Labor Disputes; Compliance. (1) Since Seller’s organization, Seller has complied in all material respects with all applicable labor and other employment-related laws, ordinances and regulations, including those relating to employment practices, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, payment of social security and employment related taxes, and occupational safety and health. Buyer 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. (2) Seller has not been, and is not now, a party to any collective bargaining agreement or other labor contract. There has not been, there is not presently pending or existing, and there is not threatened, any strike, slowdown, picketing, work stoppage or employee grievance process involving the Seller. No event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute in respect of the Buyer. No proceeding, charge, grievance proceeding or other claim relating to an alleged violation of any law, ordinance or regulation pertaining to labor relations or employment matters, has been filed or, to Buyer’s knowledge, threatened against or affecting Seller (or any director, officer, manager or employee thereof) relating to the actual or alleged violation of any law, ordinance or regulation pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable governmental body, and there is no organizational activity or other labor dispute against or affecting the Seller, and no application or petition for an election of or for certification of a collective bargaining agent is pending or threatened. There is no pending grievance or arbitration proceeding by any employee of Seller that might have an adverse effect upon Seller is threatened or pending. There is no lockout by Buyer of any of its employees, and no such action is contemplated by Seller. No charge of discrimination has been filed against or threatened against Seller (or any of its members, managers or employees) with the Equal Employment Opportunity Commission or similar governmental body.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Brooklyn Cheesecake & Desert Com), Membership Interest Purchase Agreement (Brooklyn Cheesecake & Desert Com)
Labor Disputes; Compliance. (1) Since SellerParent’s organization, Seller Parent has complied in all material respects with all applicable labor and other employment-related laws, ordinances and regulations, including those relating to employment practices, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, payment of social security and employment related taxes, and occupational safety and health. Buyer Parent 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.
(2) Seller Parent has not been, and is not now, a party to any collective bargaining agreement or other labor contract. There has not been, there is not presently pending or existing, and there is not threatened, any strike, slowdown, picketing, work stoppage or employee grievance process involving the SellerParent. No event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute in respect of the BuyerParent. No proceeding, charge, grievance proceeding or other claim relating to an alleged violation of any law, ordinance or regulation pertaining to labor relations or employment matters, has been filed or, to BuyerParent’s knowledge, threatened against or affecting Seller Parent (or any director, officer, manager or employee thereof) relating to the actual or alleged violation of any law, ordinance or regulation pertaining to labor relations or employment matters, including any charge or complaint filed with the National Labor Relations Board or any comparable governmental body, and there is no organizational activity or other labor dispute against or affecting the SellerParent, and no application or petition for an election of or for certification of a collective bargaining agent is pending or threatened. There is no pending grievance or arbitration proceeding by any employee of Seller Parent that might have an adverse effect upon Seller Parent is threatened or pending. There is no lockout by Buyer Parent of any of its employees, and no such action is contemplated by SellerParent. No charge of discrimination has been filed against or threatened against Seller Parent (or any of its members, managers or employees) with the Equal Employment Opportunity Commission or similar governmental body.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Brooklyn Cheesecake & Desert Com), Membership Interest Purchase Agreement (Brooklyn Cheesecake & Desert Com)