Common use of Labor Disputes; Compliance Clause in Contracts

Labor Disputes; Compliance. (a) Seller and each Acquired Company has at all times complied with, and paid or accrued on the Financial Statements all amounts due under, all Legal Requirements relating to employment practices, terms and conditions of employment, plant closings, equal employment opportunity, nondiscrimination, sexual harassment, immigration, work permits, wages, hours, benefits, retirement, severance, collective bargaining and similar requirements, the payment of Social Security and Taxes, and of amounts under Occupational Health and Safety Laws. No Acquired Company is 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 set forth in Schedule 3.21(b): (i) neither Seller nor Acquired Company is or has been a party to any collective bargaining agreement or other labor contract, no collective bargaining agreement is currently being negotiated, no application or petition for an election of, right of representation by or certification of a collective bargaining agent is pending and, to the Knowledge of Seller, no organizing effort is currently being made with respect to employees of Seller or any Acquired Company; (ii) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement, there has not been, there is not pending or existing, and, to the Knowledge of Seller, there is not threatened, any strike, slowdown, picketing, work stoppage, employee grievance process, organizational activity, lockout of any employees or other labor dispute involving Seller or any Acquired Company; (iii) to the Knowledge of Seller, no event has occurred or circumstance exists that is likely to provide the basis for any work stoppage or other labor dispute involving Seller or any Acquired Company; and (iv) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement, there has not been, and there is not pending or, to the Knowledge of Seller, threatened against or affecting Seller or any Acquired Company any Proceeding or charge asserted relating to the alleged violation of any Legal Requirement pertaining to labor relations or practices, discrimination, harassment or retaliation or other employment matters of the Business, including any charge or complaint filed with the National Labor Relations Board, Equal Employment Opportunity Commission or any Governmental Body with authority for employment-related matters, and no event has occurred or circumstance exists that is likely to provide the basis for any such violation or charge.

Labor Disputes; Compliance. (a) Since June 1, 2000, Seller and each Acquired Company has at Prior Owner (solely in their capacities as the prior owners and operators of the Business), have complied in all times complied withmaterial respects with all (and are not, and paid have not been, liable for fines penalties or accrued on the Financial Statements all other amounts due under, all for violations of any) (i) Legal Requirements relating to employment practices, terms and conditions of employment, plant closings, equal employment opportunity, nondiscrimination, sexual harassment, immigration, work permits, wages, hours, benefits, retirement, severance, collective bargaining and similar requirementsbargaining, the payment of Social Security social security and similar Taxes, and the employment of amounts under Occupational Health and Safety Laws. No Acquired Company is liable for the payment of any Taxes, fines, penalties or other amounts, however designated, for failure to comply with any individuals who are not Citizens of the foregoing Legal RequirementsUnited States and (ii) Occupational Safety and Health Laws. (b) Except as set forth disclosed in Schedule 3.21(b): Part 3.24(b) of the Disclosure Schedule: (i) neither Seller nor Acquired Company Prior Owner (solely in their capacities as the prior owners and operators of the Business) has been, and is or has been not now, a party to any collective bargaining agreement or other labor contract, no collective bargaining agreement is currently being negotiated, no application or petition for an election of, right of representation by or certification of a collective bargaining agent is pending and, to the Knowledge of Seller, no organizing effort is currently being made with respect to employees of Seller or any Acquired Company; ; (ii) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement2000, there has not been, there is not presently pending or existing, and, and to the Seller’s Knowledge of Seller, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process, organizational activity, lockout of any employees or other labor dispute process involving Seller or any Acquired Company; Prior Owner (solely in their capacities as the prior owners and operators of the Business); (iii) to the Knowledge of Seller’s Knowledge, no event has occurred or circumstance exists fact exists, that is likely to could provide the basis for any work stoppage or other labor dispute involving Seller or any Acquired Companydispute; and (iv) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement, there has not been, and there is not pending or, to the Knowledge of Seller’s Knowledge, threatened against or affecting Seller or any Acquired Company Seller, any Proceeding or charge asserted relating to the alleged violation of any Legal Requirement pertaining to labor relations or practices, discrimination, harassment or retaliation or other employment matters of the Businessmatters, including any charge or complaint filed with the National Labor Relations BoardBoard or any comparable Governmental Body, and to Knowledge of Seller, there is no organizational activity or other labor dispute against or affecting Seller or the 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 Seller or the conduct of 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 Knowledge, there has been no charge of discrimination filed against or threatened against Seller with the Equal Employment Opportunity Commission or any similar Governmental Body with authority for employment-related matters, and no event has occurred or circumstance exists that is likely to provide the basis for any such violation or chargeBody.

Labor Disputes; Compliance. (a) Seller and 4.22.1. Except as set forth in the Xxxxxxxx Corresponding Schedule, each Acquired Company has at complied in all times complied with, and paid or accrued on the Financial Statements all amounts due under, material respects with all Legal Requirements relating to employment practices, practices and terms and conditions of employment, plant closings, including equal employment opportunity, nondiscrimination, sexual harassment, immigration, work permits, wages, hours, benefits, retirement, severance, collective bargaining and similar requirements, the payment of Social Security social security and Taxes, similar Taxes and of amounts under Occupational Health occupational safety and Safety Lawshealth. No Acquired Company is liable has any Liability for the payment of any Taxes, fines, penalties penalties, damages, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. (b) 4.22.2. Except as set forth disclosed in Schedule 3.21(b):the Xxxxxxxx Corresponding Schedule: (ia) neither Seller nor no Acquired Company has been, or is or has been now, a party to any collective bargaining agreement or other labor contract, no collective bargaining agreement is currently being negotiated, no application or petition for an election of, right of representation by or certification of a collective bargaining agent is pending and, to the Knowledge of Seller, no organizing effort is currently being made with respect to employees of Seller or any Acquired CompanyContract; (iib) since January 1July 31, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement2001, there has not been, there is not presently pending or existing, and, to the Knowledge of SellerXxxxxxxx, there is not threatenedThreatened, any strike, slowdown, picketing, work stoppage, stoppage or material employee grievance process, organizational activity, lockout of any employees or other labor dispute process involving Seller or any Acquired Company; (iiic) to the Knowledge of SellerXxxxxxxx, no event has occurred or circumstance exists that is would be reasonably likely to provide the basis for any work stoppage or other material labor dispute involving Seller or any Acquired Company; anddispute; (ivd) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement, there has not been, and there is not pending or, to the Knowledge of SellerXxxxxxxx, threatened Threatened against or affecting Seller or any Acquired Company any Proceeding or charge asserted relating to the alleged violation of any Legal Requirement pertaining to labor relations or practices, discrimination, harassment or retaliation or other employment matters of the Businessmatters, including any charge or complaint filed with the National Labor Relations BoardBoard or any comparable Governmental Body, and there is no organizational activity or other labor dispute against or affecting any Acquired Company or the Facilities; (e) no application or petition for an election of or for certification of a collective bargaining agent is pending; (f) no grievance or arbitration Proceeding exists that might have a Material Adverse Effect upon any Acquired Company; (g) there is no lockout of any employees by any Acquired Company, and no such action is contemplated by any Acquired Company; and (h) there has been no unresolved charge of discrimination filed against or, to the Knowledge of Xxxxxxxx Threatened, against any Acquired Company with the Equal Employment Opportunity Commission or any similar Governmental Body with authority for employment-related matters, and no event has occurred or circumstance exists that is likely to provide the basis for any such violation or chargeBody.

Labor Disputes; Compliance. (a) Seller and each Acquired Company has at Sellers have complied in all times complied with, and paid or accrued on the Financial Statements all amounts due under, material respects with all Legal Requirements relating to employment practices, terms and conditions of employment, plant closings, equal employment opportunity, nondiscrimination, sexual harassment, immigration, work permits, wages, hours, benefits, retirement, severance, collective bargaining and similar requirementsbargaining, the payment of Social Security social security and Taxessimilar Taxes and occupational safety and health, and of amounts under Occupational Health and Safety Lawsin each case, in connection with the Business. No Acquired Company 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) Except as set forth disclosed in Schedule 3.21(b):Part 3.19(b), (i) neither Seller nor Acquired Company is or has been Sellers have not been, and are not now, a party to any collective bargaining agreement or other labor contract, no collective bargaining agreement is currently being negotiated, no application or petition for an election of, right of representation by or certification of a collective bargaining agent is pending and, to the Knowledge of Seller, no organizing effort is currently being made contract with respect to employees of Seller the Business or any Acquired Companyemployees thereof; (ii) since January 1December 31, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement2013, there has not been, there is not presently pending or existing, and, and to the Sellers’ Knowledge of Seller, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance processprocess involving any Seller and the Business, organizational activity, lockout of any employees or other labor dispute involving Seller or any Acquired Company; (iii) and to the Sellers’ Knowledge of Seller, no event has occurred or circumstance exists that is likely to could provide the basis for any work stoppage or other labor dispute involving Seller or any Acquired Company; andthe Business; (iviii) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement, there has not been, and there is not pending or, to the Knowledge of SellerSellers’ Knowledge, threatened against or affecting any Seller or any Acquired Company any Proceeding or charge asserted relating to the alleged violation of any Legal Requirement pertaining to labor relations or practices, discrimination, harassment or retaliation or other employment matters of the Businessmatters, including any charge or complaint filed with the National Labor Relations BoardBoard or any comparable Governmental Body, and there is no organizational activity or other labor dispute against or affecting any Seller; (iv) no grievance or arbitration Proceeding exists that would reasonably be expected to have, if decided in whole or in part, adversely to Sellers, a Material Adverse Effect upon the Sellers, taken as a whole, or the conduct of the Business; and (v) there are no pending and, since January 1, 2012, there have been no charges of discrimination filed against or, to Sellers’ Knowledge, threatened against any Seller with the Equal Employment Opportunity Commission or any similar state and federal Governmental Body with authority for employment-related matters, and no event has occurred or circumstance exists that is likely to provide the basis for any such violation or chargeBody.

Labor Disputes; Compliance. For the purposes of this Section 3.22 a reference to Parascript will also include Manager, as appropriate. (a) Seller and each Acquired Company Parascript has at complied in all times complied with, and paid or accrued on the Financial Statements all amounts due under, material respects with all Legal Requirements relating to employment practices, terms and conditions of employment, plant closings, equal employment opportunity, nondiscrimination, sexual harassment, immigration, work permits, wages, hours, benefits, retirement, severance, collective bargaining and similar other requirements, the payment of Social Security social security and Taxes, similar Taxes and of amounts under Occupational Health occupational safety and Safety Lawshealth. No Acquired Company Parascript is not liable for the payment of any Taxes, fines, penalties 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 Parascript Material Adverse Effect. (b) Except as set forth disclosed in Schedule 3.21(b): Part 3.22(b), (i) neither Seller nor Acquired Company is or Parascript has been not been, and are not now, a party to any collective bargaining agreement or other labor contract, no collective bargaining agreement is currently being negotiated, no application or petition for an election of, right of representation by or certification of a collective bargaining agent is pending and, to the Knowledge of Seller, no organizing effort is currently being made with respect to employees of Seller or any Acquired Company; ; (ii) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement2003, there has not been, there is not presently pending or existing, and, to the Knowledge of SellerParascript, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process, organizational activity, lockout of any employees or other labor dispute process involving Seller or any Acquired Company; Parascript; (iii) to the Knowledge of SellerParascript, no event has occurred or circumstance exists that is likely to would provide the basis for any work stoppage or other labor dispute involving Seller or any Acquired Companydispute; and (iv) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement, there has not been, and there is not pending or, to the Knowledge of SellerParascript, threatened against or affecting Seller or any Acquired Company Parascript any Proceeding or charge asserted relating to the alleged violation of any Legal Requirement pertaining to labor relations or practices, discrimination, harassment or retaliation or other employment matters of the Businessmatters, including any charge or complaint filed with the National Labor Relations BoardBoard or any comparable Governmental Body, and, to the Knowledge of Parascript, there is no organizational activity or other labor dispute against or affecting Parascript; (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 would have a Material Adverse Effect upon Parascript or the conduct of its business; (vii) there is no lockout of any employees by Parascript, and no such action is contemplated by Parascript; and (viii) there has been no charge of discrimination filed against or, to Parascript’s Knowledge, threatened against Parascript with the Equal Employment Opportunity Commission or any similar Governmental Body with authority for employment-related matters, and no event has occurred or circumstance exists that is likely to provide the basis for any such violation or chargeBody.

Labor Disputes; Compliance. (ai) Each Seller and each Acquired Company (A) has at complied in all times complied with, and paid or accrued on the Financial Statements material respects with all amounts due under, all applicable Legal Requirements relating to employment practices, terms and conditions of employment, plant closingsfair employment practices, equal employment opportunity, workers’ compensation, nondiscrimination, sexual harassmentemployee privacy, immigration, work permits, wages, hours, benefits, retirement, severance, collective bargaining and similar other employment-related requirements, the payment of Social Security social security and Taxessimilar Taxes and occupational safety and health; (B) there is no claim with respect to payment of wages, salary or overtime pay that has been asserted or is now pending or threatened before any Governmental Authority; and (C) is not a party to, or otherwise bound by, any consent decree with, or citation by, any Governmental Authority relating to employees or employment practices. Each individual who is classified by any Seller or any Affiliate thereof as an “employee” or as an “independent contractor” is properly so classified, and of amounts each such employee employed primarily in the United States has been properly classified as an “exempt” or “non-exempt” employee under Occupational Health and Safety Lawsapplicable Legal Requirements. No Acquired Company Seller is liable for the payment of any Taxes, fines, penalties penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. (bii) Except as set forth in on Disclosure Schedule 3.21(b): 4.5(f), (iA) neither no Seller nor Acquired Company has been, or is or has been now, a party to any collective bargaining agreement or other similar labor contract, no collective bargaining agreement is currently being negotiated, no application or petition for an election of, right of representation by or certification of a collective bargaining agent is pending and, to the Knowledge of Seller, no organizing effort is currently being made with respect to employees of Seller or any Acquired Company; ; (iiB) since January 1December 31, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement2012, there has not been, there is not presently pending or existing, and, to the Knowledge of each Seller’s Knowledge, there is not threatened, any strike, slowdown, picketing, picketing or work stoppage, employee grievance process, organizational activity, lockout of stoppage involving any employees or other labor dispute involving Seller or any Acquired Company; Seller; (iiiC) to the Knowledge of each Seller’s Knowledge, no event has occurred or circumstance exists that is likely to could provide the basis reasonable basis, in Sellers’ determination, for any work stoppage or other labor dispute involving Seller or any Acquired Companydispute; and (ivD) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement, there has not been, and there is not pending ornor, to the Knowledge of any Seller’s Knowledge, threatened against or affecting any Seller or any Acquired Company any Proceeding or charge asserted relating to the alleged violation of any Legal Requirement pertaining to labor relations or practices, discrimination, harassment or retaliation or other employment matters of the Businessmatters, including any charge or complaint filed with the National Labor Relations Board, Equal Employment Opportunity Commission Board or any Governmental Body with authority comparable governmental body, and, to each Seller’s Knowledge, there is no organizational activity or other labor dispute against any Seller; (E) no application or petition for employment-related mattersan election of or for certification of a collective bargaining agent is pending; (F) there are no pending grievances or arbitration Proceedings arising under any collective bargaining agreement or any similar labor contract between any Seller and any of its employees; (G) there is no lockout of any employees by any Seller, and no event such action is contemplated by any Seller; (H) to each Seller’s Knowledge, there has occurred been no complaint or circumstance exists that is likely charge of discrimination filed against or threatened against any Seller with the EEOC or other Governmental Authority; and (I) to provide each Seller’s Knowledge, there has been no complaint or charge filed or threatened against any Seller with the basis for any such violation Department of Labor and/or OSHA regarding alleged discrimination, retaliation or chargewhistleblowing.

Labor Disputes; Compliance. (a) Seller and each Each Acquired Company has at all times complied with, and paid or accrued on the Financial Statements all amounts due under, with all Legal Requirements relating to employment practices, terms terms, and conditions of employment, plant closings, equal employment opportunity, nondiscrimination, sexual harassment, immigration, work permits, wages, hours, benefits, retirement, severance, collective bargaining and similar requirements, the payment of Social Security and similar Taxes, and of amounts under Occupational Health occupational safety and Safety Lawshealth. No Acquired Company is liable for the payment of any Taxes, fines, penalties penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. (b) Except as set forth in Schedule 3.21(b): (i) neither Seller nor no Acquired Company is or has been a party to any collective bargaining agreement or other labor contract, no collective bargaining agreement is currently being negotiated, no application or petition for an election of, right of representation by or certification of a collective bargaining agent is pending and, to the Knowledge of Seller, no organizing effort is currently being made with respect to employees of Seller or any Acquired Company; (ii) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement2011, there has not been, there is not pending or existing, and, to the Knowledge of Sellerthe Founder, there is not threatened, any strike, slowdown, picketing, work stoppage, employee grievance process, organizational activity, lockout of any employees or other labor dispute involving Seller or any Acquired Company; (iii) to the Knowledge of Sellerthe Founder, no event has occurred or circumstance exists that is likely to could provide the basis for any work stoppage or other labor dispute involving Seller or any Acquired Company; anddispute; (iv) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement2011, there has not been, and there is not pending or, to the Knowledge of Sellerthe Founder, threatened against or affecting Seller or any Acquired Company any Proceeding or charge asserted relating to the alleged violation of any Legal Requirement pertaining to labor relations or practices, discrimination, harassment or retaliation or other employment matters of the Businessmatters, including any charge or complaint filed with the National Labor Relations BoardBoard or any comparable Governmental Body; (v) no application or petition for an election or for certification of a collective bargaining agent is pending; (vi) since January 1, 2011, there has not been, and there is not pending or, to the Knowledge of the Founder, threatened, any lockout of any employees by any Acquired Company; and (vii) since January 1, 2011, there has not been, and there is not pending or, to the Knowledge of the Founder, threatened, against any Acquired Company any charge of discrimination or sexual harassment filed with the Equal Employment Opportunity Commission or any similar Governmental Body with authority for employment-related mattersBody, and no event has occurred or circumstance exists circumstances exist that is likely to could provide the basis for any such violation or charge.

Labor Disputes; Compliance. For the purposes of this Section 4.22 a reference to Parascript will also include Manager, as appropriate. (a) Seller and each Acquired Company Parascript has at complied in all times complied with, and paid or accrued on the Financial Statements all amounts due under, material respects with all Legal Requirements relating to employment practices, terms and conditions of employment, plant closings, equal employment opportunity, nondiscrimination, sexual harassment, immigration, work permits, wages, hours, benefits, retirement, severance, collective bargaining and similar other requirements, the payment of Social Security social security and Taxes, similar Taxes and of amounts under Occupational Health occupational safety and Safety Lawshealth. No Acquired Company Parascript is not liable for the payment of any Taxes, fines, penalties 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 Parascript Material Adverse Effect. (b) Except as set forth disclosed in Schedule 3.21(b): Part 4.22(b), (i) neither Seller nor Acquired Company Parascript has not been, and is or has been not now, a party to any collective bargaining agreement or other labor contract, no collective bargaining agreement is currently being negotiated, no application or petition for an election of, right of representation by or certification of a collective bargaining agent is pending and, to the Knowledge of Seller, no organizing effort is currently being made with respect to employees of Seller or any Acquired Company; ; (ii) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement2004, there has not been, there is not presently pending or existing, and, to the Knowledge of SellerParascript, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process, organizational activity, lockout of any employees or other labor dispute process involving Seller or any Acquired Company; Parascript; (iii) to the Knowledge of SellerParascript, no event has occurred or circumstance exists that is likely to would provide the basis for any work stoppage or other labor dispute involving Seller or any Acquired Companydispute; and (iv) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement, there has not been, and there is not pending or, to the Knowledge of SellerParascript, threatened against or affecting Seller or any Acquired Company Parascript any Proceeding or charge asserted relating to the alleged violation of any Legal Requirement pertaining to labor relations or practices, discrimination, harassment or retaliation or other employment matters of the Businessmatters, including any charge or complaint filed with the National Labor Relations BoardBoard or any comparable Governmental Body, and, to the Knowledge of Parascript, there is no organizational activity or other labor dispute against or affecting Parascript; (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 would have a Material Adverse Effect upon Parascript or the conduct of its business; (vii) there is no lockout of any employees by Parascript, and no such action is contemplated by Parascript; and (viii) there has been no charge of discrimination filed against or, to Parascript’s Knowledge, threatened against Parascript with the Equal Employment Opportunity Commission or any similar Governmental Body with authority for employment-related matters, and no event has occurred or circumstance exists that is likely to provide the basis for any such violation or chargeBody.

Labor Disputes; Compliance. (a) Seller and each Acquired Each FFIN Company has has, at all times times, complied with, and paid or accrued on the Financial Statements all amounts due under, with all Legal Requirements relating to employment practices, terms terms, and conditions of employment, plant closings, equal employment opportunity, nondiscrimination, sexual harassment, immigration, work permits, wages, hours, benefits, retirement, severance, collective bargaining and similar requirements, the payment of Social Security and Taxes, and of amounts under Occupational Safety and Health and Safety LawsLaw. No Acquired FFIN Company is liable for the payment of any Taxes, fines, penalties Taxes or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. (b) Except as set forth in Schedule 3.21(b7.21(b): (i) neither Seller nor Acquired no FFIN Company is or has been a party to any collective bargaining agreement or other labor contract, no collective bargaining agreement is currently being negotiated, no application or petition for an election of, right of representation by or certification of a collective bargaining agent is pending and, to the Knowledge of Seller, no organizing effort is currently being made with respect to employees of Seller or any Acquired Company; (ii) since January 1March 31, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement2015, there has not been, there is not pending or existing, and, to the Knowledge of SellerShareholder’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, employee grievance process, organizational activity, lockout of any employees or other labor dispute involving Seller or any Acquired FFIN Company; (iii) to the Knowledge of SellerShareholder’s Knowledge, no event has occurred or circumstance exists that is likely to could provide the basis for any work stoppage or other labor dispute involving Seller or any Acquired Company; anddispute; (iv) since January 1March 31, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement2015, there has not been, and there is not pending or, to the Knowledge of SellerShareholder’s Knowledge, threatened against or affecting Seller or any Acquired Company FFIN Company, any Proceeding or charge asserted relating to the alleged violation of any Legal Requirement pertaining to labor relations or practices, discrimination, harassment or retaliation or other employment matters of the Businessmatters, including any charge or complaint filed with the National Labor Relations BoardBoard or any comparable Governmental Body; (v) no application or petition for an election or for certification of a collective bargaining agent is pending; (vi) since March 31, 2015, there has not been, and there is not pending or, to Shareholder’s Knowledge, threatened, any lockout of any employees by any FFIN Company; and (vii) since March 31, 2015, there has not been, and there is not pending or, to Shareholder’s Knowledge, threatened, against any FFIN Company any charge of discrimination or sexual harassment filed with the Equal Employment Opportunity Commission or any similar Governmental Body with authority for employment-related mattersBody, and no event has occurred or circumstance exists circumstances exist that is likely to could provide the basis for any such violation or charge.

Labor Disputes; Compliance. (ai) Seller and each Acquired Company has at Subsidiary of Seller have complied in all times complied with, and paid or accrued on the Financial Statements all amounts due under, material respects with all Legal Requirements relating to employment practices, terms and conditions of employment, plant closings, equal employment opportunity, nondiscrimination, sexual harassment, immigration, work permits, wages, hours, benefits, retirement, severance, collective bargaining and similar other requirements, the payment of Social Security social security and Taxes, similar taxes and occupational safety and health. Neither Seller nor any Subsidiary of amounts under Occupational Health and Safety Laws. No Acquired Company Seller is liable for the payment of any Taxestaxes, fines, penalties or other amounts, however designated, for failure to comply with with, or a breach of, any of the foregoing Legal Requirements. (bii) Except as set forth provided in Schedule 3.21(b): Section (ij)(ii) neither of the Disclosure Letter, each of Seller nor Acquired Company and its Subsidiaries has not been, and is or has been not now, a party to any collective bargaining agreement or other labor contract, no collective bargaining agreement is currently being negotiated, no application or petition for an election of, right of representation by or certification of a collective bargaining agent is pending and, to the Knowledge of Seller, no organizing effort is currently being made with respect to employees of Seller or any Acquired Company; (ii) and since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement2004, there has not been, there is not presently pending or existing, and, and to the Seller’s Knowledge of Seller, there is not threatenedThreatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process, organizational activity, lockout of any employees or other labor dispute process involving Seller or any Acquired Company; (iii) to the Knowledge Subsidiary of Seller, no . No event has occurred or circumstance exists that is likely to could provide the basis for any work stoppage or other labor dispute involving Seller or any Acquired Company; and (iv) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement, there has not beendispute, and there is not pending or, to the Knowledge of Seller’s Knowledge, threatened Threatened against or affecting Seller or any Acquired Company its Subsidiaries any Proceeding or charge asserted relating to the alleged violation of any Legal Requirement pertaining to labor relations or practices, discrimination, harassment or retaliation or other employment matters of the Businessmatters, including any charge or complaint filed with the National Labor Relations Board, the Equal Employment Opportunity Commission or any other Governmental Body with authority for employment-related mattersEntity, and there is no event has occurred organizational activity or circumstance exists that is likely to provide the basis for other labor dispute against or affecting Seller or any such violation Subsidiary of Seller or chargetheir respective facilities.

Labor Disputes; Compliance. (a) Seller and each Acquired Company has at all times complied with, and paid or accrued on the Financial Statements all amounts due under, with all Legal Requirements relating to employment practices, terms terms, and conditions of employment, plant closings, equal employment opportunity, nondiscrimination, sexual harassment, immigration, work permits, wages, hours, benefits, retirement, severance, collective bargaining and similar requirements, the payment of Social Security and similar Taxes, and of amounts under Occupational Health occupational safety and Safety Lawshealth. No Acquired Company is not liable for the payment of any Taxes, fines, penalties penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. (b) Except as set forth in Schedule Part 3.21(b):) of the Disclosure Letter: (i) neither Seller nor Acquired Company is or not and has never been a party to any collective bargaining agreement or other labor contract, no collective bargaining agreement is currently being negotiated, no application or petition for an election of, right of representation by or certification of a collective bargaining agent is pending and, to the Knowledge of Seller, no organizing effort is currently being made with respect to employees of Seller or any Acquired Company; (ii) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement2011, there has not been, there is not pending or existing, and, to the Knowledge of Seller’s Knowledge, there is not threatened, any strike, slowdown, picketing, work stoppage, employee grievance process, organizational activity, lockout of any employees or other labor dispute involving Seller or any Acquired Company; (iii) to the Knowledge of Seller’s Knowledge, no event has occurred or circumstance exists that is likely to could provide the basis for any work stoppage or other labor dispute involving Seller or any Acquired Company; anddispute; (iv) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement2011, there has not been, and there is not pending or, to the Knowledge of Seller’s Knowledge, threatened against or affecting Seller or any Acquired Company any Proceeding or charge asserted relating to the alleged violation of any Legal Requirement pertaining to labor relations or practices, discrimination, harassment or retaliation or other employment matters of the Businessmatters, including any charge or complaint filed with the National Labor Relations BoardBoard or any comparable Governmental Body; (v) no application or petition for an election or for certification of a collective bargaining agent is pending; (vi) since January 1, 2011, there has not been, and there is not pending or, to Seller’s Knowledge, threatened, any lockout of any employees by Company; and (vii) since January 1, 2011, there has not been, and there is not pending or, to Seller’s Knowledge, threatened, against Company any charge of discrimination or sexual harassment filed with the Equal Employment Opportunity Commission or any similar Governmental Body with authority for employment-related mattersBody, and no event has occurred or circumstance exists circumstances exist that is likely to could provide the basis for any such violation or charge.

Labor Disputes; Compliance. (a) Seller and each Each Acquired Company has at all times complied with, and paid or accrued on the Financial Statements all amounts due under, with all Legal Requirements relating to employment practices, terms terms, and conditions of employment, plant closings, equal employment opportunity, nondiscrimination, sexual harassment, immigration, work permits, wages, hours, benefits, retirement, severance, collective bargaining and similar requirements, the payment of Social Security and similar Taxes, and of amounts under Occupational Health occupational safety and Safety Lawshealth. No Acquired Company is liable for the payment of any Taxes, fines, penalties penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements. (b) Except as set forth in Schedule Part 3.21(b): (i) neither Seller nor no Acquired Company is or has been a party to any collective bargaining agreement or other labor contract, no collective bargaining agreement is currently being negotiated, no application or petition for an election of, right of representation by or certification of a collective bargaining agent is pending and, to the Knowledge of Seller, no organizing effort is currently being made with respect to employees of Seller or any Acquired Company; (ii) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement, there has not been, there is not pending or existing, and, to the Knowledge of SellerSellers, there is not threatened, any strike, slowdown, picketing, work stoppage, employee grievance process, organizational activity, lockout of any employees or other labor dispute involving Seller or any Acquired Company; (iii) to the Knowledge of SellerSellers, no event has occurred or circumstance exists that is likely to could provide the basis for any work stoppage or other labor dispute involving Seller or any Acquired Company; anddispute; (iv) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement, there has not been, and there is not pending or, to the Knowledge of SellerSellers, threatened against or affecting Seller or any Acquired Company any Proceeding or charge asserted relating to the alleged violation of any Legal Requirement pertaining to labor relations or practices, discrimination, harassment or retaliation or other employment matters of the Businessmatters, including any charge or complaint filed with the National Labor Relations BoardBoard or any comparable Governmental Body; (v) no application or petition for an election or for certification of a collective bargaining agent is pending; (vi) since , there has not been, and there is not pending or, to Sellers’ knowledge, threatened, any lockout of any employees by any Acquired Company; and (vii) since , there has not been, and there is not pending or, to the Knowledge of Sellers, threatened, against any Acquired Company any charge of discrimination or sexual harassment filed with the Equal Employment Opportunity Commission or any similar Governmental Body with authority for employment-related mattersBody, and no event has occurred or circumstance exists circumstances exist that is likely to could provide the basis for any such violation or charge.

Labor Disputes; Compliance. (a) Seller and each Each Acquired Company has at all times materially complied with, and paid or accrued on the Financial Statements with all amounts due under, all Legal Requirements Laws relating to employment practices, retaliation, leave of absence, terms and conditions of employment, plant closings, equal employment opportunity, nondiscrimination, sexual harassment, immigration, work permits, wages, hours, benefits, retirement, severance, collective bargaining and similar requirements, the payment of Social Security and similar Taxes, and of amounts under Occupational Health occupational safety and Safety Lawshealth. No Acquired Company is liable for the payment of any Taxes, fines, penalties 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 set forth in Schedule 3.21(b): (i) neither Seller nor No Acquired Company is or has been a party to any collective bargaining agreement or other labor contract, no collective bargaining agreement is currently being negotiated, no application or petition for an election of, right of representation by or certification of a collective bargaining agent is pending and, to the Knowledge of Seller, no organizing effort is currently being made with respect to employees of Seller or any Acquired Company; (ii) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement, there . There has not been, there is not pending or existingpending, and, to the Knowledge of Sellerthe Sellers, there is not threatened, any strike, slowdown, picketing, work stoppage, employee grievance process, organizational activity, lockout of any employees activity or other labor dispute involving Seller or any Acquired Company; (iii) . There has not been, and there is not pending or, to the Knowledge of Sellerthe Sellers, no event has occurred threatened against or circumstance exists that is likely affecting any Acquired Company any Litigation relating to provide the basis for alleged violation of any work stoppage Laws pertaining to labor relations or other labor dispute involving Seller employment matters, including any charge or complaint filed with the National Labor Relations Board, Equal Employment Opportunity Commission, Department of Labor, or any similar Governmental Authority. No application or petition for an election or for certification of a collective bargaining agent with respect to any Acquired Company; and (iv) since January 1Company is pending. Since October 30, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement2009, there has not been, and there is not pending or, to the Knowledge of Sellerthe Sellers, threatened threatened, against or affecting Seller or any Acquired Company any Proceeding or charge asserted relating to the alleged violation of any Legal Requirement pertaining to labor relations or practices, discrimination, harassment harassment, or retaliation or other employment matters of the Business, including any charge or complaint filed with the National Labor Relations Board, Equal Employment Opportunity Commission or any similar Governmental Body with authority for employment-related mattersAuthority, and to the Knowledge of the Sellers, no event has occurred or circumstance exists circumstances exist that is likely to could provide the basis for any such violation or charge.

Labor Disputes; Compliance. For the purposes of this Section 3.22 a reference to Seller will also include Manager, as appropriate. (a) Seller and each Acquired Company has at complied in all times complied with, and paid or accrued on the Financial Statements all amounts due under, material respects with all Legal Requirements relating to employment practices, terms and conditions of employment, plant closings, equal employment opportunity, nondiscrimination, sexual harassment, immigration, work permits, wages, hours, benefits, retirement, severance, collective bargaining and similar other requirements, the payment of Social Security social security and Taxes, similar Taxes and of amounts under Occupational Health occupational safety and Safety Lawshealth. No Acquired Company Seller is not liable for the payment of any Taxes, fines, penalties 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) Except as set forth disclosed in Schedule 3.21(b): Part 3.22(b), (i) neither Seller nor Acquired Company is or has been not been, and are not now, a party to any collective bargaining agreement or other labor contract, no collective bargaining agreement is currently being negotiated, no application or petition for an election of, right of representation by or certification of a collective bargaining agent is pending and, to the Knowledge of Seller, no organizing effort is currently being made with respect to employees of Seller or any Acquired Company; ; (ii) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement2003, there has not been, there is not presently pending or existing, and, to the Knowledge of Seller, there is not threatened, any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process, organizational activity, lockout of any employees or other labor dispute process involving Seller or any Acquired Company; Seller; (iii) to the Knowledge of Seller, no event has occurred or circumstance exists that is likely to would provide the basis for any work stoppage or other labor dispute involving Seller or any Acquired Companydispute; and (iv) since January 1, 2007 for Seller, Cayman or VN, and since the date of Seller’s acquisition of DAC pursuant to the 2009 Xxxxxxx Agreement, there has not been, and there is not pending or, to the Knowledge of Seller, threatened against or affecting Seller or any Acquired Company any Proceeding or charge asserted relating to the alleged violation of any Legal Requirement pertaining to labor relations or practices, discrimination, harassment or retaliation or other employment matters of the Businessmatters, including any charge or complaint filed with the National Labor Relations BoardBoard or any comparable Governmental Body, and, to the Knowledge of Seller, there is no organizational activity or other labor dispute against or affecting Seller; (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 would have a Material Adverse Effect upon Seller or the conduct of its business; (vii) there is no lockout of any employees by Seller, and no such action is contemplated by Seller; and (viii) there has been no charge of discrimination filed against or, to Seller’s Knowledge, threatened against such Seller with the Equal Employment Opportunity Commission or any similar Governmental Body with authority for employment-related matters, and no event has occurred or circumstance exists that is likely to provide the basis for any such violation or chargeBody.