Disclosure Schedule: 3.24(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since January 1, 2000, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists (a) has been instituted since January 1, 2000 or (b) exists, that might have an adverse effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, Knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: 3.24, (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since December 31, 2004, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) to Seller’s Knowledge no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, Knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) With regard to all employees, regardless of whether an employee may be full-time, part-time, temporary, or permanent, Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes Taxes, and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: 3.23(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since January 1, 2006, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor disputedispute with respect to Seller; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pendingpending with respect to Seller; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon against Seller or in connection with the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, Knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother employment practices, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: Part 3.22(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since December 31, 2009, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding with respect to any Legal Requirements described in Section 3.22(a) exists that might have an adverse effect upon Seller or the conduct of the Business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has complied in all material respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes Taxes, and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: 3.21(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since January 1, 2005, there has not been, there is not presently pending or existing, and and, to Seller’s and Selling Principal’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, no event has occurred or circumstance exists that could reasonably be expected to provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon against Seller or in connection with the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, there has been no charge of discrimination filed against or threatened in writing against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has complied in all respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining and collective bargainingother requirements under [name of statute], the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: Part 3.24(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since , 19/20 , there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, 's Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, 's Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s 's Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, 's Knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. (a) Seller has complied in all respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. (b) Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: 2.23(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) since December 31, 2016, there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, Knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.

Labor Disputes; Compliance. A. Seller has complied in all respects with all Legal Requirements relating to employment practices, terms, and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contract; (ii) there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Principals’ Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, or employee grievance process involving Seller or the Business; (iii) to Seller’s and Selling Principal’s Principals’ Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Principals’ Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental Entity, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, or the Assets; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Principals’ Knowledge, there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental Entity.

Labor Disputes; Compliance. A. a. Seller has complied in all respects with all Legal Requirements relating to employment practices, terms, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, and collective bargaining, the payment of social security, security and similar Taxes and occupational safety and health. Seller is not liable for the payment of any Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. B. b. Except as disclosed in Schedule 6.28.B. of the Seller Disclosure Schedule: Exhibit 3.22(b), (i) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor Contractcontract; (ii) there has not been, there is not presently pending or existing, and to Seller’s and Selling Principal’s Knowledge, Knowledge there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process involving Seller or the BusinessSeller; (iii) to Seller’s and Selling Principal’s Knowledge, Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute; (iv) there is not pending or, to Seller’s and Selling Principal’s Knowledge, threatened against or affecting Seller any Proceeding relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable Governmental EntityBody, and there is no organizational activity or other labor dispute against or affecting Seller, the Business, Seller or the AssetsFacilities; (v) no application or petition for an election of or for certification of a collective bargaining agent is pending; (vi) no grievance or arbitration Proceeding exists that might have an adverse effect upon Seller or the conduct of the Businessits business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) to Seller’s and Selling Principal’s Knowledge, Knowledge there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or similar Governmental EntityBody.